Our 501(c)(3) nonprofit corporation has bylaws with term limits for officers who are elected every two years, with only 2 terms allowed. We have not gotten any nominations for a new president and will be without a president at the end of the year when the current president’s second term expires. The board would like to extend the term until a successor can be found. Failure to do so could result in suspension of operations or dissolution of the organization. Do you have any process we can use to allow extending the president’s term until a successor is found?
It sounds like a pretty passive organization if you are waiting around for nominations. Why are you not soliciting candidates, especially among any vice presidents, whose role is normally to step in for the president when the president is unable to act? If no one among your constituents is willing to serve, it may actually be appropriate for the organization to suspend or dissolve. And why are you living with an arbitrary term limit that has the potential to destabilize your entire organization? (See Ready Reference Page: “Term Limits Are For Cowards”)
There is a potential stop-gap, however, that will probably take care of the situation. Most state nonprofit corporation laws and most nonprofit bylaws say that officers serve for their stated terms and “until their successors are selected.” If no successor is elected this year, the current president would stay in office indefinitely, until resignation, death or a new election.
That should give you some time to search for new leadership and determine whether anyone cares enough to justify the organization’s continuing in existence. Or you could amend the bylaws to get rid of the crippling term limit and let the current officers, who probably do care, continue to serve.
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