LCMS Convention Proceedings St. Louis, Missouri — 1998, Page 163

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STRUCTURE
RECOMMENDATION H (Bylaws)
1.05 Relationships: Congregation, Synod,
District, Circuits
g. The formation of any corporation by the Synod itself or any agency of the Synod involving any other
church body requires the approval of the Board of Directors and the President of the Synod.

COMMENT: Because of doctrinal issues and church relations implications that may lie behind the formation of a
corporation with another church body, such corporations
can only be formed with special approval.
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1.07 Relationships and Accountability:
Conventions, Officers, Synodwide Corporate
Entities, Boards, Commissions, Other Agencies,
and Staff
a. The delegate convention of the Synod is the legislative assembly which ultimately legislates policy,
program, and financial direction to carry on the Synod’s
work on behalf of and in service to the member congregations, reserving to itself the right to give direction to
all officers and agencies of the Synod (including the Districts, seminaries, universities and colleges, and other
component parts of the Synod). Consequently, all officers and agencies, unless otherwise specified in the Bylaws, shall be accountable to the Synod, and any concerns regarding the decisions of such officers or
agencies may be brought to the attention of the Synod
in convention for appropriate action. (This provision
does not apply to specific member appeals to Worker
Benefit Plans, which has its own appeal process for
such cases.) The delegate convention of each District of
the Synod receives reports and counsel from the national Synod, makes recommendations thereto, assists
in implementing synodical decisions, and adopts or authorizes programs to meet the unique needs of the District.

COMMENT: Clearly delineates accountability to the Synod
in convention.
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3.55 Boards
The boards of the Synod shall be elected or appointed as follows:
a. Elected by the Synod in convention:
• A Board of Directors of The Lutheran Church—
Missouri Synod
• A Board for Congregational Services
• A Board for Mission Services
• A Board of Directors for Concordia Publishing
House
• A Board of Regents for each synodical seminary
b. Elected or appointed as otherwise prescribed in
these Bylaws:
• A Board for Communication Services
• A Board for Human Care Ministries
• A Board for Black Ministry Services
• A Board for Higher Education
• A Board of Directors of the Concordia University
System
• A Board of Directors of the Lutheran Church Extension Fund—Missouri Synod (Synodical Board
for Church Extension)
• A Board of Managers for Worker Benefit Plans
• A Board of Trustees for The Lutheran Church—
Missouri Synod Foundation

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• A Board of Regents for each synodical college,
university, or high school
• A Board of Governors of Concordia Historical Institute

COMMENT: See Exhibit E in part 3 of this report for the
present composition of these boards and the committee’s recommendations. The proposed changes provide that a minimum of approximately one-third (33%) of each board is directly elected by the Synod in convention (save the board of
Worker Benefit Plans, which is an exceptional agency).
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[NOTE: For the sake of logical progression, the remainder of these proposed Bylaws are not presented in numerical order. Rather, this is the order in which they will follow:
1. Candidates for Boards
2. General Regulations Governing Boards
3. Synodical Board of Directors
4. Program Boards
5. Synodwide Corporate Entities
6. Worker Benefit Plans]
[Candidates for Boards]
3.981 Solicitation of Suggestions for Candidates
a. Approximately 24 months before a regular meeting of the Synod in convention, the Secretary of the
Synod shall solicit from the program boards and the
synodwide corporate entity boards descriptions of criteria for qualified candidates to serve on those boards.
With such criteria in view, the Secretary shall solicit
from those program boards and synodwide corporate
entity boards as well as from congregations, District
Presidents, District Boards of Directors, Circuit Counselors, and other likely sources names of persons who
are regarded as suitable candidates for election to the
various offices and boards of the Synod. Qualifications
of each candidate suggested are to be submitted together with the names. All incumbents eligible for reelection shall be considered for nominations. The Secretary shall begin such solicitations of names at least
18 months prior to the Synod in convention through a
publication going to the members of the Synod, including the congregations, and shall present the names and
information gathered to the Committee for Convention
Nominations at its first meeting. The Secretary shall
not serve as a member of the committee, but he shall
convene the initial meeting of the committee and be
available, upon call, for consultation.

COMMENT: Program boards and synodwide corporate entity boards will have input to the Nominations Committee,
not only as to specific desirable candidates, but also as to
the criteria by which a qualified candidate might be evaluated.
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[General Regulations Governing Boards]
3.69 General Regulations
e. Every board, commission, and synodwide corporate entity shall operate under synodical Human Resources policies. Such policies may recognize the unique
character of the operations of each board, commission,
and synodwide corporate entity. Every board, commission, and synodwide corporate entity may create officer
and executive staff positions and fill the same in accordance with such policies. The chief executive of such
board, commission, and synodwide corporate entity
shall serve at the pleasure of the governing board. The