Table of Contents
1 Cover
4 Foreword
5 Preface
6 Section 1: Board Fundamentals Chapter 1: Introduction What's New in the Second Edition Who This Book Is For Magic Words, Phrases, Abbreviations, and Style Note Chapter 2: The Board's Purpose Accountability General Responsibilities Chapter 3: Legal Characteristics A Board Member's Legal Duties Addressing Conflicting Duties Benefit Corporations and the B Corp Movement Should You Get D&O Insurance? Note Chapter 4: Board Member Roles Chair or Lead Director Executive Chair Should You Be Chair of Your Board? Independent Board Members Board Observers Outside Counsel Note Chapter 5: Board Functions The Role of Board Committees Informal Responsibilities of a Board Control Priorities Being Rich and Queen (or King) Shareholder Rights Economic and Performance Priorities Emotional Priorities: Trust, Judgment, and Transparency Notes
7
Section 2: Creating Your Board
Chapter 6: Size and Composition
Management
Investors
Independents
Matt's Rule of 1s
Notes
Chapter 7: VCs and Boards
Notes
Chapter 8: Board Evolution
Startup Stages
Limiting the Number of Investor Board Members
Managing Independent Seats
Chapter 9: What to Look for in a Director
General Skills
Fit with Your Existing Board
What Does Your Company Need?
Experiences
Attributes
Governance Philosophy
Chapter 10: Recruiting and Interviewing Board Members
Sourcing
The Interview Process
Interviewing VCs Before They Join Your Board
Chapter 11: Compensation
VCs and Management
Independent Directors
Notes
Chapter 12: Board Diversity
Unconscious Bias
The First Step: Appoint Independent Directors Early
The Second Step: Open Your Search to Board-Ready First-Timers
Notes
Chapter 13: Onboarding Your Directors
Using Employee Onboarding as a Guide
Onboarding New Directors
Interacting with Your Team
Chapter 14: Removing a Board Member
Removing a Founder Director
Removing