Business Counsel · Board Governance

    A board that runs properly — not a title on a cap table.

    Most early companies have directors but no working board. We set up the governance an investor expects to see: a board charter, terms of reference for each committee, a director duties and conflicts policy, a clear delegation of authority, a meeting and minutes discipline that creates a real record, and a practical risk register the board reviews. We advise and document the framework; the board makes the decisions. The fee is a flat attorney quote, set by scope and confirmed in writing before any work begins.

    From $900 — a flat attorney fee, quoted by scope before any work begins.

    A GTC attorney reviewing a board charter and risk register with a startup's directors in a bright modern office
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    How it works

    Three steps from informal directors to a board investors recognise.

    1

    Governance review and scoping

    A call to map what exists today — your constitution or bylaws, who the directors are, how decisions are really made, and what a raise or investor will expect. We identify the gaps: no charter, no committees, no minutes, no conflicts policy, no risk register.

    2

    Draft the governance framework

    We draft the board charter and the terms of reference for the committees you need — typically audit and remuneration — plus a director duties and conflicts-of-interest policy and a delegation-of-authority matrix that sets which decisions the board keeps and which sit with management.

    3

    Cadence, minutes and risk register

    We set a meeting calendar with agenda templates, a minute-taking discipline that produces a defensible record, and a practical risk register your board reviews each cycle. We hand over the pack and a short briefing so the board can run it without us in the room.

    What it costs

    A flat fee, quoted up front.

    Board Governance & Risk Advisory starts from $900. Board governance advisory is a flat attorney fee, quoted by scope and confirmed in writing before any work begins — no hourly billing and no quote after the fact. The scope covers the board charter, committee terms of reference, the director duties and conflicts policy, the delegation-of-authority matrix, the meeting cadence with agenda and minute templates, and a practical risk register. What moves the fee is how many committees and policies you need and how much existing material we adapt rather than draft from scratch, which we confirm on the consultation call.

    What's included

    • Board charter drafted to your constitution and stage
    • Terms of reference for the committees you need (commonly audit and remuneration)
    • Director duties and conflicts-of-interest policy with a register and recusal process
    • Delegation-of-authority matrix — reserved matters, committee powers, and spend thresholds
    • Meeting calendar with agenda and minute-taking templates
    • A practical risk register tailored to your business, with a review cadence
    • A handover briefing so your board can run the framework without us in the room
    Board governance advisory (attorney fee)
    Flat fee, quoted by scope before work begins
    Additional committee terms of reference
    Quoted upfront, by scope
    Board attendance or ongoing counsel
    Quoted separately if you want it

    We advise on and document the governance framework; your board makes the decisions, and a director's duties are owed under law. We don't promise that any policy or minute will determine a court's view, and we don't provide tax or securities advice — where a question turns on sector-specific regulation, tax, or securities law, we coordinate the right specialist.

    Get started

    Set up your board

    Tell us about your company and where you are with governance, and we'll scope the framework and email a flat-fee quote — no payment, no obligation.

    No payment required Reply within 1 business dayA GTC attorney reviews it & sends a flat-fee quote.
    1. 01Your request
    2. 02Documents
    3. 03Your details
    The attorney fee is a flat quote confirmed in writing before any work begins. We advise on and document the governance framework; your board makes the decisions.

    Your request

    1

    Legal name of the company.

    2

    Pick all that apply.

    3

    Drives which governance frameworks apply.

    4

    Helps us scope the engagement.

    5

    Specific objectives, deadlines, board cadence, prior governance work — anything that helps us scope.

    Why GTC

    Why governance from counsel survives a diligence review.

    Handled by
    GTC's contracts team
    Commercial counsel
    Attorney-drafted

    A charter built around your company

    The board charter and committee terms of reference are drafted to your constitution, your stage, and your investors' expectations — not a generic template that contradicts your own bylaws the moment someone reads both side by side.

    Director duties and conflicts, in writing

    Directors carry real duties and personal exposure. We document a duties and conflicts-of-interest policy with a register and a recusal process, so a related-party decision is handled cleanly rather than becoming a finding in diligence.

    Delegation that prevents the gridlock

    A delegation-of-authority matrix sets, in advance, which decisions need the board, which need a committee, and which sit with management — including spend thresholds and reserved matters — so the company moves without re-litigating who can approve what.

    Minutes and a risk register that hold up

    A disciplined minute is the evidence that the board considered a decision properly, and a live risk register shows you are managing risk, not reacting to it. Both are the artefacts investors and auditors ask to see first.

    Your Customer Success Team

    A dedicated team that owns your matter from start to finish.

    Every GTC client gets a dedicated Account Manager and a Senior Account Manager who learn your business and stay with you from first email to final filing. They are named people who pick up the phone and already know your matter, so every step moves forward without delay.

    Your Account Manager

    Your day-to-day point of contact, who coordinates every matter, keeps things moving, and already knows your file. They have your full history, so you start every conversation where the last one left off.

    Your Senior Account Manager

    Senior oversight on strategy and escalations, stepping in as your needs grow, so every important detail stays on track.

    A named person, on email or a call, at every step.

    Your dedicated GTC Customer Success Team

    How we compare

    Weighing how to formalise your board? Here's what sets GTC apart.

    What you get GTC Online filing services Doing it yourself
    Board charter and committee terms of reference drafted to your constitution and stage
    Director duties and conflicts-of-interest policy with a register and recusal process
    Delegation-of-authority matrix with reserved matters and spend thresholds
    Meeting cadence, agenda templates and a minute-taking discipline set up with the board
    A practical risk register the board reviews each cycle
    A flat fee quoted by scope, confirmed in writing before work begins

    Board charter and committee terms of reference drafted to your constitution and stage

    GTC
    Online filing services
    Doing it yourself

    Director duties and conflicts-of-interest policy with a register and recusal process

    GTC
    Online filing services
    Doing it yourself

    Delegation-of-authority matrix with reserved matters and spend thresholds

    GTC
    Online filing services
    Doing it yourself

    Meeting cadence, agenda templates and a minute-taking discipline set up with the board

    GTC
    Online filing services
    Doing it yourself

    A practical risk register the board reviews each cycle

    GTC
    Online filing services
    Doing it yourself

    A flat fee quoted by scope, confirmed in writing before work begins

    GTC
    Online filing services
    Doing it yourself

    The timeline

    From governance review to a board that runs itself.

    The drafting is fast; the variable is your company's input — board composition, committee membership, and the thresholds in the delegation matrix are decisions only you can make. We sequence the work so drafting never waits on a decision that isn't settled.

    1. Day 1

      Governance review

      We map the current setup against your constitution and your investors' expectations, and agree which committees and policies the board needs.

    2. Week 1

      Charter and committees drafted

      The board charter and terms of reference for your committees are drafted, along with the director duties and conflicts-of-interest policy, for your review.

    3. Week 2

      Delegation and risk register

      We build the delegation-of-authority matrix — reserved matters, committee powers, spend thresholds — and a practical risk register tailored to your business.

    4. Week 2–3

      Cadence, minutes and handover

      We set the meeting calendar, agenda and minute templates, and brief the board so it can run the framework without us in the room.

    In their words

    All your legal, in one place.

    One accountable team across every practice, operating since 2016.

    19,189+
    Contracts drafted
    10,000+
    Clients served
    11
    In-house attorneys
    10+
    Years since 2016

    Board Governance & Risk Advisory FAQ

    Frequently asked questions

    It is lighter than it sounds, and it pays off before a raise. Investors and acquirers run governance diligence: they ask for the board charter, the minutes, the conflicts register, and the delegation matrix. Companies that build these early sail through; companies that scramble to backfill them mid-deal lose time and leverage. We scope the framework to your stage, so a seed-stage company gets a lean version, not a listed-company apparatus.

    Build a board that holds up to scrutiny.

    Ready when you are.

    A free consultation. We'll review your current setup, identify the governance gaps an investor will flag, scope the framework, and confirm a flat attorney fee in writing — before any drafting begins.

    GTC counsel on a client consultation call

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