LCMS Commission on Constitutional Matters — Minutes St. Louis, Missouri — July 6, 2012, Page 1

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MINUTES

COMMISSION ON CONSTITUTIONAL MATTERS
Email Exchange
July 6, 2012

[Note: The following was discussed and approved by the Commission on Constitutional Matters via email
communications, with all members of the commission participating. ]

145. Review and Approval of Amended and Restated CUW Articles of Incorporation and Bylaws
(12-2635)

During its May 11-13, 2012 meeting, the Commission on Constitutional Matters gave its approval to a
number of documents associated with the transaction affiliating Concordia University-Ann Arbor
(CUAA) and Concordia University Wisconsin (CUW). These documents had been reviewed by the
commission during its May 1, 2012 meeting. Two other documents also reviewed, the CUW Amended
and Restated Articles of Incorporation and Bylaws, were set aside to await final attention at a later time
prior to the completion of the affiliation transaction.

With a June 11, 2012 emailed letter, CUW provided “clean and redlined versions” of the aforementioned
Articles of Incorporation and Bylaws (attached to the protocol copy of these minutes), taking into
consideration the changes advocated by the commission and including several additional minor changes.
Upon review of the documents, which evidenced complete compliance with the changes advocated by the
commission, all members of the commission (via individual email participation) gave their approval to
the documents as presented.

In an email dated July 6, 2012, Commission on Constitutional Matters Chairman Wilbert Sohns declared:
“The CCM has given its final approval to the CUW AOI and Bylaws. Let the official minutes be dated
today, July 6, 2012.” These are those official minutes attesting to this action by the commission.

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Raymond L. Hartwig, Secretary