On the very first day of becoming an executive director, a Board member walked into my office with a list. He sat down, slid the sheet of paper toward me, and said, “Here are the people you need to fire this week.”  While this was my first time as an executive director, I knew the Board member was overstepping his role. 

The Board member, who we’ll call “Richard,” spent a few minutes trying to convince me to terminate the employees on his list. I explained that I was observing and assessing staff at this point. He quickly grew angry when I flatly declined to take immediate action and stormed out of my office, slamming the door behind him.

Not surprisingly, this was the start of a troublesome few months. Richard would randomly show up at the office to throw temper tantrums with me and other staff. He also became disruptive in Board meetings. Overtime, he became a caricature of the problem Board member. 

Unfortunately, Richard is not the only difficult Board member I’ve encountered in my nearly two decades of experience as an executive director or interim executive director. Whether actively abusive, passive aggressively disruptive, or largely absentee, I have witnessed the damage that problem Board members can inflict on our organizations. They run off dedicated executive directors and stellar Board members. And these disruptive Board members can even destroy nonprofits.

At some point in your leadership journey, you will encounter the damaging Board member who needs to be removed (and if you’ve found this blog post through a google search, you’re probably experiencing this now). 

There are three ways to terminate a Board member engaged in inappropriate behavior:

1. Passive option: Don’t renew the Board member for an additional term

2. Compassionate and direct option: Have a radically candid conversation that gives the Board member a choice to recommit to shared expectations or recuse themselves

3. Legal option: Use the removal clause of your by-laws to terminate the Board member

Passive Option

Your by-laws undoubtedly assign Board members to terms that end, and the most passive way to terminate a Board member is to simply not offer them an additional term.  This is my least preferred way to remove a problem Board member because:

• • Waiting for a Board member’s turn to end can be exceedingly painful and disruptive, especially if the term has months or years remaining before it ends. 
  • Boards that choose this passive option are often just trying to avoid a difficult conversation. But problem Board members rarely choose to step away without at least a gentle nudge from Board leadership. Consequently, a Board leader will still need to have a difficult conversation explaining the reasons an additional term won’t be offered.  And, in most cases, the Board member will demand to know why the behavior wasn’t brought to their attention or why the behavior justifies denying an additional term, but doesn’t justify immediate removal.

Having said this, if the troublesome Board member has less than a month or two in the term, this could be a viable option (as long as Board leadership has that difficult conversation quickly). 

Compassionate and Direct Option

Each of us deserves direct and compassionate communication, and potentially difficult conversations are one of the most important roles of Board Chairs and Governance Chairs. In a scheduled conversation with the disruptive or underperforming Board member, your Board Chair or Governance Chair should cover the following points:

1. Ask the Board member to share their feelings about Board service. 

The Chair is trying to determine if the Board member is enjoying board service, feels  they are meeting Board expectations, and is self-aware about the negative impact their behavior inflicts on the organization. Of course, some Board members won’t be self-aware about their service and others will be intentionally obtuse. For this reason, the Chair must be prepared to share concrete examples of disruptive behavior or quantifiable data that demonstrates how a Board member isn’t meeting expectations. 

2. Ask the Board member if anything has changed at home or work that they would like to share.

This is the Board member’s opportunity to share the reason they have not met performance expectations or have been acting erratically.  In asking this question, the Chair wants to connect and empathize with the Board member. 

3. Acknowledge the Board member has the best interest of the organization in mind.

Assume and acknowledge that the Board member has good intentions that are resulting in bad outcomes. This shifts the conversation away from blaming or pathologizing the Board member.

4. Acknowledge that Board service can be challenging, even in the best of circumstances.

Every Board member has a moment they aren’t proud of. This could be a missed meeting, failing to follow-through on a commitment, or completing a document after the deadline. Let’s recognize up front that we are all imperfect humans who seek to be self-aware and conscientious stewards. 

5. Ask what support the Board can provide to help the member meet their responsibilities.

While we are each responsible for our own behavior, this is an important part of the conversation that demonstrates care and compassion for the Board member. Perhaps serving food at meetings could help a Board member not get hangry during meetings, limiting the length of meetings could make attending them more convenient, or a more formal mechanism to share feedback with the chief executive might allay concerns that the Board member’s opinions aren’t listened to. 

Of course, just because a Board member asks for support doesn’t mean the Chair is required to commit to it. Any support requested and offered must be reasonable and not burdensome to staff and other Board members. 

6. Finally, offer the opportunity to recommit or recuse themselves.

At the end of this conversation, ask the Board member to recommit to meeting the shared expectations of Board service (which includes appropriate behavior) or recuse themselves by resigning from the Board. Be certain to explain that resigning isn’t a reflection on the Board member and that the organization and Board will continue to have respect for the person. 

If the Board member recommits to service, schedule a check-in meeting next month and next quarter to discuss progress. And ask for an agreement that, if the Board member isn’t fulfilling the recommitment, they will resign. 

The Legal Option

Hopefully, the legal route is your organization’s last effort to remove a problematic or underperforming Board member because this is the most painful option  –  for the Board, for the organization, and for the disruptive Board member. This step should only be initiated after reviewing your bylaws’ requirements for removal, and your nonprofit may want a pro bono (or paid) corporate attorney to guide you through the process. Ensuring that your bylaws are strictly followed helps protect you and your nonprofit from legal action. 

Many bylaws require that notice be given to the Board member who might be terminated and that a super-majority of Board members must vote to expel the member. But, again, review your own bylaws and get legal counsel if you need to remove a Board member. 

At this point you may be wondering what happened to Richard. My Board co-chairs discussed the disruptive and abusive behavior with him, and his behavior unfortunately did not improve. The co-chairs took the next step of consulting pro-bono counsel, quietly gaining full Board support to remove him, and terminated his service in a manner that was consistent with our bylaws. While he had the right to attend the meeting at which the Board voted to end his Board service, he chose not to participate. After pro bono counsel informed him of the Board’s decision, we never heard from Richard again. 

Why I’m Writing About This

As a consultant, coach, and former executive director, I’ve seen the damage that disruptive and absentee Board members can do to an organization. Every nonprofit leader has to deal with problem Board members at some point, and most seek some advice and reassurance about how to remove a Board member. Finding advice to handle your situation correctly can be difficult, so I want to share my own experiences with you.

Questions answered in this post:

• • How do I fire a Board member?
  • Who is responsible for firing a bad Board member? 
  • How do I handle an underperforming Board member? 
  • What can I do about an abusive Board member? 

Additionally, check out the following Successful Nonprofits® resources if this post was helpful:

• • Podcast: The Executive Director’s Guide to Managing Board Relationships with Kiersten Hill on Apple, Spotify, or our website with show notes 

• • Podcast: Surviving Conflict with Karen Feste on Apple , Spotify, or our website with show notes 
  • Blog: Lessons from My Conversation With the Author of The Schmuck In My Office 
  • Blog: Help Your Board Members Meet Expectations