Miriam Valcera

Miriam Valcera · Chief Financial Officer · United States

Helping a board understand the decision its capital is buying

My contribution to a board

I would help a board understand what its capital is being asked to make possible. In a research enterprise, an approved budget may fund an informative decision, or merely keep an activity moving without a clear question at its end. The distinction requires scientific and operating expertise as well as finance. I would ask management to explain the intended evidence, the resources needed and the alternatives if the result or timetable differs from the plan. My contribution is to connect those answers to the commitments the enterprise can sustain.

I have presented funding and accounting matters to Velmara's board since May 2018 but have not served as a director. A first external appointment would therefore involve learning a different responsibility, not simply extending my executive authority. I would bring experience of conditional partnership value, uneven cash schedules and the cost of stopping a programme responsibly. I would also be explicit about the boundaries of my expertise: I am not a clinician, research scientist or substitute for the specialists a board needs to assess safety and scientific evidence.

Judgement in practice

01

Accepting a research answer with its remaining obligations

A programme review did not support the proposed expansion after USD31 million had already been spent. I helped the board compare the USD16 million next-year proposal with a USD2.6 million closeout and transition plan. The scientific recommendation remained with qualified leadership, and participant follow-up and records work were preserved. Fourteen of twenty-two affected colleagues moved to other programmes, while eight left with funded transition support. This example shows how I distinguish a forward investment choice from the understandable attachment created by earlier effort. On a board, I would ask whether management has made a responsible stopping path possible and whether the financial comparison includes what remains after expansion ceases. I would not use a spending reduction to infer a clinical conclusion, or allow the desire for a neat portfolio account to obscure the consequences for people and existing commitments.

02

Choosing funding capacity before an uncertain readout

Our USD92 million June cash balance sat beside an eighteen-month base use of USD78 million and a downside use of USD96 million. Some owners preferred to wait for later evidence before financing. I supported an earlier process after comparing the possible valuation benefit with the commitments and timing risk of waiting. A subsequent USD60 million gross equity round produced USD57 million net after fees, with dilution accepted by existing owners. As a director, I would want management to show the actual sequence of research events and cash obligations, rather than divide the balance by an old spending average. I would also ask which choices the capital preserves and what could still change the plan. Completing a transaction improves funding capacity; it does not establish that research will succeed or that further capital will never be needed.

My first year on a board

I would begin by understanding how the proposed enterprise decides which questions to pursue. That includes its scientific or technical review process, the board's access to specialist advice and the relationship between research recommendations and funding approvals. I would read a completed investment decision and a difficult one, then discuss the assumptions with the responsible executives. The purpose would be to learn how uncertainty is handled, not to impose Velmara's categories on a different business.

During the planning cycle, I would examine the connection between cash, contractual commitments and the next informative events. I would ask where an apparently flexible budget contains obligations that cannot be removed at short notice, and where a conditional receipt has become essential to the preferred plan. With the chair and committee leaders, I would agree how to raise those questions without becoming a parallel management function. At the end of the first year, I would seek feedback on whether the contribution had clarified choices, respected specialist authority and used the board's time well. A first appointment should include deliberate learning and an honest assessment of fit.

Conflicts and their management

The relationship review would extend beyond direct product competition. Research partners, clinical suppliers, scientific collaborators and common investors may connect businesses in ways that affect a proposed appointment. I would disclose material relationships through the appropriate process before receiving sensitive information or relying on a broad claim that the companies study different subjects. Unpublished research and commercial terms must not become informal knowledge transferred between boards. A recurring need for recusal could make the role impractical even if a formal process exists.

My twenty-day annual proposal must be tested against financial reporting, fundraising periods and the expected demands of the external company. Induction, committee preparation and exceptional meetings need real capacity. Employer agreement would be obtained before accepting a seat. I would also clarify whether the board expects finance expertise, scientific expertise or both, because I can offer the first and work constructively with the second without claiming to possess it. An appointment that relies on a misunderstanding of that boundary would not serve either side.

My independence statement

No current directorship or independent appointment is claimed. Independence for a proposed seat must be assessed against that company's relationships and applicable requirements.

Committee contribution

Chair and member readiness
CapacityCommittees
Ready to joinAudit committee after suitability assessment · Finance and investment committee · Research portfolio oversight committee with appropriate scientific expertise

Capacity and preferences

Time available
20 days per year
Current directorships
0
Sectors
Research services without current commercial conflicts · Non-competing science-based businesses · Specialist professional enterprises
Company type
Privately held enterprise with clear board responsibilities and qualified scientific or technical leadership
Company stage
Strengthening portfolio allocation or preparing its next funding phase

The seat I am pursuing

I am seeking one first external role where the board wants a clearer connection between specialist judgement and resource decisions. A research-services or technically intensive enterprise with established management could provide a useful setting. I would prefer a chair who can explain how directors challenge investment proposals and how independent technical advice reaches the discussion. I am not seeking an appointment that expects a finance director to make scientific conclusions by default because the numbers are easier to present.

An audit or finance committee may be suitable after the required assessment and induction. Participation in portfolio oversight could also be useful where qualified scientific expertise is present and responsibilities are explicit. I am not proposing an immediate committee chairmanship. The role must fit the relationship and time review, and any independent status must be established for the actual appointment. The contribution I offer is disciplined curiosity about what the enterprise can fund, what it expects to learn and what responsibilities remain when the answer changes its direction.

Board and committee exposure

Presented to the Board or a committee

Velmara Therapeutics

Full board; portfolio funding, equity financing and cash scenarios

May 2018–present

Prepares and presents management's financial recommendations; no director appointment or independent voting capacity.

Presented to the Board or a committee

Velmara Therapeutics

Audit committee; research-cost estimates and collaboration reporting

May 2018–present

Explains management's estimates with clinical-operations and reporting specialists; not a committee member.

Governance learning and readiness

IICA Independent Directors’ Databank: Not yet registered

No Indian databank registration or assessment is claimed; an Indian opportunity would require a separate eligibility and process review.

  • Board-paper preparation with the company secretary and scientific leadership
  • Continuing study of director and management responsibilities
  • Financial-reporting workshops on research estimates and collaboration arrangements