Independent Director

Commissioning

Build the evidence architecture that connects customer contracts, product use, technical obligations and public-market financial reporting.

The company's software identifies process patterns and automates business workflows across customer systems. Commercial arrangements can combine subscriptions, usage, deployment, integration, partner delivery and custom code. The Board requires a consultant who will expose the differences between reusable product scale and revenue supported by continuing bespoke effort.

The consultant reports through a Board-sponsored programme and works with the CFO, product, legal, security and assurance teams. This is not a director, auditor or management appointment.

Deliverable: a contract-to-revenue decision book

Examine access rights, usage, implementation, acceptance, support, upgrades, renewals, termination and side terms. Reconcile entitlements, customer deployment, invoices, deferred obligations and revenue. Document material judgments, including gross-versus-net presentation, variable consideration, contract modification and separate service obligations.

The decision book must show how the treatment works in practice, which systems support it and who approves exceptions. Large contracts should be tested through amendment, concession and exit—not only initial signature.

Deliverable: an economic model of the product business

Separate standard software, configuration, integration, custom development and managed services. Calculate contribution after compute, external models or components, implementation, specialist support, customer success, credits and working capital. Identify customers whose bookings conceal disproportionate engineering dependence.

Analyse renewal and expansion cohorts alongside adoption. Purchased licences, active use and meaningful workflow value are different events. Pricing changes should be tested against compute intensity, customer behaviour, support burden and migration cost. The Board needs a margin explanation that remains credible when usage expands.

Deliverable: a development and IP evidence register

Distinguish research, maintenance, qualifying development, customer-funded work and technical debt. Test capitalisation, useful life and impairment against actual product plans and recoverability. Confirm employee and contractor assignment, third-party code, open-source obligations, licensed components and rights to reusable improvements.

Customer-specific IP restrictions must be visible before acquisitions, new products or international scale. A development asset cannot be supported solely by management's strategic description of the project.

Deliverable: a trusted reporting chain

Standardise recurring revenue, bookings, backlog, retention, expansion, active customers, usage, implementation time, margin and cash flow. Each metric requires a definition, source, owner, control, historical reconciliation and limitation. Modelled savings or customer outcomes should be separated from observed facts.

Link close controls with global entities, tax, transfer pricing, currency, commissions, related parties, share-based compensation and cloud commitments. The reporting chain should also capture connector permissions, customer-data retention, privileged support, automated actions and material product incidents.

Deliverable: a Board-ready rehearsal

Reproduce a quarter's revenue and metrics, test unusual contracts and simulate customer termination, data return and a critical dependency outage. Assign material gaps a severity, owner, evidence standard and decision deadline. Distinguish controls designed from controls shown to operate.

The consultant should help the Board decide whether evidence is sufficient and what must still change. The engagement does not certify that an IPO should proceed.

Required career evidence

Candidates should bring at least 20 years across enterprise-software finance, audit, controllership, product economics, technology risk, global tax, capital markets or IPO execution. Suitable backgrounds include CFO, controller, audit partner, corporate development and transformation programme leadership.

Applicants should be able to demonstrate a complex revenue judgment, a development-accounting decision, a global control challenge and a reporting transformation that remained effective after handover. Statutory-auditor independence and all relationships with investors, bankers, software partners, cloud providers or transaction advisers must be disclosed. Customer code, process data and Board information require strict confidentiality.

Eligibility

IICA Independent Directors Databank registration is not required.