LCMS Commission on Constitutional Matters — Minutes St. Louis, Missouri — July 17–25, 2013, Page 2

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Clause 9 on page 4, which speaks of distribution of assets “in the event of the winding-up of the
Company,” requires special attention by the Board of Directors of the Synod to satisfy the
Synod’s reversionary interests in remaining assets.
Clause 44 on page 14, which addresses conflict of interest issues, requires reference also to the
Synod’s conflict of interest Bylaw 1.5.2.
Clause 46 on page 15 requires reference to Synod Bylaw 1.5.7 and its process for removal of
individual members from board membership.
Clause 71 on page 19 should call attention to Bylaw 1.5.4 and its requirements for full financial
disclosure.
Clause 85 on page 21 serves to underscore the importance of reference to 2001 Res. 4-11 in
Clauses 3 and 9 of the document.

217. 2013 Proposed Resolution 1-06 (13-2680)
In an e-mail dated July 9, 2013, Mr. Bruce E. Wurdeman, Executive Director of Lutheran Hour
Ministries, made inquiry of the Commission on Constitutional Matters concerning Resolution 1-06 as
printed on pages 51 and 52 of Today’s Business of the 2013 LCMS convention. Under the provisions of
Synod Bylaw 3.9.2.2 (a), Mr. Wurdeman also requested an opportunity to appear before the commission.
Questions:

(1) Are Resolution 1.06 and the bylaw change that resolution calls for compatible with
Bylaw sections 6.1 and 3.8? and, (2) If not, should 1.06 be allowed to come to the floor of
the convention?

Opinion: Appropriate notice concerning the requested opinion was provided to the officers/agencies
affected, according to Synod Bylaw 3.9.2.2 (b). The commission received information relevant to this
matter from Dr. Albert Collver and President Matthew Harrison and met with Mr. Wurdeman (who was
accompanied by Mr. Kurt Buchholz, Chairman of the Board of Directors of Lutheran Hour Ministries).
Having considered the information received from the sources indicated and following its independent
review, the commission concludes that proposed Res. 1-06 as printed on pages 51 and 52 of Today’s
Business is not in agreement in content with the Bylaws of the Synod and should not be presented to the
Synod convention in that form.
At the outset it should be noted that the proposed changes as stated in the resolution indicated are
included in an incorrect section of the Bylaws, as they relate to auxiliaries and should more properly be
addressed under Synod Bylaw section 6.1 as it relates to auxiliaries. More problematic, however, as
became apparent during the commission’s review, are other areas of the Synod’s Bylaws that would
require adjustment and amendment, including at least Synod Bylaw section 6.1 and Bylaws 3.8.3ff.,
3.8.3.3ff., and perhaps even 3.3.1.1.2.
There is no constitutional or bylaw prohibition against the Synod in convention amending its bylaws to
effectuate the changes sought. The commission does not intend by this to speak to the wisdom of the
Synod either making or not making these changes, but the commission notes that such changes will
require some complexity of amendment throughout the bylaws, which would merit careful study.
218. Constitutionality of 2013 Res. 4-09 and 4-07 (13-2681)
In a July 11, 2013 email, a member of the Synod submitted a series of questions regarding the propriety
of proposed 2013 Res. 4-09 in its present form and whether the adoption of Res. 4-07 and 4-09 would
have the effect of amending Constitution Art. VI 2 b. The commission determined that unless
circumstances changed and a floor motion would undo the commission’s suspension of Opinion 11-2598

CCM Minutes – July 17-25, 2013 – Page 373