# LCMS Commission on Constitutional Matters Minutes_St. Louis Missouri_October 6 8 2004_S4
# Machine transcription, uncorrected — CHI Digital Archive (demonstration)

While the Synod could have adopted for its governance a corporate model, with power
concentrated in a board of directors, subject only to election or reelection every three years,
the Synod instead chose as its church governance structure a system which retains ultimate
authority to the membership in convention, very much consistent with the pre-incorporation
structure of the Synod. In fulfilling its function as “church,” the Synod has determined in
convention to establish boards and commissions as the best way to carry out various church
purposes and functions, as it reserved the right to do in Article VII of the Articles of
Incorporation. Bylaw 3.01 indicates that the Synod in convention “establishes general
synodical positions and policies, provides overall program direction and priorities, and
evaluates all such positions, programs, policies, directions, and priorities in order to provide
responsible service for and on behalf of its members.” The Synod has chosen to allocate
duties, powers, and responsibilities among various officers, boards (including the Board of
Directors of the Synod), and commissions, holding each ultimately responsible to the Synod
itself through the synodical conventions.
Reference may also be made to Opinion 03-2357, affirming the same interpretation with respect to
authority regarding KFUO delegated by the Synod to the Board for Communication Services and Opinion
03-2359 with respect to authority to determine the manner and level of circulation of Reporter. Opinion
03-2358 also reviewed the earlier opinions of the Commission recognizing the limitations of the authority
of the Board of Directors under the existing language of Article XI F 2, including a series of opinions
dating back to 1976 involving implementation of New Orleans Resolution 6-31, (Ag. 591, Ag. 591A-B,
Ag. 927, Ag. 9-27A, Ag. 934, and Ag. 934B-J) as well as a 1998 opinion which reviewed the effort of the
Board of Directors to move the video studio of the Synod from the Board for Communication Services to
General Services, Opinion Ag. 2094 (May 22, 1998).
15. Review of “Guidelines for Constitutions and Bylaws of Congregations” (04-2413)
The Commission noted the need to review its document, “Guidelines for Constitutions and Bylaws of
Congregations” in light of actions taken by the 2004 convention. This task will be placed upon the agenda
of the Commission for attention at a later time.
16. Standard Operating Procedures Manuals (04-2404)
The final day of the meeting was devoted to a review of early draft materials for the required production
of standard operating procedure manuals for the newly adopted expulsion from membership processes
and dispute resolution process provided by Resolution 8-01A of the 2004 convention. Work on this
project will continue in coming months, incorporating input from other sources including the Council of
Presidents as required by Resolution 8-01A. The Secretary was also instructed to send letters to the Board
for University Education and the Board for Pastoral Education calling attention to the resolution’s
expectations for similar efforts on their parts in relation to Bylaws 6.45 and 6.47 (Bylaw 3.8.2.8.8 in 2004
revised Handbook).
17. Future Meetings Dates and Adjournment
The Commission agreed to dates for future meetings to conclude work on the 2004 Handbook in
preparation for its publication and to continue work on the operating procedures manuals. The meeting
was closed with words of benediction.

Raymond L. Hartwig, Secretary
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