LCMS Commission on Constitutional Matters — Minutes St. Louis, Missouri — May 5–6, 2017, Page 12

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the Synod’s Articles of Incorporation, intends to acknowledge its responsibility to be subject to
civil authority. In all such references, however, the Synod intends to retain all authority and
autonomy allowed a church under the laws and Constitution of the United States and the State of
Missouri.” (emphasis added)
Bylaw 1.5.3.6 provides for an agency to “submit any concerns related to the inclusion of
subsections (a) or (b) in its governing documents to the Board of Directors of the Synod,” which
may determine to permit an exception. The operating understanding of the commission, which has
been asked to indicate agencies’ compliance with Bylaw 1.5.3.6, is that an agency unable to include
the required language in its foundational governing document should propose its alternative means
of compliance with Bylaw 1.5.3.6 to the Board of Directors of the Synod. If the Board of Directors
of the Synod approves the agency’s alternative means (be it incorporation of the included language
in a subsidiary governing document, such as the Bylaws, or some other means) as compliant with
Bylaw 1.5.3.6, the commission will concur, in its report to the 2019 convention, with the
determination of the Board of Directors. Governing documents submitted for review to the CCM
that require such consideration will be referred to the Board of Directors of the Synod.

The commission further notes that its opinion that an agency’s governing documents are in compliance with
Bylaw 1.5.3.6 does not imply that the provisions meet all the requirements of the laws of an agency’s
jurisdiction.
58. Synod Constitution and Bylaw Requirements for District Boards of Directors (17-2830)
The commission, looking toward development of clear and consistent standards for its review of districts’
board of directors policy manuals, reviewed a draft annotated compilation of constitutional and bylaw
provisions bearing on the work of district boards of directors. Among many general requirements, the
commission gave particular attention to the degree to which a board may delegate various aspects of that
work, especially in light of the definition of supervision under Bylaw 1.2.1 [t]. The commission determined
that it would be helpful to develop a working document that is useful both to the commission’s review
process and to district boards of directors as a reference, as they consider changes to their policies. The
commission assigned the Secretary to format the draft and to circulate it for further discussion. The intention
is to share the document with district boards of directors as a basis for conversation on this topic. Secretary
Sias was assigned to format and otherwise advance the draft before the commission’s next meeting.
59. Adjournment
The available time for meeting having elapsed, the commission adjourned just after noon on Saturday. The
commission next plans to meet in person Sept. 15–16, 2017 (including all day Saturday, to ensure a lengthy
review agenda can be addressed in keeping with the schedule of district conventions), but left open the
possibility of scheduling one or more web conferences, in the interim, in which to handle review of district
bylaw proposals and other time-sensitive items.
John W. Sias, Secretary

CCM Minutes – May 5–6, 2017 – Page 39