Startup legal playbook

What you need to know about board meeting agendas


  • Torys’ Emerging Companies and VC Group

Read this if: you need to set a board meeting agenda for your startup

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Your startup board plays a vital role, and quarterly meetings, at minimum, will help maintain consistent communications. The agenda for your board meeting should outline each discussion topic and provide an overview of the amount of time you plan to spend on each topic. Topics should be addressed in order of highest to lowest priority.

Often meetings will be split into two parts—with the first half focused on formal issues, and the second half is a more informal portion focusing on strategy and brainstorming.

The formal section walks through all the board governance and housekeeping items on the agenda, such as approving any stock option grants to employees or approving any outstanding directors’ resolutions.

The informal strategy section is like a workshop for the business and, in addition to the board members and observers, will usually have other attendees such as the CFO, the head of sales or the VP of product. These team members will provide an update on their department and will likely not stay for the full duration of the session. This part of the meeting is usually where the bulk of the time is spent and can take anywhere between an hour and a half to four hours.

Your legal counsel will often attend the board meeting to take minutes.

Sample board meeting agenda


Allotted minutes

Approval of previous meeting minutes, and financial statements


CEO introduction and highlight of key progress and challenges of the company since the last meeting


Review from each operational group (e.g., finance, marketing, sales, product development, business development, human resources) comparing performance with targets


Discussion and voting on option grants and other resolutions requiring board approval

15 - 30

Discussion of prospective goals and plan for growth (e.g., hiring plan for next six months, upcoming product and engineering developments, strategies for increasing revenue, business development, and operations). Set the target benchmarks that you want each group to achieve by the next meeting


Deep dive on a couple of specific key issues on which the board can help advise.


A closed session with CEO, legal counsel, and board (no other management or observers), which allow the board to give the CEO advice in private. (15 minutes)


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This publication is a general discussion of certain legal and related developments and should not be relied upon as legal advice. If you require legal advice, we would be pleased to discuss the issues in this publication with you, in the context of your particular circumstances.

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