LCMS Convention Workbook St. Louis, Missouri — 2023, Page 198

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198

OFFICER, BOARD, AND COMMISSION REPORTS

refuse to do so would be a violation of this bylaw. While it might
be unwise to do so, a congregation is not obligated to follow the
counsel received and may call any ordained minister on the roster
of the Synod, except for SMP pastors not certified as having the
proper scope of preparation. Were a congregation to call a pastor
on restricted or suspended status, that pastor would not be able to
accept such a call until the restricted or suspended status had been
removed. Again, the commission’s Op. 2069 (March 7, 1997) states
that since the Synod is only advisory to the congregation with respect to self-government, a congregation may call any individual
who is in good standing on the roster of the Synod.

Bylaw Requirements for University and Seminary
Calls (22-2988)
Minutes of November 4–5, 2022
By an email of March 8, 2022, a member congregation of the
Synod requested an opinion of the commission on the following
question, regarding which, pursuant to Bylaw 3.9.2.2 (b), input was
solicited from the President of the Synod, the presidents of Synod
universities and seminaries, the executive director of the LCMS
Office of Pastoral Education, and the president of the Concordia
University System. Several letters describing historical practice
and institutional perspectives were received, for which the commission is grateful.
Background: Bylaw 1.2.1 (a)(1) provides that “Agencies [of the
Synod] include each board, commission, council, seminary, university, college, district, Concordia Plan Services, and each synodwide
corporate entity.”
Bylaw 2.5.1 provides that “Congregations, association schools,
agencies, auxiliaries, and recognized service organizations of the
Synod shall seek the counsel of the appropriate district president
when calling ordained or commissioned ministers.”
Bylaw 2.5.1 (b) provides that “An agency, auxiliary, or recognized
service organization shall seek the counsel of the district president
who would, by virtue of the call, assume supervision of the minister
(Bylaw section 2.12). If the call is such that the district president
to assume supervision is not known, the counsel of the president
of the district within which the entity is located or with which it is
associated shall be sought.”
Bylaw 3.11.1 provides in relevant parts, “(a) Members of the Synod
who are appointed to positions requiring an ordained minister or
a commissioned minister shall receive a solemn call.” “(b) Other
ordained or commissioned ministers appointed to positions in the
Synod shall be affirmed by the respective board or commission
through a solemn call.”
Question 1:

Question 2:

Under Bylaw 3.11.1 (b), does the wording “shall
be affirmed by the respective board or commission
through a solemn call” mean that nonfaculty staff
members of a university or seminary who are on
the ordained or commissioned roster of Synod and
who are appointed to positions that do not require
ordained or commissioned ministers must receive a
call that is approved at some point by the board of
regents of the institution?
Under Synod Bylaw 3.11.1 (a), must calls for nonfaculty staff members of a university or seminary
who are on the ordained or commissioned roster of
Synod and who are appointed to positions that do
require an ordained or commissioned minister be

2023 Convention Workbook

approved at some point by the board of regents of
the institution?
Opinion: Bylaw 3.11.1 is not the primary bylaw governing the respective roles of a board of regents and seminary or university administration in the appointment of faculty, staff, or administration
(see, e.g., Bylaws 3.10.5.5 [g]; 3.10.5.6 [j]; 3.10.5.7.1; 3.10.5.7.3;
3.10.6.4 [a][4–6], [g], [i][5, 8]; 3.10.6.6 [j]; 3.10.6.7.3). These bylaws render certain actions, such as the appointment of faculty or
major administrators (Bylaws 3.10.5.5 [g] and 3.10.6.4 [g]), nondelegable; that is, the specific performance required by Synod Bylaw of the board cannot be delegated by policy or otherwise to the
administration or to any other group. Some of the “nonfaculty” positions described by Bylaw 3.11.1 fall under those requirements but
others likely do not.
The board of regents of each seminary or university governs the
institution, subject to bylaws like the above and other “general policies set by the Synod” (Bylaws 3.10.5; 3.10.6). It is the “board of
directors” of the agency, as referred to in Bylaw 3.11.1, capable of
setting policy, within the bounds set by the Bylaws of the Synod
and the general human resources policies of the Synod (Bylaw
1.5.5), governing all employment and appointment by the agency.
With regard to those positions for which specific board performance (appointment or participation in the appointment process)
is not required by Synod Bylaw, for example, nonadministrative,
nonfaculty staff, a board of regents should determine in policy how
its institution will exercise the requirements of Bylaw 3.11.1 (a)
and (b), as appropriate to the circumstance.
The language of Bylaw 3.11.1 derives from that adopted in 1989
Res. 5-06A, “To Revise Bylaws re Synodical Personnel,” which
noted the authority of the Synod Board of Directors (and, derivatively, of other governing boards) “to establish personnel policies
in compliance with existing laws and regulations on hiring, tenure,
promotion, termination, retirement, and salary administration.” In
the long-standing, ordinary practice of corporate Synod and many
agencies, boards—where not contrary to other Bylaw requirements—regularly delegate the authority to fill certain positions,
whether requiring a called minister (as in those positions described
in Bylaw 3.11.1 [a]) or open to called ministers who may, by virtue of exercise of their ministry in the position, require affirmation
of their appointment through solemn call (as in those described in
Bylaw 3.11.1 [b]), to the responsible, subordinate officer or executive director. If authorized by policy or resolution of the respective
governing board to fill such a position, the responsible officer or
director may do so, fulfilling as the board’s delegate any applicable
requirements under Bylaw 3.11.1 (a–b), for example, to compose
and sign call documents on the board’s behalf and as its delegate.
In the absence of such delegation, the performance of Bylaw 3.11.1
remains with the respective governing board.
It is the opinion of the commission, further, that it is not the intention of the language of Bylaw 3.11.1 (b) to require, for positions
where a call is incidental to employment, a higher degree of specific board performance than would be required for positions where
a call is inherent to the position (i.e., under Bylaw 3.11.1 [a]).
The authority over all employment by an agency ultimately vests
in its board and other bylaws may require specific board performance of aspects of appointment or call to certain positions (such
as those noted above with regard to faculty and administrators, as
relevant to universities and seminaries). Bylaw 3.11.1, however,
does not prevent a board from delegating, by policy or resolution,
the actions required by Bylaw 3.11.1, for example, composing and