Managing “Sucky” Board Members

So many organizations miss the opportunity to utilize Bylaws for their intent; an objective guideline for how the operations of an organization should be carried out. If Board Members are expected to do something, or not do something, that should be set out here.

I peruse blogs all the time to see what people are talking about. And without fail, “Bad Board Members” is a topic that always illicits a lot of discussion.  Typically it evolves around Executive Director’s and other Board Members wanting to know what legal rights they have to address problem members.

But after reading many of the examples provided, the issue doesn’t so much seem like the subject Board Member is “bad” per se but that they ……well…..suck.

While there are some State’s whose laws go into depth when it comes to serving on a Board, most only address members that have truly done something bad (i.e. stealing, deceit, gross disregard, etc.) not suck (i.e. not fundraising, missing meetings, disengagement, etc.)

For me, I think this is one of those issues where many of us (professionals) fail to make it summarily clear that the key to a successful and productive Board lies with the Board. Accountability and ownership is paramount and, I would argue, provides far more power than a State ever could.

In fact, there are multiple tools a Board can be use to manage sucky Board members and many org’s have some of them already in play. These are:

  1. Formation Documents– This document sets out how an organization will be created and organized ex. articles of incorporation or a partnership agreement. It usually doesn’t (or shouldn’t) go too deeply into operational details. But these present the first opportunity to set expectations and put vehicles in place that allow the Board to manage itself.
  2. Bylaws– These are the meat and potatoes of an organization. Not only can you set out what responsibilities Board Members have, but the expectations as to how those responsibilities are carried out. And more importantly, what happens if those expectations aren’t met. So many organizations miss the opportunity to utilize Bylaws for their intent, an objective guideline for how the operations of an organization should be carried out. If Board Members are expected to do something, or not do something, that should be set out here.
  3. Policies and Contracts– Policies are probably one and the same as Bylaws but I separated them because I see them as yet another opportunity to manage expectations and set guidelines. A perfect example of this is the Conflict of Interest Policy. But don’t just email out a policy and hope people read it, take time to go over the policy at the Board meeting, get everyone’s input, make them stakeholder’s in the process (at the same time putting them on notice) then have them acknowledge their understanding by signing. This can also be accomplished by drafting Board Contracts as well.
  4. Assessments– I’ve seen more and more organizations utilize Board Assessments during their retreats and strategic planning. But these are something that should be looked at and reviewed on an annual basis. Not only should the Board look at its performance collectively, but Board Members should also be required to assess their individual performance.
  5. Education– You do better when you know better. A Board orientation for new members is just not enough. It’s paramount that someone (whether that be the governance committee, recruiting or the Board Chair) ensures that there are different education opportunities presented or highlighted throughout the year. Maybe the first quarter of the year everyone attends a training on fundraising and the next quarter everyone takes a refresher on reading financials. There are tons of webinars available and free to download through organizations like GuideStar and Nonprofit Webinars.

What Difference Does It Make……


…you might ask. Well a ton.

Call me crazy, but I wholeheartedly believe no one thinks to themselves “You know what, I think I want to serve on a dysfunctional Board.”

What happens is people feel uncomfortable speaking out or up; the “mob” syndrome (of which I will be posting about soon so stay tuned *wink*) rules. But integrating (and more importantly utilizing) the tools I mention above takes the emotion out of it.

Pointing to something like a contract  signed by the Board Member helps in making them less defensive. Better yet, having a Board Member fill out an assessment, and seeing first hand where they land in relation to suggested standards or expectations, is an even better wake up call. Not only that, but assessments are a great psychological tool as well. By asking questions a certain way, you can show Board Members concretely how they can improve as opposed to telling the Board collectively “We need to do better.” If better for your organization is bringing in X number of donors why not ask if the Board Member has brought in X number donors? If I haven’t I now know that is probably a benchmark.

Lastly, not addressing sucky Board Members usually results in tensions and people begin to become disenchanted. Not only does that make for a less fun, or effective, Board but that’s usually how legal slip up’s and uh oh’s staring occurring.

So. For template Board Assessments IdeaEncore has some great examples (BUT REMEMBER TEMPLATES ARE JUST INSPIRATION. CUSTOMIZE, CUSTOMIZE, CUSTOMIZE). And sometimes Board members become sucky because they’ve lost touch with the organization . For that I found this recent post “Shake Up Your Board Meeting” really helpful.


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