LCMS Commission on Constitutional Matters — Minutes St. Louis, Missouri — August 10, 2020, Page 3

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Bylaw Chapter 11, that the councils as such have principally advisory and assistive functions. If such
assistance is not by nature essentially advisory, this work falls outside the bylaw definition of a council.
Furthermore, being a council limits the function of the entity; a council cannot submit overtures, for
example (Bylaw 3.1.6.2). Such a limitation may not be the district’s intention.
The commission also notes the language of “Executive Counselor” or “Executive/Counselor” in various
locations in the bylaws. This is a title foreign to the Synod Bylaws. The commission understands it in the
sense of a “district executive,” executive staff of the district. The commission does not understand circuit
visitors (formerly counselors) to be treated as district staff under Bylaws 8.4.1–2, as they are elected officers
of the district. In any case, the language is novel and the commission needs to see definitions of “Executive
Counselor” and “Executive/Counselor.”
In Bylaw 8.2.4.2 (a), the requirement of Synod Bylaw 1.5.8.1 (a) that copies of the notice be sent to the
President and Secretary of the Synod must be included.
In Bylaw 8.3.6.5 (d), the commission is unsure of present practice as regards the various districts and
suggests the district confirm the accuracy of this procedure.
In Bylaw 13.5.3.3, the commission notes that this limitation also does not include reconcilers and hearing
facilitators.
With regard to Bylaw 13.7.1.1, it would appear that the district does not provide for succession to the office
of district president in the case of death, retirement, resignation (or removal from office) of the same, rather
designating vice-presidents to act in order of succession. Const. Art. XI C 2 and XII 6 require that, should
the office of district president become vacant, “the vice-presidents, in order of their rank of office, advance
to the [district president’s] place, with full power, until the expiration of his term of office.” The vicepresident advancing to the office of district president would in fact be the district president and not simply
an “acting president.” He could, however, perform said duties on a part-time basis only, if acceptable to the
district.
The Indiana District and its Secretary are thanked for submitting these documents for review. The
commission requests submission of a revised draft addressing the above concerns.
42. SELC District Bylaw Revision (20-2940)
Counsel for the SELC District, by an e-mail of June 24, 2020, forwarded proposed insertions of District
Bylaws 10.4.3 and 13.3, dealing, respectively, with electronic means of holding or participating in district
board of directors meetings and with the handling of district bylaw amendments necessitated by changes to
the Synod Constitution or Bylaws.
With regard to proposed District Bylaw 10.4.3, the commission notes that LCMS Bylaw 1.5.3 and attendant
LCMS Board of Directors policies already allow the SELC District Board of Directors to meet
electronically, and for members thereof to participate electronically in a physical meeting, as proposed. The
proposed District Bylaw 10.4.3 does not appear to contradict LCMS Bylaw 1.5.3 and attendant policies,
other than that it would seem to restrict the usage of electronic means of meeting to cases in which an
attendant circumstance is found to create a necessity for such usage. The district would by this amendment
thus appear to be limiting, contrary to LCMS Bylaw 1.5.3, its board of directors’ freedom to “select a
manner of meeting, consistent with [LCMS] Board of Directors policy, that …” (LCMS Bylaw 1.5.3).
The commission suggests that the district board of directors, if it wishes to state more precisely its own
procedure for determining whether to meet electronically, or to allow electronic participation, it may more
properly do so in its own policies. District bylaws should not curtail the freedom granted it in LCMS Bylaw
1.5.3. The proposed insertion of District Bylaw 10.4.3 is therefore not approved as submitted.
The commission notes an uncertainty about the status of the text shown in blue in the document reflecting
“SELC District Bylaws with proposed 6-20-19 amendment changes” and will require clarification of the
status of this text.
CCM Minutes – August 10, 2020 – Page 28