Under California law, it is illegal to amend corporate bylaws in any way that affects the voting rights of members or groups of members (e.g. the LABs) within the corporation without those members first casting a vote of approval for that amendment. No such vote of the LABs was ever taken.

Two directors have been elected by each of the five LABs since 1984 -- until this bylaws change thirteen years later in September 1997. Thus LAB voting rights were eliminated and, again, under California law, those rights could not be legally eliminated without the express vote of consent of the LAB members.

Pacifica argues that to qualify for funding from the Corporation for Public Broadcasting (created as an amendment to the 1934 Communications Act) it is required that LABs have an advisory role only and to have no authority over the daily management and control of the stations. Pacifica currently interprets this to mean that CPB funds would be lost if the LABs maintain the voting right to elect directors to the National Board of Directors.

Although it is arguable that CPB rules may prohibit directors from sitting simultaneously on the National Board and a station LAB (thereby acting simultaneously in both advisory and in management and control capacities) the argument that LABs must not elect directors is clearly incorrect. Electing directors is not equivalent to participating in management and control -- it is electing others to manage and control the Foundation.