# LCMS Commission on Constitutional Matters Minutes_St. Louis Missouri_December 3 4 2021_S9
# Machine transcription, uncorrected — CHI Digital Archive (demonstration)

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Article VII 3: This should state explicitly that it is for officers other than the circuit visitor, who is
selected by the forum but elected by the convention.
Article VII 4: This should read “each congregation or multi-congregation parish (Bylaw 5.3.2).” It
should also be clarified that additional representation at the forum, while possible, is not voting
representation. See Synod Bylaw 5.3.2.
Article VIII A: This section needs to account for review and prior approval requirements of Bylaw
3.9.2.2.3 (a–b).
Article VIII B–C: These sections need to be reconciled with Bylaw 3.9.2.2.3 (b) or the suggestion
of the Secretary’s November 2019 memorandum patterned on Bylaw 7.1.2.

The district and its secretary are thanked for their attention to these governing documents and for submitting
them for review. The commission looks forward to receiving for further review a draft that addresses the
noted issues, with the hope such might yet be presented to the upcoming convention of the district.
109. Concordia University Irvine Bylaw Change and Articles of Incorporation (21-2969)
By an email of October 4, counsel for Concordia University Irvine (CUI) forwarded for review a proposed
revision of the university’s bylaws. The university’s articles, reviewed under Op. 17-2808A, contain the
language required by Bylaw 1.5.3.6 and 2016 Res. 9-02A.
With regard to proposed changes the commission notes no new concerns. The following items do, however,
require attention in this revision:
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CUI Bylaw 5.3 (f, g, and h): Here, the commission reiterates its concern of Op. 17-2808A, that the
membership of the board of regents is fixed by the Bylaws of the Synod (Bylaw 3.10.6.2) and that
while additional individuals may be welcomed as advisors to the board, they may not properly be
referred to as or understood to be advisory members. The language needs to be corrected.
CUI Bylaw 5.4 (a): Synod Bylaw 3.2.4.2, dealing with term limitations, does not identify “annual
service” dates or calculate years of service or intervals between periods of service as here indicated.
The second sentence of CUI Bylaw 5.4 (a) should be removed and the fourth modified as follows
to conform the language to that of Synod Bylaw 3.2.4.2: More than one-half of a term of service
shall be regarded as a full term for purposes of calculating term limitations.”
CUI Bylaw 5.4 (b): Regents elected by the district convention now assume office at the close of
the convention at which elected (Synod Bylaw 3.2.4 [a]). The following modifications would
conform the language to the Synod bylaws: “All newly elected members of the Board of Regents
shall begin their service on September 1 following the date of their election as indicated in the
LCMS Bylaws. All newly appointed members of the Board of Regents shall begin their service on
the date specified by the Board of Regents (or other appointing body) when making the
appointment. Appointments to the Board of Regents may not be made during the interim period
between a LCMS Convention or Pacific Southwest District election and September 1 following
such election the date on which those elected assume office. Incumbents shall serve until their
successors assume office.”
CUI Bylaw 6.7: Provisions for electronic meetings need to reflect the full content of Synod Board
of Directors Policy 5.7.8 (available at https://lcms.org/bod) or include such policy by reference as
required by Synod Bylaw 1.5.3.
CUI Bylaw 10.1 (see also CUI Bylaw 12.3): To the extent the committees may be acting with
delegated authority of the board, they are subject to the requirement of Bylaw 1.5.3.5, namely, that
their activities are subject to the requirement of policies and procedures for making available
official minutes of their meetings. The minutes requirements, therefore, need to stand and the
removal of the language may be problematic if it reflects a change in practice.

CCM Minutes – December 3–4, 2021 – Page 81