Corporate Governance from Startup to Scale-up

A practical guideline for startups and smaller companies aiming to establish an effective and efficient governance structure.

Good governance is essential to the success of startups and scale-ups. In this book, Luc Sterckx, an expert in internal governance and general management, provides firsthand advice on how early-stage companies can be governed in an efficient and workable manner, regardless of their limited financial resources. The book combines legal and regulatory information with practical advice on implementation, including guidance on how to set priorities. As a company transitions from a startup to a scale-up, corporate governance needs to adapt to meet the more demanding and challenging environment. The author delves into real-life challenges such as board composition, shareholder interests and fostering corporate culture, offering indispensable insights on how to navigate these issues.

Corporate Governance from Startup to Scale-up is a must-read for start-ups and early-stage companies seeking to grow and professionalize.

FOREWORD BY REGINALD VOSSEN
FOREWORD BY CLAIRE MUNCK
FOREWORD BY SANDRA GOBERT
PREFACE

1 INTRODUCTION
Why this (new) book?
Review of earlier publications
My experience

2 THE BASICS AND SCOPE
Corporate Governance
The startup company
The scale-up company
Corporate Governance in the startup and scale-up companies
Belgium
BV/SRL and NV/SA
Board of Directors

3 THE PARTICULARITIES OF A STARTUP / SCALE-UP AND THEIR IMPACT ON GOVERNANCE
What are the key differences between a startup / scale-up and a more mature company from the perspective of Governance?
What are the similarities?
What is really important in all this?
What makes the difference between Corporate Governance in a startup and a scale-up?

4 WHAT ARE THE MUST-DO’S?
Legal (company law related) obligations
When things turn ugly …
Shareholders agreement
Codes, rules, and regulations
Publications and reporting

5 CHOICES IN CORPORATE GOVERNANCE
Company structure Why (immediately) a BOD?
BOD composition … and the Chair
Meeting agenda, structure, and frequency – what should the BOD really do?
Committees
Relationship investors – BOD – management
Evolution and evaluation
Remuneration
Continuity

6 THE TRANSITION FROM STARTUP TO SCALE-UP
The awakening
The search for money
Closing the deal
The new reality

7 BEST PRACTICES
Focus
Cash
The customer
Human Capital
Financial reporting
Effectiveness and efficiency
When to start
Compliance
ESG

8 ATTENTION POINTS
Keeping balances
Communication

9 LESSONS LEARNED …
The do’s and don’ts
Ride the storms

10 CONCLUSIONS

ADDENDA
Addendum 1. Director selection matrix
Addendum 2. BOD annual agenda model
Addendum 3. Financial reporting model
Addendum 4. Elements of legal and regulatory compliance
Addendum 5. Charter of the Board of Directors
Addendum 6. Steps Capital Increase
Addendum 7. Remuneration of Board members

ABOUT THE AUTHOR

Format: Monograph - paperback

Size: 200 × 135 mm

128 pages

ISBN: 9789462704244

Publication: April 29, 2024

Languages: English: United States

Luc Sterckx holds a MSc and a PhD in Chemical Engineering and is an Insead-certified international director. He is an active Board member, president, and company consultant. Over a period of more than thirty years he has served on different Boards of Directors of various nature, structure, and origin. His director and counseling work focuses on the fields of energy and chemicals, environment and climate change, and corporate governance.

“As an experienced director, with this new book Luc Sterckx once again draws attention to the economic impact of healthy corporate governance on start-ups and scale-ups, on existing and future directors and founders alike. A very useful read indeed!” - Claire Munck, CEO BeAngels and Founder/Managing Partner Scalefunds

 

“Luc Sterckx once again strikes the right tone to convey the principles of corporate governance in an understandable manner to all those involved in setting up and nurturing young promising companies. The pitfalls – or are they excuses? – for not or not yet engaging with it effectively are often the same: lack of time, shortage of knowledge, fear of the unknown, fright of losing control, procrastination, etc... That's precisely why it's important for someone to provide a feasible guideline to this target audience, thus lowering the barrier to at least getting started, and gradually professionalizing from there.” Reginald Vossen, CEO BAN Business Angels Network Flanders

 

“Luc Sterckx’ book is a pleasant and easy read, and contains a lot of practical tips to get you started. The author uses his rich experience to show the way: he guides the reader not only on the why but also and especially on the how. There are basic principles to respect and choices to be made: good governance is the key to the professional decision-making which companies need on their path to growth.” Sandra Gobert, Executive Director GUBERNA