You Need a Board Manifesto — Here’s an Example

Disappointment comes when expectations are misaligned. I think that every great manager sets clear expectations for their team. This is key to set everyone up for success and ensure a healthy and productive working relationship.

But while many CEOs do it with their team members, few do it with their boards. Why? Your board is your team and it’s your responsibility to ensure that it’s a high-performing one.

For this reason, at BenchSci, we decided to create a board manifesto to ensure we all (founders, VCs, and independent board members) are very clear about our expectations for each other. Each existing and new board member is required to sign the manifesto.

I found that this really helped us work better together, which is why I’m sharing it here. Feel free to adapt it for your organization, because every company with a board should have one.

BenchSci’s Board Manifesto

While boards have the opportunity to make a significant impact on a business, if there are no agreed-upon guiding principles or rules of engagement, this impact often goes unrealized. At BenchSci, we are committed to having a great board. In support of this, we crafted 10 commitments.

1. We understand our role as a board

What we do:

• Hire, support, evaluate — and if necessary, replace — the CEO.
• Review the company strategy, as crafted by the CEO and executive team, by looking at it through the unique lens of our distinct experiences to help management identify oversights, anticipate second-order consequences, and weigh risks in a broader context.
• Ensure material issues that impact the “long-term” success of the company are addressed (fundraising strategy, changing business environment, M&A, etc.).
• Help the CEO recruit, retain, reflect on, evaluate, and develop their executive team.
• Provide legal governance and financial management policies.

What we do not do:

• Run the company — the CEO is responsible and accountable for running the company.
• Make decisions for the CEO — we do, however, seek to understand the context of the situation and then provide perspective and insight so that the CEO can make better decisions.

What we expect from the CEO:

• Articulate the vision and direction to maximize the potential and value of the company.
• Ensure the company has the financial resources to achieve its objectives.
• Build a world-class team and culture.
• Provide transparent and accurate reporting and fully share their concerns and potential challenges with the board even when they do not have all the answers.

2. We are responsive and come prepared to meetings. All board pre-reads will be shared by the CEO at least 72 hours before board meetings. All board members commit to reading all the materials and coming prepared to the meetings. The board members also commit to doing their best to answer emails within 72 hours.

3. We have respectful and productive discussions.

• We seek to understand first. We do not jump to conclusions, and we ask clarifying questions before reacting.
• We share perspectives and identify problems. We give the CEO space to find the right solutions.
• We are thoughtful and contribute our advice and perspective when it adds value. We also avoid providing generic advice.
• We all see the world differently. We understand that we each have our opinions, and they are not the absolute truth.

4. We wear one hat, our board member hat. Board members are responsible to the corporation, which is sometimes at odds with an individual investor’s or founder’s interests. We always remember our fiduciary duty to the company’s stakeholders.

5. We build trust by being transparent and vulnerable. It is OK not to have all the answers. It is OK to be wrong. We trust each other as each board member has the company’s best interests at heart. And we prioritize full transparency and collaboration so that we can move forward.

6. We practice Radical Candor. We care personally and challenge directly, at the same time. We do not shy away from having difficult conversations respectfully.

7. We act as long-term investors and founders. We have tolerance for short-term volatility. We will not make decisions that lead to short-term gain and long-term loss. Our mission is to exponentially improve life-saving R&D to get novel medicine to patients 50% faster, and our decisions align with that time horizon.

8. We are committed to creating a diverse board. We recognize that diversity, equity, and inclusion are a shared priority, and we are driven to increase diversity within the board and the company’s executive team.

9. We part ways. We expect board members to leave the board if they:

• Are not acting with integrity.
• Do not show up to all board meetings.
• Do not read all the materials before the meeting.
• Are not acting with their board member hat.

10. We check our egos at the door. We leave our egos at the door and focus on doing great work. We commit to being aware and available for others and their perspectives.