Employee-Invention and Outside-Interest Board Adviser

The mandate

Researchers maintain university affiliations, contribute to open-source communities, advise start-ups and occasionally propose spinouts from adjacent work. Employment agreements and invention disclosures exist, but managers apply them inconsistently and scientists delay disclosure when ownership appears uncertain. A recent funding diligence review found code and laboratory methods with ambiguous development history. The board wants governance that protects company intellectual capital and research openness without turning every external activity into presumed misconduct.

The adviser will challenge an outside-interest and invention pathway covering recruitment disclosure, university obligations, prior work, sponsored research, personal projects, open-source contribution, publication, consulting, board service, spinout proposal, invention capture and departure. The work must distinguish ownership, licence, confidentiality, conflict, security and reputational questions; show where counsel or export-control advice is needed; and provide safe early-discussion routes before researchers invest time or capital.

The cadence comprises fortnightly work with people, research and IP leads, monthly board-committee attendance and two cohort evidence reviews. The adviser will examine de-identified and consented examples, test whether decisions are consistent and identify where policy language conflicts with research practice. Individual legal determinations remain with counsel, and sensitive technical content will stay within authorised repositories and need-to-know access.

The adviser has no line authority and assumes no executive responsibility for invention ownership, employment decisions, patent filing, research publication, security, investment or spinout approval. The role cannot direct disclosure outcomes, negotiate licences, investigate individuals, approve outside work or advise researchers personally. Management operates the process; counsel determines rights; the board and investment committees retain reserved decisions. Advisory views do not establish title to intellectual property.

The appointment runs ten months. Renewal requires a new minuted intellectual-capital question after the original pathway closes. Relationships with employees, universities, venture funds, spinouts, patent firms, open-source foundations, competitors and research sponsors must be disclosed. Relevant matters require recusal, and no legal, investment, licensing, recruitment or transaction referral value may be accepted.

Why the board wants this voice

Research leaders value openness, legal teams protect rights and employees need credible space for external scholarship and enterprise. Rules written around conventional inventions do not resolve code, shared facilities or overlapping university appointments. An independent adviser can improve early disclosure and consistent governance without claiming IP, recruiting scientists or promoting investments.

What you will own

• Challenge the lifecycle from recruitment and prior obligations through research, disclosure, publication, outside work, spinout and departure.
• Map ownership, licence, confidentiality, conflict, security, export-control and reputation questions to accountable decision routes.
• Test policy against open-source contribution, university facilities, sponsored work, personal equipment and collaborative development histories.
• Review de-identified decisions for consistency, timeliness, manager discretion, researcher voice and counsel dependency.
• Advise on early-discussion safeguards that prevent uncertainty from becoming concealment or unnecessary innovation blockage.
• Maintain a restricted advice, conflict, recusal, evidence and board-decision record without technical appropriation.
• Deliver a closing governance charter, decision map, disclosure calendar and unresolved policy questions.

Candidate qualifications

• Has advised deep-technology boards on employee inventions, university affiliations, outside work, publications or spinouts.
• Understands invention assignment, prior obligations, open-source licensing, sponsored research, confidentiality and conflict governance.
• Can separate board process from legal ownership, patent, export-control and security determinations.
• Has built early-disclosure routes trusted by research leaders without weakening protection of company intellectual capital.
• Brings credible experience with scientists, people leaders, IP counsel, universities, investors and open-source communities.
• Is independent of patent filing, venture investment, spinout transactions, scientific recruitment and licensing fees.

Non-negotiables

• Can attend monthly Boston sessions and both protected research-cohort reviews despite remote work.
• Brings deep-technology invention governance; ordinary employee conflict policy experience alone is insufficient.
• Will not determine ownership, solicit spinouts, access unnecessary technical content or provide personal legal advice.
• Will disclose ties to universities, employees, venture funds, patent firms, foundations, sponsors and competitors.

1. 49 words maximum. Which fact would you establish first for code developed during a university appointment?
2. 49 words maximum. How would you encourage early disclosure without treating outside work as misconduct?
3. 49 words maximum. What decision must remain with counsel rather than a people committee?