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LCMS 2026 Convention Workbook: Reports and Overtures, PDF page 215

2026 Convention Workbook
180 
OFFICER, BOARD, AND COMMISSION REPORTS
•	 cause or authorize to be formed a new agency that is not a 
synodwide corporate entity (Bylaw 1.2.1 [a], subject to the 
elements of 1981 Res. 5-09 withstanding 2016 Res. 9-02A) 
to further this objective. This agency could be under the aus-
pices of corporate Synod or of a parent agency whose bylaw 
purpose is sufficiently broad to accept it.
Specifically, can the Synod Board of Directors authorize CPS to 
establish a subagency to undertake this activity? As noted prior, 
this activity is not natively within the charge of CPS, which relates 
to worker benefit plans. However, neither is the activity assigned to 
any other agency of Synod. It remains to the Board of Directors—
should it find, in its general management of the business and legal 
affairs of the Synod, that this activity would be appropriate for the 
Synod to undertake—either to carry it out, or to delegate it to a 
suitable existing or new agency.
Bylaws constrain the operating domain of synodwide corporate en-
tities more closely than they do those of other agencies. Bylaw 3.6.1 
provides that synodwide corporate entities have “purpose, function, 
and assigned areas of responsibility … set forth in [the Synod] By-
laws” (emphasis added). CPS, importantly, is not a synodwide cor-
porate entity but the manager of the synodwide trust entities known 
as the Concordia Plans. It relies on Bylaw 3.6.1.5 for appointment 
of its chief executive but not otherwise on Bylaw 3.6.1, treating of 
synodwide corporate entities. It thus falls under the bylaw treating 
of assignment of responsibility to agencies in general, Bylaw 1.4.5, 
which reads, “All agencies that serve the Synod at the national or 
district level in a specific area of ministry shall administer their  
assigned area of responsibility as provided or authorized by the 
Constitution and applicable bylaws or as assigned by the respec-
tive convention.” CPS’s area of native responsibility is assigned 
by Bylaws 3.7.1.1–2, the latter indicating an openness to certain 
“other ancillary programs, including various supplemental insur -
ance and administration services programs.” As the commission 
noted earlier, it does not understand this activity to fall under that 
provision. However, as an agency (and not a synodwide corporate 
entity), CPS may receive areas of work not only as provided in the 
Constitution and Bylaws but also as authorized by these documents 
(Bylaw 1.4.5).
As noted earlier, the commission understands the proposed activity 
to be within the scope of activities possible for Synod to engage in, 
but not to be within the predefined, Bylaw scope of any existing 
agency or entity. The Constitution and Bylaws of the Synod (Const. 
Art. XI E 2; Bylaws 1.4.4, 3.3.4.4) authorize the Board of Directors 
of the Synod to delegate this work to an agency. The commission 
finds no reason to conclude that the Board of Directors would not 
be able to delegate it, rather than to an agency of corporate Synod, 
to an agency of CPS.
10
Should this route be pursued, the commission requests for its prior 
review and approval, under Bylaw 3.9.2.2.3, the new or amended 
governing documents of any agency undertaking the contemplated 
activity so that it can concretely carry out its responsibility to re-
view such for consistency with the Constitution, Bylaws, and reso-
lutions of the Synod. As explained above, these documents would 
need to be accompanied by the resolution of the Synod Board of 
Directors determining that this activity is to be entered into on be-
half of the Synod and assigning it to the given (proposed) agency 
(subagency). Apart from clarifying direction of the convention it-
self, which is itself subject to constitutional limits, only with this 
authorization by the Synod Board of Directors can the commission 
requires exercise of great care. Synod in convention, should it find 
a decision unwise, could later reverse it, possibly at great expense. 
It is nonetheless a possibility—within the domain of constitutional 
activities—with which the Board of Directors has been entrusted.
Question 2:
 Is provision 
of property casualty coverage as de-
scribed an activity within the Bylaw charge of CPS, 
or can it be assigned to CPS by the Synod Board of 
Directors in a manner consistent with the Constitu-
tion, Bylaws, and resolutions of the Synod?
Opinion:
 Bylaws 3.7.1.1–2 
describe the Bylaw charge of CPS in 
two parts. Under the first, it is assigned to be trust manager for the 
trusts of the Concordia Plans. Under the second, it is assigned re-
sponsibility for “managing other ancillary programs, including var-
ious supplemental insurance and administration services programs 
and the Support Program.” CPS has suggested that the proposed 
service (and associated subagency) would fall under this “ancillary 
program” provision. The commission notes that this pursuit, how-
ever, is not ancillary to worker benefits, which is the natural domain 
(Bylaw 3.7.1.1) of CPS, to which such program would naturally be 
expected to be “ancillary” (“providing necessary support to the pri-
mary activities or operation of an organization, institution, industry, 
or system,” Oxford Languages; “aiding; auxiliary; attendant upon; 
subordinate; a proceeding attendant upon or which aids another 
proceeding considered as principal,” Black’ s Law Dictionary). A 
Medicare supplement program, for example, might be understood 
naturally to fall within the scope of such ancillary services for an 
organization primarily charged with worker benefits; a property ca-
sualty insurance program—dealing with property rather than with 
workers—less naturally so.
The commission finds the proposed activity—while within the 
scope of “constructively constitutional” activities possible for Syn-
od to engage in—not to be within the predefined, Bylaw scope of 
any existing agency or entity. In considering whether or how this 
activity might be assigned to CPS or an agency thereof, the com-
mission first addresses a series of general possibilities for how such 
an activity could come to be undertaken (while neither expressing 
any judgment about the practicality or advisability of any given 
approach, nor claiming this list to be exhaustive):
The Synod in convention, as “the legislative assembly that ulti -
mately legislates policy, program, and financial direction to carry 
on the Synod’s work on behalf of and in support of the member 
congregations” (Bylaw 1.4.1) could:
•	 amend bylaws to assign the activity to an existing or new 
(Bylaw 3.6.1.1) synodwide corporate entity; or
•	 direct or request the initiation of, or formation of an agency 
for, this activity by corporate Synod.
The Synod Board of Directors, which possesses the authority to 
enter into and to delegate to an agency of Synod constitutionally 
permissible business, property, and legal endeavors not delegated 
by the Constitution and Bylaws to others (Const. Art. XI E 2; By-
laws 1.4.4, 3.3.4.4; AOI II [g] and V), could:
•	 within the auspices of corporate Synod, initiate the activity; 
or
•	 follow the process described in Bylaw 3.6.1.1 (and require -
ments of Bylaws 3.6.1–3.6.1.9) for formation of a synod-
wide corporate entity for this purpose, concurrently develop-
ing and proposing to the subsequent convention appropriate 
bylaws for its governance; or