Sometimes it’s necessary for a board to fire the executive director. Occasionally the decision is clear to everyone, such as in instances of embezzlement or unethical behaviour. But more often, board members get indications over time that the director is either not doing the job or causing problems for the agency.
The prospect of open conflict with the executive director is so dismaying that many board members who are dissatisfied with the director’s performance often choose instead simply to resign when their terms expire. Others try to look the other way for as long as possible. Dissatisfaction with the executive director often appears first as rumblings, such as a staff member complaining to a board member about morale, or committee members confiding their concerns to one another.
When such rumblings appear, the board should hold an executive session and establish an investigative committee to clarify the content and extent of the dissatisfaction, and determine what general approach is appropriate. If, for example, there are rumours of sexual harassment, the committee (or a consultant) can interview staff and volunteers and determine whether the rumours are frivolous or whether they require a more formal investigation.
In another example, the committee may find that the executive director simply doesn’t understand the administrative approach the board wants to see taken; in such an instance the board may choose to set up a series of meetings with the executive director to clarify directions and improve communication.
One way to put the issue on the table is to call for a “vote of confidence or no confidence” in the executive director. By doing so, board members can express their concerns without having to vote immediately on a “fire” resolution.
If the board has strong reservations about whether the executive director’s performance is satisfactory, the board should establish a committee to work more closely with the director in a supervisory capacity. Beginning with letting the executive director know the extent of dissatisfaction on the board, the committee can document the problems and take steps to improve the director’s performance.
If performance doesn’t improve over time, and the director is fired by the board, the ongoing documentation can help deter a lawsuit against the agency by the former executive director. No level of documentation can guarantee that a lawsuit won’t be brought, but an agency holds a stronger position in court and in the community if personnel policies have been followed, if steps have been taken to improve performance, and if those steps are documented as having failed.
If, after appropriate investigation and deliberation, a board feels that the executive director should leave the organization, it may choose first to have the board officers approach the director and suggest that a resignation would be welcomed. Many executive directors under pressure prefer resignation to being fired, and some board members feel that a resignation leaves the organization in a better light than termination does.
Whichever is chosen, board action to terminate or to accept a resignation should be put into the minutes. The board should document whether there is any severance pay, any remaining tasks to be completed by the departing executive director and close any other financial relationship. The board should develop a straightforward explanation for the resignation, which can be communicated to staff, volunteers, funders, and others in the community.
You can contact me at terry@realboardsolutions.com if you would like some futher advice on this process.
