LCMS Convention Proceedings St. Louis, Missouri — 2004, Page 82

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82

REPORT OF THE PRESIDENT

The President shall
1. oversee the activities of all agencies of the Synod to
see to it that they are in accordance with the Constitution, Bylaws, and resolutions of the Synod;
5. call up for review any action by an individual officer, executive, or agency which, in his view, may be in
violation of the Constitution, Bylaws, and resolutions
of the Synod and, if he deems appropriate, request
that such action be altered or reversed. If the matter
cannot be resolved, the President shall refer it to the
synodical Board of Directors, the Commission on Constitutional Matters and/or the Synod in convention as
the President deems appropriate to the issues and
party/parties involved. (This provision in no way alters the President’s constitutional duty to report to the
Synod those who do not act in accordance with the
Constitution and do not heed his admonitions, as prescribed in Art. XI B 2.)
The Board of Directors is both an officer (Constitution
Article X) and an agency of the Synod, as defined in Bylaw
3.51:
a. Agency of the Synod: An instrumentality other
than a congregation, whether or not separately incorporated, which the Synod, in convention, or its Board
of Directors has caused or authorized to be formed to
further the Synod’s objectives. It includes each board,
commission, council, seminary, university, college, District, Worker Benefit Plans, and each synodwide corporate entity. The term “agency of the Synod” does not describe or imply the existence of principal and agency
arrangements as defined under civil law.

In conclusion, it is my fervent hope and prayer that this
report is not interpreted by anyone to be judgmental of the
motives or maligning of the intentions of any member of the
Synod, especially the Board of Directors and Commission
on Constitutional Matters. It is clear that a lack of agreement exists in interpretation of some of the governing documents of the Synod and that such lack of agreement simply must be addressed and resolved, both for the sake of
doing things decently and in order and also for the sake of
peace and harmony among us.
While desiring to maintain peace and harmony in the
Synod, as I have explained on numerous occasions, I am
bound by my constitutional duties as President. God’s
grace, mercy, and peace be with us all.
LR1-8 Appendix A

Excerpts from Preliminary Minutes
of LCMS Board of Directors—
November 20–22, 2003
Response to CCM Opinions 02-2259, 03-2357, 03-2358,
03-2359, and 03-2365
A resolution was introduced to respond to CCM Opinions 02-2259, 03-2357, 03-2358, 03-2359, and 03-2365. After
discussion, it was agreed to add reference to the Articles of
Incorporation in the final resolve. An amendment was introduced and carried to strike reference to non-profit corporation law of the State of Missouri in the final resolve.
After discussion of the amended resolution, the question
was called and the amended resolution was adopted.
2004 Convention Proceedings

WHEREAS, The Commission on Constitutional Matters (CCM) has precisely defined service functions described in Bylaw 3.905 of the Handbook, including the
interpretation of the Constitution, Bylaws, and resolutions of the Synod upon written request (paragraph d);
and
WHEREAS, Recent CCM Opinions 02-2259, 03-2357,
03-2358, 03-2359, and 03-2365 exceed the service function of the CCM provided in Bylaw 3.905 d; and
WHEREAS, Recent opinions of the CCM are selective
in the quotations from the Constitution and Bylaws
when addressing the authority of the Board of Directors and appear to ignore the most applicable sections
(Constitution Art. XI F 2 and Bylaws 3.183, 3.185, and
3.187); and
WHEREAS, The CCM has made fundamental errors
in recent opinions (1) by failing to distinguish between
agencies of the Synod that are incorporated and those
that are not incorporated; (2) by failing to distinguish
between the “functions” of those agencies that are not
incorporated and the authority, power, and duties of
boards of directors of incorporated agencies; (3) by repeatedly referring to the “ecclesiastical” authority of the
Board of Directors when the Constitution and Bylaws
give the Board authority over legal, business, property,
and financial matters; (4) by expanding its precisely defined service function to include in its discussion of authority documents other than the Constitution, Bylaws,
and resolutions of the Synod; and (5) by issuing opinions that contradict the Constitution, Bylaws, and resolutions of the Synod and undermine the authority of
the members of the Synod, in convention, and authority
given to the Board of Directors; and
WHEREAS, Silence by the Board of Directors could
suggest that the Board acquiesces to these opinions,
which could have very harmful legal and financial consequences to the Synod; therefore be it
Resolved, That the Board of Directors remains open
to further discussion with the CCM regarding these issues; and be it further
Resolved, That the Board of Directors, for the sake
of the Synod and its best interests, present and future,
and in carrying out its obligation to comply with the
Constitution, Bylaws, and resolutions of the Synod, cannot agree with or accept the above-named opinions; and
be it further
Resolved, That because the CCM exceeded its authority and acted contrary to the Constitution, Bylaws,
and resolutions of the Synod when issuing Opinions 022259, 02-2357, 03-2358, 03-2359, and 03-2365, those
opinions are of no effect; and be it finally
Resolved, That the Board of Directors will continue
to carry out its responsibilities according to the clear
provisions of the Articles of Incorporation, Constitution,
Bylaws, and resolutions of the Synod.

The Secretary asked to have recorded in the minutes
that he did not participate in this decision due to his membership on both the Board of Directors and the Commission
on Constitutional Matters.
Response to CCM Opinions 02-2296, 02-2309, and
02-2320
A resolution was introduced to respond to CCM Opinions 02-2296, 02-2309, and 02-2320. An amendment was
proposed to insert the parenthetical statement “(such as
criminal conduct or immoral lifestyle)” into the second resolve after the words “offensive conduct.” The amendment
carried. An amendment was proposed to insert the parenthetical comment “(doctrine)” into the third resolve before
the word “because.” After this amendment carried and after