28 Aug 2018

Bad Board, Bad Results, Part 2.

Angie Joya

Let’s be real, being a pastor is hard work!  The hours that go uncelebrated, the emotional and even sometimes the physical toll that it can take on the body are often overlooked. Luckily, you have a board of directors supporting you, in the spiritual and the practical aspects of ministry. 

A few weeks ago, several instances of board members and church executives were caught embezzling tens of thousands of dollars. I addressed how to find the right board members to fill your board, but sometimes, no matter what you do, things happen and board members have to be removed.

 After reading about fraud, it can be easy to say, no I don’t want to have a board of directors. I will just manage my church, myself. But to be legally complaint with the IRS’s Compliance Guide for 501(c)(3) for Public Charities,  you have to have a board of directors.

Don’t be discouraged. Finding the right members of the board isn’t impossible, and there are some simple steps that you can follow to elect the right people.

As seasons change in your ministry, the leaders that God has placed in your life will change as your vision and church are being taken to the next level.

So what does that mean for your board of directors? What steps are required when the board of directors changes? What if one of your board members aren’t displaying the supportive qualities that you hoped they would? 

Below are the three steps you can take when faced with this tough decision.

1. Have open conversations. Share your heart and try to find out what is at the root of their behavior change. I encourage you to keep the conversation positive, and mention their strengths and the things you appreciate about them. The goal is not to be confrontational but encouraging, and to gain better understanding of where they are. The goal of this conversation is to walk away and have enough information to be able to make a final decision. 

2. Rely on your other board members. Have candid, confidential conversations, asking them about their relationship with the board member in question. Do this in an honoring way; the board member in question was added to the board for a reason. Encourage your board to be honest with you, and let them know you are relying on their feedback.

3. If the remaining board members are in agreement, ask for their resignation. Approach the conversation in the most kind and honoring way possible. Give them a chance to present their letter of resignation to the board of directors. Keep in mind that if the board member that you’re asking to resign is the Secretary or Treasurer, it’ll be necessary to have their replacement ready.

But what if they are refusing to resign and it has to be taken to a vote? Unfortunately, there are instances where you just can’t see eye to eye with someone. 

In this situation it is important to refer to your bylaws. They provide you with the legal support you need to remove a board member. If you are unsure of what your bylaws say about how to remove a board member, look for the following phrases: 

  • board of directors
  • removal of board members 

In that situation, you can do the following:

1. Call a special meeting of the board. Your bylaws should have a procedure in place for calling a special board meeting. 

 2. Create an agenda. As you can imagine, it is likely that this board meeting will be very intense and possibly even be filled with conflict. An agenda creates the correct space and sets an expectation of how the meeting will occur. 

Call us today at 877-494-4655 to receive a free board meeting agenda! 

3. Send proper notice. State law requires that every board member receive proper notice to alert the board members of the board meeting. Each state has a set number of days required to announce the board meeting. Proper notice should be sent directly to the board members with a copy of the agenda, so they are aware of the reason for the meeting.

4. Hold a legal board meeting. On the day of the meeting, it’s incredibly important to do the following:  

  • document the attendance of the board members, 
  • establish that a quorum is present, (quorum is the number of board members you need to present in order to have a vote), this should be prescribed in your bylaws 
  • the Pastor/President, or chairman of the board, should call the meeting to order to discuss the only item on the agenda. 
  • One of the board members should make a motion to remove the individual from the board. 
  • Once the motion is seconded, a full vote is taken. 

If those in favor of the removal are the majority prescribed in your bylaws, then the vote becomes legally binding. Some states may require you to update any changes to the board of directors. These requirements vary by state.

Some churches and ministries have a special clause in their bylaws in order to remove the pastor or chairman of the board. We call this group of individuals the accountability board. Having this provision in the bylaws protects the pastor from being terminated without just cause.

To learn more about the accountability board, click here. 

What Now?

Ministry life is very difficult, and there will be some decisions that will weigh more heavily than others. But stay steadfast in the direction that you know God has placed in your heart. With the right people surrounding you, you know the people surrounding you are ready to be guided in the direction that you’re leading them.

Maybe, after reading this, you find yourself wondering what the proper notice in your state is, or if your state has a reporting requirement, or if your bylaws stipulate the process for calling a special meeting, or maybe you have no idea if you even have any bylaws! 

With the StartRIGHT program, our team of specialists can work to add the language in your bylaws and help with any state filing requirements. We want to be part of that group of people that is willing to help take your vision to the next level!

Strengthen Your Legal Foundation Today!

Click Here

Please feel free to comment. We always appreciate good dialogue. However, we do moderate each comment to ensure that it is on topic and not derogatory to other participants. We ask that you keep your comments brief and pertinent to the topic so that others may benefit.

Raul Rivera

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