GOVERNANCEWhat, why, how…

MODULE 1: CONFIDENCE THROUGH CRISIS

1:1 BEYOND FEAR

MY GOVERNANCE STORYRed Rocks $0 - $15mLotteries Commission $1billMentor growth businessesAdvisory Boards

A DEFINITIONgood governance is important as it provides the infrastructure to improve the quality of the decisions made by those who manage businesses. Good quality, ethical decision-making builds sustainable businesses and enables them to create long-term value more effectively.

GOVERNANCE VS MANAGEMENT

• Board/Directors• High level leadership• Performance of

CEO/leadership team• Direction & ownership of:

– Vision– Strategy– Policy & procedures – Risk & Compliance

• Informing & guiding decision making

• CEO/leadership team• Hands on leadership• Performance of

company/entire team• Design & implementation

of:– Vision– Strategy/culture– Policy & procedures – Risk & Compliance

• Action on decisions made

TYPES OF BOARDS

• A board of directors has legally defined responsibilities and is usually elected by the shareholders and governed by the corporation's bylaws

• An advisory board, on the other hand, is informal group of experts and advisors hand-picked by the CEO and management team

WHY WOULD/SHOULD YOU HAVE A BOARD?

“Every entrepreneur and every business needs at least a couple of outside advisors, if not a formal board of directors. As an angel investor, I judge readiness for investment by the presence or absence of a board, by the CEO’s relationship with them and by the quality of the advisors. It’s a resource that you can’t afford to ignore if you intend to stay competitive today”.

Martin Zwilling

1. A company is a separate entity and needs to meet its obligations

2. You don’t know what you don’t know

3. Strategic steerage4. Experience 5. Discipline6. Accountability

GOVERNANCE JOURNEY

Advisor/ Mentor/Coach

• Help you set strategy

• Growth plan• Business

model• Get you ‘board

ready’

• $

Advisory Board

• Right people• Challenge

strategy• Guide

execution• Add

experience• Accountability

• $$

Board of Directors

• Size & Complexity

• Liable to the strategies –greater investment

• Legal & risk responsibilities

• Capital raising• Public Listing

• $$$

ENSURING AN EFFECTIVE BOARD

• Strategy first – long term and short term– Designed by CEO/leadership team– Workshop/input from Board– Approved by Board - annually

• Right people on Board (to guide, add value and protect)– Have an agreement of terms and expectations

• Regular meetings & good (detailed and accurate) reporting– Agenda set by CEO/GM

• Financials• Strategy/objectives against performance• Issues at hand/what should Board be aware of/help needed• Team• Marketing• Operations

SUMMARY

GOOD GOVERNANCE WILL ENSURE YOUR BUSINESS GROWS UP TO BE BIG, STRONG AND HEALTHY!

ALL BUSINESS OWNERS SHOULD HAVE EXTERNAL ADVISORY –CHOOSE WHERE YOU ARE AT ON THE PATHWAY AND INVEST NOW!

QUESTIONS?