LCMS Commission on Constitutional Matters — Minutes St. Louis, Missouri — April 2, 1994, Page 8

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do, however, report the net investment in educational properties and the Synod's equity in Concordia
Publishing House and Concordia Historical Institute. The Synod's equity in the Lutheran Church
Extension Fund, the LCMS Foundation and the districts are not reported. The group believes all of these
corporations should be treated in a like manner as they have a similar relationship to the Synod in
convention and between conventions to the LCMS, Inc. Board of Directors.
Questions
The basic question that needs to be answered is, "What is LCMS, Inc. when it comes to financial
reporting?"
1. Is the convention assembled part of the corporate entity known as LCMS, Inc.?
D.

Does the whole Handbook apply to LCMS, Inc. and its Board of Directors in only the "narrow
sense" in which it serves as one of several boards of directors listed on pages 51-62 or in the "broad
sense" is the entire Handbook considered to be the Handbook of LCMS, Inc., understood as the entity
through which the Synod carries out its legislative functions?

D.

Does LCMS, Inc. in the "narrow sense" meet the "control" requirements of the AICPA in relation to
Concordia Publishing House? The Lutheran Church Extension Fund-Missouri Synod? The Lutheran
Church-Missouri Synod Foundation? Concordia University System? Concordia Historical Institute?
Districts? Colleges, Universities, Seminaries?

D.

Does LCMS, Inc. in the "broad sense" meet the "control" requirements of each of the entities
referenced in 3 above?

D.

Is LCMS, Inc. considered the "owner" of each of the entities referenced in 3 above?

D.

Does LCMS, Inc. in the "narrow sense" have an "economic beneficial interest" in each of the
entities referenced in 3 above?

D.

Does LCMS, Inc. in the "broad sense" have an "economic beneficial interest" in each of the entities
referenced in 3 above?

D.

Can the Handbook be considered an "affiliation agreement" between the entities referenced in 3
above so that full consolidation would not be required?
Discussion

LCMS, Inc. exists in both a "broad" and "narrow" sense. The convention assembled is Dart of LCMS.
Inc. in the "broad sense." Article III of the Articles of Incorporation states “The power of the corporation
shall be lodged with accredited clergy and lay delegates of the congregations in actual membership with
The Lutheran Church-Missouri Synod ... Article VII states "This corporation shall have and make such
bylaws as may be necessary to accomplish its purposes and shall have power to create such offices,
committees, and other subordinate bodies as may be necessary to accomplish its general and special
objects."
The convention, under Bylaw 3.01, is the principal legislative body of the Synod and as such has the
ultimate "control" of the various corporations created by the Synod--The Lutheran Church-Missouri
Synod, Inc., Concordia Publishing House, the Lutheran Church Extension Fund, The Lutheran ChurchMissouri Synod Foundation, Concordia University System, Concordia Historical Institute, Districts and