# LCMS Commission on Constitutional Matters Minutes_St. Louis Missouri_July 10 11 2009_S7
# Machine transcription, uncorrected — CHI Digital Archive (demonstration)

district intends. The commission also wonders whether the reference to “non-clergy professional
worker” is the same as the Synod’s “commissioned minister,” in which case the Synod’s
terminology would be preferred.
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Under the same Article IV, the filling of a vacancy on the district board of directors under Bylaw
4.05 is not generally in agreement (Synod Bylaw 4.5.1 [c]) with the filling of vacancies on the
Synod’s Board of Directors, where the Board of Directors fills its own vacancies (Synod Bylaw
3.2.5).

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Under the same Article IV, Bylaw 4.21 should also mention the powers and duties given to the
board of directors by the Constitution, Bylaws, and resolutions of the Synod.

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Under the same Article IV, the Synod Handbook reference in district Bylaw 4.22 should be
Synod Bylaw 4.5.1.

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Under Article V “Executive Committee,” the provision in paragraph b under Bylaw 5.21
regarding the duties of the executive committee should include the requirement that the
committee report its actions to a plenary session of the board (Synod Bylaw 1.5.3.2 [b]).

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Under Article VIII “Nominations and Elections,” Bylaw 8.12 a should include the requirement
that the two nominees are to be from the clergy roster of the Synod.

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Under the same Article VIII, Bylaw 8.20, the commission reminds the district of its
recommendation when it reviewed proposed amendments at the time of the 2003 district
convention: “In revised Bylaw 8.20 b, reference is made to “vice presidential area,” but the
Bylaws do not appear to define how such areas are determined. A future convention will be well
advised to include such a provision in the Bylaws.”

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Under Article IX “Amendments,” Bylaw 9.03 should include reference to both the Constitution
and the Bylaws of the Synod.

As the commission reviewed the New England District Bylaws, it noted two areas that are rarely
addressed in the Bylaws of the Synod’s districts: indemnity clauses and provisions for the use of
electronics to satisfy meeting requirements. The commission instructed the Secretary to bring the issue of
indemnity clauses to the attention of the Board of Directors of the Synod and to bring the issue of
electronic communications to the attention of the Commission on Structure.
108. Review of Amendments to Articles of Incorporation and Bylaws of Minnesota South District
(09-2560)
With a letter dated June 30, 2009, the secretary of the Minnesota South District forwarded a resolution
adopted by the district during its June11–13, 2009 convention that amended the district’s Articles of
Incorporation and Bylaws governing to the authority of its board of directors. Upon review, the
commission approved the changes that were made.
109. Dispute Resolution Process Review Panel Membership (09-2561)
In a letter dated July 6, 2009, a pastor of the Synod asked a series of questions regarding the service of
certain reconcilers on Review Panels in the Synod’s dispute resolution process. After consideration and
discussion of pertinent bylaws, the commission responded to each of the questions.
Question 1: Would it be viewed as providing a fair process if a reconciler who had already served in a
dispute resolution process (i.e., as a reconciler, dispute panel member, facilitator, or in the
blind draw) were then to serve on the Review Panel of the same case?
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