LCMS Commission on Constitutional Matters — Minutes St. Louis, Missouri — August 17–18, 2018, Page 17

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Article III contains the asset disposition language required by LCMS Bylaw 1.5.3.6 (b) and 2016
Res. 9-02A, although the phrase “to be used for educational purposes as provided by The Lutheran
Church—Missouri Synod” is a restriction that needs to be removed.
The articles do not contain the relationship language required by LCMS Bylaw 1.5.3.6 (a) and 2016
Res. 9-02A: “[A]gencies of the Synod shall comply with the requirements of this bylaw change
[including both (a) and (b) of Bylaw 1.5.3.6] in time for the CCM to report the status of compliance
to the 2019 convention of the Synod.”
It is also noted, contra the final paragraph of the Concordia University Nebraska board resolution
amending Article V (dated July 29, 2008 and January 31, 2017) that the prior review and approval
of the LCMS Commission on Constitutional Matters is required whenever an agency of Synod,
like a university, intends to make changes to its articles or bylaws (LCMS Bylaw 3.9.2.2.3 [a]).
Article VIII should mention this requirement.

The commission’s previous Op. 16-2800 stated: “With regard to the bylaws, the commission noted that
these require extensive updating to reflect the present state of LCMS Bylaws (e.g., to reflect the
organization of the colleges and universities under Concordia University System as opposed to under the
Board for University Education, to reflect the requirements imposed upon the board of regents by LCMS
Bylaws 1.5.3–1.5.3.5, to reproduce or reference the full range of responsibilities assigned a board of regents
in LCMS Bylaws 3.10.6.1 and 3.10.6.4–3.10.6.5, etc.).” This remains, in large measure, to be addressed.
With regard to the present document, the commission elaborates the following specific concerns:
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Bylaw 1: CCM Op. 16-2800 noted “that the university is neither an affiliate nor a member of The
Lutheran Church—Missouri Synod, but an agency thereof (Bylaw 1.2.1 [a]).”
The requirement that the two laypersons elected by the Synod be resident freeholders of (i.e., with
residence in and having freehold title to property within) Seward County, Nebraska, cannot be
imposed on the Synod convention by the university’s bylaws and, as stated, are invalid. The
requirement of the former CUNE bylaws was simply that two of the laypersons (including those
elected by Synod and district and appointed by the board) be resident freeholders of Seward
County. The Synod’s choice of its two elected laypersons cannot be so restricted. Should, following
a Synod convention, the board be in a position of lacking two resident freeholders of Seward
County, Nebraska—if this is, in fact, a legal requirement that must be retained—it is the board’s
responsibility to meet this requirement, not the Synod’s, and the board may satisfy this requirement
by its ability to appoint members.
Bylaw 2 A should reproduce Bylaw 3.10.6.2 in its entirety, or simply cite that the composition and
requirements are as stated in the Bylaws of the Synod. Bylaw 3.10.6.2 [7] and [8] are omitted.
Bylaw 2 C should note that LCMS Bylaws and Board of Directors policies govern meetings,
meeting frequency, electronic meetings, and action without a meeting (Bylaw 1.5.3f.). Bylaw 2 D
2 is understood to mean that the regents may exclude all executives and staff from executive
sessions, contra the apparent meaning of “all or parts of.” This should be clarified or removed.
Bylaw 2 E 1 does not specify when this election takes place, and what the period of this organization
is (cf. Bylaw 1.5.3.1). The commission presumes that this might take place triennially, after the
seating of members elected by the convention of the Synod, but this could stand to be clarified.
Bylaw 2 E 2 requires the creation of any standing committee to be reported to the President and to
the Board of Directors of the Synod (Bylaw 1.5.3.4).
Bylaw 2 G should more closely and thoroughly reproduce Bylaws 3.10.6.1–5, as they do so at
present only in a confusingly partial manner.
Bylaw 5 should note, as Op. 16-2800 pointed out, that “Amendments to the bylaws also require
prior approval by the commission.”

As the university bylaws—apparently as already adopted by the board—were not prior reviewed and
approved by the Commission on Constitutional Matters, and as they are not presently in an approved state,
the amendments purportedly adopted are not in force or effect. The commission looks forward to
CCM Minutes – August 17–18, 2018 – Page 138