Board Request

YSSL Inc. is a for-profit corporation operating under the Canadian NAICS 926110, Administration of General Economic Programs designation. The closest structural fit is an American-style Certified Development Company, and the board model we are building follows that precedent rather than the Canadian CDC model. We create IP. The IP funds the structure that supports small and medium enterprises across the country. That structure is built on three pillars, and once they are operational they are absorbed into regional hubs. We are now building the governance layer that will hold this together.

The Role

This is a fiduciary board. Directors carry legal duties of care and loyalty, and they vote. The board is built from three types of seats, and every seat governs the whole structure.

  • Founding Partner
    • The founder’s seat
  • Investor
    • The financial seat
  • Independent Director
    • The domain and regional seats

The board is skills-based. Every director governs the whole structure. The independent seats are filled by people who bring two things at once: deep knowledge of a specific industry the company serves, and deep knowledge of a specific region the hubs will serve.

The Domains

  • IP and licensing
    • Ownership, joint ventures, and fair market valuation
  • Manufacturing and production
    • Food systems, materials, and small batch fabrication
  • Media and content
    • Film, television, streaming, and narrative IP
  • Policy and regulation
    • Regulatory frameworks, compliance, and public policy
  • Financial oversight
    • Capital, investment, and the financial structure of a project-based company

Each independent director holds a domain and a region.

The IP Structure

IP is owned by whoever creates it. That is the baseline, and it holds in every transaction. When IP is sold, the split is 15% to the company and 85% to the owner of the IP. It runs in both directions. If the company sells someone else’s IP, the company takes 15%. If someone sells the company’s IP, they take 15%.

  • IP brought in from outside
    • The creator can run it through our process and keep ownership, or the company can purchase it at fair market value and bring it into the structure
  • IP created as a joint venture with the board
    • The company owns it, and the board receives dividends from the sales
  • Contracts
    • The 15% baseline can be adjusted by agreement, and the contract always determines the terms

The point of the structure is that whoever creates the work keeps ownership of it, and whoever sells it takes a fair share.

The Commitment

The board meets quarterly. Between meetings, decisions are handled by email or video call when something cannot wait.

  • Standing meetings
    • Quarterly, covering all five domains
  • Between meetings
    • Email for routine IP and licensing decisions, video call when a matter needs discussion
  • New IP and licensing deals
    • Reviewed as they come in, so the process stays quick
  • Term
    • One year, with the possibility of renewal
  • Time
    • Expect three to five hours per month

I am the board buddy. When you join, I walk you through the structure, the documents, and the way the company actually operates.

Mentorship is the point of this company, and it starts here.

The Ask

If this structure makes sense to you and you want to help govern it, email me at hi@yoursweetspot.life

  • Tell me which seat you bring, Founding Partner, Investor, or Independent Director
  • If you bring the Independent seat, tell me which domain you hold and which region you know
  • Tell me what you have done that makes you the right person for it

I am building the governance for something that does not have a category yet. If that is the kind of thing you want to help build, I want to hear from you.