LCMS Convention Proceedings St. Louis, Missouri — 2023, Page 181

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7. UNIVERSITY EDUCATION
administrations of each college and university are directed to
cooperate in this process.
Proposed Action
Therefore be it
Resolved, That Bylaw 3.3.4.10.1 be added as follows:
PRESENT/PROPOSED WORDING
3.3.4.10 To carry out its obligations under Article XI E of the
Constitution and these Bylaws, the Board of Directors may
obtain from any agency of the Synod all records and other
information (a) relating to property of the Synod, and (b)
pertaining to matters for which the Board of Directors has
oversight responsibility under the Constitution and other
provisions of these Bylaws, including financial records,
records of operations, and information regarding legal
affairs of such agency of the Synod. Notwithstanding the
foregoing, an agency of the Synod shall not be required to
deliver: (i) records or information that an agency of the
Synod is legally prohibited from disclosing under
applicable federal or state law; and (ii) personally
identifiable information pertaining to employees, donors,
students, beneficiaries, investors, borrowers, and
participating employers and plan members of Concordia
Plan Services. If any of the records or information requested
by the Board of Directors are subject to a confidentiality
agreement, the Board of Directors shall maintain such
confidentiality. The goal of this bylaw is to permit delivery
of records and information to the Board of Directors to the
greatest extent possible, subject to clauses (i) and (ii)
above. All agencies of the Synod shall cooperate fully with
the Board of Directors when responding to requests to
provide records and information.
3.3.4.10.1 Although the Board of Directors does not have
supervisory authority over the Synod’s colleges and
universities and therefore cannot control or direct the
management, administration, and governance decisions of
the Synod’s colleges and universities, it does have
responsibilities under Article XI E 2 of the Constitution and
these Bylaws. In carrying out its responsibility to the Synod
under Constitution Article XI E 2, with respect to each
Synod college and university and their subordinate parts,
the Board of Directors shall give particular consideration to
the financial condition and operations of the institutions
individually and collectively to evaluate both short-term
and long-term effectiveness and viability in satisfying the
Synod Constitution, Bylaws, and resolutions, including the
applicable objectives under Article III of the Constitution.
To carry out this obligation, the Board of Directors may
obtain records and information as described in Bylaw
3.3.4.10. The Board of Directors may bring to the attention
of a college or university president and/or board of regents
any matters that, in its judgment, exhibit deficiencies and
may suggest corrective action. The Board of Directors may
also report the same to the Synod in convention. The Board
of Directors may appoint a committee, consisting of board
members or others, to assist in carrying out this
responsibility.
and be it further
Resolutions

Resolved, That the BOD, after input from the Commission
on Constitutional Matters, review within the upcoming
triennium the governing documents and governance
practices of all higher education institutions of the Synod, and
all boards of regents and boards of associated foundations be
directed to correct any identified noncompliance with the
Synod Constitution, Bylaws, and resolutions; and be it further
Resolved, That each university of the CUS shall
acknowledge in a written agreement, facilitated by the BOD of
the Synod, the paramount right, title, and interest of the
Synod in the name Concordia, its value having been
established and built through the decades-long contributions
of the Synod and its association be inextricable from the
Synod, agreeing that in the case of separation or divestiture it
shall immediately cease to represent itself as a college or
university in any sense associated with the Synod and shall
within one year permanently cease using, and transfer and
assign to the Synod any rights involving, any name including
the word Concordia or any derivation thereof; and be it finally
Resolved, That the BOD report to the subsequent Synod
convention its progress in achieving the foregoing and any
proposed bylaw changes or other action needed to more
faithfully steward resources for higher education in the
Synod.
D. TO REVISE BYLAWS GOVERNING
CONCORDIA UNIVERSITY BOARDS OF REGENTS
Rationale
In keeping with the charge of 2019 Res. 7-03 to “review the
composition, size, and selection of boards of regents” and to
“review the financial models for the institutions,” the
committee reviewed the composition and charge of boards of
regents. Existing bylaws dictate excessive governance and
even management details for the boards of regents, some of
which are severely outdated. New bylaws clarify the
relationship between the Synod and the schools, maintaining
the essential features of both the regents’ authority as
“governing bodies corporate” and their duty to the Synod to
govern their respective institutions in the interest of the
confession and objectives of all the congregations of the Synod
(Const. Art. II and III).
While a variety of approaches have been proposed for
restructuring the boards of regents, the present structure of
the boards, with strong representation elected by the
congregational members of the Synod but also the flexibility
to appoint needed educational governance expertise,
supports boards’ ability to carry out this authority and this
duty. While it was generally affirmed that the present
election/appointment model provides a helpful diversity of
impressions and of gifts on the boards of regents, it was also
generally acknowledged that the model is certainly not
uniformly effective or efficient. Despite a great deal of
discussion, no alternative model achieved broad support.
In addition to continuing the screening of regents for basic
qualifications, proposed bylaws add specific training
regarding responsibilities to the Synod and the task of
governance.
PROCEEDINGS OF THE 2023 (68TH) LCMS CONVENTION | 181