Term Sheet- Board of Directors by Brad Feld

  • Source link: https://feld.com/archives/2005/01/term-sheet-board-of-directors.html
  • TL;DR: VCs have an interest in having control over a company in order to protect their investment and comply with federal tax regulations. Outside board members are usually compensated with stock options.
  • How helpful?: 3/5
  • Topic Tags: Board of directors, governance
  • Relevant questions addressed:
  • How is the board of directors selected?
  • How are Board members compensated
  • Summary bullet points
  • VCs care about control over the companies they invest in -> one key way they do this is through BoD elections
    • Protect their investments
    • Comply with federal tax statutes
  • VCs often want to add “board observer” instead of/in addition to official member of the board
  • Often, investors want a board seat for then-serving CEO of company
    • If CEO is same as one of the key founders, they would take up two seats in this case
  • Usually don’t receive any cash compensation for serving on a BoD of a private company
    • Outside Board members usually compensated with stock options