# LCMS Convention Workbook_St. Louis Missouri_2016_S412
# Machine transcription, uncorrected — CHI Digital Archive (demonstration)

412

STRUCTURE AND ADMINISTRATION

Whereas, This is disconnected from the original nomination of
the regional vice-presidents from the congregations over which he
will serve and not from the assembly as a whole; therefore be it
Resolved, That Bylaw 3.12.2.7 be amended as follows:
PRESENT/PROPOSED WORDING
Nominations and Elections of Regional Vice-Presidents
3.12.2.7 After the results of the first-vice-presidential election have
been announced, the convention shall elect five regional vice-presidents
according to the following nominations and elections process. (This
shall also be the process used for all other regional elections.)
(a) Each member congregation of a region (including any non-geographic-district congregations in that region) shall have been given
opportunity to nominate two ministers of religion—ordained from
the clergy roster of the Synod with residence in its designated region
as candidates for regional vice-president.
(b) The Secretary of the Synod shall receive such nominations (signed
by the president and secretary of the nominating congregation).
(c) The names of the five ministers of religion—ordained residing within the boundaries of each geographic region who receive the most
nominating votes shall form the slate from which delegates from
that geographical region (including any non-geographic district
congregations in that region) to the Synod convention shall select
by majority vote each the regional vice-president for their own geographic region.
(d) No opportunity shall be provided for additional nominations from
the floor of the convention.
(d) The Secretary of the Synod, using lists of delegates in attendance
at the prior year’s district conventions as submitted by the secretaries of the districts, shall compile and maintain the voter list for
the election of the regional vice-presidents in coordination with the
secretaries of the districts. This list and any of its parts shall not be
disseminated.
(1) This list shall include two voting delegates from each
congregation in attendance at the previous district
conventions who remain members of the congregations they
represented.
(2) If one or both delegates are unavailable, congregations shall
be provided opportunity to select substitute voters.
(e) Voting delegates to the national convention shall be entitled to vote
for one of the candidates from each region. If no candidate receives a
majority of the votes cast, the three candidates receiving the highest
number of votes shall be retained on the ballot.
(e) Four weeks prior to the national convention, the Secretary of the
Synod shall provide, via a secure and verifiable method, opportunity for two voting delegates from each congregation in attendance
at the previous district conventions (or substitute voters as selected
according to Bylaw 3.12.2.7 [d]) to vote for one of the candidates
for regional vice-president of the geographic region in which the
voting delegate resides. The Secretary shall, with the approval of
the Board of Directors of the Synod, obtain the assistance necessary
to accomplish this task. If no candidate receives a majority of the
votes cast, the two candidates receiving the highest number of votes
shall be retained on the ballot, and another vote shall be taken in the
same manner.
(f) Balloting shall continue with the candidate receiving the least number of votes eliminated until one candidate from each region has
received a majority of the votes cast.
(f) Following the completion of the election and at least two weeks prior
to the convention, the Secretary shall notify the candidates of the results of the ballot(s). He shall thereafter also make the results known

2016 Convention Workbook

to the public. The candidate receiving a majority of the votes cast
shall be declared elected.
(g) Upon the election of the regional vice-presidents, a final election will
take place at the Synod convention ranking the vice-presidents by
separate ballots with a simple majority of Synod convention voting
delegates determining the second, third, fourth, fifth, and sixth vicepresidents in line of succession.

Board of Directors
New Jersey District
11-56

To Clarify and Confirm the Distinction
between Synod and Corporate Synod
and to Provide Consistency
for the Meaning of “Property of the Synod”
Rationale
The Lutheran Church—Missouri Synod was originally founded as
a synodical union in April, 1847. Its original name was “The German
Evangelical Lutheran Synod of Missouri, Ohio, and Other States.”
Ultimately, in 1947, the synodical union—the Synod—shortened its
name to The Lutheran Church—Missouri Synod.
In 1894, the Synod voted to form a Missouri benevolent corporation under Chapter 352 of the Missouri Statutes called “The
German Evangelical Lutheran Synod of Missouri, Ohio, and Other
States.” The corporation’s name eventually was also changed to “The
Lutheran Church—Missouri Synod.”
In 1967, the corporation filed Articles of Acceptance with the
State of Missouri to convert to a nonprofit corporation pursuant
to the General Not for Profit Corporation Act, Chapter 355 of the
Missouri Statutes. The corporation’s Articles of Incorporation have
been amended from time to time, and the current Articles are included
in the Handbook of The Lutheran Church—Missouri Synod.
Article XIV of the Synod’s Constitution provides that “[t]he
Synod in convention may adopt bylaws that are consistent with and
do not contradict the Constitution of the Synod.” The Synod’s Bylaws
also serve as the bylaws of the corporate entity.
The Synod’s Bylaws have been amended fairly regularly over the
past 150 years. Some of the amendments were designed to recognize
the distinction between the synodical union (Synod) and the Missouri
nonprofit corporation of the same name. An example of such is current (2013) Bylaw 1.2, which includes definitions of “Synod” and
“Corporate Synod.”
Bylaw 1.2.1 (f) provides, in pertinent part: “Corporate Synod:
The Lutheran Church—Missouri Synod, the Missouri nonprofit corporation, including its offices, boards, commissions, and departments
…. ” Bylaw 1.2.1 (u) states: “Synod: Refers collectively to the association of self-governing Lutheran congregations and all its agencies
on the national and district levels. The Synod, as defined herein, is not
a civil law entity.” [The term “Agency” is defined in Bylaw 1.2.1 (a).]
Because the name of the Synod and the name of the Missouri nonprofit corporate entity are identical, certain provisions of the Synod’s
Constitution and Bylaws could be viewed as ambiguous and, therefore, should be amended for clarity and consistency.
One such bylaw that should be clarified for at least two different
reasons is Bylaw 1.2.1 (q), which defines “Property of the Synod”
as “[a]ll assets, real or personal, tangible or intangible, whether situated in the United States or elsewhere, titled or held in the name
of the Synod, its nominee, or an agency of the Synod. ‘Property of