LCMS Commission on Constitutional Matters — Minutes St. Louis, Missouri — August 10–12, 2012, Page 3

Transcription machine transcription, uncorrected

⤓ Download .txt · copy text

After initial review of the request, the commission acknowledges that guidelines 6.1 and 6.2 do require
updating to reflect changes made to Synod Bylaw 2.5.2 by the 2010 convention. In addition, the
terminology used in guideline 10.0 will be reexamined in light of the report of the special task force
authorized by 2004 Res. 3-08A. These matters will be included in a comprehensive review of the
guidelines by the commission in coming months.
151. Review of Concordia University Nebraska Articles of Incorporation, Bylaws, and Board Policy
Manual (12-2642)
With a letter dated May 2, 2012, the president of Concordia University Nebraska submitted the
university’s Articles of Incorporation, Bylaws, and Board Policy Manual for review by the commission.
Upon review, the commission brings the following to the attention of the board of regents.
Regarding the Articles of Incorporation:
• Article V, Purposes: The commission suggests additional language that also reflects the language
of Synod Bylaw 3.6.6.5, especially paragraph (i).
• Article IX, Disposition of Assets Upon Dissolution: The commission calls the board’s attention to
2004 Res. 4-11 and its expectations for language to protect the reversionary interests of the
Synod.
Regarding the Bylaws:
• Article III states that the corporation “shall have no members,” while Article X (middle of
paragraph) speaks of “All Members of the corporation….”
Regarding the Policy Manual:
• Under 2.2: A reference to footnote #2 appears to be missing.
• Under 2.18: The commission questions the relationship of this policy and the referenced civil
statutes to Synod Bylaws 1.5.7–1.5.7.1 in light of Synod Bylaw 1.5.7.2, suggesting that this
relationship be addressed in footnote #35.
• In the footnotes under Chapter 2:
o #16 should reference the 2010 Handbook, and the page reference should be pp. 32–33.
o #17 should reference the 2010 Handbook, and the page reference should be p. 31.
o #18 should reference the 2010 Handbook.
o #30’s Synod bylaw reference should be 3.10.5.2.
o #40’s Synod bylaw reference should be 3.2.4 (d).
o #47 should also reference Synod Bylaw 3.10.5.6.9.
• Under 4.14: In order to reflect Article II, Section 6 of the CUS Bylaws, this paragraph should
begin: “Ordinarily, the president will serve….” A reference to Synod Bylaw 3.6.6.3 and its
mention of “one university president” would also be helpful.
• Under 5.4: Mention of Synod Bylaw 1.5.7 must be included as the process the Synod has
provided for the removal of board members.
• Under 5.8, third last paragraph: Synod Bylaw 1.5.3 and its mention of Board of Directors policy
governing “manner of meeting” must be included in the provisions provided.
• In the footnotes under Chapter 5:
o #6 should also reference Synod Bylaws 3.9.2.2.3 and 1.5.7–1.5.7.2.
• In the footnotes under Chapter 7:
o #1 should make clear that the Bylaws referenced are those of Concordia University
Nebraska.
292