I came to a failing nonprofit agency as Executive Director. The organization is now doing very well and expanding its scope and mission. I want to minimize any vulnerability from a rogue Board member who is unhappy in their job and suddenly wants to be the new ED. Converting to a membership corporation is not likely. What other bylaws could be introduced to maximize job security for the ED?
The status of the executive director is not really a bylaw issue. Whether or not the organization has voting members, boards have to be able to remove the executive director if the person isn’t doing a good job. Building some sort of fixed tenure into the bylaws would normally be a very bad idea.
Your best bet for (at least temporary) job security would be a multi-year employment contract with the organization that provides a certain tenure and significant severance pay if you are terminated without cause. If you can’t obtain that, your best alternative, besides continuing to do a good job, is to make sure you have good relationships with the rest of the board so that you are less likely to be dumped by their support of the rogue. It isn’t unusual to serve as an at-will employee. Good work is the usually the best antidote to the condition.