LCMS Convention Proceedings St. Louis, Missouri — 1995, Page 129

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130 RESOLUTIONS

e. All information produced for normal publication
or distribution shall be provided free of charge. All re-
quests for information involving research or compilation
shall be billed to the member on the basis of actual costs.

f. The board may decline to provide the information
requested if the board can demonstrate by clear and con-
vincing evidence that the member's request is with the
specific intent to cause harm to the Synod or one of its
entities or agencies or with the sole intent of deliberately

and significantly disrupting the operations and affairs .

of the Synod or one of its entities or agencies.

&. Any declination to provide information or limit in-
spection shall be explained in writing.’

h. Challenges to any board decisions declining to
provide information or to limit inspection may be re-
viewed under the synodical dispute resolution process.

and be it further

Resolved, That each corporate agency of the Synod be in-
structed:to make appropriate provisions in its Bylaws to re-
flect.this action.

Action: Adopted (5).

(In Bylaw 3.72, c, the committee substituted the words the re-
spective governing board for its board of directors. An amendment
to substitute the word would for the words is with the specific in-
tent to and would significantly disrupt for.with the sole intent of
deliberately and significantly disrupting in Bylaw 3.72, f, was de-
feated. )

To Improve Financial Reporting
RESOLUTION 4-03

Reports R4-05-06, R7-03 (CW, pp. 78, 97-99);
Overture 4-09 (CW, p. 196)

WHEREAS, The Financial Accounting Standards Board
(FASB) has issued Statement No. 116, Accounting for Con-
tributions Received and Contributions Made (the Contribu-
tion Statement), and Statement No. 117, Financial State-
ments of Not-for-Profit Organizations (the Display
Statement); and

WHEREAS, The American Institute of Certified Public Ac-
countants (AICPA) has issued guidelines, rules, and regu-
lations with which an organization must comply in order to
be eligible for an audit with a “clean opinion”; and

WHEREAS, The standards and rules were established to
ensure consistent and comparative accounting and report-
ing practices by not-for-profit organizations and will in-
crease the knowledge and understanding of the work of
Districts and the Synod; and

WHEREAS, It is essential in preparing consolidating fi-
nancial statements for the accounting and reporting of all
District and synodical corporations to be consistent and
comparative; therefore be it

Resolved, That the Synod in convention require all Dis-
tricts to comply with the generally accepted accounting
principles prescribed by the AICPA, utilizing the common
District accounting manual developed by the Committee of
District Business Managers in consultation with the
Synod’s Accounting and Internal Audit Departments; and
be it further

Resolved, That all Districts be required to have annual
audits by independent certified public accountants or the
Synod’s Internal Audit Department; and be it finally

Resolved, That all Districts forward such audits to the
Synod on a timely basis for preparation of a synodical con-
solidating financial statement.

Action: Adopted (10).

(Discussion of the resolution was begun in session 2. An
amendment to insert the words that the Synod, its entities, and
after the word require in its first resolve was declined as was an
amendment in the second resolve calling for the Districts to have
a triennial audit. When the resolution was returned for consider-
ation in session 10, the committee first deleted the word new be-
fore generally in the first resolve. An amendment to insert the
words, to their respective congregations and after the word audits
in the ‘final resolve was declined.)

To Communicate Indebtedness
RESOLUTION 4-044:
Overture 4-11 (CW, p. 196)

WHEREAS, The Synod and its entities and agencies incur
indebtedness; and

WHEREAS, It is important for the Synod and all of its en-
tities and agencies to communicate their indebtedness and
plans for repaying that indebtedness; therefore be it _

Resolved, That the Synod and all of its entities and
agencies annually report to the Accounting Department of
the Synod their total indebtedness and plans for repaying
that indebtedness, and that this information also be a part
of their report to be included in the Convention Workbook;
and be it further

Resolved, That the Accounting Department of the Synod
compile and report annually the total indebtedness of the
Synod and all of its entities and agencies through an official
periodical of the Synod and also, in convention years, in the
Convention Workbook.

Action: Adopted as amended (10).

(The resolution was amended by the committée with the addi-
tion of the words Accounting Department of the before Synod in
the first resolve.)

To Replace Present Bylaws
on Conflict of Interest
RESOLUTION 4-05A
Overture 4-15 (CW, p. 197)

Rationale:

The President’s Task Force on Finances recommended
“that appropriate conflict of interest and disclosure state-
ments be implemented, accompanied by a policy requiring
all employees, board members, and staff of all synodical en
tities to read and sign them on a regular basis.” The syn-
odical Board of Directors in its response to the Task Force’
stated that it “will amend its policy ... to include board’
members and will request members of all other boards,’
commissions, and committees to adopt a similar policy.” As”
the Board considered both the present Bylaw 3.71, “Prohi:
bition of Conflict of Interest,” and the present policy state~
ments of the Board as well as the other corporate boards
concluded it would be preferable to include in Bylaw 3.7
the common basic policy which would apply to all entities
Individual corporate boards could then expand them.t
meet their unique situations in publishing, investments