Confused, confused, confused.
So many say they are confused by the octopus-like discussions involving the Presbyterian Church (U.S.A.) corporate structure. (Others just shake their heads and walk away.)
The issue will come up again at the Presbyterian Mission Agency Board meeting in Cincinnati April 25-27. Discussions are ongoing, which means that what’s on the table may change between now and when the assembly convenes in June in St. Louis: these proposals may morph.
Dear readers, we cannot tell you where to align yourselves in this dispute. We can, however, attempt to offer a primer of some of the terms involved.
Presbyterian Church (U.S.A.), A Corporation
Presbyterian insiders often refer to this in shorthand as the A Corporation or, to make it even harder, A Corp.
The A Corporation is the oldest of the five PC(USA) corporations, dating back to 1799 in Pennsylvania.
The A Corporation is the corporate expression of the General Assembly, serving primarily the Presbyterian Mission Agency and the Office of the General Assembly (two of the denomination’s six agencies), but also providing services more broadly in support of mid councils and other assembly work.
Each of the other four agencies – the Presbyterian Foundation; the Board of Pensions; the Presbyterian Publishing Corporation; and the Presbyterian Investment and Loan Program – has its own corporation.
The Office of the General Assembly is largely responsible for the denomination’s ecclesial functions (for example: General Assembly arrangements; the stated clerk’s office; ecumenical relations). The Presbyterian Mission Agency is responsible for mission (for example: world mission; the 1001 New Worshipping Communities initiative; racial ethnic and women’s ministries).
Currently, the Presbyterian Mission Agency Board also controls the A Corporation.
The Way Forward Commission and All Agency Review Committee both decided last summer not to recommend a merger of the Presbyterian Mission Agency and the Office of the General Assembly.
A Corporation at present
At the end of 2015, the A Corporation had more than $523 million on its balance sheet, according to a report to the 2016 General Assembly.
A General Assembly deliverance from 1986 provides the A Corporation these powers:
- The A Corporation receives and holds all real and personal property for the Presbyterian Mission Agency and the Office of the General Assembly -– the A Corporation holds the titles.
- It maintains and manages all real and tangible personal property, including the denomination’s national office building in downtown Louisville.
- It effects short-term investments.
- It acts as disbursing agent for funds held by the corporation.
- It provides accounting and reporting.
- It provides financial and related services as the General Assembly directs.
PC(USA), A Corporation board
Currently, the voting members of the Presbyterian Mission Agency Board serve as the board of the A Corporation. The Presbyterian Mission Agency Board currently has 40 voting members, although the board has voted to decreasethat number over time to 20.
The joint recommendation from the Way Forward Commission and All Agency Review Committee would change the composition of the A Corporation board.
Under that proposal, the A Corporation board would have 11 members:
- One representative each from five of the denomination’s six agencies: the Presbyterian Mission Agency, the Office of the General Assembly, the Presbyterian Investment and Loan Program, the Presbyterian Publishing Corporation and the Presbyterian Foundation. The sixth agency – the Board of Pensions – would not have a representative.
- One each from the Advocacy Committee for Women’s Concerns, the Advocacy Committee for Racial Ethnic Concerns, and Presbyterian Women; and
- Three at-large members. For the first two years, one of those at-large members would come from the Way Forward Commission and one from the All Agency Review Committee.
(A small caveat: The 11-member proposal listed above includes some changes in representation that Way Forward approved during its conference call meeting April 23. All Agency Review has not yet voted on those particular changes, although the two groups have been working together closely.)
Presbyterian Mission Agency Board
The Presbyterian Mission Agency Board disagrees with the joint recommendation of the Way Forward Commission and All Agency Review Committee.
Following a recommendation from its Governance Task Force, the board voted in February to ask the 2018 General Assembly to provide a “deliverance.” That deliverance would split the A Corporation into two corporations: one for the Presbyterian Mission Agency and one for the Office of the General Assembly.
Presbyterian Mission Agency Board leaders have said the mission agency needs its own corporation, and needs to retain control of risk management, personnel, finance and legal matters.
The recommendation the Presbyterian Mission Agency Board has sent to the 2018 General Assembly calls for the A Corporation to be divided — with the A Corporation becoming the General Assembly Mission Corporation (or the Mission Corporation) and with a newly formed corporation to be created called the Office of the General Assembly Corporation (or the Assembly Corporation).
Committee on the Office of the General Assembly
Currently, the Office of the General Assembly has no representation on the A Corporation board, even though the A Corporation is the corporation for both the Office of the General Assembly and the Presbyterian Mission Agency.
The Committee on the Office of the General Assembly favors the joint recommendation of the Way Forward Commission and All Agency Review Committee, and does not support the proposal from the Presbyterian Mission Agency Board to divide the A Corporation in two.
Barbara Gaddis, moderator of the Committee on the Office of the General Assembly, also has said the committee feels strongly that the Board of Pensions and Presbyterian Foundation should not have representation on the A Corporation board – in part, because those agencies do not use the services the A Corporation provides.
And the leadership of Presbyterian Women has argued that, as the second-largest user of shared services and a major contributor to PC(USA) mission, Presbyterian Women merits a seat on the A Corporation board as well.
For a deep dive into those conversations, read this account of an April 8-9 meeting in Louisville to discuss the A Corporation.
On April 23, Way Forward voted to alter the A Corporation board proposal to remove representation for the Board of Pensions and add in representation from Presbyterian Women. It kept a seat on the A Corporation board for the Presbyterian Foundation.
Leaders of the Way Forward Commission and All Agency Review Committee have contended that the Foundation has financial expertise and a good track record in corporate management; and it’s important to all the denomination’s agencies that the A Corporation and particularly the Office of the General Assembly function well.
Another point of dispute involves shared services – although there is not agreement on exactly what that term means.
The Presbyterian Mission Agency has been providing shared services (such as legal services, accounting and information technology) to some other PC(USA) entities, often for a fee. Those using at least some aspects of shared services include the Office of the General Assembly, Presbyterian Women, the Presbyterian Investment and Loan Program and the Presbyterian Publishing Corporation.
The Presbyterian Mission Agency Board has said the Presbyterian Mission Agency intends to stop providing shared services to other entities, and to focus solely on mission. The board voted in February to direct Dave Crittenden, acting executive director of the Presbyterian Mission Agency, “to begin conversations with other agencies and organizations we currently serve, regarding ending the practice of providing shared services outside the Mission Agency.”
The recommendation the board made to the assembly also states that new Office of the General Assembly Corporation would serve the stated clerk “in collaboration with the other General Assembly agencies in the areas of administrative services.”
In other words, under the Presbyterian Mission Agency Board recommendation, the responsibility for shared services seems to shift to the Office of the General Assembly, although the Presbyterian Mission Agency wants to retain control (at least for the agency) of personnel, risk management, finance and legal services.
Among the questions potentially raised by the proposed division of the A Corporation are these:
- Which of the two corporations would hold title to the real and personal property of the denomination, and control the funds currently on the A Corporation balance sheet?
- Which corporation would collect per capita?
- Would both corporations need to provide some similar services – for example, each have their own lawyers or human resources offices? What are the implications for duplication or efficiency?
- What exactly would be included in shared services, and who would be responsible for providing those services? Would some operations be outsourced?
Other questions that have been raised:
- What are the cost implications of Way Forward and All Agency Review recommendation regarding the A Corporation?
- Who would serve as president of the A Corporation under that plan?
- Would that proposal essentially create a 7thdenominational entity? Or can it be argued that a 7thagency in effect already exists – since the A Corporation already exists and provides services through the Presbyterian Mission Agency?
- What issues of equity and inclusion are embedded in these conversations, and how should any structural changes take those concerns into account?
Stay tuned. All this and more is heading to the Way Forward Committee of the 2108 General Assembly. That committee will start meeting June 15 – one day before the full assembly convenes.