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Board meetings are invaluable. They are an opportunity for the CEO, management team and the board of directors to review the company’s performance, discuss strategic plans and make decisions that impact the organization’s future. For the CEO and management team, board meetings are an opportunity to pull out of the trenches of daily business building, and reflect on where the company is, why, and where it’s heading.

When done well, board meetings are great vehicles to take stock of what is and isn’t going well. The process focuses the CEO, management team, and company on the most important priorities for the business. Once focused, the team can receive relevant feedback and assistance from the advisors most invested in the company’s success, and integrate many points of view quickly to make decisions about the company’s strategic direction. 

On the other hand, at worst, board meetings are just an essential component of corporate governance, a meeting that requires an inordinate amount of time to prepare, but doesn’t move the company forward. 

What makes a great board meeting isn’t perfect company performance, but rather great preparation.

One critical component in board meeting preparation is the board deck. This presentation is sent ahead of time to center the board members before the meeting, and guides the board through the meeting itself. Don’t dread the work or the experience — it’s critical for you, too!

If you’re an early-stage founder, we recommend you read through this to get an idea of what to expect, and then bookmark it for later. If you’re a growth-stage company CEO preparing for your first big board meeting, then you’re in luck! What’s included in this guide:

• Top 5 pointers: Key things to keep in mind as you’re building the board deck
• Overall meeting structure: The key sections to include in every board meeting
• Section guidance: What to include in each section
  • Guiding questions as you build out this section = Questions to ask yourself upfront as you first tackle the outline for a section. Then, return to these questions after you and the team have built out the deck to make sure you’ve comprehensively covered them
  • Useful frameworks = Frameworks to ensure comprehensive coverage of the core issues
• Coordinating with your team: How to involve your team in preparing for the board meeting, as part of the meeting, and the follow-ups from the board meeting
• Other resources

Let’s jump in! 🤿

Top 5 pointers 🎯

1)Board decks are quarterly opportunities to take a step back and assess what is and isn’t going well. This is a gift.

2) Details matter. The quality of your process determines the quality of the output. Don’t rush through it. Start the preparation at least four weeks in advance, or more if this is your first time.

• There is no “fake it til you make it.” Instead, “iterate until you’ve nailed it.”
• The deck is more than a collection of content. It should be a cohesive whole: It’s your story.
• Keep a very high standard on high quality work: no typos, consistent branding, relevant footnotes, etc.
• Beyond the content, the board deck should reflect your style, values and company ethos.

3) A window into your company’s operating rhythm. Most of the board deck content should come from the dashboards you or your team already uses to run the business. When done well, the slides shouldn’t feel like lifeless “board meeting slides,” but rather excerpts of what the team already does.

• If there are reports that the board wants to see but functional leaders aren’t producing today, consider: Why isn’t the team also interested in these reports? Either the board is asking for too much, or the functional leader isn’t engaged enough with the subject matter.
• In this way, board meetings shouldn’t actually consume the team or even the CEO/CFO for a month ahead of the meeting, but rather be part of the leader’s own systems.
  

4) Show, don’t tell. What will most stand out to the board is your clarity of thought: How strong is your handle on the business, and what needs to happen to get to the next stage?

• In the board deck, always cover the bases, and then consider what else is relevant.
  • What are the “bases”? The consistent meeting structure is covered below.
• Deck should be a mix of quantitative and qualitative analysis, of words and graphs. Be guided by what most effectively tells the story.
• The board deck communicates with the board what you want to get out of the meeting.
• Find balance in what you communicate: between wins and losses, between what you tackled and what you haven’t, between what’s going well and what’s behind, etc.
• Even if the business update/news is overwhelmingly positive, if you don’t communicate why, the board is likely to push back.
  

5) Transparent. The biggest red flag is anything hidden, missing, or omitted. It’s much better to be direct and upfront about what’s not working or what happened that is different from expected than to bury it. Eventually, the truth will come out, and it will destroy your board’s trust in you.

• In fact, board meetings can be ideal times to raise issues because you can address the full board at once and receive immediate feedback and guidance, and it will be just one of many topics covered.
• Don’t be afraid to ask the board for help. This is one of the critical roles of the board meeting! You don’t know everything (no one does!), and there’s no point in pretending you do.
  
  

Overall meeting structure 🧱

There are eight key sections to include in every board meeting deck:

1. Meeting Goals/Agenda
2. Administrative Items
3. CEO Update
4. Financial Performance
5. Business Updates
6. Strategic Discussion
7. Closed Session
8. Appendix

For additional discussion on the critical elements to include in a board meeting, please see this great guide from my partner Ajay on “The 10 Keys to a Successful Board Meeting.” Ajay’s advice is particularly sage given that over the course of his venture career he has participated in hundreds of board meetings for seed and Series A companies, growth companies and public companies. In particular, he emphasizes:

• Section 3, the CEO Update: Starting the first 30 minutes with a “state of the union” helps frame the upcoming detailed discussion. It’s great to start each board meeting with the founder (without the executive team) providing a rundown on the current state of the business. This should be qualitative (no slides)and present a big-picture narrative on how things are going.
  
• Sections 5 and 6, Business Updates and Strategic Discussion: Plan to cover one or two deep-dive topics. These deep-dive topics can be functional in nature, such as delving into the product roadmap or the sales hiring plan. They can also be more strategic, such as a discussion on whether to consider entering into a new business, changing pricing or adding a new GTM motion. The November/December board meeting should definitely include a deep dive around the operating plan for the following fiscal year. Deep dives stimulate the group to take part in interactive discussions and problem solving and are usually the most valuable part of any board meeting.
  
• Section 7, the Closed Session: This should not be optional. Get into the habit of blocking time for a closed session at the end of each board meeting so your board can offer candid feedback. Some of the best and most impactful discussions that I’ve experienced during a board meeting have been during the closed session.

Section guidance 👷🏼

Section 1: Meeting Goals/Agenda

A) Guiding questions and notes as you build out this section:

• When setting the agenda, consider:
  • Outside of the financial update, include business unit updates based on (a) which areas are the most significant value drivers for the business today, (b) what is most up-in-the-air in terms of the strategy, (c) where there’s something notably new, e.g. a new leader to post the board on his/her area, or (d) rotate among the core business units across board meetings throughout the year.
    • E.g., product update if focused on new product development, market update if concerned about competitive pressures and GTM/sales team update if there’s a bit investment or remarkable over- or under-performance in this area
  • Where the board can be most impactful for the business today.
  • Which areas of the business do you want to get everyone on the same page, e.g. if there is disagreement on a topic (or you anticipate there is) in one-on-one conversations with board members?
    
• How much time do you want to allocate to each section? Setting timing guidelines gives the board an understanding of how important each section is, and is one of the ways you take command of the board meeting.
  
• What’s the best order for the agenda items?
  • Hit bad news early. End on a strong note.
  • What dependencies do you want to address upfront? What do people need to understand to have an informed perspective?
    
• Optional sections:
  • You can include the administrative session at the top or the at the bottom of the meeting.
  • Do you need to include a closed session? Yes, if there are sensitive topics, like personnel decisions.

Section 2: Administrative Items

A) Guiding questions and notes as you build out this section:

• Topics to cover include approving board minutes, options grants and other salary items.

Section 3: CEO Update

A) Guiding questions and notes as you build out this section:

• Temperature check: What’s going well, what’s going OK and what’s going poorly?
• Your tone is as important as the content.
• What are your strategic priorities?
• What are you focused on day-to-day? Show that you’re focused on the right, core set of priorities.
• Are there any potential surprises? Share these up-front.
• Consider what’s on the horizon.
• What factors could have the single biggest impact on the business? How are you caretaking these?

B) Useful frameworks:

• Green/Yellow/Red
• Past/Present/Future
  

Section 4: Financial Performance

A) Guiding questions and notes as you build out this section:

• Looking back
  • How is the business tracking against financial goals (as previously communicated to the board)?
    • Include actuals, % YOY and % from target
  • What explains this over-/under- performance? What is the bridge between actual and expected?
    • E.g. How do different business segments perform: by geo, by customer size, by annual contract value (ACV), by tenure, by product, by usage
    • Look at all of these segments (and more), but only share those that matter
    • Overall, provide a lot more detail about misses (than over-performance) — the purpose is to generate ideas from and discussion with the board!
  • Why is this happening?
    • E.g. what in the market, in the sales team, in the marketing approach, etc.
  • Why will it, or will it not, continue? What are you doing about it?
  • Include metrics down the P&L, e.g. gross margin, operating expense, EBITDA and cash burn
  • What does the cash burn imply about runway and future fundraising plans?
  • Do I have the business instrumented? What areas are still a black box?
• Looking forward
  • Key question: Can you hit targets by continuing business as usual (BAU), or is there a change required? If there’s a change required, how will you implement?
  • What is the go-forward plan (as previously communicated)? How does this compare to the forecast? Do you expect to be on target?
    • Why or why not?
    • Show the build up to the plan — make sure there is no “gap,” or unaccounted for ARR
      • E.g. number of account executives (total, ramped), % quota achievement, % partner vs direct sales, marketing qualified leads (MQLs), sales qualified leands (SQLS), etc.
      • Include the metrics that are the appropriate funnel for the business.
    • What actions could the business take to correct course, if necessary?
  • What is your best guess of best case vs worst case scenario (vs plan)?
  • What was surprising about the past, and how are you addressing this going forward?
  • If you’re on target, how could you over-perform? What would need to happen?
  • What are you watching on the horizon? What could become an issue?
• During planning season: Board approved plan
  • What is the goal, and why?
  • How do you get there? What has to happen?
  • How does this triangulate with other goals, e.g. market valuation multiples, last round valuation, etc.?

B) Useful frameworks:

• Under-performing/Performing/Over-performing
• Looking backwards / Looking forwards

Section 5: Business Updates

A) Guiding questions and notes as you build out this section:

• What context is useful for the board, e.g. organizational structure, team goals, overview of strategy, etc.?
• Expect each department to have a slightly different format.
  

Section 6: Strategic Discussion

A) Guiding questions as you build out this section:

• Introduce topic: Why is it important?
• Reflect on the current state
• Define the desired state, e.g. by goals, metrics, or way of being
• Consider the specific area for feedback from the board/discussion/asks

Coordinating with the team 👥

• As the CEO, you should determine the major agenda items in the deck, and the key messages you want to hit.
  
• Once you’ve created an outline, involve your management team in actually fleshing out the story within each.
  
• As a last step, write your “CEO update” section (or a separate letter).
  
• Based on how the story comes together, carefully consider who should and should not be present for the board meeting.
  • Set expectations upfront about who will always come and who will sometimes come, based on which parts of the business are being covered.
  • Attending a board meeting is a privilege.
    
• Spend time rehearsing the slides with each team member. Highlight key areas to emphasize, and where questions may come up. Walk through possible Q&A.
  
• Think about setting up to shine any team members you invite to the board meeting.

Other resources 🔦

• My partner Ajay’s 10 keys to a successful board meeting
  
• RA Capital’s SABER (“Strategic Alignment: Board and Executive Resource”) is a detailed compendium of best practices drawn from the experiences of seasoned board members — in-depth examples (complete with data!) demonstrate how to take the principles outlined in this guide from your laptop to the boardroom oriented toward biotech firms
  
• Insight Onsite’s 7 things to include in every board deck
  
• Visible VC’s board deck template (oriented toward earlier stage companies)
  
• Creandum’s overview of the key sections for a board deck, and template slides (oriented toward earlier stage companies)

Questions? Have ideas about how to make this more useful? Please email me at shinkfuss@baincapital.com, or reach out to me on Twitter/X at @sarahhinkfuss!

🙏🏼 Thank you to the BCV partnership for contributing best practices and exemplary materials.