The Series-A Governance Gap

A solutions-based, straight talking piece from Joe Hetherington, Managing Partner, Green Executives.

A quote from a Series A investor who shall remain anonymous. 

"Series A boards are not fit for purpose." 

My first reaction: I tend to agree with him, from the perspective that there aren't enough independent NEDs with the deep-laid experience they require at such a critical stage of the company.  

My second reaction—taking a breath and adopting a mindful stance: this blunt assessment from a cleantech investor captures something that, in all honesty, is an easy, cheap fix. 

Here's the uncomfortable truth: The typical Series A board reflects how you got funded, not what you need to grow. 

You've got Uncle Dave, who wrote the first cheque. An angel investor who made a fortune in software. Maybe a sympathetic industry contact who opened early doors—the founder. 

All these people helped you launch.

Brilliant.

But how many of them have actually navigated aggressive scale, become commercial or handled new investors?  

Want data?  

Industry data shows 35% of Series A companies fail before Series B funding, while post-Series B failure rates drop to just 1%. The scaling phase—not later growth stages—is where companies die. And that's precisely when founders have boards that are least equipped to help them. 

Why Series A Boards Fall Short 

The problem is structural. Early-stage investment terms include board representation. Makes perfect sense—investors protecting their capital. Creates governance problems when those investors lack relevant operational experience. 

Let's get specific. Renewable energy tech companies are moving from prototype to commercial deployment.

Board composition: 

• Seed fund partner juggling 40+ portfolio companies 

• Angel investor with software background 

• Family member who enabled initial R&D 

• The founder 

Not one of them has done what this company now needs to do. So when the hard decisions come, the board offers support rather than actual guidance. 

Back to my client's message: 

'Series A boards are not fit for purpose. They consist of family, friends and super-early-stage investors, and they're not helpful on the journey. It's why many investors are hiring operating partners to help, but surely more can be done.' 

That's a passionate plea from someone exhausted by past experience. And they're right. 

The Expertise-Availability Trade-Off 

Fair play to some venture firms—they've hired operating partners to support portfolio companies. Helps - but creates new problems. 

Operating partners are spread across entire portfolios. A cleantech fund backs 20-30 companies across solar, batteries, hydrogen and carbon capture. One operating partner cannot provide deep expertise across all these domains while giving meaningful time to each company. It's impossible. 

The model also costs. Operating partners command serious money, reducing returns to limited partners. That pressure flows downhill to portfolio companies through higher growth expectations or tighter follow-on funding. 

What Founders Actually Need 

Three things. 

Domain expertise. Understanding the specific technical, regulatory and market dynamics of your sector. Grid-scale storage differs fundamentally from residential solar, which differs from industrial decarbonisation. Generic "clean energy" knowledge? If I don't know it, I can google it for free.

Available time. Meaningful guidance requires understanding your specific company. That takes hours, not 30 minutes of quarterly board prep, which most portfolio board members manage. 

Aligned incentives. Your advisor's success should connect to your company's progress, not fund-level metrics or their personal consulting revenue. 

What Non-Executive Directors Look For 

Here's the thing about experienced Non-Executive Directors, NED’s, the ones who add value don't necessarily chase massive fees. From my experience, they are looking for something more profound. 

Reasonable base salary. The best NEDs understand early-stage economics. They're not expecting FTSE 100 director fees. A reasonable base that respects their time.

Moderate equity. NED's want skin in the game. Not enough to create alignment issues, but enough that your success matters to them personally.  

Commercials that make sense. The arrangement needs to work for both sides. No complicated fee structures. No hidden consulting add-ons. Clean, straightforward terms.

They bring sector knowledge. Not generic "I've sat on boards before" credentials. Specific, relevant experience in your actual domain. Someone who's navigated the challenges you're about to face.

They mentor the founder.  This is critical.  

Good NEDs understand their role isn't just governance oversight—it's developing leadership capability. Founders need someone who's been there before, someone who can have difficult conversations without making them personal. 

This is what we've built with our Advisory Board at Green Executives.  

The Power of Complementary Advisory Relationships 

At Green Executives, we've built our own Advisory Board exactly how we think it should be done. Sensible commercial arrangements, meaningful equity stakes, deep sector expertise and genuine mentorship relationships.  

No governance theatre.  

No box-ticking exercises. 

The value? Immense.  

Our advisors bring decades of operational experience across cleantech, energy transition and scaling businesses through the Valley of Death. They challenge our thinking, open new doors and call us out when we're veering down the wrong path. That's what good advisory relationships do. 

Our GEM Programme extends this model to founders, pairing you with operators who've navigated similar scaling challenges in related sectors. 

These mentors work directly with you and your leadership teams on specific operational challenges: manufacturing partnerships, regulatory strategy, customer acquisition in new markets and team building for new functions. Supporting better decisions. 

The Fix is Simpler Than You Think 

Series A boards serve a purpose—governance and investor representation.

Thirty-five per cent of Series A companies fail before Series B. Most aren't inevitable failures. They're founders facing critical scaling decisions without the operational expertise they need. 

The solution is straightforward: acknowledge what your board can't provide and build complementary advisory relationships that can. 

Many years working with cleantech boards and founders have taught me this: the distinction between governance and guidance determines more than just survival. It determines whether you build a business that scales or one that constantly fights for air. Get it right and Series B becomes a milestone, not a struggle.