The late afternoon, mid-winter sun had already begun setting. My office, normally bright when the sun is high in the sky, took on a warm, almost eerie glow. As the sun set, he seemed to slink even further into the couch. Head back, legs thrust out in front him, he looked exhausted.

He sighed out: “I’m dreading tomorrow’s board meeting.”

Oy vey, I thought. We’re going to have The Board Discussion.

“Okay…what’s so dreadful about your board meetings?” I asked.

“They’re terrible. There’s no interaction. It’s just like two hours of reporting in—even worse. It’s two hours of me reviewing documents that they’ve all had for a few days and, of course, which none of them have read.”

“So your board meetings suck,” I said. And then, after pausing, I added, “And whose fault is that?”

Okay…enough of my over-written drama…if your board meetings suck, whose fault is it?

I’ll stipulate that investor directors and other board members can be infuriating. In fact, I can see myself writing a bunch of posts on the topic in the future. I’ll stipulate that there should be some general rules of decorum and efficiency that every board member should follow. These include (but aren’t limited to):

• Read the Materials.
• Understand what the company actually does and what market it’s in.
• Pay attention.
• Don’t fall asleep (and this from a guy who did famously once fall asleep albeit during the eighth hour of a ten hour board conference call. Oh, and the meeting sucked.).
• Resist the ADD-inducing distractions of laptops, smart phones, dumb phones, radios, TVs or any other “device.”
• Show up. On Time. And stay until the end.
• Do only one meeting at a time (I know one guy who “attends” one board meeting by phone while sitting, physically, in another).
• Assume management knows what they’re doing until proven otherwise.
• Assume management and staff know more about the day to day activities of the company and its efforts than you do.
• No biting.
• Keep the blowhard opinions down to one per hour and no repeating of someone else’s blowhard opinion.
• Be polite.
• Keep your anxieties to yourself. Just because you’re having trouble with your fund doesn’t mean the CEO should be fired.
• Don’t assume because you’ve had five portfolio companies try and fail before that this company will also fail.
• Share your experience and knowledge.
• Don’t fall in love and be blinded to the realities of the strengths and weaknesses

I could go on…

All of the above may be true about your particular board but that doesn’t mean the board meetings have to be dreadful, boring, or useless.

So here’s my quick set of suggestions for making the board meeting effective:

1. Set and KEEP to the agenda. If the meeting is slated for two hours, take no more than two hours (or less if possible).
2. Get the materials into the hands of the directors at least two days before the meeting (sometimes even earlier if a director requests it).
3. Keep the re-vamping and re-writing of materials after they’ve been distributed to an absolute minimum. Nothing is a bigger waste of time than having board members trying to discuss a point when they have different “facts.”
4. Get the math right. Egregious errors sow seeds of doubt about everything you assert.
5. Do not read the slides. Assume your directors can read (both what’s on the screen and what’s in their hands).
6. Better yet, skip the slide show. Nothing spells disaster than a few pounds of pastries, a darkened room, and someone reading slides. ZZZzzzz.
7. Don’t assume your directors know nothing about your company and your market. Conversely, don’t assume your directors know everything about your company and your market.Ask questions.
8. Be open to suggestions. Don’t be defensive.
9. Tell the truth. No snowjobs, sandbagging or other forms of lying.
10. Have a firm idea of the purpose of a particular meeting. In addition to a general periodic review of the company’s performance, use the meeting to engage the brains of your directors. Formulate a question or questions that will tease out the key strategic challenges you’re facing.
11. Close the meeting with each person having a clear sense of where the company is, what it’s most immediate upcoming challenges are, and—if possible—what the best ways they might be able to help.

In the end, you have to remember that one person has to run the meeting. You may have a chairman and, if you’re lucky, they’ll have the experience and temperament to manage the meeting, facilitate the dialogue, and keep everyone on track. Usually, for start-up companies with tiny boards of directors, that role falls to the CEO.

Got other ideas about making board meetings more effective?