
Ask HN: Do you retain your board seat after resign from your company? - stuartjk
I was curious - do startup founders have to give up their board seats if they resign or are forced out from operating roles of the company they founded? Example: if the founding CEO is let go (or chooses to resign) does he also give up his board seat, assuming the board seat is for the individual and not for the CEO role?
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howard941
Does the startup founder still have enough shares to call the shots? Board
seats in a typical US corp are filled by shareholder votes. If this isn't
addressed by state law or the corporate governance docs then absent something
weird if the resigner didn't voluntarily relieve the board of his presence an
emergency shareholder meeting can do it for him. Of course IANYL

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rahimnathwani
It depends on the terms agreed with investors.

Typically this agreement says the board seat is allocated to the CEO _role_ ,
not to the individual. So, if the CEO leaves the company, she loses her board
seat. She could be appointed to a different seat, e.g. as an independent
director chosen by the other members of the board, or as a board member voted
by shareholders.

But which of these outcomes is possible likely depends on her negotiating
position at the time(s) she raised funds.

The book 'Secrets of Sand Hill Road' has useful guidance on this. See the
first 10 pages of chapter 10.

