Legal & Compliance

Board of Directors

The governing body of a corporation, responsible for major strategic decisions, hiring/firing the CEO, and representing shareholders.

A startup's board of directors is its highest governing body with fiduciary duty to all shareholders. The board approves major decisions: equity issuances, acquisitions, CEO compensation, and in extreme cases, replacing the CEO. Early startup boards are small — often just the founders. After a Series A, a typical board has 5 members: 2 founders, 2 investors, and 1 independent director. Board composition is a key negotiating point in any VC term sheet. Effective boards operate as strategic partners to management, not just governance checkboxes. Board dynamics matter enormously during crises, pivots, and acquisition discussions.