LCMS Convention Workbook St. Louis, Missouri — 2010, Page 219

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Ecclesial matters
Resolved, That this new adjudication process remove all bylaws
and procedures which bind consciences to the theological rulings of
any commission, board, or other entity of the Synod.
Wyoming District
7-21

To Provide for Removal of Individual Board
or Commission Members
Whereas, The purposes of the Synod are ecclesiastical and not
secular, and the secular functions of the church exist only to serve
those ecclesiastical purposes; and
Whereas, The Synod considers the process of selection and
removal of all officers of the Synod and all members of its boards
and commissions to be an ecclesiastical function; and
Whereas, Bylaw 1.5.2 (b) states that, in serving the Synod as
board or commission member, director, or officer, “[r]esponsibilities shall be carried out in a manner reflecting the highest degree of
integrity and honesty”; and
Whereas, There has been some confusion among some in the
Synod regarding exactly what constitutes a potential conflict of interest (Bylaw 1.5.2 [a] [1]), and appropriate procedures may not always
have been closely adhered to due to this confusion; and
Whereas, The Commission on Constitutional Matters, noting that
proposals to add a section in the Handbook for the removal of board
and commission members have not been acted upon by past conventions, requested that the Commission on Structure develop and
propose such a process for inclusion in the Bylaws of the Synod; and
Whereas, There is an interest in bringing peace and order among
the individual members and congregations of the Synod who hold
various opinions regarding this issue; therefore be it
Resolved, That the following bylaw be added to the Bylaws of
the Synod:
PRESENT/PROPOSED WORDING

Removal of Individual Members from Board or Commission
Membership
1.5.7 Individual members of the Synod’s commissions and the boards of
its agencies, as well as the individual members of its Board of Directors, shall
discharge the duties of their offices in good faith. The following are considered cause for removal pursuant to this bylaw:
1. Incapacity
2. Breach of the duty of loyalty to the Synod or agency
3. Neglect or refusal to perform duties of office
4. No longer satisfying any of the qualifications for directors set forth
in the articles of incorporation or bylaws of the entity as in effect at
the beginning of the member’s term

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5.
6.
7.
8.
9.

Conviction of a felony
Failure to disclose conflicts of interest to the Synod or agency
Conduct unbecoming a Christian
Advocacy of false doctrine (Constitution Art. II)
Failure to honor and uphold the doctrinal position of the Synod as
defined in Bylaw 1.6.2
10. Accumulation of three unexcused absences within any term of office.
1.5.7.1 The procedure for removal of a member of a commission, agency
board, or the LCMS Board of Directors pursuant to this section shall be as
follows:
(a) Action for removal shall require written notice to each member of
the relevant commission, agency board, or LCMS Board of Directors at least thirty (30) days prior to a special meeting of the commission, agency board, or LCMS Board of Directors called for that
purpose. A copy of such notice shall be sent to the President and
the Secretary of the Synod and to the ecclesiastical supervisor, if
applicable.
(b) The special meeting shall be held no later than sixty (60) days after
the provision of the written notice, unless extended by the mutual
agreement of the parties.
(c) Removal shall be effected by (1) recommendation of such to the
Synod’s Board of Directors by a vote in favor of removal by at least
three-fourths of all current members (excluding the person whose
membership is in question) of the applicable commission, agency
board, or LCMS Board of Directors; and (2) by a vote in favor of the
recommendation of removal by at least three-fourths of all current
members (excluding the person whose membership is in question)
of the Board of Directors of the Synod.
(d) Removal may be appealed by a member who has been removed
from a commission, agency board, or the LCMS Board of Directors through the use of the Synod’s dispute resolution process as
provided in Bylaw section 1.10.
(e) From the time that written notice is given until the commission,
agency board, or the LCMS Board of Directors takes action with
respect to the removal, the member(s) subject to removal may not
vote on matters before the agency or LCMS Board of Directors.
1.5.7.2 To the extent that the application of this bylaw is limited by applicable law with respect to the removal of members of a commission, agency
board, or the LCMS Board of Directors, the commission, agency board, or
LCMS Board of Directors on which the member serves may recommend the
removal and attempt to cause the appropriate procedures under applicable
law, these Bylaws and the governing documents of the affected entity to be
followed to permit the removal of such agency or LCMS Board of Directors
member.

Commission on Structure

2010 Convention Workbook

2010 Convention.indb 219

4/15/10 2:39 PM