LCMS Convention Workbook St. Louis, Missouri — 2007, Page 237

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PLANNING AND ADMINISTRATION 237

(3) The board shall conduct an annual review of the chief
executive or executive director and, before the expiration of five
years, conduct a comprehensive review.

(4) At the conclusion of each five-year period, the appoint-
ment shall terminate unless the board or commission takes spe-
cific action to continue the person in the office.

(b) Any interim appointment of a chief executive or executive
director shall follow a process similar to the initial appointment
of a chief executive or executive director.

*(1) Such interim appointees must be approved by the Presi-
dent of the Synod and may not serve more than 18 months with-
out the concurrence of the President of the Synod.

(2) Such interim appointees shall be ineligible to serve on a
permanent basis without the concurrence of the President of the
Synod.

(c) The chief executives and executive directors shall normally
attend all meetings of their agencies except when their own po-
sitions are being considered.
1.5.6.2 Every agency of corporate Synod and every synodwide cor-
porate entity may create and fill other staff positions in ac-
cordance with the human resources policies of the Synod.
Such staff may attend meetings of their agencies upon re-
quest of the agency.
1.5.6.3 All agencies shall develop policies regarding their relations
with staffs.

Agency Conflict Resolution

1.5.7 Dissent to decisions made by an agency shall ordinarily be ex-
pressed within the structure of that agency.

1.5.7.1 Administrative and programmatic conflicts between agen-
cies of corporate Synod, between such agencies and the syn-
odwide corporate entities, and between synodwide corporate
entities shall be dealt with by the parties concerned in a
Christian manner with the assistance of the President of the
Synod.

Commission on Structure

7-02

To Amend Conflict of Interest Bylaw

WHEREAS, Bylaw 1.5.12.1 (b) states that in serving the Synod as
an officer, director, or a member of a board or a commission, re-

sponsibilities shall be conducted 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,” and such appropriate procedures may not always have
been closely adhered to due to this confusion (see CCM Opinion
06-2467); and

WHEREAS, In order to bring peace and order among the various
opinions within the Synod regarding this issue among the members
and congregations of the Synod; therefore be it

Resolved, That the following be added to the Bylaws of the
Synod as:

Bylaw 1.5.12.1 (c)

In summary, whenever an officer or a director or a board
and/or commission member has any potential financial or per-
sonal conflicts of interest in any matter coming before their re-
spective board or commission, the affected person shall: (1)
fully disclose the nature of the interest; (2) withdraw from dis-
cussion, lobbying, and voting on the matter; and (3) any trans-
action or vote involving any potential conflicts of interest shall
be approved only when a majority of disinterested directors/
members determine that it is in the best interest of the Synod to
do so. The minutes of meetings at which such votes are taken
shall record such disclosure, abstention, and rationale for ap-
proval.

Grace
Elyria, OH

7-03
To Amend Bylaw 2.11.2.1 re Emeritus Members

Introduction

This proposal for amending Bylaw 2.11.2.1 was approved by
the LCMS Council of Presidents at its February 11, 2007, meeting.
Because the council cannot submit business to a convention of the
Synod, it asked the Secretary of the Synod to forward the proposed
overture to the Commission on Structure with the request that the
commission submit it to the Synod’s 2007 convention.

WHEREAS, Emeritus members of the Synod are, like candidate
and non-candidate members, “inactive members” of the Synod
(Bylaw 2.11.2.1); and

WHEREAS, Candidate and non-candidate members are required
to file an annual report with their district presidents; and

WHEREAS, There is an increasing mobility on the part of our
emeritus members; and

WHEREAS, These veterans of the church often continue to serve
the church in various locations; and

Wuereas, District presidents are responsible for the ecclesias-
tical supervision of these veteran servants of the church; and

WHEREAS, It is important, as with candidate and non-candidate
members, to maintain contact with emeritus members; therefore be
it

Resolved, That Bylaw 2.11.2.1 be amended with the addition of
the following paragraphs:

PRESENF/PROPOSED WORDING .
jg{beThis report shall include current contact information and teria f = ane ber of t
Synod,

Commission on Structure

7-04
To Amend Bylaw 2.11.1 (k) re Roster Eligibility

Introduction

This proposed change to Bylaw 2.11.1 (k) was encouraged by
the LCMS Council of Presidents at its February 11, 2007, meeting.
Because the council cannot submit business to a convention of the
Synod, it asked the Secretary of the Synod to forward the proposed
change to the Commission on Structure with the request that the
commission develop an appropriate overture and submit it to the
Synod’s 2007 convention.

WuereasS, Unclarity in the granting of RSO (Recognized Ser-
vice Organization) status to school associations has resulted in a
change in practice that will exclude from RSO consideration all
schools that are governed solely by LCMS congregations and that
will reserve RSO status for those school associations that include
non-LCMS participation and therefore are “independent of the
Synod” (Bylaw 6.2.1); and

WHEREAS, While this change will restore to solely LCMS
schools the ecclesiastical supervision of the district president
through his supervision of their congregations, and while it will not
affect their eligibility for benefits that accompany RSO status, it
does call into question the right of a solely LCMS school associa-
tion to call church workers; and

WHEREAS, While Bylaw 2.11.1 (k) provides the right to call
church workers to “an auxiliary (Bylaw section 6.1) or other rec-
ognized service organization (Bylaw section 6.2), including a per-
son serving an educational institution, whether elementary or sec-
ondary, recognized by the Synod,” it does not specifically grant
that right to school associations governed solely by LCMS congre-
gations; and