It can sometimes be more challenging then expected to secure an independent board member.   This is an important issue for investors since if an independent is not selected the board can be positioned for deadlock if there are contentious issues in the future. 

There are two steps in securing an independent board member - identifying interested candidates and then approving them.  It's important to think about these two steps when you are navigating the fundraising process.

Identifying independent board members is sometimes easy and sometimes not.  Independent directors are motivated to join the boards of startups for a variety of reasons.  Often they simply want to stay in the game (if they have retired) or they simply want to further their credentials and credibility in a specific industry.  The more the prospective board members are focused on the latter (building their domain expertise and credibility), the more they're going to need to believe in the prospects of the company.  The younger your company the more vision the prospective board member will need to have in order to get excited enough to join the venture. 

A good management team pursuing a great idea that is backed by credible investors generally should appeal to potential independents.  Despite that, there are times when startups with the right profile have a difficult time identifying interested independents.  Often this happens when the company is still very early in its development and has yet to demonstrate traction or when there are few people who have the required expertise to join the board, reducing the odds of finding a match. 

As a result, it is worthwhile to think about potential independent board members early on in the fundraising process.  Having some ideas about who might join the board helps take another small bit of friction out of building the company, making it slightly easier for investors to get comfortable.