- Board members can be game changers – for example, Dr. Darlene Walley helped a portfolio company increase revenue 650% and successfully sell to Colgate-Palmolive
- “True north” habits give you best chance of landing high-performing board members more quickly and easily
- Follow the process to obtain successful results for ALL parties: PE firm, portfolio company, and candidates
- Read 5-minute summary below or view the 35-minute webinar recording
On March 11, Apex Leaders hosted a 35-minute webinar. Presenting was Pat West, Vice President at Apex Leaders. Moderator was Jenni Raley, Director at Apex Leaders. Originally, a board member from a leading portfolio company was going to join the session, but we weren’t able to work out schedules.
Before beginning, Pat West noted that the “7 Habits of Highly Effective Board Member Searches” webinar was going to focus on board member searches for private equity investors and their portfolio companies.
WHY DEVELOP THESE 7 HABITS?
Board members can spell the difference between success and failure. For example, Dr. Darlene Walley helped grow revenues 650% for a skin care product company, elevated the Elta MD brand to #1 physician dispensed sun care product in the US, and shepherded a successful exit to a public strategic (Colgate-Palmolive).
However, getting great board members is becoming more challenging. Record-breaking private capital activity in 2019 is increasing competition for high-performing board candidates.
1. FIRST, DEFINE QUALIFICATIONS
Establish why board member is being recruited. PE investors, existing board members, and executives of the portfolio company should have an open dialogue about the challenges the company faces, the highest priority gaps to fill, and, ultimately, the company’s exit strategy.
Use rubric to define “ideal” candidate. Decision makers should collaborate to create a description of the perfect board member. This should focus on the key issues a board member could help resolve and the attributes of the person that could get that work done. It’s important to write down the criteria in a rubric and use a scoring system to ensure consistency when comparing individuals. The search process can span weeks and memories and opinions can change. If you engage a third party to help facilitate your search, they can help you enhance your rubric with their custom assessment methods.
2. “MUST-HAVES” VS. “NICE-TO-HAVES”
Separate attributes in your rubric into “must-haves” and “nice-to-haves.” This enables the team to understand if one individual can achieve all your “must-haves” or if you will need to cut criteria or look for other ways to solve those issues. Be realistic: if one candidate cannot fulfill all your “must-haves.” consider other options:
- Add a second board member
- Hire a full-time employee
- Work with a consultant, vendor or third party
No such thing as a definitive list of attributes. The list for every portfolio company will be different. However, decisions often need to be made about which of the following attributes are “must-haves” versus “nice-to-haves:”
- Is willingness of candidate to open their rolodex a “must-have” or a “nice-to-have?”
- Minimum P&L they have run.
- Experience with a certain type of exit (strategic, sales to another PE firm, or going public).
- Prior board experience.
- Expertise in particular roles (Sales, Operations, Marketing, Finance, etc.).
3. KNOW YOUR EXIT STRATEGY
Sharing your exit strategy with potential candidates is a powerful sales tool and can help you land that “big fish” board member. They’ll be able to envision success and see themselves as a part of it. Openness also helps all the parties recognize whether or not a candidate is a good fit. For example, if you plan to pursue a buy-and-build strategy, a board member who has thrived by cutting costs and improving operating efficiency likely won’t be the optimum choice.
4. DIY OR OUTSIDE HELP?
Placing a board member on your own comes down to network, process and time:
- How extensive is your network of friends, family, colleagues, etc.? You might know someone who seems like a good choice. But until you place them in a larger candidate pool, it’s hard to evaluate them objectively. If you use a third-party search firm, they’ll almost always add your personal connections into the broader process so you can see who rises to the top.
- Will that network get you the specific expertise you need to achieve your exit goal? With a personal contact, it’s more likely you’ll be willing to overlook items missing from the “must-have” list. However, initially settling for “good enough” can ultimately make you to go back to the drawing board, wasting time and energy.
- Are you willing to spend the time to go through a thorough process? If you have in place a good tracking system, scorecards, research team, and vetting protocols, DIY can work. If not, that’s what 3rd party search firms bring to the table.
Finally, whether you DIY or not, it’s essential to have an independent third-party conduct final vetting of candidates. The cost to conduct background checks confidentially is negligible compared to the financial, reputational and personal risk at stake.
5. ALIGN EXPECTATIONS
It’s critical to align expectations for your PE team, CEO/exec team, and candidates. Otherwise, you face the potential of delays, damaged relationships, and subpar performance of your investment. Expectations about the process can include:
- PE firm:
- Who is going to be involved and in what way?
- Who will be participating in the process but not necessarily making the final decision?
- Will your support staff be playing a role in the process? Do they know it yet?
- CEO/Executive team at portfolio company:
- How they will be involved?
- How much time will the process require – from helping craft the criteria/rubric to interviewing and evaluating candidates?
- What role will CEO/execs have in the final decision?
- How many interviews? What are travel requirements?
- What format will interviews take? Phone? In person? Both?
- Anticipated duration of the process?
- Willing to complete an assessment? Undergo reference and background checks?
Of course, one of the larger issues is compensation. Board member compensation varies greatly by deal size and anticipated growth. While we typically see a flat cash compensation structure for the board member to attend meetings and an equity portion upon successful exit of the company, the options are virtually unlimited.
You should discuss any restrictions, requirements or rewards to be included in the contract. For example, will fees be paid to them for deal sourcing, will they be prohibited from working with competitive companies, or can they invest in the company? No matter the terms, avoid surprises at the last hour and help the candidate understand what their total payout would ideally be.
Lastly, make sure candidates have a clear understanding of their role(s) and responsibilities should they become a board member. Common topics include:
- What is the anticipated workload between meetings: 1 call or 1 call every week?
- How much do you envision them interacting with your CEO? In what way?
- What is the compensation structure for work they do above and beyond the board role?
- What is the schedule of board meetings for the next year? Do they have conflicts?
- Is remotely calling into a board meeting acceptable or not?
6. ONBOARD & INTEGRATE
The more you invest in a successful onboarding, the more quickly your new board member can start contributing to the company’s success:
- Basic housekeeping: are you giving them an email address, phone number, contact(s) if they have payment issues, IT issues, travel issues, etc.?
- Take them through the history of the company, the employee/business unit structure, the last few years both from a success and failure perspective.
- Talk to them about what the culture is like, don’t be afraid to get into the minutia.
- Most importantly, make them feel welcome and valued.
FIRST BOARD MEETING
- Talk through the entire agenda, let them know of the landmines they might walk on, or you want them to bring up!
- Give them time to ask questions, request data, and feel ready to contribute on the first day.
- Be careful of the use of jargon for the first few meetings, take the extra time to explain what you are talking about or better yet, brief them on those topics prior to the meeting.
- Always debrief after the first meeting. Did it meet their expectations? How could it go better and what they are seeing that you might not have noticed?
7. CLOSE THE LOOP
During your board search, you will certainly meet talented, connected and high-performing individuals. You can’t add them all to your board. But don’t let them just drift away. Establish and follow a process that leaves non-winning candidates feeling respected and valued:
- Identify who in the firm is responsible notifying them of your decision.
- While letting them know you’ve gone in a different direction, help them understand other ways they might work with you in the future:
- Future company boards
- Consulting roles
- Full-time roles at one of your portfolio companies
- Set follow up expectations – when they should expect you to next contact them and how best to do that – phone, email, in person, etc.
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