LCMS Commission on Constitutional Matters — Minutes St. Louis, Missouri — February 2–3, 2018, Page 3

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Article V Officers and Board of Directors
a. The officers of this corporation shall consist of a president, vice-presidents as specified by the
bylaws of this corporation, a secretary, a treasurer and such others as bylaws may identify.
b. The board of directors of this corporation shall be of the size and composition as shall be
determined in the bylaws of this corporation.
c. The officers and members of the board of directors shall be elected at the general meetings of
this corporation for such terms as shall be specified by the bylaws of this corporation and shall
serve until their successors are duly elected and have qualified.
Article VI Property
This corporation shall have power to acquire by gift, grants, demise, devise, bequest, purchase, or
otherwise, property of every kind and description, real, personal, or mixed; to hold and use such
property and deal with, or dispose of, any or all such property by sale, exchange, or gift, when necessary
or expedient to carry out the objectives of the corporation; provided that all such property shall be
acquired, dealt with, or disposed of in a manner not in conflict with the laws of the State of (insert name
of state where Articles are filed) or the laws of any state in which said property is located.
Article VII Constitution and Bylaws
a. The Constitution of The Lutheran Church―Missouri Synod is also the Constitution of this
corporation.
b. The Bylaws of The Lutheran Church―Missouri Synod shall primarily be the Bylaws of this
corporation. This corporation may adopt additional bylaws that are not in conflict with the
Constitution, Bylaws, and resolutions of the Synod.
Article VIII Dissolution
a. In the event this corporation is dissolved or its existence otherwise terminates or is terminated,
other than by direction from The Lutheran Church—Missouri Synod in convention, the assets
of the corporation, subject to its liabilities, shall be transferred, consistent with applicable state
and federal laws, to The Lutheran Church—Missouri Synod as may be more specifically
described in its Bylaws.after the payment of the debts of the corporation, all right, title, and
interest in and to its property, whether tangible or intangible and whether real or personal, shall
thereupon automatically vest in or be transferred to the Synod, and this corporation covenants
and agrees to execute and deliver to the Synod such documents and instruments and to take
such other and further actions as the Synod may deem reasonably necessary or desirable, in
order to evidence and give full effect to the foregoing. This provision may not be altered or
deleted without the approval of the Synod in convention or the Board of Directors of the Synod.
b. If, however, on the date of such proposed dissolution, The Lutheran Church―Missouri Synod,
a Missouri Corporation, or its successor, is no longer in existence, the assets of the corporation
may be distributed to any other Section 501(c)(3) organization as designated by the board of
directors.
Article IX Relationship to the Synod
This corporation, as part of The Lutheran Church—Missouri Synod, acknowledges its allegiance
to the Synod and to the convention of the Synod. It submits to the authority of the Synod and the
convention. It accedes, recognizes, and accepts the doctrine taught and practiced in the Synod (Art. II)
and also the Articles of Incorporation, Constitution, and Bylaws of the Synod, as currently in effect and
as may hereafter be amended from time to time.

CCM Minutes – February 2, 2018 – Page 91