LCMS Commission on Constitutional Matters — Minutes St. Louis, Missouri — March 28, 1996, Page 4

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In 1992, the Bylaws of the corporation were amended to provide that the corporation members at large
were to serve a maximum of three three-year terms as members. The Articles of Incorporation continue
to provide for one year terms without limitation for members at large. Accordingly, it is presently
necessary to amend the Articles of Incorporation to conform to the 1992 bylaw change.
Current law requires notice of amendment to the Articles of Incorporation to be given no fewer than ten
nor more than sixty days prior to the members meeting. Accordingly, Article NINTH must be amended
to conform to current law.
References in the Bylaws to the Internal Revenue Code and Missouri law in Article VI of the Articles
of Incorporation should be changed to reflect current law.
Resolved:
1.

Article FOURTH of the Articles of Incorporation is hereby amended to add a new paragraph d
and to amend paragraph c so that, as amended, paragraphs c and d of Article FOURTH shall read as
follows:
c. provide leadership in advance site acquisition for further expansion; and
d. provide services in support of church development and ministries.
All other terms and provisions of Article FOURTH are hereby ratified and reconfirmed.

1.

Article SIXTH of the Articles of Incorporation is hereby amended to change the reference to
"Section 501(c)(3) of the Internal Revenue Code of 1954" to "Section 501(c)(3) of the Internal
Revenue Code of 1986" and to change the reference to "Chapter 355 of the Revised Statutes of
Missouri of 1959" to "the Missouri Nonprofit Corporation Act."
All other terms and provisions of Article SIXTH are hereby ratified and reconfirmed.

1.

Paragraph c of Article EIGHTH of the Articles of Incorporation shall be amended to read as
follows:
c. Additional Members at Large in such numbers as shall be determined according to a
ratio of one Member at Large to ten District Members. Any fraction derived by
application of the formula shall be disregarded. Members at Large are to be appointed by
the Board of Directors of The Lutheran Church---Missouri Synod to serve for three-year
terms with a maximum limitation of three successive terms that an individual can serve.
No Director of the Synod (other than the President and Vice PresidentFinance/1'reasurer) may also be a Member of Lutheran Church Extension Fund-Missouri
Synod.
All other terms and provisions of Article EIGHTH are hereby ratified and reconfirmed.

4. The last sentence of Article NINTH of the Articles of Incorporation is hereby amended, so that as
amended, it shall read as follows: