The best way to answer this question is to ask another one: what does it say in the bylaws?
If your Chicago nonprofit’s bylaws were drafted without term limits for board members, they can, theoretically, serve on the nonprofit board of directors for life. Voting to remove them, “firing” them, or waiting for them to pass away are the only available options for bringing in new board members.
Fortunately, most nonprofits have added term limits to their bylaws and articles of incorporation. If your nonprofit doesn’t have term limits, you can add them at any time by bringing it up and voting at a meeting. Some board members may dislike the idea of a term limit, others may see the wisdom of it, depending on your nonprofit’s purpose. The board can also regularly review the option if the nonprofit doesn’t yet have them, and add them in.
Why Have Term Limits?
There are a number of good reasons to limit the time members spend on the board. In this article from ForSmallNonProfits, author Erik Hanberg details reasons why every nonprofit should have them. Among other things, adding term limits:
- Helping the nonprofit board of directors keep up-to-date with the times
- Prevent one member from accumulating too much power over the rest of the board
- Allows a board to grow in experience, vision, and financial capacity, especially for smaller nonprofits
- Keeps the board members from becoming tired, and prevents “board member guilt.”
Term limits ensure that the nonprofit board of directors is regularly refreshed with new people, new ideas and new experiences, and doesn’t fall stagnant. But term limits don’t mean that an individual is no longer welcome to the organization.
Why Not Have Term Limits?
Continually bringing in “new blood” may undermine the nonprofit’s work by moving it away from its original mission. But keeping the same people for long periods could lead to stagnation and disinterest in the organization, as well as deter new volunteers from joining.
Another concern is the possibility of losing good members who understand the organization and keep a lot of “tribal knowledge,” things that a new board member will need time to learn and understand. Or that a founder or longtime donor would feel slighted if they were required to leave the board. Alternatives like an “emeritus board” would allow them to stay, but in a different capacity.
Determining Term Limits for Nonprofit Board of Directors
There are no laws governing the length of time someone can serve on the board, but terms are generally two to six years, depending on the organization and what they decide.
Two years is considered a “short” term, but three years (or more) may seem daunting for someone to make a commitment. Some organizations have six-year board terms, but limit the time to one or two terms. Three-year terms are the most frequently recommended, so that the new members may become acclimated to the board and its workings before their terms end.
Deciding on what your board’s terms will include:
- How long a single term will last
- How many consecutive terms will be allowed
- If there would be other, additional options for longer service to the nonprofit for interested individuals after their terms have expired
Removing A Board Member Or President
This can be a very delicate matter, and must be handled carefully.
In some cases, board members who are ineffective, disinterested or just not serious about the nonprofit can just not be re-elected.
But there may be occasions where it’s necessary to either ask someone to step down or remove them from their position. Legal or ethical issues or other high-profile things that draw unflattering attention and reflect badly on the organization are obvious reasons, and removing them is likely in the best interest of the organization. If a member has a status change that moves him or her out of the organization’s field of expertise, it may also be time for them to step down or move into a different role in the organization.
While there are pros and cons to both sides, ultimately, the choice should be what’s best for the organization, and decided accordingly.
An Attorney For Your Chicago Nonprofit
James C. Provenza is a leading Illinois non-profit attorney with years of experience navigating the complex legal landscape surrounding nonprofit organizations and the issues they face. Call our firm today at (847) 729-3939, or use our online contact form. We can help you start your nonprofit and keep it running for many years to come.
