# LCMS Commission on Constitutional Matters Minutes_St. Louis Missouri_August 25 26 2012_S12
# Machine transcription, uncorrected — CHI Digital Archive (demonstration)

The chairman of the Commission on Handbook requested from the Council of President input
regarding the current circuit counselor nominations and elections process and reported that the
Council apparently is happy with the current bylaw process, including its provision of an opportunity
to select circuit counselors from outside the circuit. After discussion of Bylaw 5.2.3.2 (a) and its
reference to “fellow pastors,” the commission advocates a minor change to delete the word “fellow”
to make clear that a circuit counselor may be selected from outside the circuit, as follows.
5.2.3.2 The circuit counselor shall serve the pastors of the circuit as a collegial and brotherly
adviser, reminding them of the joy of the ministry and of its great responsibilities.
(a) He shall encourage the fellow pastors of the circuit in their preaching and
teaching, in the exercise of church discipline in an evangelical manner, and in the
proper supervision of Christian education and training in the parish.
(b) He shall encourage, in a brotherly manner, the pastors of the circuit in their
spiritual and family life.
(c) He shall encourage the pastors of the circuit to continue both formal and
informal continuing professional education.
(C) Re: Synodwide Corporate Entity Governing Documents (12-034)
Current Bylaw 3.6.1.7 as currently worded requires synodwide corporate entities to provide specific
provisions in each of their governing instruments, a requirement which, taken literally, would be
burdensome to these corporations, given the fact that “each governing instrument” can refer to many
documents including policy manuals. The Commission on Handbook proposes the following
amendments to clarify the expectation of the bylaw.
PRESENT/PROPOSED WORDING
3.6.1.7 Each synodwide corporate entity shall provide the following in its governing instruments:
(a) Each governing instrument shall include thea provision that every member of the
governing board shall be a member of a congregation that is a member of the Synod.;
(b) Each governing instrument shall include thea provision that it is a component part of
the Synod, is subject to the Constitution, Bylaws, and resolutions of the Synod, and its
governing instruments are subordinate to the Constitution and Bylaws of the Synod.;
(c) Each governing instrument shall include thea provision that any amendments to a
provision of its governing instruments which relate to its objects and purposes, the
designating of its members, or the procedure for amending its governing instruments
shall require a two-thirds affirmative vote of its members, if any, who are appointed by
the Board of Directors of the Synod.; and
(d) Each governing instrument shall include thea provision that upon dissolution of a
synodwide corporate entity, its remaining assets shall be transferred to the Synod. Any
amendment to this provision shall require the affirmative vote of the Synod in
convention.
D.