Let’s say you run or own a successful business. The company is profitable, has a good product or service and loyal customers. You’ve enjoyed being your own boss, working hard with the team to solve client problems and love being in charge of your own destiny. But business growth is stalling, the executive team is chasing its tail and opportunities are being missed.
Where do you turn for support and inspiration? Who holds you to account and when will any of you ever have the time to craft a five-year strategy?
“When the executive team says ‘I don’t have time for a board’ that’s exactly the time they need a board. It means they are so busy that they can’t see the wood for the trees,” says Jillian van Turnhout, a chartered director and governance expert.
“A board of directors helps with lifting your head, looking at the challenges around you and understanding the market and the risks. It’s a really good accountability mechanism too as it provides that oversight. We all need deadlines and focus – we’re human – and that’s what we react to best.”
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Unfortunately, there’s still a misconception that boards are only for big public and private companies, like Ryanair and the banks, not for a food tech start-up in Dublin or the B2B medtech company scaling in Galway. That myth is stalling growth and costing founders both money and opportunities.
Scale Ireland’s State of Irish Start-Ups survey in 2025 found that, alongside funding and the rising cost of doing business, a lack of expert advice and support was among the top three pain points for founders.
In addition, 71 per cent of Irish private businesses and entrepreneurs expect to increase their turnover in the next 12 months, a rise from 66 per cent the previous year, according to the KPMG Enterprise Barometer 2025.
Business growth is difficult to achieve without the right support, connections and advice. Bringing experts in, through a board structure, is a strategic decision that can determine whether your company grows, stalls, or fails.
What types of board structures are there and how do they differ?
The distinction between a formal board of directors and an advisory board is both legal, practical and structural. “An advisory board is a board with a small b. A board of directors is a board with a capital B,” says van Turnhout.
An advisory board has no legal standing and there are generally no minutes of meetings. “It’s where the CEO or founder assembles people who can give them advice. They might be the best minds in the world but nobody has any obligation to take that advice.”
Advisory board members may meet collectively, or one-to-one, with the CEO/founder and senior management team or both. They will offer expert perspective, make introductions, and challenge the executive’s assumptions but they carry no liability and do not have voting power. For the right company at the right stage, this absence of formality can work really well.
A board of directors is a different animal altogether. It carries legal weight under the Companies Act. Directors, whether executive or non-executive have fiduciary duties to the company and its shareholders. They can be held personally liable. They vote on decisions. They approve accounts, strategy, and significant transactions. In short, they govern. Under Irish law, all directors have identical legal obligations regardless of their title.
When it comes to formal governance structures there can be confusion about roles and responsibilities. Board members (non-executive directors) help think about the future: strategy, scaling and serving as a sounding board.
Executive directors like a CEO/founder/owner and the senior management team are responsible for the day-to-day running of a business.
“Boards must be careful not to get into the weeds. That’s for the management team meeting or even down at the operational level,” says van Turnhout.
There’s a clear distinction between strategic and operational oversight. “Boards are driving the car: looking straight ahead and in the side mirrors but they can’t be looking behind them. They’re looking to the future. The board is when you put your head in, but keep your hands out,” she says.
Non-executive board directors are independent experts who have real skin in the game because they have legal responsibilities for what they say and do and there’s a high potential for reputational damage if they get it wrong.
In the current quixotic geopolitical environment the question is not whether Irish entrepreneurs need structured governance, it’s which form of governance they need, and when.
When do you need a board?
If you’re growing the team or scaling, taking on investment or missing opportunities it’s probably time to establish a board. The informal governance methods that may have served you early on – the CEO/founder plus the senior management team model – may be a liability. Decisions that were once made over coffee or in your own head now need to be structured, recorded, constructively challenged and communicated so everyone in the business knows the company’s direction and their part in achieving it.
An advisory board is a good starting point for most early-stage Irish companies: when you’re pre-revenue or early-stage, building your first team or still validating your product.
If you want to build a brains trust like this, identify three to five people who have done what you are trying to do, compensate them modestly with equity or a small retainer, meet them quarterly and listen hard to what they tell you.
In a competitive funding environment, where Scale Ireland’s 2025 survey found that more than 80 per cent find it difficult or very difficult to attract private capital – a figure barely changed in four years – those people and their networks will matter enormously.
What does good look like?
Both formal boards and advisory boards are only as good as the conversations that happen inside them. The most common failure for Irish SME boards is the rubber-stamp: directors who meet infrequently, unquestioningly ratify management decisions, and add little strategic challenge.
The board of directors that genuinely move the needle for entrepreneurs provide strategic challenge: asking the questions management is too close to the business to ask.
They can provide access to networks and markets the founder alone cannot reach. They can create accountability through reporting and review structures that expand management thinking. And, in moments of crisis – a big customer loss, a funding gap, a regulatory challenge – they can provide experienced judgment when it matters most.
Companies with functioning boards, those that ask hard questions of management and one another, are less likely to drift into strategic complacency.
Van Turnhout’s says: “A board should not be burdensome; it should have a transformative role for the business. Governance is an enabler, not a way to stop things from happening.”
The quality of a company’s board is one of the best indicators of future success. Time to grab that board and head out into that big competitive ocean together.
Margaret E Ward is chief executive of Clear Eye, a leadership consultancy. margaret@cleareye.ie
