# LCMS Convention Workbook_St. Louis Missouri_2019_S204
# Machine transcription, uncorrected — CHI Digital Archive (demonstration)

204

I. OPINIONS OF COMMISSION ON CONSTITUTIONAL MATTERS
1.

To purchase, hold, administer, and sell property of
every description in the interest of the Synod;

2.

To accept, hold, administer, and, if deemed advisable,
dispose of legacies, donations, commercial papers,
and legal documents of every description in the interest of its work.

(q) Property of the Synod: All assets, real or personal, tangible or intangible, whether situated
in the United States or elsewhere, titled or held
in the name of corporate Synod, its nominee,
or an agency of the Synod. “Property of the
Synod” does not include any assets held by
member congregations, the Lutheran Church
Extension Fund—Missouri Synod, or by an
agency of the Synod in a fiduciary capacity
(including, for purposes of example, the funds
managed for the Concordia Plans by Concordia Plan Services and certain funds held
by The Lutheran Church—Missouri Synod
Foundation).

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Article XI Rights and Duties of Officers
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E. Composition and Duties of the Board of Directors
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2.

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The Board of Directors is the legal representative
and custodian of all the property of The Lutheran
Church—Missouri Synod, directly or by its delegation of such authority to an agency of the Synod.
It shall exercise supervision over all property and
business affairs of The Lutheran Church—Missouri
Synod except in those areas where it has delegated
such authority to an agency of the Synod or where
the voting members of the Synod through the adoption of bylaws or by other convention action have
assigned specific areas of responsibility to separate
corporate or trust entities, and as to those the Board
of Directors shall have general oversight responsibility as set forth in the Bylaws. For the purposes of
this article, The Lutheran Church—Missouri Synod
includes both the Synod formed by this Constitution
and the Missouri corporation formed by the Synod.
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1.5.3.5
All agencies of the Synod shall develop
policies and procedures for making available official
minutes of their meetings. All mission boards and
commissions shall develop policies and procedures to
make available upon request and at a reasonable price
a verbatim copy of the official minutes of their meetings except for executive sessions. Any member of the
Synod may request a copy of any official minutes of
mission boards or commissions by submitting a written or electronic (via email) request to the Secretary
of the Synod, who shall provide such minutes according to the policy of the Board of Directors.
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3.3.4
The Board of Directors of the Synod is the
legal representative of the Synod and the custodian
of all the property of the Synod. It shall be accountable to the Synod in convention for the discharge of
its duties.
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1.2.1
The following definitions are for use in
understanding the terms as used in the Bylaws of The
Lutheran Church—Missouri Synod:
(a) Agency: An instrumentality other than a
congregation or corporate Synod, whether or
not separately incorporated, which the Synod
in convention or its Board of Directors has
caused or authorized to be formed to further
the Synod’s Objectives (Constitution Art. III).

3.3.4.7
The Board of Directors shall serve as the
custodian of all the property of the Synod as defined
in Bylaw 1.2.1 (q). Except as otherwise provided in
these Bylaws, it shall have the authority and responsibility with respect to the property of the Synod as
is generally vested in and imposed upon a board of
directors of a corporation.
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(b) It may, however, delegate to any agency of the
Synod powers and duties with respect to property of the Synod for which such agency of the
Synod has direct supervisory responsibility.

(1) Agencies include each board, commission, council, seminary, university,
college, district, Concordia Plan Services, and each synodwide corporate entity.

(c) Such delegation shall be in writing and shall be
subject to change at any time by the Synod’s
Board of Directors provided that reasonable
deliberations, as determined by the Board of
Directors, take place with such agency prior to
the change.

(2) The term “agency of the Synod”
does not describe or imply the existence
of principal and agency arrangements as
defined under civil law.
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2019 Convention Workbook

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