LCMS Convention Workbook St. Louis, Missouri — 2013, Page 208

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208

Seminary and University Education

Whereas, In the restructuring of the Synod in 2010, the task force
added a bylaw that mandated that “no less than four and no more
than eight laypersons” are to be appointed as voting members by the
board of regents; and
Whereas, The appointed members of the boards of regents are
allowed to appoint their successors, and this practice of self-perpetuating appointments is not allowed on the LCMS Board of Directors
(Bylaw 3.3.4.1.5) or on LCMS seminary boards of regents (Bylaw
3.10.4.2.4); and
Whereas, In the absence of one elected member or other situations, the eight appointed members could control the board against
the will of the members elected by the Synod and district; and
Whereas, This situation undermines the accountability of all nine
Synod colleges and universities to their chief constituency, the membership of The Lutheran Church—Missouri Synod; therefore be it
Resolved, That the LCMS consider changing present Bylaw
3.10.5.2.3 by adding to its end this sentence: “Appointed members
may not vote on the appointment of other members of the board.”
Indiana District
Wyoming Distict
5-04

To Address Need for Board Members with
Specialized Qualifications
Rationale:
Boards of Regents: Because of the increasing complexity of
oversight and governance of higher education programs and facilities, individuals who serve as board members should be required to
possess appropriate specialized qualifications (in addition to Bylaw
3.8.8.6.2 requiring board members to be members of member congregations of the Synod). These qualifications grow out of the many
technical matters that must be understood and considered as a regent.
1. Each board of regents has the fiduciary responsibility to set strategic
directions for the institution and to govern the areas of academics,
finance, student life, enrollment, and fund development. The rapidly
changing and highly competitive arena of American higher education requires governance by regents who can provide visionary leadership that addresses today’s challenges.
2. The Synod’s colleges and universities have hundreds of employees
and thousands of students. Personnel, legal, and administrative issues are inherent in a complex organization.
3. The colleges and universities of the LCMS have facilities with a
replacement value exceeding $1.5 billion, some of which is financed
through tax exempt bonds. Seven of the colleges and universities
manage operational budgets exceeding $20 million, with two institutional budgets exceeding $55 million. Governing these institutions
requires that the regents provide significant professional competencies.

Concordia University System Board: The national board
charged with providing oversight and guidance to the boards of
regents should be required to have members with special qualifications corresponding to those of regents; therefore be it
Resolved, That Bylaws 3.6.6ff., Bylaws 3.10.5ff., and Bylaws
3.12.3ff. be amended as follows:
PRESENT/PROPOSED WORDING
Concordia University System
3.6.6 Concordia University System, as a corporation under the laws
of the State of Missouri, is operated by its members and board of di-

2013 Convention Workbook

rectors in accordance with its Articles of Incorporation and corporate
bylaws to further the objectives of higher education within the Synod.
Any amendments to these Articles of Incorporation shall be subject to
approval by the members.
3.6.6.1 The Board of Directors of the Concordia University System has authority with respect to the Synod’s colleges and universities.
It shall have the overall responsibility to provide for the education of
pre-seminary students, ministers of religion—commissioned, other professional church workers of the Synod, and others desiring a Christian
liberal arts education by coordinating the activities of the Synod’s colleges and universities as a unified system of the Synod through their
respective boards of regents.
3.6.6.2 The members of Concordia University System shall consist
of the Synod and the colleges and universities of the Synod. The Board
of Directors of the Synod and the Council of Presidents of the Synod
each shall elect delegates representing the Synod. The boards of regents
of the colleges and universities of the Synod shall elect delegates representing the colleges and universities. The numbers of delegates elected
by the Board of Directors of the Synod, the Council of Presidents, and
the boards of regents shall be established by the Articles of Incorporation and Bylaws of Concordia University System.
3.6.6.3 The Board of Directors of Concordia University System
shall be composed of nine voting members and four nonvoting members (no more than one member elected by the Synod shall be from the
same district, and no executive, faculty member, or staff member from
a Lutheran institution of higher education may serve on the Board of
Directors of Concordia University System as a voting member):
Voting Members:
1. Two ministers of religion—ordained elected by the Synod
2. One minister of religion—commissioned elected by the Synod
3. Two laypersons elected by the Synod
4.	Three laypersons appointed by the delegates of the members of
Concordia University System
5. The President of the Synod or his representative
Nonvoting Advisory Members:
1. A district president appointed by the Council of Presidents
2. The Chief Financial Officer of the Synod
3. The Chief Mission Officer or his representative
4. One university president
Persons elected or appointed to the Concordia University System
Board of Directors should have demonstrated familiarity and support of
the institutions and shall possess two or more of the following qualifications: theological acumen, an advanced degree, experience in higher
education administration, administration of complex organizations, finance, law, investments, technology, human resources, facilities management, or fund development. The Chief Administrative Officer of the
Synod (or a designee) and the Secretary of the Synod (or a designee)
shall review and verify that nominees are qualified to serve as stated
above.
3.6.6.4 The presidents and interim presidents of the Synod’s educational institutions shall comprise an advisory council which shall meet
at the call of the Board of Directors of Concordia University System and
report the results of its studies to the board for consideration in making
its decisions.
3.6.6.5 In keeping with the objectives and the Constitution, Bylaws,
and resolutions of the Synod, the Board of Directors of Concordia University System shall
(a) develop detailed coordinating policies and procedures for
cooperative roles and responsibilities of the colleges and
universities;