Fixing Municipal Library Trustee Term “Drift”

This is an important question. While the legitimacy of trustees (and not-for-profit directors) is rarely challenged, when it is, the validity of their term is one of the reasons. Of course, properly staggered terms give a board stability, with only a few new members having to learn the ropes annually.

“Trustee drift” happens when the original staggered terms (as depicted in the member’s question) get out of whack, and terms expire unevenly.

There are many reasons for trustee drift, and they vary from library to library and from library type to library type.

At a municipal public library,[1] the drift can occur if there is a disconnect between the appointing board and the library. The disconnect can be caused or exacerbated by:

• The library board not appointing replacements for trustees who leave the board early;[2]
• The municipal board not appointing new trustees in a timely manner;
• The library board not keeping its bylaws in synch with its charter;[3] and/or
• The lack of a defined process for the library to nominate new candidates or to confirm that current trustees are interested in re-upping.

So, to address the member’s question: once drift happens, how can it be fixed?

While I appreciate that the member doesn’t want to check the minutes of every meeting for the last twenty years, some documentation is needed.

First, it is important to check the charter, which may have some clues or a scheme to inspire the fix. For instance, in the member’s question, their library started with a clear pattern for the expiration of the eleven trustee slots: 2-2-2-2-3. So even if the final resolution doesn’t track all the way back to the original terms, using that pattern is sensible.[4]

Next, it is important to check the local laws, because some municipalities do have laws pertaining to the local library. A quick search in the village/town/city/county law for “library” can rule this in or out.[5]

Next, check the bylaws. Are they consistent with the charter? Do they have any provisions that speak to this situation?

Next, check the relationship with the municipality. Is there a memorandum of understanding, letter, or correspondence that confirms how the library and municipality jointly handles nominations and appointments? If there isn’t, it might be good to develop one while handling the situation.

And finally, create a chart of the current trustees and their terms, so whatever the resolution is, no trustee is short-changed for their current term, and the library can select the most elegant way forward.

When the chart is ready, identify how many future “special terms” (of one year, or two, or three, or four) are needed to restart the stagger, and then propose the special terms to the municipality.

Here is a template letter:

RE: Library trustee terms

Dear members of the [municipal body],

The Library is grateful to the [municipal body] for appointing trustees.

As you know, the Library has # trustees who serve #-year terms.

Originally, these terms were staggered to ensure an even pace of terminations. Over time, however, the terms have drifted, and we now have the undesirable impact of too many trustees expiring at once (for instance, # set to expire in YEAR).

To address this while also ensuring our current trustees serve their full #-year terms, the library proposes # “special terms” to help us reset the expiration times.

To do that, we will send a request for a special term every November until YEAR, with suggested language for the appointment. When a current trustee is willing and able to continue service for another year to accomplish this, we will let you know.

The proposed resolution language for this is:

WHEREAS the Library has requested the use of a limited number of special terms to achieve the important goal of restoring the staggered expiration of terms of library trustee service; and

WHEREAS NAME has expressed a willingness to serve such a special term,

BE IT RESOLVED that NAME is appointed to a special term of one year, starting on January 1, YEAR, and ending on December 31, YEAR, with the understanding that such special term does not count towards any cap on terms or years of service.

With this approach, we will be back to staggered terms by YEAR.

Thank you for considering this approach! If agreeable, we will send a letter with regular nominations and a nomination for the special term.

Thank you,

So long as all parties (the library board, the trustee, the appointing board) are in agreement, and no regular terms are short-changed, this approach should enable the library and municipality to eliminate the drift.

I like to tag the different board seats with a rota and seat number, like this: Y1/1, Y1/2, Y2/1, etc. But whatever internal tracking system (“Slot 1” or “Seat Alpha”) works for you is just fine.

And now for an important caveat: because this is an ad hoc, common-sense solution and not enabled specifically by law, it is wise for the municipality’s attorney to preview this approach and deem it sensible. If any municipal attorney out there disagrees with this and wants to give me a call with a better solution,[6] you are welcome to do so!

Thank you for an important question!