There is nothing more unpleasant
for most executive directors and boards than having to remove
or discipline difficult board members. There are many reasons
why it may become necessary to terminate a board member,
but from my experience they all fall under one of the following
categories:
- Unethical behavior
- Conflicts of interest
- Disruptive behavior
- Bad mouthing the organization
- Not attending meetings
- Not following through on commitments
It’s critical
that boards deal with these difficult situations because
this type of behavior can permeate the board and turn it
into a culture of mediocrity from which the group may never
recover. Here are some ways to deal with this difficult
decision.
- Have
the board president meet informally with the
board member to discuss the problem. If it seems the
board member does not want to correct the problem then
the president can simply tell this person to consider
resigning form the board.
- Take a leave of absence. If the board member is having
trouble participating due to health or other personal problems
ask him/her to take a leave of absence from the board.
- Term limits. Put term limits in your by- laws and board
policy procedures. Keep these limits flexible so you
can retain excellent board members beyond the two year
term if you choose to do so.
- Having each board
member sign a board contract is a good
way to communicate expectations and commitments (both
in terms of time and money). A contract helps make it clear
when certain board members are out of compliance.
- By-laws should include the strategy and causes for removing
board members that are not performing. Review these every
so often to see if they need to be revised.
- Probation is a good approach when the board member is
not performing, but you want to give them another chance.
- Make sure someone
always records the board minutes so everyone is clear
on what decisions were made and what
follow-up commitments were agreed upon. The board president
should begin each meeting going over the minutes from the
previous meeting. It then becomes clear who on the board
is following through and who is delinquent.
- Bring the issue of
the difficult board member to the executive committee and allow this team to discuss and
agree upon the right course of action.
- Sometimes the executive
director has the strongest relationship
with the troubled board member and she/he (rather than
the board president) is the best person to discuss the
issue with this person. This should only be a “fall-back” option.
- Form a “care and feeding committee” made
up of board members. This committee is responsible for
anticipating potential troubles and identifying board members
who are falling down on their responsibilities.
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