Inside the 11 days that led to Washington State and OSU taking legal action against the Pac-12 Conference
Years of mismanagement led to the Pac-12’s collapse on a fateful Friday in early August.
It only took 11 days for Washington State and Oregon State to determine legal action against their own conference was necessary.
The two remaining members of the Pac-12 filed a complaint on Friday in Whitman County Superior Court seeking judicial clarity on the makeup of the Pac-12’s board of directors in the aftermath of the mass exodus.
The Cougars and Beavers also want a restraining order issued to prevent the other 10 schools from voting on matters that could determine the future of the conference, including dissolution.
If WSU and OSU are the sole members of the board of directors, they control the assets.
If the conference dissolves, the assets are split among all 12 schools.
Here’s a look at the 11 days that led to an internecine feud, based on legal filings obtained by the Hotline:
Aug. 29: Commissioner George Kliavkoff calls Washington State President Kirk Schulz and asks Schulz to convene the board of directors to “discuss matters related to the departing members, proposed amendments to the Bylaws, a proposed conflicts of interest plan for Pac-12 members, and an employee compensation and retention plan for the Commissioner and other employees of the Pac-12.”
Schulz declines, citing “the rapidly evolving situation concerning the departing members.”
Following the call, Kliavkoff writes to the 12 presidents and chancellors and proposes a “meeting of all ‘Conference CEOs’ to discuss ‘complex issues facing the Conference.’ ”
The complaint states that “by characterizing the meeting as a ‘meeting of all Conference CEOs’ rather than a Board Meeting, the Commissioner sought to circumvent the clear language of the Withdrawal provision and empower the departing members to decide matters that properly may be decided only by the Board.”
Aug. 30: Kliavkoff’s assistant (unnamed) follows up to schedule a “Pac-12 Board Meeting” for the week of Sept. 11.
The complaint states that WSU and OSU were “understandably concerned that the Commissioner’s Aug. 29 communication proposing a ‘meeting of all Conference CEOs,’ and his assistant’s subsequent communication describing this meeting as a ‘Board Meeting,’ created the false impression that representatives of all twelve Conference members remain eligible to serve on the Pac-12 Board and to vote on Board matters.”
Aug. 31: Oregon State general counsel Rebecca Gore writes to Kliavkoff and Pac-12 general counsel Scott Petersmeyer “to confirm that the contemplated meeting would not be a meeting of the Pac-12 Board of Directors. Presumably concerned with the governance issues raised herein, Mr. Petersmeyer failed to respond for nearly a week.”
Tuesday: Petersmeyer responds and indicates the Sept. 13 meeting will, in fact, be a board meeting and “We anticipated voting on certain matters including the retention plan and having a discussion and possible vote on our go forward governance approach.”
Wednesday: WSU’s Schulz and OSU president Jayathi Murthy send a letter to Kliavkoff and the 10 departing members “demanding that the Commissioner and other members confirm:”
• The Sept. 13 board meeting would be canceled.
• The 10 departing schools have relinquished their voting rights.
• The presidents of WSU and OSU are the “only duly authorized Board members.”
In addition, the complaint states that:
“One representative of a departing Pac-12 member threatened that the departing members of the Conference were poised to take immediate action to seize control of the Pac-12. The representative wrote: ‘It seems obvious that any 9 Members can declare the fate of the Conference at any time.’ ”