# LCMS Convention Workbook_St. Louis Missouri_2013_S238 # Machine transcription, uncorrected — CHI Digital Archive (demonstration) 238 ADMINISTRATION AND FINANCE receiving the fewest votes and all candidates receiving less than 15 percent of the votes cast shall be dropped from the ballot, unless fewer than two candidates receive 15 percent or more of the votes cast, in which case the three highest candidates shall constitute the ballot. (gf) The tally of the votes cast for each candidate shall be announced after each ballot in all elections. Commission on Handbook 6-18 To Clarify Appointment of Chief Executives of Synodwide Corporate and Trust Entities and Executive Director of Commission on Theology and Church Relations Introduction As reporting relationships within corporate Synod were addressed in light of the 2010 convention restructuring decisions, it became evident that Bylaw 1.5.5 was not updated sufficiently to provide clarity regarding the appointment of certain staff positions within corporate Synod. Additionally, with the 2010 restructuring, all executive directors within corporate Synod, with the exception of the executive director of the Commission on Theology and Church Relations (CTCR), now report to an officer of the organization and are filled in accordance with the human resources policies of corporate Synod by the officer to whom they report unless bylaws or policies of the Board of Directors (BOD) specify otherwise (see Bylaw 3.3.1.3 and BOD Policy 5.6.6.7). Resolved, That in order to provide clarity regarding the appointment of certain staff positions within corporate Synod and the synodwide corporate entities, the 2013 LCMS convention adopt the following bylaw changes: PRESENT/PROPOSED WORDING 1.2.1 The following definitions are for use in understanding the terms used in apply to the entire Bylaws of  The Lutheran Church—Missouri Synod: (h) Executive Director: The top staff administrator of a mission board or commission of corporate Synod Agency Operations 1.5.5 Every agency of corporate Synod and every synodwide corporate entity shall operate under the general human resources policies of the Synod as provided by the Board of Directors of the Synod, in accordance with Bylaw 3.3.4.3. Specific policies under these general policies may be adopted by each synodwide corporate entity agency’s governing board in order to accommodate the unique character of its operations. 1.5.5.1 Every agency of corporate Synod that has staff reporting to it and every synodwide corporate entity may create chief executive (who may be designated as an officer of the corporation) or executive director positions, pursuant to Bylaw 1.2.1, and fill them in accordance with the Bylaws of the Synod and the human resources policies adopted pursuant to Bylaw 1.5.5. (a) The chief executive or executive director shall serve at the pleasure of the board or commission. (1) The slate of candidates for the initial appointment of the chief executive or executive director shall be selected by the board or commission in consultation with and with the mutual concurrence of the President of the Synod. 2013 Convention Workbook (2) In the event of a vacancy, the appropriate board or commission and the President of the Synod shall act expeditiously to fill the vacancy. This board or commission shall present its list of candidates to the President. (3) The board or commission shall conduct an annual review of its chief executive or executive director and, before the expiration of five years, conduct a comprehensive review. (4) At the conclusion of each five-year period, the appointment shall terminate unless the board or commission takes specific action to continue the person in the office, each subsequent term not to exceed five years. (b) Any interim appointments of a chief executive or executive director shall follow a process similar to the initial appointment of a chief executive or executive director. (1) Such interim appointees must be approved by the President of the Synod, and may not serve more than 18 months without the concurrence of the President of the Synod. (2) Such interim appointees shall be ineligible to serve on a permanent basis without the concurrence of the President of the Synod. (c) The chief executives and executive directors shall normally attend all meetings of their board or commission except when their own positions are being considered. 1.5.5.2 Every agency of corporate Synod that has staff reporting to it and every synodwide corporate entity may create and fill other staff positions in accordance with the human resources policies adopted pursuant to Bylaw 1.5.5. Such staff may attend meetings of their board or commission upon request of the board or commission. 1.5.5.31 All agencies shall develop policies regarding their relations with staffs in accordance with general human resources policies adopted by the Board of Directors of the Synod. 3.6 Synodwide Corporate Entities General Principles 3.6.1.4 Each governing board of a synodwide corporate entity shall elect its own chair, vice-chair, and secretary and such operating officers as may be necessary. (a) The executive officer of each synodwide corporate entity shall serve at the pleasure of the governing board. (b) The governing board of each executive shall conduct an annual review and, before the expiration of each five-year period, the appointment shall terminate unless the governing board takes specific action to continue the person in the office. (c) In the event of a vacancy, the appropriate governing board and the President shall act expeditiously to fill the vacancy. The board shall present its list of candidates to the President of the Synod. (d) The slate of candidates for the initial appointment of an executive officer shall be selected by its governing board in consultation and mutual concurrence with the President of the Synod. (e) Any interim appointments of an executive officer shall be processed in a similar manner. Such appointee must be approved by the President of the Synod, may not serve more than 18 months without the concurrence of the President of the Synod, and shall be ineligible to serve on a permanent basis without the concurrence of the President of the Synod. 1.5.5.1 3.6.1.5 Synodwide corporate entities Every agency of corporate Synod that has staff reporting to it and every synodwide corporate entity may create chief executive positions (who may be designated as an officer of the