# LCMS Commission on Constitutional Matters Minutes_St. Louis Missouri_November 28 29 2005_S5
# Machine transcription, uncorrected — CHI Digital Archive (demonstration)

Relationship of the Board of Directors and the Board for District and Congregational Services
The Board of Directors is not authorized to interfere with the Board for District and Congregational
Services in the performance of those functions delegated to it by the Synod in convention. The final
resolve of the resolution in question requests that the Board for District and Congregational Services
report to the February, 2006 meeting of the Board of Directors. The Board of Directors is, under Bylaw
3.3.5.5, certainly responsible to hold the program boards of the Synod responsible for funds allocated to
them by the Board. To the extent of its responsibilities relative to the general management and
supervision of the business and legal affairs of the Synod, the Board of Directors may also receive such
reports as it requests on the operations and policies of the program boards, commissions, and councils. To
the extent that the Board’s resolution attempts to seek input from the Board for District and
Congregational Services with respect to those fiscal functions, the resolution is appropriate. To the extent
that it seeks to challenge the judgment of the Board for District and Congregational Services as to the
theological appropriateness of the program or presenters of the LCMS National Youth Gatherings, such a
request would exceed the jurisdiction of the Board of Directors. Nothing in the resolve suggests that the
Board of Directors, in this resolve, is attempting to influence or control the program decisions, doctrine
and practice, or theological positions or articulations of the Board for District and Congregational
Services.
Effect of the Resolution
In summary, the Board of Directors does not have the authority to pass resolutions dealing with “doctrine
and practice” and “theological positions or articulations.” It is the responsibility of the President of the
Synod, together with all others to whom ecclesiastical responsibility has been delegated, to address
concerns regarding the doctrine and practice and theological positions or articulations taken by the Board
for District and Congregational Services as a whole or in its implementation and development of program
and presentation for the National Youth Gathering. The Board of Directors does have responsibility to
review fiscal functions of the Board for District and Congregational Services and to request appropriate
reports under Bylaw 3.3.5.5.
107. Procedure for Filling Vacancies in Elected Positions, Revisited (05-2439; 05-2440; 05-2442)
As reflected in its November 18, 2005 minutes, the Commission on Constitutional Matters determined to
revisit its Opinion 05-2439; 05-2440; 05-2442: “Procedure for Filling Vacancies in Elected Positions,”
giving consideration to input from the Board of Directors and the Synod’s legal counsel that was not
available at the time of the issuance of the opinion, despite the timely request for such input. While the
question presented is not one which pertains primarily to business, legal, finance, civil rights, or property
matters and therefore required to be submitted to either the Board of Directors or the Synod’s legal
counsel pursuant to Bylaw 3.9.2.2 (b), the Commission chose to solicit that input, as it has always been
able to do. The current issue relates to filling vacancies on elected board positions of the Synod. While
this issue may qualify under a very broad definition of “legal,” by that definition almost every issue to
come before the CCM is legal. Surely this was not the intention of the Synod. It is ultimately the
responsibility of the Commission on Constitutional Matters and not the Synod’s legal counsel or the
Board of Directors to interpret the governing documents of the Synod. The Synod has chosen the
Commission on Constitutional Matters and not the Synod’s legal counsel, the Board of Directors, or the
civil courts to interpret the Synod’s Constitution, Bylaws, and resolutions. The Commission appreciates
the input provided. It trusts that such input serves to focus and refine its analysis and to provide the best
service possible to the Synod.
Each of the questions submitted is properly within the scope of the responsibilities assigned to the
Commission under Bylaw 3.9.2.2, and each requires the Commission to consider the Constitution,

60