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59 changes: 59 additions & 0 deletions src/handbook/company/board.md
Original file line number Diff line number Diff line change
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Calendar invites include all the folks expected to be at the board meeting,
including our legal counsel.

## The Strategic Timeline

Working from the meeting date, follow these milestones:
* T-minus 2 Weeks: Draft the agenda and create the deck or decks
* T-minus 1 Week: The Dry Run. First draft of slides complete. Present to internal stakeholders/executives.
* T-minus 2-4 Days: Final Board Package distributed (allows directors time to read).
* Meeting Day: Execution and note-taking.

## The Meeting

### The Dry Run: One Week out

Schedule a dry run meeting with all internal stakeholders a week prior to the actual meeting date.
Key Objectives:
- Finalize slides: Which slides require more support
- Audit the Data: Double-check the numbers
- Time Management: Ensure the presentation fits within 60-70% of the allotted time, leaving the rest for Q&A.
- Craft storyline and identify focussed discussions to resolve key challenges for the company.

### Prewatch

Three business days before the meeting, the CEO will send a 5-10 minute prewatch
Expand Down Expand Up @@ -64,6 +81,17 @@ It would be highly appreciated if topics to be discussed are shared in advance w

It is the CEO's responsibility to manage time in the meeting.

#### Stock Options Approval
Board approval is required for every new employee's options grant. For each applicable employee, the slide must include:

- Employee name
- Title
- Current option allocation (if applicable)
- Options to be offered
- Fully diluted total ownership post-grant
- Vesting schedule
All information must be based on the final, executed offer letter. Employees included on this slide must have completed onboarding prior to the board meeting.

## Metrics

Key Metrics to include:
Expand Down Expand Up @@ -111,6 +139,35 @@ The template is updated to fit the FlowFuse business.
Slides are stored in the "Investors" folder in the "FlowFuse Admin" Shared
Drive.

#### Sending out the deck

2-4 Days before the board meeting, save the document as a pdf file and share it with the board members for review. Include minutes from last time and other assets in the same email.

#### Managing the Two Slide Decks

**1. The Open Session Deck (General Team)**

This deck focuses on transparency, high-level performance, and culture.
- Purpose: Celebrate wins, align on company goals, and share the "vibe" of the business.
- Highlights/Challenges/Focus
- Content:
- OKR updates
- Marketing highlights
- New hires
- Product roadmaps

**2. The Closed Session Deck (Executive/Board Only)**

This contains sensitive "Closed Matters" that require legal privilege or high-level strategic oversight.
- Purpose: Deep-dive into governance, sensitive financials, and high-risk decisions.
- Content:
- Compensation: Exec salaries, equity grants, and bonus structures.
- Legal: Pending litigation or regulatory updates.
- Strategic Moves: M&A discussions, fundraising details, or layoffs.
- Financials: Detailed burn rates and runway audits.
- Approval of minutes of the last BoD
- Link to the finalized minutes from the previous board meeting which are stored in the FlowFuse Admin Shared Drive, under Investors, in the appropriate year folder.

### Post meeting action items

Within a week after the board meeting, the CEO will distribute assets related to
Expand All @@ -122,6 +179,8 @@ Assets will always include:
2. A link to the pre-shared materials for the Strategic Discussion
3. List of action items

Once everything has been finalized, share the high-level wins and strategic direction from the Open Session with your broader leadership team at the next Strategy meeting.

### Meeting Minutes

Meeting Minutes are compiled by our Counsel and shared after the meeting. They
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