Embracing Good Governance and Board Dynamics

Throughout my two-decade career, I’ve often heard founders, executives, and business owners say they’re too busy working in the business—the day-to-day operations—to make time for working on the business—strategy and growth. For startups and small businesses, leadership often feels like a juggling act, balancing immediate demands with long-term strategy. Amid this whirlwind, another critical dimension often gets overlooked: taking care of the business itself. In fact, many early startups and small businesses even forgo regular board meetings entirely.

The Three Dimensions of Organizational Leadership: Working In, On, and Taking Care of the Business

One of the most valuable insights from my board observership was recognizing the three interconnected dimensions of organisational leadership:

  • Working In the Business Day-to-day tasks: managing teams, solving immediate problems, and delivering on customer needs. This is where most founders instinctively spend their time, fighting fires and keeping the lights on. Example: Ensuring product delivery timelines or troubleshooting customer complaints
  • Working On the Business Strategic growth: scaling operations, entering new markets, and planning for the future. This requires stepping back from the urgent to focus on the important, which can feel like a luxury when resources are stretched. Example: Designing a product roadmap for a new market or forming partnerships to drive long-term growth.
  • Taking Care of the Business Safeguarding the company’s long-term health—ensuring financial stability, maintaining compliance, proactively managing risks, and fostering a positive culture. 

While founders and management teams often focus on the first two dimensions, it’s the board’s responsibility to prioritize the third. 

The Balancing Act: In, On, and Taking Care

As someone who’s worked both in startups and now in a venture firm, I’ve seen how easily taking care of the business can slip down the priority list. Founders often perceive governance as a distraction from urgent tasks like product launches or fundraising, especially when resources are stretched, but the consequences of neglect are real:

  • Not having an HR manual might seem inconsequential—until a workplace injury or bullying claim arises.
  • A poorly maintained shareholder registry may not seem critical—until it delays a funding round or creates legal complications.
  • Being reactive about board composition can result in misalignment of values, skills and risk tolerance during high-stakes situations, such as cash-flow crises or solvency risks.

Proactive governance isn’t about addressing what feels urgent—it’s about preparing for when the urgent happens.

By focusing on taking care of the business, boards provide a foundation to enable founders to focus on working in and on the business effectively. This includes right-sizing governance to meet the needs of the company, and celebrating wins. 

Rightsizing Governance: Aligning Structure with Growth

Effective governance isn’t one-size-fits-all; it evolves alongside the organization. Just as a ship adjusts its sails to changing winds, governance structures must adapt to growth, complexity, and regulatory needs.

A well-prepared, right-sized board pack, for example, transforms procedural updates into impactful decision-making forums. Here are my top learnings for creating a thoughtful, right-sized board pack that balances context with clarity. 

  1. Define the Purpose: Equip directors with actionable insights to drive informed decision-making. Avoid data dumps (e.g., multiple spreadsheets or overly lengthy updates). Focus on key areas requiring attention and decisions—such as risks, growth opportunities, or critical operational challenges. Use clear subject headings, highlight recommended actions, and include supporting details as attachments when necessary.
  2. Comprehensive but Concise:  Board packs are decision-making tools for directors, not presentations for the team. Avoid unnecessary detail or lengthy operational updates that dilute focus. The goal is to provide enough context for directors to engage independently before the meeting and arrive prepared strategic discussion.
  3. Prepare and Distribute in Advance: The best board discussions happen when directors come to the table prepared. Distributing the pack at least 5 days in advance gives directors time to digest the material, formulate questions, and come ready to engage in strategic discussions and be solution focused.
  4. Structure the Pack for Strategic Discussions: Ensure the pack is structured to guide discussion by helping directors prioritize their efforts and ensuring each meeting addresses key issues effectively. Use categories like “For Decision,” “For Discussion,” and “For Information” to clarify the intent of each section.
  5. Collaborative Feedback Loop: A well-prepared board pack is a shared responsibility between directors and management that evolves over time. Its effectiveness depends on continuous feedback and collaboration to ensure it drives governance and decision-making. This iterative process ensures board packs remain right-sized, impactful, and aligned with strategic priorities.  Include a dedicated space—such as a slide or agenda item—for directors to provide feedback on what works well and what can be improved.

Investors, you have a unique opportunity to enhance governance by offering thoughtful feedback on board packs.

  • Balance support with accountability by recognizing efforts while guiding toward clarity and focus. Remember, constructive critiques foster growth.
  • Encourage actionable next steps by providing specific feedback on board materials and governance practices. For example, suggest adjustments to board pack depth or propose adding risk oversight elements.
  • Share your vision for effective governance, align on priorities and a shared understanding of what success looks like.
  • Acknowledging progress to reinforce good governance practices and build morale.
  • Offer resources, templates, or examples to demonstrate best practices and accelerate adoption.

When investors engage constructively in governance discussions, they do more than fulfill a fiduciary role—they help startups build resilience, establish a culture of accountability, and set companies on a path to sustainable success.

One of the most straightforward yet impactful lessons during my observerships was that discussions are most productive when directors are fully aware of their role in the decision-making process. Governance involves different levels of authority and decision-making, from endorsing and authorizing to providing oversight. Understanding these distinctions and knowing the purpose of each discussion recognises governance as a nuanced process, where clarity around roles and responsibilities empowers effective decision-making.

Purpose-driven governance keeps board discussions focused on issues that matter, helping directors navigate complex topics more efficiently.

Celebrating Success as Part of Governance

Lastly, like many people in business, I sometimes assume that if things are going well, there’s not much to report. I’ve often felt hesitant about “taking up space” in meetings when everything is on track, fearing it might not be a productive use of time. Observing the board meetings changed my perspective entirely. I learned that celebrating positive outcomes—like meeting budget targets or staying on track with strategic goals—is as essential to governance as addressing challenges.

In fact, acknowledging success isn’t just about self-congratulation; it’s about transparency and accountability. When things go well, it’s a testament to effective planning, diligent management, and solid governance. By openly discussing successes as well as challenges, boards can provide a complete, balanced view of a company’s health. This approach fosters confidence among board members and reinforces a culture of pride in the company’s achievements.

Final Reflections on Taking Care of the Business

Effective governance is a multidimensional effort requiring thoughtful preparation, adaptable and right-sized structures, and a proactive culture that celebrates successes and learns from challenges. It isn’t just about compliance—it’s about building resilience, adaptability, and alignment across the organization creating a foundation for long-term success. By focusing on taking care of the business, boards empower founders to work in and on the business with confidence

So, what’s one change you can implement today to make your board discussions more impactful?

Acknowledgments and Gratitude

This post is part of a five-part series drawn from a year long governance deed dive — featuring lessons from board observerships, practical takeaways for founders and investors, and reflections on the complexities of governance in venture-backed startups.

I’m deeply grateful for the generosity and openness of all the boards that welcomed me, and especially Sandford Capital, as well as the WILD for STEM program, which supported my development.

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Key takeaways

  • Effective governance is a multidimensional effort requiring thoughtful preparation, adaptable and right-sized structures, and a proactive culture
  • Celebrates successes and learn from challenges in the boardroom
  • Boards are meant to take care of the business

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