There are legal risks in failing to re-elect board members when their term has expired. State laws restrict the terms of board service by requiring that nonprofits hold elections, generally annually, or as designated in the organization’s bylaws. State law usually permits board members to be re-elected after their term has expired, however, each nonprofit needs to follow its own bylaws with respect to election of board members. Failing to follow your own bylaws is not only poor governance but can lead to intervention by the state (as well as practical difficulties in determining whether any of the actions taken by the board while it was illegally constituted are indeed valid!) Board members are critical resources for your nonprofit: they provide a sounding board for ideas, access to financial resources, and their own professional experience and expertise. Their passion and commitment to the organization is essential – are your board members still passionate, or are they exhibiting burn out? Are there resources in the community that your organization needs to tap into but just can’t seem to do so? If the answer to either of these questions is ‘yes,’ bringing new board members on board could be the answer. The risk of keeping the same board members year after year is that the nonprofit is losing out on the opportunity to bring an infusion of new funding, new ideas and new energy to the organization.
