September 1, 2002
JEFFERSON CITY (BP)–A petition for declaratory judgment was filed in a Missouri state court here Aug. 13 by the Missouri Baptist Convention (MBC) asking a judge to rule on the MBC’s right to elect trustees to five breakaway agencies that have repeatedly rejected offers of Christian arbitration.
The petition also asks for an injunction to protect nearly $200 million in Missouri Baptist ministry assets connected with the five agencies, MBC leaders said. They stressed that the petition is not directed at individual Christians and does not seek monetary damages.
The dispute centers on whether theologically moderate trustees to the five agencies – disgruntled with the conservative direction of the MBC — have the right to secretly amend their charters, giving themselves the sole authority in naming their successors and thus removing MBC churches from that historic process. The five agencies are the Missouri Baptist Foundation, with managed assets of approximately $131 million; The Baptist Home, a multi-facility retirement center with an endowment in excess of $35 million; Windermere Baptist Conference Center with it’s lucrative timberland and scenic acreage adjoining the Lake of the Ozarks; Missouri Baptist College, historically regarded as a theologically conservative institution located in St. Louis; and the 106-year-old Word & Way newsjournal.
"Over the years, thousands of Missouri Baptists have entrusted millions of dollars to (these) five agencies of the Missouri Baptist Convention, relying on their contract promises to remain agencies accountable to the convention," the petition states. "When their cumulative assets totaled about $200 million, the five agencies tried to amend their charters in order to steal themselves away from convention governance. Their actions broke trust with Missouri Baptists who have given the money to build the institutions for all these years. The five non-profit corporations had charters that guaranteed the convention’s continued right to govern via the exclusive right of the convention and/or the Executive Board of the MBC to elect agency trustees."
The petition asks the court to rule the amended charters "null and void" and declare the five agencies accountable to the MBC and its Executive Board. It requests that the Secretary of State strike the amended charters from the public record due to "violations of filing requirements under the Non-Profit Corporations Act." It also asks for an injunction to prevent the agencies from "dissipating the assets by extraordinary transactions," pending the outcome of the case.
"The corporate charters are legal contracts, promising to operate under the authority of the MBC," said Michael Whitehead, MBC legal counsel. "Corporations sometimes think they can forget the little people who have given millions of dollars to grow and operate these agencies over the years. If it is wrong for a corporation like Enron to abuse and abandon its shareholders and employees, it is wrong for these corporations to abuse and abandon rank-and-file Missouri Baptists who have given generously for generations to grow these institutions."
Trustees for the five estranged agencies said they amended their charters to protect the institutions from liability concerns and convention politics. MBC leaders dispute that, saying the trustees’ action was nothing more than a power grab to thwart the inevitable conservative majorities on each board thanks to a string of conservative victories in the last four MBC presidential elections.
The 51-page petition for declaratory judgment was filed in the Circuit Court of Cole County, located in Jefferson City, where the MBC is headquartered.
"A declaratory judgment petition is different from a lawsuit for injury and damages," Whitehead said. "It merely asks a court to apply the law to the facts in a dispute to declare who is right and who is wrong. The agencies claim they acted lawfully. We claim they acted unlawfully. We simply need a third party to hear both sides and decide what the law is.
"We are not asking the secular court to interpret John 3:16, but to interpret and apply … Missouri corporate law, making MBC the ‘sole member’ of the agency corporations. We are rendering to Caesar the things that are Caesar’s when we ask Caesar to render a declaratory judgment about how he interprets the laws."
Missouri Baptist leaders would be wrong to cover up or ignore corporate law-breaking and abuse just because these are religious corporations, said Bob Curtis, MBC president and pastor of Ballwin Baptist Church, Ballwin.
"It is right to require them to submit to civil authority as described in Romans 13," he said.
"No one has tried harder than Gary Taylor and I did, to resolve this dispute out of court," he added, referring to the chairman of the MBC legal task force and pastor of First Baptist Church, O’Fallon. "When the agencies refused Christian arbitration, they were, in effect, choosing a civil judge."
MBC leaders point out that they are not the first to go to court over the long-simmering dispute. The Missouri Baptist Foundation privately went to the same court in October 2001 to obtain a judge’s order to amend the foundation’s charter. The foundation failed to inform the judge at the time that Missouri Baptists’ approval — through formal action of the MBC — was required for charter amendments, MBC leaders maintain. They say they are simply asking the same court to set aside it earlier order and to restore Missouri Baptists’ lawful right to elect trustees and provide accountability.
The five estranged agencies have made at least two legal threats against MBC individuals. In November 2001, the Baptist Home lawyer threatened to have MBC-elected trustees arrested for criminal trespassing if they attended an open meeting of the agency trustees. Later, the agency lawyers threatened to sue the MBC, and individual Executive Board trustees for the money which was budgeted for agencies but which has been held in escrow until the unauthorized charters are rescinded.
Messengers to the 2001 MBC meeting in Cape Girardeau voted by more than 3-1 in October to escrow approximately $2.1 million earmarked for the five agencies after trustees refused to rescind their action. MBC leaders said no escrowed money will be spent for legal fees and that all escrowed money remains in an interest-bearing account until the agencies rescind their actions or until MBC messengers reallocate the funds to other ministries when they meet in convention Oct. 28-30 in Springfield. In addition, the MBC Executive Board recommended in June that no money be escrowed in 2003 and Cooperative Program funds that would have been earmarked for the five renegade institutions be redirected to agencies loyal to the MBC.
The MBC obtained legal opinions earlier this year from three Missouri law firms. All of them independently concluded that the trustees broke Missouri corporate law when they amended their charters to become self-perpetuating. Leaders of the five agencies dismissed the findings as nothing but "opinions."
Named as plaintiffs in the petition are the MBC and it’s Executive Board. Since the MBC is an unincorporated association, court rules require naming several member churches as representatives of the class of all MBC churches. The petition lists as representative churches: First Baptist Church, Arnold; First Baptist Church, Bethany; First Baptist Church, Branson; Oakwood Baptist Church, Kansas City; Concord Baptist Church of Jefferson City; and Springhill Baptist Church of Springfield.
No court date has been set for the case.