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Her early experience working with venture capital taught Fiona Pak-Poy FAICD that cash flow is key.
When Fiona Pak-Poy began her board career 25 years ago, she served as a director on multiple VC companies her fund invested in. From 2014, she transitioned to ASX, academic, private equity and NFP boards.
“My experiences during those first 12 years gave me a lot of respect for the role of founders, particularly in tech companies,” she says. “When you’re with smaller startup companies, cash flow is key because they’re usually not profitable. Fortunately, most of the companies I work with now have much bigger balance sheets and considerably more revenue, but the lessons I learned are still important. Primarily, it’s about balancing cash flow with growth opportunities and understanding the motivations of the shareholding base you represent.”
Lesson 01: A diverse board starts with succession planning
I’ve been chair of Tyro Payments since 2023 and a director since 2019. Our board has genuine diversity of perspective and experience. Because of this, we tend to approach problems from different angles.
Diversity starts with effective succession planning. Boards change as different directors are appointed, so it’s critical to get the criteria and selection process right early. Planning is important, so you don’t have to rush. If you don’t find the right candidate, keep searching.
Create a thorough and thoughtful description of the attributes you’re seeking. At Tyro, we think about the person’s mindset, how they approach and solve problems, the kinds of problems they’ve addressed in the past and how they work in a team, because ultimately, boards are teams. You need a director who can handle stress, because a lot of uncertainty and stressful situations can come up on a board.
Many of these softer skills are harder to spot on a CV. We use a headhunter who knows the company and board well. They spend time talking to the chair and board about what they’re really looking for. I believe that recruiting a new director is best when it’s a team effort. At Tyro, every board member meets the shortlisted candidates, so it’s a true collective view. When it comes down to the final candidates, there will be a face-to-face interview with each person.
Lesson 02: Continue to speak up, even when board dynamics are difficult
On some boards, the chair fails to bring the troops together. Conversations appear to have already taken place before the board meeting and some members are excluded. When this happens, it can be difficult to be heard and your opinion may be dismissed. I’ve been in this situation, not helped by the fact that the company was going through challenging circumstances.
On top of that, new technologies were emerging that our company was not competitive with and we suffered a cyberattack, which impacted cash flow. We also had challenging shareholders, a dysfunctional board member who couldn’t handle stress and a CEO unable to speak up and push back on the chair.
My advice for someone in this situation would be to continue to speak up. You need to do it for your own satisfaction and to be able to say you’ve put the issues on the record and said what you think is right. Where appropriate, have side conversations with the CEO or chair before board meetings.
I stuck it out until eventually the company was sold and we were automatically off the board. Once I’m on a board, I’m committed. I do everything in my power to represent the interests of shareholders while doing the right thing by staff and stakeholders. However, it was highly stressful and a lot of work, because of the number of challenges the company faced simultaneousy.
Lesson 03: In extreme circumstances, you can stand down
You only have to open a newspaper to see the number of boards facing a crisis or allegations about something inappropriate occurring. I have empathy for boards, because I know issues are rarely black-and-white. No-one outside the boardroom will know the full situation.
As an individual, once you’ve done everything you can within the boundaries of what’s appropriate, it may be time to step down. I’ve left boards in extreme circumstances as a result of a variety of issues that meant it was increasingly difficult to comply with my obligations as an independent director.
When you’re faced with complex scenarios that don’t necessarily comply with relevant corporate or company policies, your duties as an independent director can be challenged. In such times, there needs to be a lot of communication between the chair, other board members and advisers to discuss the nuances of the situation. A lot of insight, intellectual rigour and trust is required to have these difficult, often frequent, conversations.
At the end of the day, you have to stick with what you think is right. If you get to the point where what you’re expected to do goes against your corporate responsibilities as an independent director, you have every right to stand down. Ideally, you do it in an orderly fashion, giving notice and standing down at the next AGM. Or you may need to stand down immediately.
This article first appeared as 'Keep your balance' in the June/July 2026 Issue of Company Director Magazine.
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