# LCMS Convention Proceedings_St. Louis Missouri_2019_S183
# Machine transcription, uncorrected — CHI Digital Archive (demonstration)

9. STRUCTURE AND ADMINISTRATION
PRESENT/PROPOSED WORDING

PRESENT/PROPOSED WORDING

3.10.1.3 The Council of Presidents shall serve as the Board
of Assignments of the Synod. It shall assign first calls to
candidates for the offices of ordained and commissioned
ministers and handle or assist with placement of other
professional church workers. The Council of Presidents may
in its policies delegate authority for interim placement
(between its regular meetings) to a committee of its own
members or the chairman of that committee.

3.3.4.1
The Board of Directors shall consist of no more than
15 voting16 members, 15 of them voting, as follows:
… The First Vice-President of the Synod shall be athe
nonvoting member.
3.7.1.3
The Board of Trustees of Concordia Plans and the
Board of Directors of Concordia Plan Services shall consist
of 15 voting16 members. The 15 voting members shall be
appointed by the Board of Directors of the Synod. The Chief
Financial Officer of the Synod shall be athe nonvoting
member. Voting members shall be appointed to three-year
terms, which shall not exceed four terms in a successive
period. The 15 voting members shall include:
…
3.9.2.1
The Commission on Constitutional Matters shall
consist of six votingmembers, all voting:
…
3.10.5.2 The board of regents of each theological seminary
shall consist of no more than thirteen voting members, all
voting:
…
4. Four members may be appointed as voting members
by the board of regents. Appointed members may not
vote on the appointment of other members of the board.
3.10.6.2 The board of regents of each college and university
shall consist of no more than 18 voting members, all voting.
…
3. No fewer than four and no more than eight members
shall be appointed as voting members by the board of
regents according to a process determined by the
individual institution.
…
5. One voting member, who may be an ordained
minister, a commissioned minister, or a layperson, shall
be appointed by the Praesidium of the Synod after
consultation with the President of the respective
institution and the Board of Directors of the Synod.

F. CLARIFICATION OF
BOARD MEMBERSHIP LANGUAGE
Rationale
The Commission on Constitutional Matters noted in its
Sept. 14–15, 2018, meeting (Op. 17-2808A) that there is a
potential unclarity in the language of Bylaw 3.10.6.2,
regarding the membership of college and university boards
of regents, referring the matter to the Commission on
Handbook:
The commission notes, for the attention of … the
Commission on Handbook, one potential issue in
relation to the language of advisory [board] members.
Synod’s bylaws specify that boards of regents, like other
governing boards “of the Synod,” have members “elected
and appointed as otherwise prescribed in these Bylaws
[of the Synod]” (Bylaw 3.2.2.1). While Bylaw 3.10.6.2
treats ostensibly only of voting members, Synod’s
bylaws make no provision for addition of advisory
members to governing boards. While boards may have
many advisors, the language of board membership has
important consequences (e.g., Bylaw 1.5.1’s requirement
that board members be members of member
congregations, and Bylaw 3.10.6.5’s requirement that
boards not commingle authority with bodies containing
non-board members.) Likewise, the commission has
identified other instances of officers and staff of agencies
being regarded as advisory members of the boards they
serve, despite the absolute prohibition of Bylaw 1.5.1.1,
which does not distinguish voting from advisory
membership. This commission refers this issue to the
Commission on Handbook for clarification.
It is proposed that the inference from Bylaw 3.2.2.1—that
the total membership of these boards is established by
existing provisions of the Synod Bylaws, and that the
boards are not free to add non-voting members as they
desire (though they may appoint advisors and committees
involving non-members, etc., as otherwise provided)—be
more clearly embodied in the language of Bylaw 3.10.6.2
and other bylaws evidencing similar unclarities, as follows.
Therefore be it
Resolved, That Bylaws 3.3.4.1, 3.7.1.3, 3.9.2.1, 3.10.5.2, and
3.10.6.2 be amended as follows:

Resolutions

Action: Adopted (4)
After discussion by the assembly, a motion to call the question
was made, seconded, and succeeded [Yes: 845; No: 66]; the
resolution was adopted [Yes: 869; No: 52].

To Amend Various Bylaws
to Address Practical Considerations
RESOLUTION 9-02
Report R11 (CW, 94–95); Overtures 9-40, 46 (CW, 512–14,
519); President’s Report, Part 2 (TB, 1:24)

Preamble
The following bylaw revisions are presented to address
practical considerations in the work and life of Synod.

PROCEEDINGS OF THE 2019 (67TH) LCMS CONVENTION | 183