# LCMS Commission on Constitutional Matters Minutes_St. Louis Missouri_September 15 16 2017_S7 # Machine transcription, uncorrected — CHI Digital Archive (demonstration) with the commission following its convention. The commission also looks forward to reviewing the district’s Articles of Incorporation, understanding these to be presently being revised to bring them into compliance with Bylaw 1.5.3.6 and 2016 Res. 9-02A. 79. North Wisconsin District Articles and Bylaws (17-2834) By a June 8, 2017, e-mail, the President of the North Wisconsin District forwarded for review his district’s Articles of Incorporation and proposed bylaw revisions. Upon review, the commission found the articles to satisfy LCMS Bylaw 1.5.3.6 and 2016 Res. 9-02A. In the bylaws, the commission noted the following points at which attention will be required: • • • • • • • • • Bylaw 1.03 (a): The district may be well-advised to restate membership qualifications (a) and termination conditions (c) in simpler terms, such as “Membership in the district is as defined and assigned according to the Constitution and bylaws of the Synod,” and “Membership in the district may be terminated as specified in the Constitution and bylaws of the Synod.” Bylaw 3.04 (a): Bylaw 1.5.8 does not provide procedure for removal from office of a district president. Const. XI A 2 applies here, but without specific procedure. Bylaw 3.04 (b): A deemed resignation after two unexcused absences is incompatible with the procedures specified in LCMS Bylaws 1.5.7 for board and commission members (not individually officers) and 1.5.8 (dealing with officers other than the district president). Bylaw 4.01 (d): Synod’s bylaws allow convention materials to be distributed electronically, a practice the district may adopt if it wishes. Bylaw 4.04 (a): Const. Art. XII 14 specifies a different (and much lower) quorum. Bylaw 5.04 (a): Eligible nominees for regional vice-president are those ministers of religion—ordained on the roster of the district (not Synod) residing (not residing and serving congregations) in the region. With these changes, there is no need to mention the emeriti separately. The phrase “residing in each given region” should be appended to the first sentence, and the second sentence should be removed. Bylaw 5.04 (d): The district should use the procedure of Bylaw 3.12.2.7 [g], whereby ranks are determined by successive ballots (so that each election is by a majority, not simply a plurality). Bylaw 6.03 (a): The Commission on Constitutional Matters is the interpreter of the Constitution of the Synod (which is that of the district) and of the Bylaws of the Synod. As to the Articles, Bylaws, and resolutions of the district, members of the board of directors (cf. NW District Bylaw 2.02 e) may be put in a difficult position if they are interpreting these as to the board’s own responsibilities. While it is allowable for the convention to assign this responsibility to the board of directors or a committee thereof (Bylaw 4.5.1) in district bylaws, it may be wise to establish an independent committee or commission to interpret district documents authoritatively. Bylaw 6.04 (a): The district may wish to incorporate the changes to LCMS Bylaw 3.9.2.2.3 [b]. The commission thanks the North Wisconsin district for its cooperation with the bylaw review process and looks forward to reviewing a subsequent draft of the bylaws, in which these points have been addressed. CCM Minutes – September 15–16, 2017 – Page 65