Slide 1 - Kasvufoorumi

Advisory Board Charter Template
www.kasvufoorumi.fi
Strategy and Board Initiative
Intro
• This slide template is intended for the Strategy
and Board Initiative participants
• The following slides document the main aspects
of setting up an Advisory Board
• This slide set can be used as a ”contract” for the
cooperation between firms and Advisors
– A separate legal contract may also be signed, if
needed
Advisory Board Composition,
Parties
• Firm: Firm name
– Firm representative1, chairman
– Firm representative2
• Advisors:
– NN1
– NN2
Experience of the Advisors
• Describe the main relevant experience of each
Advisor
Ownership and Ownership Strategy
Ownership Strategy, examples:
– ”The company will be sold in 3-5
years at a price exceeding 20
M€”
– ”Long-term ownership: strong
growth during the next 3 years,
high profitability thereafter”
– ”We want to keep working for a
long time in this company”
Ownership
– Owner 1: zz%
– Owner 2: zz%
– ...
Expectations of the Firm
• Describe the main expectations of the Firm for
the Advisory Board work
Advisory Board Charter
• Describe the scope and focus of the Advisory Board, as well as the
authority, if any
• An example given below:
– The advisory Board provides advice and non-binding recommendations
to the Board and Executives of the Firm
– The Board members use their experience to support the growth and
value creation of the firm, as expressed by its owners
– Board focuses on following areas:
•
•
•
•
Vision and mission of the firm
Strategy formulation
Strategy deployment
Positioning of firms offering
Objectives for the Advisory Board
• Describe specific objectives of the Advisory Board
work, example:
• By end of the term the Advisory Board aims to
achieve the following (examples):
– Review and renew the current strategy
– Define a market entry strategy for market XXX
– Identify and select strategic partnerships in the areas
of ZZZ
– Introduce effective formal Board practice for the Firm
Commitments
• Describe the agreed period of Advisory Board
work, as well as the commitments parties have
made to this work, e.g.
– “The Advisory Board shall be operational between
May 1, 2012 and Sept 30, 2012
– There shall be at least n meetings during this period
– All participants will sign a non-disclosure agreement
– No compensation is paid for the Advisory Board
members”
Advisor Agreement (optional)
1. Parties and purpose
2. Background
1. Company’s status and development needs
2. Advisor’s key competencies
3. Advisory Board Charter and Mission
4. Duration
5. Remuneration and expenses
6. Confidentiality
7. Non-solicitation
8. Independent contractor
9. Limitation of Liability
10. Governing law
11. Date and signatures
Advisor Agreement -- Details
Contract topic
1.Parties and purpose
2.Background
1.Company’s status and development
needs
2.Advisor’s key competencies
3.Advisory Board Charter and Mission
4.Duration
5.Remuneration and expenses
6.Confidentiality
7.Non-solicitation
8.Independent contractor
9.Limitation of Liability
Explanation
Company, advisor(s) and agreement’s purpose
Where are we now; opportunities and challenges
What advisor will bring with him/her for development
Role of AB and relation to mgmt and company board
When to start and close the process
Advisor compensation and other costs, travelling, etc.
What is confidential and how long
Non-compete, no recruitment
Not an employee
Legal liabilities of advisors, if any