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LCMS Convention Workbook St. Louis, Missouri — 2026, Page 455

Scan: The Lutheran Church—Missouri Synod
Transcription machine transcription, uncorrected

STRUCTURE AND ADMINISTRATION
Board shall determine when the Secretary is unable to serve in that
capacity because of prolonged illness or disability, with the Board
designating an acting secretary until the Board determines that such
illness or disability has been removed,” seems to be “without bylaw
warrant.” The BOD Governance Committee (BOD Minutes, Nov.
22–23, 2024, #141) referred this matter to the COH, asking that the
apparent bylaw lacuna be filled. The COH found this situation to be
analogous to the provision provided for the President in Bylaw
3.3.1.4, the only complication being that there is no “ViceSecretary” permanently in place to step in:
3.3 Elected Officers of the Synod
President
...
Inability to Serve
3.3.1.4 When the President is unable to serve, the duties and
responsibilities of the Office of President shall be assumed by
the First Vice-President.
(a) The Board of Directors of the Synod shall determine
when the President is unable to serve in that capacity
because of prolonged illness or disability.
(b) The First Vice-President shall remain as the acting
president until that board determines that such illness or
disability has been removed.

The COH has proposed the following amendment to provide the
BOD a bylaw basis, based on the above, for the procedure expressed
in its policy manual.
Therefore be it
Resolved, That Bylaw 3.3.3.3 be inserted (with renumbering of
the following bylaw) as follows:
PRESENT/PROPOSED WORDING
Secretary
...
Inability to Serve
3.3.3.3
When the Secretary is unable to serve, the duties and
responsibilities of the Office of Secretary shall be assumed by an
acting secretary appointed by the Board of Directors.
(a) The Board of Directors of the Synod shall determine when
the Secretary is unable to serve in that capacity because of
prolonged illness or disability.
(b) The acting secretary shall function as such until that board
determines that such illness or disability has been removed.
3.3.3.34
In the event of the death, resignation, or permanent
incapacity of the Secretary, the Board of Directors of the Synod shall
appoint a successor for the unexpired term.

B. TO CLARIFY BYLAW 3.10.6.1 BY REORGANIZATION
OF PROVISIONS
Rationale
The Synod’s 2023 convention adopted a number of revisions to
Bylaws that affect the Synod’s colleges and universities, notably
Res. 7-04B. Section D of that resolution (2023 Proceedings, 182–
83) revised Bylaws on the duties of Boards of Regents. In the
present overture, the COH offers a reorganization of this list of
duties, principally in response to observations from the required
regent training (Bylaw 3.10.6.2.2) indicating that this would make
the bylaw’s requirements more readily understood. In doing so, the
commission solicited and received feedback from Concordia
University presidents and the Concordia University System. No
substantive change has been made, only a logical re-ordering of the

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items based in part on comments received from one of the university
presidents.
Therefore be it
Resolved, That Bylaw 3.10.6.1 be amended as follows:
PRESENT/PROPOSED WORDING
3.10.6.1
In fulfilling its commonly understood fiduciary duties
owed to the institution, and its governance responsibilities, the board
of regents shall:
(a) serve as the governing body corporate of the institution,
vested with all powers its members may exercise either as
directors, trustees, or members of the body corporate;
(db) as a whole and as individual members, as stewards of the
institution on behalf of the congregations of the Synod, embrace
and advance with administration, faculty, staff, and students the
institution’s fundamental purpose as inculcating the faith, as
taught in the Scriptures and Lutheran Confessions (Constitution
Article II), preparing students to live in this faith toward God and
by this faith, in their various vocations, in love toward the
neighbor;
(cc) govern the institution with consistent attention to specific
ways that the institution is confessing Jesus Christ in full accord
with the doctrinal position of the LCMS (Constitution Art. II) and
fulfilling His mission in our world as proper to a college or
university of the Synod under its objectives (Constitution Art.
III), intentionally seeking continual growth as a board in such
governance, including that the board shall:;
(e1) ensure that all faculty receive appropriate formal,
ongoing training in the doctrines of Holy Scripture as rightly
taught in the Lutheran Confessions as they relate to their
academic disciplines, to enable faculty to engage in
responsible exercise of their academic freedom within the
confession of the institution and the Synod (Constitution Art.
II);
(f2) actively encourage and expect curricula and policies for
student life and behavior consistent with the doctrine and
practice of the Synod, and commit the institution to the
principles of Christian discipline, an evangelical manner, and
good order;
(bd) govern the institution at all times according to the
commitment of the institution, in its mission and otherwise, to
carry out its affairs as part of the Concordia University System
and in accordance with the Constitution, Bylaws, and resolutions
of the Synod, including that the board shall:;
(j1) ensure that its institution and constituent parts strive to
excel in the Lutheran Identity and Mission Outcomes
Standards, and to cooperate fully with processes for
ecclesiastical visitation by the Concordia University System
and for appointment of the institution’s president;
(k2) ensure that its institution and constituent parts support
the proper authorities of the Synod in their roles of
ecclesiastical supervision of called workers, placement of
graduates, and doctrinal review status appeals, and submit to
the Synod’s expectations for handling of faculty complaints
and dispute resolution, insofar as they apply;
(m3) govern transparently, including, without limitation,
providing to Concordia University System in a timely manner
minutes of board meetings and board and institution policies
adopted or modified, and to both Concordia University System
and the Synod Board of Directors proposed revisions of
institutional governing documents and policies prior to their
adoption, and responsively, understanding inquiries and
suggestions offered by Concordia University System and the
Synod Board of Directors to be offered on behalf of the

2026 Convention Workbook