Brad Feld wrote a great post on The Closed Session of the Board Meeting. I sit on five boards, two of them as outside directors, one as CEO, one as Executive Chairman, and one as an observer. I believe strongly in the closed door session for exactly the reason Brad described in his post. However, I use a different format, one which I think increases the value.
In Brad’s post, he described a specific board meeting in which the closed session made a big difference. He rightfully emphasized that by institutionalizing the closed session, it came in handy when needed. That is, they had long since put into practice that each board meeting would have a closed session whether needed or not. This way, once it was needed, no one had to take the step to request a closed session. The time was already blocked off on everyone’s schedule and having the session set off no red flags. I am sure it made for a more natual and less confrontational discussion of the situation.
Brad described his format as involving all board members, including the CEO and founders. His exception is management board members who are not founders.
I structure my closed board sessions as a four step process:
- CEO Report Card
- Directors Only
- Read-out to CEO
- CEO Response
I’ll discuss each of these in postings next week.












May 12th, 2008 at 12:03 am
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May 19th, 2008 at 6:54 am
[…] discussed in the first Closed Session post, the power of the format is doing it whether needed or not. The board will meet without the CEO. […]
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