Washington State and Oregon State scored a major victory in court on Monday when a Whitman County (Wash.) judge agreed to their request for a temporary restraining order preventing the Pac-12’s presidents and chancellors from meeting until the court determines the makeup of the board of directors.
“That makes everybody equal,” Superior Court Judge Gary Libey said in issuing his ruling a few minutes after 12 p.m.
A preliminary injunction hearing to determine which schools have voting rights — all 12, or only the Beavers and Cougars — is expected to be scheduled in the next few weeks.
“I am pleased with today’s decision,” Oregon State president Jayathi Murthy said on social media. “As the two remaining Pac-12 members, Oregon State and Washington State must be able to chart a path forward for the Pac-12 — not the members that have chosen to leave it.”
Washington State president Kirk Schulz called the decision “a step in the right direction.”
The Pac-12, which declined to comment on the ruling, argued that a board meeting scheduled for Wednesday was necessary in order to approve an employee retention-and-severance plan that would help the conference meet its media obligations through the 2023-24 sports season.
(The Pac-12 is under contract to produce and operate approximately 1,000 events in exchange for more than $400 million from its media partners.)
WSU and OSU, which initiated the legal action against the conference last week, feared the meeting could result in the 10 outgoing members voting as a bloc on a plan that would harm the two schools left behind in the realignment game.
(According to Eric MacMichael, attorney for the plaintiffs, one of the discussion items involved using Pac-12 funds to help offset transition costs for the departing schools. The defense attorney, Mark Lambert, called that a “mischaracterization.”)
The Cougars and Beavers are considering several options, including a rebuild of the conference, but are waiting on the Pac-12 to provide a full report on the assets and liabilities, a slow-moving process that has left both schools frustrated.
They believe the 10 departing members have vacated their board seats — and control of the conference’s assets — by joining other leagues starting next summer.
The Pac-12 bylaws state that if a school gives notice of withdrawal prior to Aug. 1, 2024, then its “representative to the Pac-12 Board of Directors shall automatically cease to be a member of the Pac-12 Board of Directors and shall cease to have the right to vote on any matter.”
What defines a notice of withdrawal?
The bylaws don’t specify. None of the outgoing schools have delivered written notice, according to a source. But WSU and OSU believe the public statements by executives from the 10 schools — and the “welcome” announcements blasted on social media by their new leagues — constitute notice, thereby rendering their presidents ineligible for the board.
Major strategic and financial issues require super-majority approval (75 percent). If the court determines the 10 outgoing schools retain board-of-directors status, they could do as they please. One option: Vote to dissolve the conference as of next summer, which would result in all assets being split among the 12 schools.
But if the Cougars and Beavers are deemed the sole board members, they would control the assets and potentially use tens of millions of dollars in Pac-12 funds to rebuild the conference and offset the loss of revenue resulting from the collapse.
The two remaining schools believe the departing 10 are conflicted as soon-to-be members of rival conferences and based their case on what WSU’s Schulz described as “the action the Pac-12 … took when the first two schools announced their departure from the conference more than a year ago.”
After USC and UCLA agreed in June 2022 to eventually join the Big Ten, they were removed from the Pac-12 board. The conference took the same approach with Colorado this summer after the Buffaloes announced they were leaving for the Big 12.
But late last month, commissioner George Kliavkoff attempted to call a meeting of all 12 presidents and chancellors, alarming the Cougars and Beavers and prompting the legal action.
“The meaning of the bylaws hasn’t changed just because more members have decided to leave,” MacMichael, the attorney for WSU and OSU, told the court.
The judge didn’t rule on that aspect of the case. But he agreed with the Cougars and Beavers that the makeup of the board should be determined before it convenes again.
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