# LCMS Commission on Constitutional Matters Minutes_St. Louis Missouri_April 21 22 2007_S9 # Machine transcription, uncorrected — CHI Digital Archive (demonstration) 6. The above provisions may not be altered or deleted without the written consent of the Synod. After review of the Articles of Incorporation of Concordia Historical Institute, the Commission concludes that the six numbered requirements of 2004 Resolution 4-11, while not quoted verbatim, are nonetheless incorporated into the Institute’s articles as follows: 1. Article III A acknowledges allegiance to the Synod and its convention by stating that Institute is “an agency of The Lutheran Church—Missouri Synod and shall be subject to the Constitution and Bylaws of The Lutheran Church—Missouri Synod,” adding that “the Board of Governors of the Corporation, its officers, employees, agents, and all of its activities shall be subject to the duly enacted Bylaws…and resolutions duly enacted by The Lutheran Church—Missouri Synod, assembled in convention…. to the same extent as if all of those individuals and activities were directly those of The Lutheran Church— Missouri Synod.” 2. With Article III A, the Institute also submits to the authority of the Synod and its convention by subjecting its officers, employees, agents, and activities to the Synod’s Bylaws and resolutions “to the same extent as if all of those individuals and activities were directly those of The Lutheran Church—Missouri Synod.” 3. The Institute accedes to, recognizes, and accepts the doctrine taught and practiced in the Synod by its consistent subjection to the Constitution and Bylaws of the Synod (Art. III A; Art. VII), which necessarily includes “Article II Confession” of the Constitution of the Synod. 4. In the event that there is conflict or inconsistency between the organizational documents of the corporation and the Articles of Incorporation, Constitution, or Bylaws of the Synod, the Institute states that the Synod’s documents shall control, declaring that nothing in its documents “shall be inconsistent with” the documents of the Synod (Art. III A) and that the Bylaws it establishes shall be consistent with the Constitution and Bylaws of the Synod (Art. VII). 5. The Institute clearly states that upon its own dissolution and liquidation, “all assets of the corporation remaining after all liabilities and obligations of the corporation have been paid, satisfied, and discharged…shall be transferred, conveyed, and distributed to The Lutheran Church—Missouri Synod or its corporate successors….” (Art. VIII). 6. The Institute’s Article IX requires that any changes to its Articles of Incorporation or Bylaws “shall, prior to approval by the members, have previously been reviewed and approved by the Board of Directors of The Lutheran Church—Missouri Synod and the Commission on Constitutional Matters of The Lutheran Church—Missouri Synod.” 193. Gender of University Provost (07-2489) In a letter dated February 26, 2007, a chairman of a board of regents of a university of the Synod, after quoting several bylaws of the Synod, concluded that the provost of the school must be male given that position’s responsibility to serve as acting and/or interim president when the president is unable to serve. He asked the Commission for its opinion, stating his intention to provide the response of the Commission to the Provost Search Committee of the school. Opinion: In a March 16, 1984 opinion, the Commission on Constitutional Matters stated: 132