LCMS Convention Workbook St. Louis, Missouri — 2010, Page 183

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ADMINISTRATION AND FINANCE
conflict with the laws of the State of Missouri or of the laws of any State
in which said property is located.
Article VII. Constitution and Bylaws
This corporation shall have and make such bylaws constitution and
bylaws as may be necessary to accomplish its purposes and shall have
power to create such corporations, boards, offices, and other subordinate
bodies as may be necessary to accomplish its general and special objectives and in such bylaws assign responsibilities to those bodies.
Article VIII. Amendments
Amendments to these Articles of Incorporation may be made at any
time at a regular called general or special meeting of this corporation
by the affirmative vote of a two-thirds majority of the delegates present
and voting or by a simple majority of all delegates, whichever is less,
provided such amendments are not inconsistent with the Constitution or
Bylaws of The Lutheran Church—Missouri Synod or the Constitution
and laws of the United States or the State of Missouri.

__________________
(Note: With all such changes in place, the final document as amended will read as follows.)
Amended and Restated
Articles of Incorporation
of
The Lutheran Church—Missouri Synod
Article I. Name, Duration, Registered Office, and Agent
e. The name of this corporation shall be “The Lutheran Church—Missouri Synod.”
f. The period of duration of this corporation is perpetual.
g. The address of the registered office of this corporation is 1333 S.
Kirkwood Road, St. Louis, Missouri.
h. The name of the registered agent of this corporation is CT Corporation System.
Article II. Objectives and Purposes
The objectives and purposes of this corporation are:
a. To unite in a corporate body Evangelical Lutheran congregations
that acknowledge and remain true to the Book of Concord of the year
of our Lord 1580 as a true exhibition of sound Christian doctrine.
b. To assist in the establishment of Evangelical Lutheran congregations and preaching stations.
c. To assist, advise, and protect member congregations and ministers
of religion—ordained and ministers of religion—commissioned of
The Lutheran Church—Missouri Synod, to provide for their ecclesiastical supervision in matters of doctrine and practice and their
administration of official duties, and to acknowledge and assert the
protections granted by the First Amendment to the Constitution of
the United States.
d. To support the establishment and maintenance of theological seminaries, colleges, universities and other institutions of learning to
train ministers of religion—ordained, ministers of religion—commissioned, and laity for service in the Evangelical Lutheran Church.
e. To spread the Gospel of Jesus Christ throughout the world by every
means possible.
f. To provide assistance and resources to the congregations and agencies of the Synod for the dissemination of the Christian Gospel.
g. To establish and conduct all such enterprises and endeavors and to
exercise such further power as may be necessary or expedient to
carry out the objectives stated in the Constitution of The Lutheran
Church—Missouri Synod.

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Article III. Membership
Membership in this corporation is held and may be acquired by
congregations, ministers of religion-ordained, and ministers of religioncommissioned, as defined by the Constitution and Bylaws of this corporation, who confess and accept Article II of the Constitution of The
Lutheran Church—Missouri Synod. The member congregations of The
Lutheran Church—Missouri Synod shall be the voting members of this
corporation. Congregations shall exercise their voting power through
delegates representing the member congregations in such number as
may be determined from time to time in accord with the Constitution
and Bylaws of The Lutheran Church—Missouri Synod.
Article IV. Meetings
This corporation shall have general meetings, called conventions, at
least once every four years, or as often as may be determined by resolution of the Synod in convention. Special meetings may be called in such
manner as may be provided by the Constitution or Bylaws of The Lutheran Church—Missouri Synod. All officers and agencies of the Synod, defined in such Constitution or Bylaws shall be responsible to the
Synod, convention which is the ultimate authority of this corporation.
Article V. Officers
This corporation shall have a board of directors of such number and
qualifications and who shall be elected in such manner and for such
terms of office as shall be set forth in the Constitution or Bylaws of The
Lutheran Church—Missouri Synod. In addition, this corporation shall
have other officers having such qualifications and who shall be elected
or appointed in such manner and for such terms of office as provided
for in the Constitution or Bylaws of The Lutheran Church—Missouri
Synod.
The management authority and duties of the board of directors of
this corporation shall be limited to the extent such authority and duties
are delegated by the Constitution and Bylaws of The Lutheran Church—
Missouri Synod to other officers and agencies of the Synod. The management authority and duties of the board of directors and such other
officers and agencies shall be defined in the Constitution and Bylaws,
and each of them shall be responsible to The Lutheran Church—Missouri Synod for the proper and prudent fulfillment of the authority and
duties so designated to them. In the case of any conflict or uncertainty
in determining the authority and duties of the officers and agencies, the
opinions of the Commission on Constitutional Matters of The Lutheran
Church—Missouri Synod interpreting the Constitution and Bylaws of
The Lutheran Church—Missouri Synod shall be binding, unless and
until overruled by a convention of the Synod. In case of any conflict
or uncertainty relative to the applicability of the laws of the State of
Missouri, such issues shall be resolved in accord with the provisions in
the Constitution and Bylaws of The Lutheran Church—Missouri Synod.
Article VI. Property
This corporation shall have power to acquire by gift, grant, demise,
devise, bequest, purchase, or otherwise, property of every kind and description, real, personal, or mixed; to hold and use such property and
deal with, or dispose of, any or all such property by sale, exchange, or
gift, when necessary or expedient to carry out the objects and purposes
of this corporation; to receive, maintain, and administer endowments,
legacies, pension funds, retirement funds, and such other general or trust
funds as may be necessary for the operation of this corporation or for the
accomplishment of its purposes; provided that all such property shall be
acquired, dealt with, or disposed of in a manner not in conflict with the
laws of the State of Missouri or of the laws of any State in which said
property is located.
Article VII. Constitution and Bylaws
This corporation shall have such constitution and bylaws as may
be necessary to accomplish its purposes and shall have power to create such corporations, boards, offices, and other subordinate bodies as
may be necessary to accomplish its general and special objectives and
in such bylaws assign responsibilities to those bodies.

2010 Convention Workbook

2010 Convention.indb 183

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