Governance Restructuring Gives CRCNA in Canada More Ministry Control

The February 2020 meeting of the Christian Reformed Church’s Council of Delegates had a whole new look as much of the agenda was divided up between the two legal corporations: the Canada Corporation and the U.S. Corporation (legally known as the Michigan Corporation).

The Council of Delegates acts on behalf of the CRC’s annual synod between its meetings. 

Why the Change?

Last year, the Council received letters from a couple of Canadian congregations expressing concern that the previous structure was not fully living up to Canadian legislation regarding charities. As the directors of the Canada Corporation conducted research, including obtaining advice from outside legal counsel, it became clear that indeed changes needed to be made.

The requirement is that direction and control of resources obtained in Canada—money and personnel—must be retained in Canada. Ceding control to a U.S. entity runs afoul of Canadian legislation. Under the previous structure, all decisions were made, or at least affirmed or endorsed, by the full Council, which is roughly 75% American. The same is true with the CRC’s annual synod, where representation there is also roughly 75% American. That effectively, for legal purposes, would define the Canadian side of the CRC as a subsidiary of an American corporation, not a charity.

Andy De Ruyter is the chair of the Canada Corporation board of directors and vice president of the Council. “We put a number of resolutions in place to be compliant with the law,” he said. “It was shared with the Council executive committee, which endorsed what we did. (The result) is this reorganizing in light of what we found out about how the two countries have to be separate regarding direction and control of resources and (we will) have to define what is ecclesiastical.” 

There was some advance notice of the changes when local congregations in the U.S. and Canada received a letter from the Council in early February. That letter noted that while the CRC in North America is one denomination, it is also made up of separate legal organizations that function as independent legal charities in each country. “The U.S. and Canada are two distinct countries. Our contexts are different and how we live out our callings as Christian Reformed congregations and ministries needs to reflect these different contextual realities.”

The letter went on to explain that on advice of legal counsel, it was necessary to take steps to ensure that corporate structure and cross-border practices are compliant with all Canadian requirements for charitable organizations. 

The steps include identifying distinct ministry leadership in each country, defining distinct budgets for each ministry in each country, and making sure that human resources activities, including staff recruitment, are managed within the relevant country.

The letter noted that the changes are only to legal and corporate structure and do not impact shared theology as the Christian Reformed Church in North America. 

A Bumpy Ride

Despite that communication, there has been  tension at both staff and governance levels at the perceived secrecy of the actions of the Canada Corporation.

Some people, both delegates and staff, felt this was sprung on them because deliberations by the Canada Corporation took place privately—even though that was done on the advice of legal counsel and the Council’s executive committee was informed. Any influence of the full Council, because it is 75% American, would have negated the required “full direction and control” of the Canada Corporation.

Paul De Vries is the chair of the U.S. Corporation and president of the full Council of Delegates. He said, “This (was) not something we (could) fix on (the) American side. It’s not something we (could) address together until Canada Corporation acted first. It (the Canada Corporation) did not go off on its own.”

But De Vries also acknowledged the tension. When he met briefly with the Canada Corporation delegates on Feb. 19, he acknowledged that. “There have been a lot of hurts,” he told them. “We have 22 (U.S.) job descriptions that we have to adjust. We’re going to do our best to move forward. We want to make this work and move forward in a positive way.”

The changes to job descriptions included those for several people appointed as interim directors of ministries in Canada, and for people who had previously been directors of ministries for the denomination and will now be the directors of those ministries only in the U.S., at least on an interim basis. Many details remain to be worked out.

Processing the new structure was further complicated by the immediate resignation of Steven Timmermans, who held the position of executive director of the CRC until Feb. 20. The reason for his resignation, which rocked the Council and staff members, was anticipated changes to the job description for the position.

Other staff members’ dismay was expressed by the Global Missions sub-committee of the Council, which said, “In light of recent CRCNA corporation decisions, the (Global Missions sub-committee), in support of the directors of Resonate Global Mission and Back to God Ministries International, express frustration and disappointment at the lack of transparency that has felt like a lack of trust.” 

Resonate is the CRC’s mission agency, both home and abroad. Back to God Ministries International is the CRC’s media ministry.

During its meetings in Grand Rapids, Mich., the Council spent several sessions behind closed doors to help delegates process the changes.

And proceeding through the agenda meant a steep learning curve as delegates tried to sort out which items were operational, requiring action by the two separate corporations, and which items were ecclesiastical, properly addressed by the full Council. 

What’s Next?

De Ruyter said that as a result of the changes, the Canada Corporation will take a lot more ownership of what it is going to do in Canada. “We will look more closely at the ministries, at how we equip our churches,” he said.

It means budgets for the two corporations will be established at the outset, rather than noting the division of funds after the fact. It means that when the Council’s committees do their work, the reports will go separately to the two countries’ corporations, except for ecclesiastical items that go to the full Council. It means, according to De Vries, figuring out “what can we put in the ecclesiastical bucket to do seamlessly together." There is still a lot of work to be done over the next year by staff and delegates to refine the restructuring.

Both De Ruyter and De Vries foresee that there won’t be much change felt at the congregational level. As De Ruyter put it, “This does not change who we are. This is operational—corporate structures and regulations that have to be followed. Pastors are still preaching the same message, still doing communion together. We’re realigning our corporate responsibilities, but (that) does not change the message of God’s Word for our world.” 

De Vries concurred. “We’re still one denomination in two countries.”

For more background, see also: Why Being a Binational Church is So Important.

About the Author

Gayla Postma is news editor for The Banner.

See comments (2)

Comments

It is no longer 1 denomination in 2 countries. It's complete denial to day is. We are all "grown up" north of the 49th. I am disappointed when money is spent on trying to makes things work on a structure that does not make sense for many decades already.

I have commented in general terms on this situation before. Simplistically, it is virtually impossible to run anything with 52 people around a table.

Having served 7 years on the (12 member) BTGMI board, I never once felt any pressure from the US delegates or from CD delegates to go "their" own way. Ninety nine percent of the decisions were unanimous. In a small group getting unanimity was simpler.  We all felt we were directly involved in ministry.

At the outset of the restructuring I suggested in writing that the CRCNA should take the bold step to engage outside consultants (McKinsey, Boston or others) to look at what we as a binational church were trying to do.

My background is in in large corporations both in Europe and North America. But I have also served on small local Christian school boards. In one situation that involved an amalgamation, I requested the oversight committee to spend a lot of money asking an outside firm to assist us in a complex salary/pension issue. When I called one of these companies they had never worked with a Christian organization before and were surprised we even asked them. Turns out we got very competent advice which solved a major issue explained by the Consultant to both Staff and Board. 

Another organization I am familiar with, spent several years talking to governments to solve a complex tax issue that in the end helped both the government and the organizations. It was expensive but got the job done.  If you look deep enough we have amazing skills in our own denomination that would be able to recommend companies or have contact in those very companies that could assist.

I am aware that there are some pressures from the Canadian side of the CRC to become more independent. Using number like 75 percent and 25% does not really help.  Explaining our mandate and vision to an outside third party who could come at this from an objective point of view would be an interesting exercise and what they come back with would be even more interesting.

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