NOT YET SCHEDULED FOR ORAL ARGUMENT

____________________ 

No. 23-5216 

____________________ 

IN THE UNITED STATES COURT OF APPEALS 

FOR THE DISTRICT OF COLUMBIA CIRCUIT 

____________________ 

BARBARA W. PALMER, 

Plaintiff-Appellant, 

v. 

FEDERAL ELECTION COMMISSION, 

Defendant-Appellee. 

____________________ 

On Appeal from the United States District Court for the District of Columbia 

Case No. 1:22-cv-02876-CRC 

____________________ 

APPEALANT BARBARA W. PALMER’S RESPONSE TO FEDERAL 

ELECTION COMMISSION’S MOTION FOR SUMMARY AFFIRMANCE 

________________________ 

Barbara W. Palmer 

Attorney at Law 

TX Bar No. 15424395 

P.O. Box 1386 

Princeton, TX 75407 

Tel. No. (214) 734-1861 

Email: bpalmer.txag@gmail.com

ATTORNEY PRO SE 

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TABLE OF CONTENTS 

I. INTRODUCTION ................................................................................... 1 

II. AGENCY PROCEEDINGS RELATED TO MUR #7946, THE FEC 

ORIGINAL COMPLAINT .................................................................... 3 

A. FEC’s FIRST GENERAL COUNSEL REPORT AND OTHER 

INTERNAL DOCUMENTS WERE NOT PRODUCED PRIOR TO 

THE LOWER COURT’S GRANTING OF SUMMARY 

JUDGMENT ...................................................................................... 4 

B. THE FEC COMBINED APPELLANT MUR 7946 WITH AN 

UNRELATED MUR IN ITS DECISION POTENTIALLY CAUSING 

CONFUSION AS TO ISSUES IN ITS DECISION AND ON 

PETITION FOR REVIEW ................................................................. 5 

III. BRIEF BACKGROUND ON USE OF NON-GOVERNMENT 

ORGANIZATIONS (“NGOs”) IN ELECTION RELATED 

ACTIVITES.............................................................................................5 

IV. ARGUMENT 

A. APPELLEE DOES NOT MEET THE STANDARD FOR 

SUMMARY AFFIRMANCE ............................................................ 8 

B. APPELLANT HAD STANDING TO FILE A LAWSUIT FOR 

REVIEW OF THE FEC DECISION IN THE LOWER COURT .....10 

1. The Lujan case had nothing to do with the FEC or its statutory 

procedure for enforcement and is not applicable in this case .......10 

2. The trial court erred in dismissing for lack of standing ................12 

V. CONCLUSION .......................................................................................15 

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TABLE OF AUTHORITIES 

UNITED STATES CONSTITUTION 

U.S. Const. art. 1 §8, cl 18 ......................................................................................15 

FEDERAL CASE LAW: 

Akins v. FEC, 101 F.3d 731,744 (D.C. Cir. 1996) (en banc), 

 rev. on other grounds 524 U.S. 11 (1998) ............................................. 18 

Buckley v. Valeo, 424 U.S. 1 (1976) ................................................................. 8, 15

Cierco v. Mnuchin, 857 F.3d 407, 414 (D.C. Cir. 2017) ........................................1 

Citizens for Responsibility & Ethics in Washington v. FEC (“Commission on 

Hope”), 

 892 F.3d 434 (D.C. Cir. 2018) ....................................................................5 

Citizens for Responsibility & Ethics in Wash. v. Fed. Election Comm’n, 

 993 F.3d 880 (D.C. Cir. 2021)(remanded) .................................................5 

Citizens United v. FEC, 558 U.S. 310 (2010).........................................................2 

C.R.E.W v. FEC, (New Models), 993 F.3d 880 (D.C. Cir. 2021) ..........................19

FEC v. Adkins, 524 U.S. 11 (1998) ............................................................... 1,16,17 

FEC v. Beaumont, 539 U.S. 146, 155 (2003) .........................................................15 

Heckler v. Chaney, 470 U.S. 821 (1985) ................................................................5 

Hughes v. Rowe, 449 U.S. 5, 10 (1980) (per curiam) .............................................1. 

Humphrey’s Executor v. United States, 295 U.S. 602 (1935) ................................13 

Lujan v. Defenders of Wildlife, 506 U.S. 555 (1992) ....................................... 1,11 

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TABLE OF AUTHORITIES - continued 

McCulloch v. Maryland, 17 U.S. (4 Wheat) 316, 323-26 (1819) ...........................15

Taxpayers Watchdog, Inc. v. Stanley, 

 819 F.2d 294, 297-298 (D.C. Cir. 1987)................................................. 1,11 

UNITED STATES CODE – FEDERAL ELECTIONS 

52 U.S.C. §30109(8)(a) ........................................................................................... 1 

52 U.S.C. § 30116 ................................................................................................... 8 

LEGISLATIVE HISTORY REFERENCES: 

S. Rep. No. 92-229, at 110 (1971)...........................................................................18 

H.R. Rep. No. 94-1057, at 50 (1976) ......................................................................19 

125 Cong. Rec. 36,744, 36,754 (1979) ...................................................................19

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I. INTRODUCTION 

COMES NOW, Appellant, Barbara W. Palmer (“Appellant/Palmer”), and 

files this her Response to Appellee’s Motion for Summary Affirmance. As 

discussed below, Appellee, Federal Election Commission (“FEC”), is not entitled 

to summary affirmance. 

Appellee agency has referenced an incorrect line of cases regarding the issue 

of the petitioning party’s standing to bring a case in the lower court. (Doc. 

#2026662, page 12, citing Lujan v. Defenders of Wildlife, 506 U.S. 555 (1992). 

Palmer had standing to seek judicial review of the FEC agency decision in the 

lower court. FEC v. Adkins, 524 U.S. 11 (1998); 52 U.S.C. §30109(8)(a). 

This Court reviews a district court dismissal of a complaint for lack of 

subject matter jurisdiction de novo. See Cierco v. Mnuchin, 857 F.3d 407, 414 

(D.C. Cir. 2017). Allegations in a complaint are “taken as true for purposes of a 

motion to dismiss.” Hughes v. Rowe, 449 U.S. 5, 10 (1980) (per curiam). 

As explained below, Appellee has not made a complete record public. 

Appellee failed to produce for the lower court a complete record of the internal 

agency proceedings, and therefore, there was no record produced for the lower 

court to be able to reach the merits of Palmer’s claims. There is, therefore, no 

record for this Court to review the merits of Appellee’s arguments. That record is 

necessary for this Court’s review. (Doc. # 2026662, page 11 – 12, citing Taxpayers 

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Watchdog, Inc. v. Stanley, 819 F.2d 294, 297-298 (D.C. Cir. 1987). Appellee 

cannot obtain a summary affirmance from this Court, and this Court should deny 

Appellee’s motion. 

The original complaint (“MUR 7946”), filed with the FEC, was not intended 

to place Appellant Palmer in an adverse position to a rule making federal agency. 

See, Exhibit “A” – Original Complaint Before the Federal Election Commission. 

The purpose of filing the original FEC complaint was to request investigation of 

potential violations of federal election law that involved substantial amounts of 

money and a federal contractor. Those cash payments were made by a not-forprofit organization, such organizations do not necessarily disclose their donors and 

do not register with the FEC as a political committee. As explained below, the use 

of this type of organization has been on the rise since the enactment of McCainFeingold and the Supreme Court’s holding in Citizens United. Citizens United v. 

FEC, 558 U.S. 310 (2010)(Limiting independent expenditures (emphasis added) 

on political campaigns by groups such as corporations, labor unions, or other 

collective entities violates the First Amendment because limitations constitute a 

prior restraint on speech). The FEC appears to have agreed, at least in the 

beginning, that there was a potential issue involving the use of soft or dark money 

to make campaign/candidate contributions during the 2020 federal election cycle. 

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The FEC assigned the complaint a matter-under-review number (“MUR 7946”) 

and sent requests for response to the respondents listed on Appellant’s complaint. 

 Prior to filing MUR 7946, Appellant reviewed FEC Matters-Under-Review 

filings and FEC opinions related to the use of cash donations that have come to be 

called “Zuck Bucks”. Appellant reviewed the current state of the laws and court 

rulings that give the FEC authority to review such donations. Appellant’s FEC 

complaint was directed primarily at a contractual agreement between a federal 

agency, United States Elections Assistance Commission (“EAC”), and that 

agency’s delegation of its statutorily defined functions to a not-for-profit 

organization that was also a primary beneficiary of the donations of “Zuck Bucks”. 

The total of grants using EAC funds and Zuck Bucks is estimated to have exceeded 

$700 million., 

As discussed below, the FEC made findings in its final decision. Exhibit 

“B”. The FEC did not provide any of the supporting documents for its decision to 

Appellant in September, 2022. Documents that now appear on the FEC website, 

except the final decision, were not available during the review for filing with the 

lower court. The lower court found that Appellant lacked Article III standing, 

dismissed the case, and never reached the merits. 

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II. AGENCY PROCEEDINGS RELATED TO MUR #7946, THE FEC 

 ORIGINAL COMPLAINT. 

The FEC used its agency process as outlined in its Motion. (Document 

#2026662. Page 2-5; The FEC and FECA’s Administrative Enforcement Process 

and FECA’s Limits on Contributions). The FEC findings can be found in its 

decision. Palmer filed a lawsuit in the D.C. federal courts, requesting judicial 

review of the FEC decision. During review of FEC process, procedure, and related 

cases in preparation for the district court case, Appellant found multiple writings 

by current and former FEC Commissioners, discussing issues related to FEC 

procedures and problems with politicalization and effectiveness of the agency and 

its rule making function.1

,

2

 

The most recent problems discussed how the FEC would hold complaints 

past the 120-day investigation period, thereby delaying any ability of the a 

complainant to seek federal court judicial review of an FEC decision. Most 

matters became moot, often due to the years of time involved and insolvency of the 

1 Weintraub, Ellen L. Commissioner FEC, FEC Memorandum September 16, 2016 (requesting 

the Commissioners to undertake rulemaking regarding election interference; FEC 

Memorandum, May 17, 2018, (discussing foreign interference in federal elections. 

https://www.fec.gov/resources/cms-content/documents/2018-

05_ELW_Rulemaking_Proposal_to_Combat_Foreign_Election_Influence.pdf.

2 Potter, Trevor, Former FEC Commissioner (1991-1995). ALR Symposium FEC speech April 3 

2017, 

https://campaignlegal.org/sites/default/files/Trevor%20Potter%20ALR%20Symposium%20FEC

%20speech%20Apr.%203%202017.pdf. 

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acting organization. See, Citizens for Responsibility & Ethics in Wash. v. Fed. 

Election Comm’n, 993 F.3d 880 (D.C. Cir. 2021) on remand, Citizens for 

Responsibility & Ethics In Wash. v. Fed. Election Comm'n, 22-cv-3281 (CRC), 

(D.D.C. Sep. 20, 2023)(“Despite the authority to review a nonenforcement 

decision to determine whether it is “contrary to law,” [courts] have held that a 

Commission decision based even in part on “prosecutorial discretion” are not 

reviewable. Citizens for Responsibility & Ethics in Washington v. FEC

(“Commission on Hope”), 892 F.3d 434 (D.C. Cir. 2018); see also Heckler v. 

Chaney, 470 U.S. 821 (1985)”). The new FEC “process” appears to include 

allegations in their court pleadings indicating that a party is barred from standing 

because FEC doesn’t have to “get the bad guys”, even it the petitioner is seeking 

judicial review. Indication of the use of prosecutorial discretion by the FEC should 

not bar Appellant from obtaining a judicial review. That excuse is not reasonable 

under the facts of this particular case. 

On its website, the FEC maintains information related to MUR’s. Each 

MUR number has a page which summarizes the status of activities related to that 

specific matter number. Exhibit “D” Summary of MUR #7946. The summary for 

MUR #7946 shows the steps taken in MUR 7946, Palmer’s original FEC 

complaint. The documents were not available until at least 30 days after the case 

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was closed. The FEC overlooked several small, but important points, in its motion 

for summary affirmance. Here are the problems. 

A. FEC’s FIRST GENERAL COUNSEL REPORT AND OTHER 

INTERNAL DOCUMENTS WERE NOT PRODUCED PRIOR TO 

THE LOWER COURT’S GRANTING OF SUMMARY 

JUDGMENT.

 FEC’s First General Counsel Report contains a review of the contract 

between the Center for Tech and Civic Life (“CTCL”) and the United States 

Elections Assistance Commission (“EAC”). The CTCL Response also explains 

the federal contract. Neither of these documents were sent to Appellant or 

provided to the trial court. Some of the findings in that original GC report were 

not included in the final report issued. FEC filed a Motion to Defer Transmission 

of the Administrative Record. (Document #20266692 p. 15, Trial Docket #7. As a 

law enforcement agency, the FEC is entitled to keep its records private until the 

matter under review is closed. Since the closing of the MUR, however, the FEC 

has failed to release any internal documents related to the reasoning of the 

Commissioner, particularly related to the “improvident” letter sent to the EAC. 

The Commission directed the Office of General Counsel to send an improvident 

letter to the Election Assistance Commission, Mona Harrington, and Paul Repak. 

No copy of that letter has been released to Appellant. See, Summary - Exhibit”C”

– Disposition. Had the trial court not summarily dismissed Palmer’s lawsuit, 

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Palmer would have been entitled to discovery of this letter and all documents 

related to the FEC’s investigations of the matter. 

B. THE FEC COMBINED APPELLANT MUR 7946 WITH AN 

UNRELATED MUR IN ITS DECISION POTENTIALLY 

CAUSING CONFUSION AS TO ISSUES IN ITS DECISION AND 

ON PETITION FOR REVIEW.

 In its final decision, FEC combined MUR 7946 with a second complaint. 

That second complaint included organizations and individuals that were not 

discussed in MUR 7946. The Summary of MUR 7946 and the final decision make 

it appear that Appellant complained about respondents that were not in MUR 7946. 

This causes confusion for briefing and court review. 

III. BRIEF BACKGROUND ON USE OF NON-GOVERNMENT 

ORGANIZATIONS (“NGOs”) IN ELECTION RELATED 

ACTIVITIES. 

The FEC did make a finding in MUR 7949 that the NGO in question, Center 

for Tech and Civic Life (“CTCL”) was not a political committee. Various types of 

national NGOs are now used to supply significant amounts of funds for financing 

election related activities. 

 The FEC was created in 1974 for the purposes of administering and 

enforcing the federal campaign finance laws and is reputed to be a "toothless tiger" 

amongst some critics. By virtue of its structure, critics contend, the Commission is 

inherently conflicted in terms of the vigor with which it can reasonably be 

expected to enforce the terms of the FECA against politicians, their parties, and 

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their affiliates. The FEC comprises six politicized members, three from each party, 

and a deadlocked vote kills an enforcement action by FEC staff. 

In 2002, Congress passed McCain-Feingold, which restricted the amount of 

money federal candidates could raise from donors. 52 U.S.C. § 30116. The 

Supreme Court had already held that such provisions, imposing ceilings on 

“political contributions”, do not violate First Amendment speech and association 

rights, but are sorted by substantial governmental interest in limiting corruption 

and its appearance. Buckley v. Valeo, 424 U.S. 1 (1976). It should be mentioned 

that, since the passage of this federal act, a number of states have passed similar 

laws restricting statewide candidate contributions. The policies behind these 

campaign finance laws were often the product of non-profit groups such as 

Common Cause, an organization that today files complaints with the FEC and 

seeks judicial review as it deems necessary. 

Since that time, the effect of the limitations on campaign contributions takes 

message control out of the hands of candidates and handed it to outsiders. 

Campaign donations in meaningful quantities could only be accomplished through 

“the independent sector” –- a collection of nonprofit organizations that stepped into 

the role once occupied by political parties. In time the seeds sown grew into a 

garden of think tanks, political 527’s, 501(c)(3) charitable organizations, 501(c)(1) 

“social welfare” organizations, new media outlets, progressive and conservative 

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watchdog groups and assorted activist organizations that would play a key role in 

the political transformation of the United States elections system beginning in 2004 

to on into the present. Many of those same organizations that organized under notfor-profit status to promote election activities under the heading of education or 

social welfare, now file the complaints with the FEC against campaigns and 

candidates that are in opposition to the NGO’s issues and goals. 

The cost of participation in federal elections through the independent sector 

is high. Nonprofits, both political or not, are subject to tax, corporate and 

accounting rules and require constant guidance from lawyers and accountants. 

These various organizations could be best described as a “political venture capital 

fund”, and that analogy fits them well. 

Here, generally, is the NGO new business model to promote NGO political 

activism. After evaluating the various strengths and weaknesses of nonprofits, and 

considering broad objectives, the Board votes and the staff produces a list of 

funding recommendations to be circulated to the donors. At that point, donors 

make direct contributions to the newly selected members of the nonprofits 

network, labeled as grants. The network of nonprofits now has more capacity to 

have an effect on the political landscape, while removing from public view the 

donors that fund them. 

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NGO business models hide the donors. To eliminate direct communications 

between donors and campaigns/candidates, NGOs, like political action committees, 

use a system of communications known as “Redboxing”. Redboxing is an illegal 

practice in which campaigns publish messaging and signal to supportive super 

PACs what material they should use in their ads. A campaign provides messaging 

on its website and uses widely understood signals (like a literal red box) and 

specific phrasing (like “voters need to know...”) to direct super PACs to use the 

campaign’s approved messaging in their ads. Redboxing also commonly involves 

posting footage and photos of the candidate, as well as strategy tips about the race. 

A NGO organization supporting the candidate could then use the messaging and 

material supplied by the campaign in its ads. Redboxing has become more 

egregious over time, and the signals have become more sophisticated. Today, 

Redboxing may include specific words instructing a supporting organization how 

to disseminate ads to maximize impact: “voters need to see” signals a message 

should be delivered via TV ads, “read” is asking for direct mail, and “see on the 

go” is a request for digital ads. This type of coordination facilitates a corrupt "payto-play" political culture, where organization donors and operatives can trade 

dollars for favors and access and fundamentally undermines voters’ confidence 

that the political system will respond to their concerns and protect their interests. 

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IV. ARGUMENT 

A. APPELLEE DOES NOT MEET THE STANDARD FOR 

SUMMARY AFFIRMANCE. 

When the original FEC complaint was filed, just over two years ago, this 

seemed to be a simple statutory path to follow. File a complaint with the agency, 

wait 120 days (or maybe more), get an agency opinion. If the FEC misapplied the 

law to the facts, seek judicial review, a fairly common practice in federal 

administrative law. Research into the contract between EAC and the CTCL 

showed that there were two streams of cash flow. Each cash flow originated from 

a different source and at least one cashflow came through an NGO to election 

administration offices. The cash was given in grants by the organization, CTCL, 

and used by both state and local election offices to defray their supposed increase 

in operating costs of the 2020 elections. According to the respondent this was due 

to increase costs caused by the COVID pandemic. In 2021, allegations were being 

made that large amounts of the grants were used at the state and local levels to 

cover costs that were incurred because of various forms of the unauthorized 

changing election laws or side stepping state election laws and safeguards. 

FEC states in its Motion that there is “no benefit” to further review. In 

support of its reliance on a standard of “no benefit”, the FEC has cited the case of 

Taxpayers Watchdog, Inc. v. Stanley, 819 F.2d 294, 297-298 (D.C. Cir. 1987). In 

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Taxpayer, the party clearly had standing before both the federal district court and 

the appeals court, and the court reached the merits of the case. 

In looking at the elements of a standard of “no benefit”, Taxpayer states as 

follows: 

“A party seeking summary disposition bears the heavy burden of 

establishing that the merits of his case are so clear that expedited action is 

justified. See Walker v. Washington, 627 F.2d 541, 545 (D.C. Cir.), cert. 

denied, 449 U.S. 994, 101 S.Ct. 532, 66 L.Ed.2d 292 (1980). To 

summarily affirm an order of the district court, this court must conclude 

that no benefit will be gained from further briefing and argument of the 

issues presented. Sills v. Bureau of Prisons, 761 F.2d 792, 793-94 (D.C. 

Cir. 1985). In addition, this court is now obligated to view the record and 

the inferences to be drawn therefrom "in the light most favorable to 

[taxpayers]." United States v. Diebold, Inc., 369 U.S. 654, 655, 82 S.Ct. 

993, 994, 8 L.Ed.2d 176 (1962).”

 The agency in this case refused to transmit its records to the federal district 

court. Just take the FEC’s word for it, all that was necessary to “properly 

investigate” MUR 7946 was done. (Order, Palmer v. FEC, 22-2876, D.D.C. 

August 29, 2023 – dismissed Appellant’s lower court complaint and denied the 

FEC’s Motion to Defer the Transmission of the Administrative Record as moot.) 

The district court did not receive or review the FEC internal records as to the 

agency procedures used or investigations done. Dismissal at the district court 

level was based on the court’s opinion that Palmer lacked standing. With no 

record, discovery, or briefings at the trial court level, the FEC is not entitled to a 

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summary affirmance on appeal. This case should be remanded to the trial court 

for further proceedings. 

B. APPELLANT HAD STANDING TO FILE A LAWSUIT FOR 

REVIEW OF THE FEC DECISION IN THE LOWER COURT. 

 Conflict over control (executive, Congressional, or agency) of federal 

agencies has existed in the bureaucratic system since the first federal agencies 

sprang into being. Humphrey’s Executor v. United States, 295 U.S. 602 

(1935)(“The authority of Congress, in creating quasi-legislative or quasi-judicial 

agencies, to require them to act in discharge of their duties independently of 

executive control cannot well be doubted ...”). 

 Like notices from other federal agencies, the Internal Revenue Service or the 

Social Security Administration, Appellant in this case was given notification by the 

FEC that there was an availability for judicial review of its decision. In the FEC 

cover letter dated August 8, 2022, the FEC clearly states that Appellant had a right 

of review by a court of law. See Exhibit “B” p. 1 (“The Federal Election 

Campaign Act of 1971, as amended, allows a complainant to seek judicial review 

[emphasis added] of the Commission’s dismissal of this action, See 52 U.S.C. § 

30109(a)(8)). An annotated version of Federal Election Laws and Regulations, 

reviewed by Appellant prior to filing with the trial court, contains several pages of 

information about practice and procedure under this code section. LexisNexis, 

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Federal Election Laws and Regulations, 2020-2021 Edition, 52 U.S.C. §30109 –

Enforcement, page 936 et. seq. 

1. The Lujan case had nothing to do with the FEC or its statutory 

procedure for enforcement and is not applicable in this case. 

 Arguing that Appellant has no injury sufficient to sustain Article III 

standing, the FEC in this case has referenced a line of cases that originate with the 

Supreme Court’s holding in Lujan. Lujan v. Defenders of Wildlife, 506 U.S. 555 

(1992). This line of reasoning has several flaws in its application to this case. 3

 Defenders of Wildlife sued Secretary of the Interior, Manuel Lujan, Jr. under 

the citizen-suit provision of the Endangered Species Act, citing projects funded by 

the U.S. government that threatened endangered species -- elephants overseas. The 

project complained of was rehabilitation of the Aswan High Dam on the Nile by 

Egypt’s Master Water Plan, and the endangered species were: 1) crocodiles in 

Egypt; 2) elephants and leopards in Sri Lanka. The Supreme Court stated that the 

evidence was questionable if agency funded projects even threatened listed species. 

Lujan clearly presented a generalized complaint. An adherent to the Lujan

model might be comfortable resting on faith that the Executive branch will 

3 A problem with applying Lujan throughout all agencies was recognized at the time the original 

opinion was issued. See, Cass R. Sunstein, What's Standing After Lujan? Of Citizen Suits, 

"Injuries," and Article III, 91 MICH. L. Rev. 163, 165 (1992) (citing Lujan as prompting 

"invalidation of an explicit congressional grant of standing to 'citizens"').

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consistently choose to follow the law for fear of political reprisal. If, as in Lujan, 

John Q. Public is frustrated with the federal government's budget failures, and that 

frustration is insufficiently concrete to trigger the jurisdiction of an Article III 

court, he need only cast his votes in protest. This case, however, is about the 

constitutionally protected right of U.S. citizens to cast those votes. And to have 

those votes properly count. 

 Congress sets the parameters for Executive enforcement action by passing 

the laws to be enforced, the Constitution does not expressly enable or preclude the 

legislation of private citizens' access to the courts to bring about enforcement 

activity. U.S. Const. art. 1 §8, cl 18; See also, McCulloch v. Maryland, 17 U.S. (4 

Wheat) 316, 323-26 (1819)(examining Congress's role in determining what is 

"necessary and proper"). Lujan did not involve constitutional issues of due 

process or the fundamental right to vote.

 By relying on Lujan and its progeny, the FEC has selectively disavowed 

federal courts' jurisdiction to hear challenges to its pre-investigation dismissals of 

administrative complaints, effectively seeking immunity from such judicial review. 

Disclosure, however, educates voters and prevents circumvention of other aspects 

of the federal election laws. See, FEC v. Beaumont, 539 U.S. 146, 155 

(2003)(discussing regulation of corporate electoral involvement and use of 

organizations as conduits for circumvention of contribution limits), Buckley, 424 

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U.S. at 67-68(stating that disclosure requirements are an essential means of 

gathering data necessary to detect contribution limit violations and the evils of 

campaign corruption). 

 The political solution to underenforcement using executive oversight or 

more and better legislation is insufficient at this point in time. Lujan should not be 

used to arbitrarily dismiss cases seeking judicial review of an FEC decision merely 

because those cases are unwanted by the FEC. 

2. The trial court erred in dismissing for lack of standing. Appellant 

had standing to request judicial review of an FEC decision. 

 The Supreme Court has found that voters alleging that an organization was a 

“political committee” had standing to seek judicial review in federal court under 

the citizen suit provisions of federal election law. FEC v. Adkins, 524 U.S. 11 

(1998). In Akins the Supreme Court addressed the question of whether individual 

voters' challenges to the FEC's refusal to take enforcement action against someone 

else presented a case or controversy within the meaning of Article III. Id. In 

finding standing, the Court drew three conclusions: 1) Congress can create a 

statutory "right" that the populace can enforce in court by sheer operation of the 

statute; 2) it lifted the ban on Article III courts' adjudication of grievances that are 

widely shared so long as the harm itself is not "abstract." (like possible trips to see 

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elephants in Sri Lanka); 3) it reduced the causation and redressability 

requirements. 

 Akins arose from the Commission's determination that the American Israel 

Public Affairs Committee (“AIPAC”) is not a "political committee" as defined by 

the FECA and its refusal to require AlPAC to make disclosures required under the 

Act. A group of voters that opposed AIPAC's views filed a complaint with the 

FEC alleging that AIPAC was a political committee that failed to comply with the 

FECA's disclosure requirements. It asked the FEC to force AlPAC to release 

information required of political committees. The fact that AlPAC was not a party 

to the case, but could conceivably take actions to frustrate redressability, did not 

even factor into the court's analysis. 

 As the Supreme Court explained in Akins, "the FECA seeks to remedy any 

actual or perceived corruption of the political process in several important ways." 

Adkins, 524 U.S. at 14. As explained in the FEC’s Motion in this case, the Federal 

Election Campaign Act (“FECA”) prohibits corporations from making 

contributions in connection with elections to any political office, including primary 

elections. It imposes limits on the amounts individuals and entities qualifying as 

"political committees" can contribute in coordination with a candidate for federal 

political office. Political committees must register with the Commission, appoint a 

treasurer, maintain information regarding contributors, track disbursements, and 

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file periodic reports setting forth this and other information in detail. Akins, 524 

U.S. at 15-16. The FEC investigated the communications in this case and 

concluded that A1PAC's communications did count as "expenditures" for purposes 

of the FECA's definition of "political committee," but nonetheless exempted 

AIPAC from its requirements and dismissed the voters' complaint. Id. at 17-18,29. 

The district court and the D.C. Circuit reached the merits, finding that the FEC 

misinterpreted the statute's definition of "political committee." See Akins v. FEC, 

101 F.3d 731,744 (D.C. Cir. 1996) (en banc) (finding that the FEC's decision to 

dismiss appellant's complaint was "based on its mistaken interpretation of § 43 1 

(4)(A)"), rev 'd on other grounds, 524 U.S. 11 (1998). 

 The FECA's citizen-suit provision was added as an amendment to the 

original bill and is described in the legislative history as "the one provision . . . that 

will enable the public to get a better look at the investigative process to be used 

against suspected violators of the law. S. Rep. No. 92-229, at 110 (1971). In the 

floor debate over the 1979 amendments, one member explained: 

“The Commission is entrusted with the responsibility of passing on 

complaints. The citizen-suit provision provides that an order dismissing 

a complaint is reviewable in court solely to assure that the Commission’s 

action is not based on an error of law. And to assure that the 

Commission does not shirk its responsibility to decide, that section also 

provides that a total failure to address a complaint with 120 days is a 

basis for a court action.”

 Sen. Pell goes on to say that: 

USCA Case #23-5216 Document #2034655 Filed: 01/05/2024 Page 22 of 109
19 

“These two bases for judicial intervention are not intended to work a 

transfer of prosecutorial discretion from the Commission to the court. 

This, for example, if the Commission considers a case and is evenly 

divided as to whether to proceed, that division which under the act 

precludes Commission action on the merits is not subject to review any 

more than a similar prosecutorial decision by a U.S. attorney.” 

125 Cong. Rec. 36,744, 36,754 (1979) (statement of Sen Pell). 

The legislative history suggests that the provision was at its inception, and 

has since been, uncontroversial in Congress. The 1976 amendments allowed "any 

person," including a member or employee of the FEC, to file a verified (versus 

anonymous) administrative complaint. H.R. Rep. No. 94-1057, at 50 (1976). 

 It could be speculated that, because this statutory provision does not contain 

a carve out for a “tie vote”, that the recent problems of FEC significantly delayed 

responses in multiple complaints filed by government watchdog groups and “tie 

vote” dismissals are being used to frustrate enforcement actions within the agency, 

just as the Commissioners memorandums and comments cited above suggest. 

Now, FEC has turned to the use of “prosecutorial discretion”, as the constant flow 

of delay cases has turned sour. See, C.R.E.W v. FEC, (New Models), 993 F.3d 

880 (D.C. Cir. 2021)(example of a valid reason to exercise agency discretion as 

subject of complaint was out of business, but long delay in FEC response). 

Appellant is open to further briefing of any issue(s) or group of cases that this 

Court deems necessary to reach a final decision. 

USCA Case #23-5216 Document #2034655 Filed: 01/05/2024 Page 23 of 109
20 

V. CONCLUSION

The FEC made a finding that the CTCL was not a “political committee”

Exhibit “B”, page 14, Line 4. The FEC also sent an “improvident” letter to the 

Election Assistance Commission without disclosure of either the letter or the basis

and reasoning for it. Exhibit “C”, page 1. Disposition. The FEC combined MUR’s

with different respondents and issues and then wholly failed to address the “straw 

man” argument asserted by Appellant. The FEC failed to investigate the 

contractual communications between CTCL, the EAC, and any third party that 

CTCL may have hired to perform services on a federal contract. The Lujan case 

twas decided in 1992: before internet, before social media, before artificial 

intelligence, before significant changes in the speed of mass communications.

The growing problem, caused by vast increases in federal campaign 

spending, the increased use of technology, the increased inflow and influence of 

dark money, and the political infighting within the Commissioners of the FEC 

makes it even more imperative that the Court exercise the power given to it by 

Congress and review decisions of the FEC for compliance with the law.

USCA Case #23-5216 Document #2034655 Filed: 01/05/2024 Page 24 of 109
21 

Respectfully Submitted,

/s/

Barbara W. Palmer

Attorney at Law

TX Bar No. 15424395

P.O. Box 1386

Princeton, TX 75407

Tel. No. (214) 734-1861

Email: bpalmer.txag@gmail.com

ATTORNEY PRO SE

B B %DUEDUD:3DOPHU

USCA Case #23-5216 Document #2034655 Filed: 01/05/2024 Page 25 of 109
22 

CERTIFICATE OF COMPIANCE WITH TYPEVOLUME LIMIT, TYPESFACE 

REQUIREMENTS, AND TYPE-STYLE 

REQUIREMENTS

I hereby certify that, on this the 3rd day of January, 2024, that:

1. This document complies with the word limit of Fed. R. App. P. 27(d)(2)(A)

because, excluding the parts of the document exempted by Fed. R. App. P.

32(f) and Circuit Rule 32(e) , this document is less than 20 pages and

contains 4,648 words.

2. This document complies with the typeface requirement of Fed. R. App. P.

32(a)(5) and the type-style requirements of Fed. R. App. P. 32 (a)(6)

because this document has been prepared in a proportionally spaced typeface

using Microsoft Word 365 in a 14-point Times New Roman font.

/s/ 

Barbara W. Palmer

%DUEDUD:3DOPHU

USCA Case #23-5216 Document #2034655 Filed: 01/05/2024 Page 26 of 109
23 

CERTIFICATE OF SERVICE

I hereby certify that on the 3rd day of January 2024, a copy of the foregoing

Notice of Appearance, was delivered to case registered parties by the CM/ECF court

system.

/s/ 

Barbara W. Palmer

%DUEDUD:3DOPHU

USCA Case #23-5216 Document #2034655 Filed: 01/05/2024 Page 27 of 109
NOT YET SCHEDULED FOR ORAL ARGUMENT

____________________

No. 23-5216

____________________

IN THE UNITED STATES COURT OF APPEALS

FOR THE DISTRICT OF COLUMBIA CIRCUIT

____________________

BARBARA W. PALMER,

Plaintiff-Appellant,

v.

FEDERAL ELECTION COMMISSION,

Defendant-Appellee.

____________________

On Appeal from the United States District Court for the District of Columbia

Case No. 1:22-cv-02876-CRC

____________________

ADDENDUM TO APPELLANT’S RESPONSE 

TO FEC MOTION FOR SUMMARY AFFIRMANCE

________________________

Barbara W. Palmer

Attorney at Law

TX Bar No. 15424395

P.O. Box 1386

Princeton, TX 75407

Tel. No. (214) 734-1861

Email: bpalmer.txag@gmail.com

ATTORNEY PRO SE

USCA Case #23-5216 Document #2034655 Filed: 01/05/2024 Page 28 of 109
ADDENDUM CONTENTS

Exhibit “A” - Original FEC Complaint Filed November 1, 2021

Exhibit "B” - Federal Election Commission Final Decision with Cover Letter

Filed August 8, 2022

Exhibit "C” - Federal Election Commission First General Counsel’s Report

Exhibit "D” - Copy of Summary Page for MUR #7946 as of December 2023

on FEC website.

USCA Case #23-5216 Document #2034655 Filed: 01/05/2024 Page 29 of 109
EXHIBIT “A”

USCA Case #23-5216 Document #2034655 Filed: 01/05/2024 Page 30 of 109
Page 1 of 21

BEFORE THE FEDERAL ELECTION COMMISSION

In the Matter of:

CENTER FOR TECH AND CIVIC LIFE

233 N Michigan Ave

Chicago, IL 60601,

TIANA EPPS-JOHNSON

Individually and in her capacity as Executive Director of

Center for Tech and Civic Life

233 N Michigan Ave

Chicago, IL 60601

and

UNITED STATES ELECTIONS ASSISTANCE COMMISSION,

MONA HARRINGTON, individually and in her capacity as Executive Director & PAUL 

REPAK, Individually and in his capacity as Financial Director

United States Elections Assistance Commission

1335 East-West Highway, Suite 4300

Silver Spring, Md 20910

COMPLAINT

Introduction:

1. This complaint is filed under 52 U.S.C. § 30109(a)(1) of the Federal Election Campaign

Act of 1971 (“FECA”), as amended by the Bipartisan Campaign Reform Act of 2002

(BCRA).1

2. Complainant is over the age of 18, eligible to vote in United States federal elections,

and registered as a voter in the State of Texas. Complainant is representative of all

1

 The FEC has exclusive jurisdiction over this original complaint. Friends of Phil Gramm v. Americans for Phil 

Gramm in ’84, 587 F.Supp. 769 (E.D. Va. 1984); FEC v. Franklin, 718 F. Supp. 1272 (E.D. Va), aff’d in part, vacated in 

part, 903 F. 2d 3 (4th Cir. 1989) 

USCA Case #23-5216 Document #2034655 Filed: 01/05/2024 Page 31 of 109
Page 2 of 21

United States citizens, regardless of political party affiliation, that seek to protect their 

most basic right to have meaningful participation in electing their political leaders.

3. Complainant is seeking a complete and through investigation, by the Federal Elections

Commission, for all transactions, made during the 2020 election campaign cycle,

between the United States Elections Assistance Commission (“EAC”) and its vendor,

the Center for Tech and Civic Life (“CTCL”) and related parties, as described above

and herein.

4. Complainant is also requesting that the Federal Election Commission review the

actions of the United States Elections Assistance Commission for ultra vires acts

outside of that agency’s authority under its enabling statute, or refer such complaint as

is necessary under the circumstances.

5. The complaint is based on information and belief that the Center for Tech and Civic

Life (“CTCL”), aided and abetted by the other Respondents above, has violated various

provisions the FECA, BCRA, and Federal Election Commission regulations as codified

under the United States Code of Federal Regulations (C.F.R.) by making illegal and

prohibited contributions to political candidates and campaigns. 52 U.S.C. § 30119; 52

U.S.C. § 30122.

6. These political contributions were significant in amount, both direct and indirect, made

during the 2020 election campaign cycle. and appear to be designed with the intent to

tilt the 2020 federal elections toward one political party and its candidate(s) for U.S.

President and various federal offices across multiple States.

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Page 3 of 21

7. Review of publicly available information appears to show a scheme of quid pro quo

to funnel funds from the United States taxpayers to assist with 2020 election cycle

campaigns of specific candidates and/or political parties.

8. Further, review of publicly available information appears to show a scheme of quid

pro quo to funnel funds from a wealthy individual and their related and/or controlled

entities, through a federal contractor, to assist with 2020 election cycle campaigns of

specific candidates and political parties and avoid specific limitations set by federal

law.

9. Federal law prohibits any federal contractor, who is entered into any contract with the

United States or any department or agency thereof, for the rendition of services, to

make, either directly or indirectly, any contribution or expenditure of money or other

thing of value, or to promise expressly or impliedly to make any such contribution or

expenditure to any political party, committee, or candidate for Federal office or to any

person for any political purpose or use. 52 U.S.C. § 30119, 11 C.F.R. §115.2.

10. It is believed that the failure of the United States government, through its agencies, to

properly review information and follow appropriate contracting rules has caused a

single, financially powerful individual to contribute excessive amounts of political

contributions in his personal name or the name of his controlled entities. 52 U.S.C. §

30122. Such actions interfere with the federal government’s ability and authority to

combat corruption and compromise the democratic process by allowing a federal

agency to favor some participants in that process over others.

11. The EAC’s failures to properly implement, review and monitor its own contracting

processes and expenditures would also cause issues with campaign finance reporting

USCA Case #23-5216 Document #2034655 Filed: 01/05/2024 Page 33 of 109
Page 4 of 21

of any individual candidate or entity required to report receipts and expenditures under 

federal law.

12. The above violations, coupled with decisions made by the EAC to unilaterally expand 

its authority beyond its enabling statutes, has damaged the 2020 federal election cycle 

beyond any repair, and violated the Constitutionally protected rights of all voters in the 

2020 federal election cycle. 

13. The FEC should immediately open an investigation into this matter, and pursue any 

and all remedies, both civil and criminal, against all individuals that actively and 

materially participated in this scheme to defraud the American citizens, damage the 

Republic, damage the democratic process, and pervert the national voting process in 

multiple federal elections.

14. Under the laws governing federal campaign financing, the above stated statutory 

prohibitions includes information and leads, the fruits of paid research, or similar 

investigatory activity, to a political committee, as these activities are considered an “inkind” contribution. As federal political campaigns are restricted from accepting these 

prohibited funds, any federal political campaign, including, but not limited to the 2020 

presidential campaign, is subject to scrutiny. Investigation is, therefore, requested into 

these matters. 52 U.S.C. § 30109 (a)(2); see also 11 C.F.R. § 111.4(a). 

FACTS 

15. At all times relevant, Respondent CTCL was employed as a federal contractor with the 

U.S. Elections Assistance Commission (“EAC”). 

USCA Case #23-5216 Document #2034655 Filed: 01/05/2024 Page 34 of 109
Page 5 of 21

United States Elections Assistance Commission 

16. The United States Congress passed the Voting Assistance and Election Administration 

Act, commonly known as the Help America Vote Act (“HAVA”) in 2002. HAVA is 

a statutory system that addressed allegations of fraud in the 2000 election that 

effectively changed major elements of the administrative process for federal elections 

by invoking Congress’s constitutional authority to set rules for congressional elections. 

17. When the United States Congress passed the HAVA, one of the intentions of Congress 

in enacting these statutes was to promote the fundamental right to vote. One example 

of this was improving access for handicapped and elderly individuals to registration 

facilities and polling places for Federal elections. (52 U.S.C. § 20101, et seq.). Another 

purpose was to establish a program to eliminate the punch card system that had caused 

significant problems and added additional costs to the federal elections in the 2000 

election cycle. 52 U.S.C. § 20902. 

18. As a part of HAVA, Congress established the United States Election Assistance 

Commission (“EAC”). 52 U.S.C. 20921. 2

 

19. EAC is a non-rulemaking body, with membership appointed by the President of the 

United States with advice and consent of the U.S. Senate. 52 U.S.C. § 20923. This 

places this agency under the auspices and control of the executive branch of the federal 

government. 

20. The duties of the EAC are mostly limited to serving as a national clearinghouse and 

resource for the compilation of information and review of procedures with respect to 

the administration of Federal Elections. 52 U.S.C. § 20922. 

2

 See also, Tokaji, The Paperless Case: Electronic Voting and Democratic Values, 73 Fordham L. Rev. 1711, March 

2005. 

USCA Case #23-5216 Document #2034655 Filed: 01/05/2024 Page 35 of 109
Page 6 of 21

21. One of the agency’s duties is related to the testing, certification, decertification, and 

recertification of voting system hardware and software. 52 U.S.C. § 20922(2). This 

testing, if done through EAC, is performed in conjunction with and with 

recommendation by the National Institute of Standards and Technology. 52 U. 

S.C. § 20971(a)(1). There is also an option for the State to provide for the testing by 

“laboratories accredited by the Commission (“EAC”) under this section. 52 U.S.C. § 

20971(a)(2). 

22. There is no provision in the statute for EAC to form a private-public partnership 

(“PPP”) and mandate testing, set up mandatory cybersecurity procedures for the state’s 

election officials, or recommend specific machines. 

23. The primary duty of the EAC has been the providing of information and training on the 

management of the payment and grants under 52 U.S.C. § 21001, et. seq. These 

payments of U.S. taxpayer funds were appropriated by the U.S. Congress for payment 

to the individual States, 52 U.S.C. § 21001(a), for election assistance and are restricted 

in use to only those activities as stated under the statutes. 52 U.S.C. § 21001(b)(use 

for improvement of voting system standards). 

24. There is no mention of any EAC funding that would be available for local election 

officials, such as county or city. 

25. Further, all States receiving these U.S. funds are required to certify that no federal 

appropriated funds will be paid for influencing or attempting to influence United States 

officers or employees. 

https://www.eac.gov/sites/default/files/paymentgrants/2020HAVAElectionSecurityA

wardPacket.pdf. 

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Page 7 of 21

26. All 50 States have received at least a portion of these funds since HAVA enacted and 

funded. Having received these HAVA funds, the States are obligated to comply with 

EAC rules and regulations. 

27. Mona Harrington is the Acting Executive Director at the U.S. Elections Assistance 

Commission. According to the EAC website: 

“Mona assumed the Acting Executive Director role at the Election 

Assistance Commission in October of 2019. During this time she 

strategically reorganized the agency and directed a significant hiring 

initiative to recruit talent and fill numerous key personnel positions. 

In addition, she directed the distribution of over $425 million in security 

grant funds and $400 million in CARES Act funds to the states. Mona 

assembled a new cyber-team to assist EAC stakeholders leading up to the 

2020 election.” https://www.eac.gov/about/staff-directory/monaharrington

28. Paul Repak is the Financial Director for the U.S. Elections Assistance Commission. 

According to the EAC website, Mr. Repak served as the Finance Supervisor for the 

Office of the Under Secretary at the U.S. Department of Transportation (DOT) for 10 

years. He is responsible to oversee all financial activities of the EAC. 

https://www.eac.gov/about/staff-directory/paul-repak. 

Center for Tech and Civic Life (“CTCL”)

29. The CTCL is a non-profit organization providing federal election grants to 

local governments. Exhibit “1”.

3

30. The CTCL was founded in 2012 by Tiana Epps-Johnson, Donny Bridges, and 

Whitney May. Id.

3

 Exhibit “1” – Original Complaint, Cause No. 20-CV-02049, Minnesota Voters Alliance et. al. v. City of 

Minneapolis, U.S. Dist. Court Minnesota. For reference see, Exhibit “2” – The Legitimacy and Effect of Private 

Funding in Federal and State Electoral Processes.. (Complaints about CTCL began as early as Sept. 2020). 

USCA Case #23-5216 Document #2034655 Filed: 01/05/2024 Page 37 of 109
Page 8 of 21

31. At all times relevant, Respondent Epp-Johnson was employed as the Executive 

Director, President of CTCL. 

32. The CTCL headquarters is in Chicago, Illinois. Id. 

33. The CTCL states that they are “a team of civic technologists, trainers,

researchers, election administration and data experts working to foster a more informed and 

engaged democracy and helping to modernize elections.”

34. CTCL’s mission on its website includes training public election officials in

communication and technology and to inform and mobilize voters. 

https://www.techandciviclife.org/. 

35. CTCL’s founders – Epps-Johnson, Bridges, and May – all previously worked at the 

New Organizing Institute (NOI), a center dedicated to training progressive groups and 

Democratic campaigns in digital campaigning strategies. Id.

36. Ms. Epps-Johnson was selected to join the inaugural cohorts of Obama Foundation 

Fellows (2018) and earned an MSc in Politics and Communications from the London 

School of Economics and a BA in Political Science from Stanford. It would appear 

that Ms. Epps-Johnson is not an expert in election administration, computer science 

or cyber security. Exhibit 3 - CTCL webpage for Executive Director; 

https://www.techandciviclife.org/team/tiana-epps-johnson/. 

37. NOI’s executive director, Ethan Roeder, led the data departments for the Obama 

presidential campaigns of 2008 and 2012. Exhibit “1”. 

38. Funders of CTCL include progressive groups such as the Skoll Foundation, 

the Democracy Fund, the John S. and James L. Knight Foundation, and the 

Rockefeller Brothers Foundation. Exhibit “2”, : Attachment A: Flowchart: The 

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Page 9 of 21

Relationship of Foundations and Non-Profit Organizations Involved in US Electoral 

Policy. 

39. CTCL is also associated with Rock the Vote, who despite their non-partisan 

claims, has regularly featured progressive policies in its efforts to mobilize young 

people in elections. Id. 

40. Along with Rock the Vote and The Skoll Foundation, CTCL also lists Facebook as a 

partner in their efforts. Exhibit “2”.

41. The CTCL has acknowledged the Complaint of the Amistad Project. 

https://www.techandciviclife.org/amistad-statement/. Exhibit “3”, CTC: Statement 

on the Amistad Project. 

42. Further, CTCL maintains an active communications department providing 

information over a diverse number of topics. https://www.techandciviclife.org/newsand-events/. 

43. CTCL has previously acknowledged sending funds to local government entities, as 

well as States. 

44. On September 1, Mark Zuckerberg and Priscilla Chan announced their $300 

million investments to promote “safe and reliable voting in states and localities”. See, 

Exhibit “1”. 

45. Of the $300 million, $250 million is going toward CTCL and private federal election 

grants to counties and cities. Id. 

46. CTCL, as a progressive organization, targets urban cities for its private federal 

election grants to turn out the progressive vote in the urban cities. Exhibit 2. 

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Page 10 of 21

The Strawman Scheme 

47. During the 2020 federal election cycle, EAC performed the same normal duties it had 

performed since its inception, but added additional duties to its plans. 

48. These EAC activities included disbursing and administering $425 million in funding 

to the States for election administration enhancements. Exhibit 4 - EAC 2020 Annual 

Report, p. 17, Line 1, et. seq. 

49. It appears from the EAC Annual Report, that U.S. funds approved by HAVA, through 

the CARES act, were never funded, although somehow, the EAC had funds to 

disburse and administer in the amount of $400 million dollars for emergency CARES 

Act funding. Id. page 17 at paragraph “a”. 

50. It also appears that EAC administered and disbursed an additional $425 million in 

new HAVA security grants funding to the states for election administration 

enhancement. Id. at paragraph “b”.

51. The EAC has proudly stated that this Herculean task of reviewing and processing 

these brand-new security grants was done “within 45 days and with less than one fulltime grants staff member”. Id. See also, Exhibit 4 – List of Personnel - EAC, .

52. The EAC’s FY2020 Annual Report also shows that the EAC engaged the Center for 

Tech and Civic Life (“CTCL”) to provide three tailored cybersecurity courses. EAC 

Annual Report. at p. 17, “d”.

53. This freshly formed public-private partnership was conspicuously advertised to the 

public at-large on the main page of the EAC’s website throughout the federal election 

cycle in words and through a combined logo showing both the United State agency 

and the CTCL center’s logos. See below. 

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Page 11 of 21

54. The EAC also moved beyond its authorized duties and produced a document entitled 

“Cyber Crisis Management for Elections Officials”. Exhibit 5. 

55. This particular EAC report is replete with examples of EAC attempts to take control 

of issues beyond both its statutory duties and personnel capabilities. Among the 

problems reported: 

A) a non-governmental resource reference to a company called Shadow, Inc. Id. p. 

36; https://twitter.com/ShadowIncHQ/status/1224773797380837377. (Shadow 

Inc. is an independent, for-profit technology company that contracted with the 

Iowa Democratic Party to build a caucus reporting mobile app. Which was 

optional for local officials to use. The goal of the app was to ensure accuracy in a 

complex reporting system); 

B) a step-by-step guide for Cybersecurity Crisis Management. Id. p. 28; 

C) instruction to set up a War Room that defines a “goal to maintain real-time 

coordination across key stakeholders and facets of the security apparatus charged 

with ensuring the integrity of the electoral process in case a crisis unfolds.” Id. p. 

21. Election stakeholders are defined as election workers, not the voting citizens. 

Id. p. 11; 

D) an extensive list of steps for state and local elected election officials to take to 

achieve a hardening of the election infrastructure Id. p. 18 -19; 

E) and, a listing of ways to control media communications to what could arguably be 

called an attempt to spin information to the general public. Id. 

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56. This EAC report, issued July 3, 2020, was prepared by an external consultant. EAC 

Annual Report at. p. 3. 

57. Taking the EAC’s attempt at transparency as a whole, a reasonable person could 

surmise that the “external consultant” referenced was CTLC. 

*** 

58. In order for the FEC to perform an evaluation as to the severity of the problem 

described above, in the unlikely event that simply the amount of the cash involved is 

not enough, Zuckerberg’s involvement in the 2020 election cycle should be noted.

59. Mark Zuckerberg’s involvement in the 2020 federal, Presidential and other, 

campaign(s) goes further that just enormous amounts of cash contributions. 

60. In a visible demonstration of his absolute power, Mark Zuckerberg took down the 

Facebook account of the President of the United States on January 7, 2021. This 

move deprived the then sitting President of the United States of “his most influential 

broadcasting tools, curtailing his ability to command attention and drive the news 

cycle from his mobile phone at a moment’s notice.” Byers, Dylan, How Facebook 

and Twitter decided to take down Trump’s Accounts, NBC News, January 14, 2021. 

https://www.nbcnews.com/tech/tech-news/how-facebook-twitter-decided-take-downtrump-s-accounts-n1254317. 

61. The Facebook suspension of President Trump’s account has been extended until 

2023. Culliford, Elizabeth, Facebook suspends Trumps until 2023, shifts rules for 

world leaders, Reuters, June 5, 2021. https://www.reuters.com/world/us/facebooksuspends-former-us-president-trumps-account-two-years-2021-06-04/

USCA Case #23-5216 Document #2034655 Filed: 01/05/2024 Page 42 of 109
Page 13 of 21

62. Discovery in the afore mentioned civil litigation against CTCL has revealed 

unprecedented intervention in 2020 election with donations that have come to be 

known as “Zuck Bucks”. Kline, Phil, Zuck’s Bucks were ILLEGAL. 

https://thenationalpulse.com/analysis/kline-zucks-bucks-were-illegal/

63. Using a federal government contractor as a straw man, it appears that “Zuck Bucks”

were funneled, in vast amounts of cash, for the benefit of specific campaigns and 

candidates. This would constitute a serious violation of federal campaign law. 

64. FEC investigation and subpoena powers are necessary to ensure that Respondents 

were, and are currently, in compliance with federal law. The use of Zuck Bucks, 

funneled through a federal agency, would affect the reporting requirements of 

campaigns and political action committees, and these funds may not be properly 

reflected in the receipts and required reporting. 

. 

ANALYSIS & LAW 

65. There should be no question that the public needs to have confidence in government 

and its decision making, which would include steps to ensure “that public officials 

and contractors adhere to the highest ethical standards and avoid transactions and 

circumstances that may compromise or appear to compromise the independence of” 

government and its agencies.4

 An essential part of instilling public confidence, at all 

4

 The Congressional Favor Factory: Legalized Pay-To-Pay, A Study of Federal Grants, Campaign Cash, 

Investments, Employment, Power & Influence, OpenTheBooks.com, American Transparency, October, 2019; 

https://www.openthebooks.com/assets/1/6/The_Congressional_Favor_Factory_Report_FINAL2.pdf (Ethics Poll 

reports that 96% surveyed agree that it is unethical for Members of Congress to solicit campaign donations from 

Federal contractors based in their districts). 

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Page 14 of 21

levels of government, requires that the selection of contractors is based on merit.5 and 

that the processes for those selections are properly monitored and audited. 

66. In striking down various provisions of the Bipartisan Campaign Reform Act of 2002 

over the past decade, Supreme Court jurisprudence has weighed the First Amendment 

right of free speech, and the possible chilling of free political speech, against the 

interests of the Government to regulate political campaign financing. Citizens United 

v. Federal Election Commission, 558 U.S. 310 (2010)(The Government may not 

prohibit independent and indirect corporate expenditures on political speech); 

McCutcheon v. Federal Election Commission, 572 U.S. 185 (2014)(Aggregate limits 

have the effect of restricting how many candidates or committees the donor may 

support). 

67. The post-McCutcheon age of politics has seen the rapid raise in the use of new forms 

of technology, moving campaign advertising away from print and film media and into 

the realm of digital streaming videos, text messages, e-mails, and the “posts” and 

“tweets” of social media. Arguably, these prior Court holdings have set up a system 

that favors the ultra-rich and their candidates, particularly in a state or national 

election campaign. See, McCutcheon at the Dissenting Opinion, Justice Breyer, with 

whom Justice Ginsburg, Justice Sotomayor, and Justice Kagan joined, for Examples 

5

 See, Executive Order No. 2011-4; Office of the Mayor, City of Chicago, May 16, 2014. 

https://www.chicago.gov/content/dam/city/depts/dps/RulesRegulations/ExecutiveOrder20114.pdf, and Carson, 

Erin, Rahm Took Campaign Cash From Companies Doing Business with Chicago: Report, November 14, 2014, 

https://www.nbcchicago.com/news/politics/rahm-took-campaign-cash-from-companies-doing-business-withchicago/61814/ ("The management of municipal pensions should be totally transparent and free of political 

influence," Arthur Levitt, ex-Securities and Exchange Commission chairman, told the outlet. "The acceptance of 

contributions by city officials from advisers managing city funds, in my book, smells like bribery.").

USCA Case #23-5216 Document #2034655 Filed: 01/05/2024 Page 44 of 109
Page 15 of 21

of issues related to the invalidation of the aggregate rule, particularly Example Three, 

Proliferating Political Action Committees (PACs). 

68. The new “McCutcheonesque” U.S. Presidential candidate is very unlikely to be 

someone who ran for city council, the state legislature, or even Congress. This sets 

up a real life situation, where an individual billionaire has the means and opportunity 

to control the outcomes of nation-wide U.S. Presidential elections. 

69. In today’s media age, the importance of preserving the statutory checkpoints that 

prevent corruption become even more critical. The fact scenario in this case, albeit a 

potentially illegal one, presents a solution of what to do when there simply are not 

enough candidates, PAC’s or super PAC’s for you to make a sizable donation to the 

Presidential candidate of your choice. Simply bypass the federal campaign finance 

rules hiding behind a partisan not-for-profit. 

70. Federal campaign finance laws prohibit contributions by government contractors. 52 

U.S.C. § 30119, 11 C.F.R. §115.2. The statute reads as follows:

“(a)PROHIBITION: It shall be unlawful for any person—

 (1) who enters into any contract with the United States or any department or 

agency thereof either for the rendition of personal services or furnishing any material, 

supplies, or equipment to the United States or any department or agency thereof or for 

selling any land or building to the United States or any department or agency thereof, 

if payment for the performance of such contract or payment for such material, 

supplies, equipment, land, or building is to be made in whole or in part from funds 

appropriated by the Congress, at any time between the commencement of 

negotiations for and the later of (A) the completion of performance under; or (B) the 

termination of negotiations for, such contract or furnishing of material, supplies, 

equipment, land, or buildings, directly or indirectly to make any contribution of 

money or other things of value, or to promise expressly or impliedly to make any 

such contribution to any political party, committee, or candidate for public office or 

to any person for any political purpose or use; or

USCA Case #23-5216 Document #2034655 Filed: 01/05/2024 Page 45 of 109
Page 16 of 21

 (2) knowingly to solicit any such contribution from any such person for any such 

purpose during any such period.”

71. This prohibition restricts federal contractors from making any contribution “to any 

political party, committee, or candidate for public office. The central restriction is 

thus a prohibition on contributions to candidates, but directly related to that bar on 

candidate contributions are the prohibitions on contributing to political parties and to 

committee related to candidates. This prohibition acts as a guard to prevent 

contributors from dodging the ban on candidate contributions by giving to groups that 

could coordinate with the candidate. Wagner v. Federal Election Commission, 901 F. 

Supp. 2d 101(D.D.C. 2012). 

72. A ban on political contributions satisfies the First Amendment only if it is “closely 

drawn to match a sufficiently important interest. See, Citizens United v. FEC, 558 

U.S. 210 (2010)(The Government may not prohibit independent and indirect 

corporate expenditures on political speech). 

73. In Wagner, the Government offered two important interests to justify this restriction. 

Although Wagner involved individual employees, the principles are the same here, 

and the reasoning is applicable as well. 

74. The first of the two important interests is a Government interest in ensuring that 

federal employment does “not depend on political performance,” that vendors 

“enforce the law and execute the programs of the Government without bias or 

favoritism for or against any political party or group or the members thereof,” and 

that vendors are “free from pressure and from express or tacit invitation to vote in a 

certain way or perform political chores in order to curry favor with their superiors 

USCA Case #23-5216 Document #2034655 Filed: 01/05/2024 Page 46 of 109
Page 17 of 21

rather than to act out their own beliefs.” Civil Service Commission v. National Ass'n 

of Letter Carriers, AFL–CIO, 413 U.S. 548, 564 – 66 (1973). 

75. Considering the close associations between CTCL officers and staff to partisan 

politics, the amount of funds handled (received and distributed), the possibility that 

the source of the funds has been misrepresented, and nature of the new and highly 

technical functions performed in this case, there should be no question that this 

interest alone is sufficient to overcome any constitutional objections to this statute. 

See, Federal Election Commission MURs 7812, 7821, 7825, 7827,7868, and 7869 –

Shielding Facebook’s complained of conduct under the Federal election Campaign 

Act’s media exemption and the Press Clause of the First Amendment to the federal 

Constitution.

76. The second interest is to avoid quid pro quo corruption or the appearance thereof. 

Buckley v. Valeo, 424 U.S. 1, 25-26 (1976). There is no doubt that, as it pertains to 

this election cycle, there is serious nation-wide concern over the existence of quid pro 

quo corruption.6 This is so, despite the insistence of EAC staff, in its annual report, 

that there was no issue. This is not limited to a small hand full of individuals on the 

losing side.7 

6

 Hemingway, Mollie, Rigged: How the Media, Big Tech and the Democrats Seized Our Elections, Regency 

Publishing (2021).

7

 Agiesta, J., CNN Poll: Most Americans Feel Democracy is Under Attack in the US. CNN Politics, (Sepy. 15, 

2021)(93% of all Americans feel that democracy in the US is at least being tested with 56% indicating that 

democracy is under attack. https://www.cnn.com/2021/09/15/politics/cnn-poll-most-americans-democracyunder-attack/index.html

USCA Case #23-5216 Document #2034655 Filed: 01/05/2024 Page 47 of 109
Page 18 of 21

77. Federal campaign finance laws prohibit contributions in the name of another person. 

52 U.S.C. § 30122. The statute reads as follows:

“No person shall make a contribution in the name of another person or 

knowingly permit his name to be used to effect such a contribution, and 

no person shall knowingly accept a contribution made by one person in 

the name of another person.”

78. The statute prohibits the use of a straw donor to make contributions. A straw donor 

contribution is an indirect contribution from A, through B, to the campaign. It occurs 

when A solicits B to transmit funds to a campaign in B's name, subject to A's promise 

to advance or reimburse the funds to B. Although employing different methods, false 

name and straw donor schemes both facilitate attempts by an individual (or 

campaign) to thwart disclosure requirements, as well as contribution limits. U.S. v. 

O’Donnell, 608 F.3d 546 (9th Cir. 2010), cert. denied, 563 U.S. 929 (2011). See also, 

United States v. Boender, 649 F.3d 650 (7th Cir 2011)(A specific quid pro quo of 

money is sufficient, but not necessary, to violate 18 U.S.C. §666(a)(1)(B), the parallel 

provision criminalizing the solicitation and acceptance of bribes and rewards). 

79. The use of various forms of media, including independently produced films and 

videos, email, text message and social media platforms have become a major tool for 

use in all types of political campaigns for last several federal campaign cycles. As a 

result, money can flow, in vast amounts, through newly discovered streams. It is 

incumbent upon the FEC to carefully monitor campaign receipts and expenses, and 

carefully review the campaign financing reports, particularly where hundreds of 

millions of dollars have transferred through both a non-profit and a U.S. agency. 

USCA Case #23-5216 Document #2034655 Filed: 01/05/2024 Page 48 of 109
Page 19 of 21

PRAYER FOR RELIEF 

80. The Center for Tech and Civic Life is a partisan actor, run by partisan Democrats, 

which has used its corporate resources, gained through employment as a federal vendor, 

to provide active support for partisan campaign financing in violation of federal law. 

It is, therefore, respectfully requested that the Commission: 

1. Conduct an immediate and full investigation into Center for Tech and Civic Life’s 

activities and contributions under the powers invested in it by the United States 

Congress; 52 U.S.C. 30107 (a)(9). This investigation should include, but not limited 

to: 

a) Review of specific forms of the contracts for compliance with federal law; 

b) Trace the sources, uses and beneficiaries of all funds connected to the United 

States Elections Assistance Commission, starting with the appointment of its 

executive director in 2019, and focusing on receipts and distributions during the 

year 2020. 

c) Review of the complete bidding process, including, but not limited to 

expressions of interest and requests for qualifications, requests for proposals 

and unsolicited proposals; 

d) Review of evaluation and grant criteria including, but not limited to, specific 

factors, generic best value for money tests, and subjective, as well as objective, 

criteria. 

e) Amount and dates of all payments of U.S. taxpayer dollars to CTCL or its subcontractors or assigns, including, but not limited to FireEye consultants and 

other cybersecurity advisors. 

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Page 20 of 21

f) Review of risk factors. 

g) The criteria used to select a partisan, inexperienced not-for-profit group as 

versus a for-profit cybersecurity expert.8 9 10 11

2. Investigate all Respondents for violations of 52 U.S.C. §30119; 11 C.F.R. §114.2(b); 

and 52 U.S.C. § 30122, and such violations of federal law as may come to light during 

this FEC investigation. 

3. Seek injunctions, disgorgement, damages, and/or civil and criminal penalties as 

required by federal law for the benefit of the citizens of the United States of America. 

4. Review the actions of the United States Elections Assistance Commission, through its 

employee Respondents, and take appropriate actions related to the FEC’s findings.

5. Take any actions necessary for violations of federal requirements for coordinated 

communications under 52 U.S.C. § 30104. 

*** 

8

 See, Eichensehr, Kristen, Public-Private Cybersecurity, Texas Law Review Vol 95:467, (2017)(Discussing how 

private cybersecurity systems differ from traditional privatization because private actors, not the government, 

decide what functions they should perform, and, may, therefore, operate outside of the traditionally restrained 

private constractor in the areas of accountability, transparency, and due process or fairness, as well as security and 

privacy. 

9

 See also, Christensen, Kristoffer, et. al., Public-Private Partnership on Cyber Security: A Practice of Loyalty, 

International Affairs 93:6(2017) p. 1435-1452. (Discussing the concepts of PPP and shared risks, purpose and 

loyalty. 

10 See, Denny, William, Private Sector Actions in Light of the Cybersecurity Executive Order; ABA Business Law 

Section, Internet Law & Cyber-Security; Sept. 13, 2021; https://businesslawtoday.org/2021/09/private-sectoractions-in-light-of-the-cybersecurity-executive-order/. 11 Brooks, Chuck, Public Private Partnerships and The Cybersecurity Challenge of Protecting Critical infrastructure, 

Forbes, May 6, 2019. (Discuss the national security issues related to federal PPP’s); 

https://www.forbes.com/sites/cognitiveworld/2019/05/06/public-private-partnerships-and-the-cybersecuritychallenge-of-protecting-critical-infrastructure/amp/

USCA Case #23-5216 Document #2034655 Filed: 01/05/2024 Page 50 of 109
Page 21 of 21

 Respectfully submitted, 

 By:__________________________ 

 Barbara W. Palmer 

 TX Bar No. 15424395 

 texasbc@swbell.net 

 Law Offices of Barbara W. Palmer 

 P.O. Box 1386 

 Princeton, TX 75407 

 (214) 734-1861 

SUBSCRIBED AND SWORN to before me this _____ day of November 2021. 

_______________________________________ 

Notary Public, In and For the State of Texas. 

 

USCA Case #23-5216 Document #2034655 Filed: 01/05/2024 Page 51 of 109
EXHIBIT “B”

USCA Case #23-5216 Document #2034655 Filed: 01/05/2024 Page 52 of 109
FEDERAL ELECTION COMMISSION 

Washington, DC 20463 

VIA EMAIL AND CERTIFIED MAIL August 8, 2022

RETURN RECEIPT REQUESTED 

Barbara W. Palmer, Esq. 

P.O. Box 1386 

Princeton, TX 75407 

Bpalmer.txag@gmail.com 

RE: MUR 7946 (Center for Tech and 

Civic Life, et al.) 

Dear Ms. Palmer: 

The Federal Election Commission has considered the allegations contained in your 

complaint dated November 1, 2021, and your supplemental complaint dated January 3, 2022, 

along with allegations against the same respondents in a complaint filed in MUR 7854. The 

Commission found no reason to believe that (1) the Center for Tech and Civic Life made 

prohibited corporate contributions in violation of 52 U.S.C. § 30118(a), knowingly permitted its 

name to be used to effect a contribution in the name of another in violation of 52 U.S.C. § 30122, 

made contributions while it was a federal contractor in violation of 52 U.S.C. § 30119(a)(1), and 

failed to organize, register, and report as a political committee in violation of 52 U.S.C. 

§§ 30102, 30103, and 30104; (2) Tiana Epps-Johnson consented to prohibited corporate 

contributions in violation of 52 U.S.C. § 30118(a); and (3) Priscilla Chan and Mark Zuckerberg 

made excessive contributions and contributions in the name of another in violation of 52 U.S.C. 

§§ 30116(a)(1)(A), 30122. Accordingly, on July 26, 2022, the Commission closed the file in this 

matter.1

 The Factual and Legal Analysis, which explains the Commission’s findings, is 

enclosed. 

Documents related to the case will be placed on the public record within 30 days. See 

Disclosure of Certain Documents in Enforcement and Other Matters, 81 Fed. Reg. 50,702 

(Aug. 2, 2016). The Federal Election Campaign Act of 1971, as amended, allows a complainant 

to seek judicial review of the Commission’s dismissal of this action. See 52 U.S.C. 

§ 30109(a)(8). 

1

 The complaint you submitted also purported to name as respondents the United States Election Assistance 

Commission (“EAC”) and two of its then-employees, Mona Harrington, and Paul Repak. The Commission 

determined that the EAC, Harrington, and Repak were not proper respondents under the Federal Election Campaign 

Act of 1971, as amended, and therefore made no findings related to them. 

USCA Case #23-5216 Document #2034655 Filed: 01/05/2024 Page 53 of 109
MUR 7946 (Center for Tech and Civic Life, et al.) 

Letter to Ms. Palmer

Page 2 

If you have any questions, please contact Laura Conley, the attorney assigned to this 

matter, at (202) 694-1475 or lconley@fec.gov. 

Sincerely, 

 

 Ana J. Peña-Wallace

 Assistant General Counsel

Enclosure 

 Factual and Legal Analysis

A JPñ W ll

USCA Case #23-5216 Document #2034655 Filed: 01/05/2024 Page 54 of 109
1 FEDERAL ELECTION COMMISSION 

2 

3 FACTUAL AND LEGAL ANALYSIS 

4 

5 RESPONDENTS: Center for Tech and Civic Life MURs 7854, 7946 

6 Tiana Epps-Johnson 

7 Whitney May 

8 Center for Election Innovation and Research 

9 David Becker 

10 Priscilla Chan 

11 Mark Zuckerberg 

12 

13 

14 I. INTRODUCTION 

15 The Complaints in these matters collectively allege that grants distributed during the 

16 2020 election by two 501(c)(3) non-profit corporations, the Center for Tech and Civic Life 

17 (“CTCL”) and the Center for Election Innovation and Research (“CEIR”), gave rise to multiple 

18 violations of the Federal Election Campaign Act of 1971, as amended (the “Act”). The 

19 Complaints assert that the grants, which were made to state and local election administrators 

20 ostensibly for the purpose of assisting with the administration of elections during the COVID-19 

21 pandemic, were, in fact, made for the purpose of increasing the turnout of Democratic voters, 

22 and therefore constituted contributions to various Democratic candidates or committees. As a 

23 result, the Complaints suggest that CTCL and CEIR made prohibited corporate contributions, 

24 and that CTCL additionally violated the Act’s prohibitions on contributions by federal 

25 contractors or in the name of another, and that it failed to register and report as a political 

26 committee. 

27 The Complaints additionally allege that philanthropists Dr. Priscilla Chan and Mark 

28 Zuckerberg were the ultimate sources of the funds granted by CTCL and CEIR, and that Chan 

29 and Zuckerberg accordingly made excessive contributions or violated the Act’s prohibition on 

30 contributions in the name of another. Finally, the Complaints name as Respondents several 

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Factual and Legal Analysis 

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1 individual employees of CTCL and CEIR, although it is unclear how they are alleged to have 

2 violated the Act. 

3 The Respondents argue that the grants were awarded by CTCL and CEIR for the stated 

4 purpose of aiding election administrators during the pandemic and were awarded to jurisdictions 

5 across the country on a nonpartisan basis, including to state and locality recipients that 

6 historically vote for Republican candidates. They assert, therefore, that the grants did not 

7 constitute contributions, and that the Complaints’ allegations to the contrary are baseless. 

8 As discussed below, the available information does not provide a reasonable basis to 

9 conclude that Respondents funded or awarded grants for the purpose of influencing a federal 

10 election. Moreover, there is no indication that Respondents coordinated with any candidate or 

11 committee. Accordingly, the Commission: (1) finds no reason to believe that CEIR made 

12 prohibited corporate contributions in violation of 52 U.S.C. § 30118(a); (2) finds no reason to 

13 believe that CTCL made prohibited corporate contributions in violation of 52 U.S.C. § 30118(a), 

14 knowingly permitted its name to be used to effect a contribution in the name of another in 

15 violation of 52 U.S.C. § 30122, made contributions while it was a federal contractor in violation 

16 of 52 U.S.C. § 30119(a)(1), or failed to organize, register, and report as a political committee in 

17 violation of 52 U.S.C. §§ 30102, 30103, and 30104; (3) finds no reason to believe that Chan and 

18 Zuckerberg made excessive contributions in violation of 52 U.S.C. § 30116(a)(1)(A) or 

19 contributions in the name of another in violation of 52 U.S.C. § 30122; and (4) finds no reason to 

20 believe that CTCL’s Executive Director Tiana Epps-Johnson and Director of Government 

21 Services Whitney May and CEIR’s Executive Director David Becker violated 52 U.S.C. 

22 § 30118(a) by consenting to prohibited corporate contributions. 

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Factual and Legal Analysis 

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1 II. FACTUAL BACKGROUND 

2 CTCL is a 501(c)(3) non-profit corporation, whose stated purpose is to “promote civic 

3 engagement by modernizing election administration and engagement between local governments 

and the people they serve.”1 4 Tiana Epps-Johnson is CTCL’s Executive Director, and Whitney 

May is its Director of Government Services.2 5 CEIR, also a 501(c)(3) non-profit corporation, 

6 states that it “works nationally in a non-partisan manner to foster the overarching goals of 

7 building voter trust and confidence, improving the efficiency of elections administration, 

increasing voter participation and engagement, and educating voters about the election process.”3 8 

David Becker is CEIR’s Executive Director.4 9 Dr. Priscilla Chan and Mark Zuckerberg are 

10 philanthropists, and Zuckerberg is also the founder and CEO of Meta (formerly Facebook), a 

social media company.5 11 

12 In 2020, CTCL and CEIR started grant programs “to help state and local governments 

13 address the unprecedented challenges to election administration posed by the ongoing global 

[COVID-19] pandemic.”6 14 In the fall of that year, Chan and Zuckerberg donated as much as 

15 $350 million to CTCL and $69.5 million to CEIR, and it appears that the organizations 

distributed most of those funds in grants.7 16 CTCL states that it awarded grants to more than 2,500 

1

 CTCL, Epps-Johnson, and May Resp. at 2, MUR 7854 (Jan. 15, 2021) (“CTCL et al. Resp.”); CTCL and 

Epps-Johnson Resp. at 2, MUR 7946 (Feb. 22, 2022). 

2

 CTCL et al. Resp. at 2, MUR 7854; CTCL and Epps-Johnson Resp. at 2, MUR 7946. 

3

 CEIR and Becker Resp. at 2-3, MUR 7854 (Jan. 19, 2021). 

4

 Id. at 1. 

5

 See Chan and Zuckerberg Resp. at 2, MUR 7854 (Feb. 11, 2021); Chan and Zuckerberg Resp. at 2-3, MUR 

7946 (Feb. 22, 2022). 

6

 CTCL et al. Resp. at 2, MUR 7854; accord CTCL and Epps-Johnson Resp. at 2, MUR 7946; CEIR and 

Becker Resp. at 3-4, MUR 7854. 

7

 Chan and Zuckerberg Resp. at 2, MUR 7854; Chan and Zuckerberg Resp. at 3, MUR 7946. Specifically, 

Chan and Zuckerberg state that they made four commitments of “up to $250 million to CTCL and $50 million to 

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Factual and Legal Analysis 

Page 4 of 20

1 state and local governments covering 47 states and the District of Columbia, and that the grants 

2 assisted those jurisdictions with expenses such as buying personal protective equipment, 

3 recruiting election workers, voter education and outreach, and purchasing absentee voting 

supplies.8 4 CEIR asserts that it contacted and encouraged all 50 states and the District of 

5 Columbia to apply for its grants, that 24 states applied, and that it awarded grants to all 

applicants (except for one state that withdrew).9 6 CEIR states that it made funds available to 

7 states to spend on communications for issues such as voter registration, deadlines, mail voting, 

early voting, polling place locations and hours, and vote counting updates.10 8 

9 A. MUR 7854 Complaint and Responses

10 The Complaint in MUR 7854 concerns both the CTCL and CEIR grant programs, their 

11 named employees — Epps-Johnson, May, and Becker — and the role of Chan and Zuckerberg in 

funding CTCL and CEIR’s grants.11 12 

13 Specifically, the MUR 7854 Complaint alleges that the true purpose of the CTCL and 

14 CEIR grant programs was to “increase Democratic votes for Joe Biden” and that the focus on 

CEIR in September 2020, and up to another $100 million to CTCL and $19.5 million to CEIR in October 2020.” 

Chan and Zuckerberg Resp. at 2, MUR 7854. CTCL has reported making grants of “approximately $350 million,” 

while CEIR has reported granting $64.3 million in total. CTCL, COVID-19 Response Grants, 

https://www.techandciviclife.org/our-work/election-officials/grants/ (last visited June 27, 2022); CEIR, CEIR 2020 

Voter Education Grant Program, https://electioninnovation.org/research/ceir-2020-voter-education-grant-program/ 

(last visited June 27, 2022). 

8

 CTCL et al. Resp. at 3, MUR 7854; CTCL, COVID-19 Response Grants, https://www.techandciviclife.org/ 

our-work/election-officials/grants/ (last visited June 27, 2022) (discussing expenses covered by grants); see also

CTCL et al. Resp., Ex. A, MUR 7854 (listing jurisdictions that received grants). 

9

 CEIR and Becker Resp. at 4-5, MUR 7854. CEIR states that it awarded grants to the District of Columbia 

and the following states: Arizona, Connecticut, Florida, Georgia, Illinois, Iowa, Kentucky, Maryland, 

Massachusetts, Michigan, Minnesota, Missouri, New Jersey, New Mexico, New York, North Carolina, Ohio, 

Pennsylvania, Rhode Island, South Carolina, Vermont, and Washington. Id. at 5 n.2. CEIR contends that Louisiana 

withdrew from the grant program “citing potential issues regarding the state’s authorization to receive such grants 

under state law.” Id.

10 Id. at 4. 

11 See generally Compl., MUR 7854 (Oct. 30, 2020). 

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Factual and Legal Analysis 

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COVID-19 was a “ruse.”12 1 It points to a number of circumstantial factors to support its 

2 contention that the motivation behind the grants was to influence the outcome of the 2020 

3 election. First, the MUR 7854 Complaint asserts that CTCL and CEIR awarded grants primarily 

4 to recipients in Democratic-leaning jurisdictions. For instance, it points to a round of CTCL 

5 grants totaling $30.66 million, which it contends were given out through a non-competitive 

6 process to “Democratic strongholds” in Wisconsin, Pennsylvania, Michigan, Iowa, Georgia, and 

South Carolina,13 7 and it asserts that all but one of the 25 largest grant recipients as of November 

2, 2020, were jurisdictions that favored Democrat Hillary Clinton in the 2016 presidential race.14 8 

9 The MUR 7854 Complaint also contends that the only jurisdiction favoring Republican Donald 

Trump received the smallest CTCL grant.15 10 When the Complaint was filed, CEIR had not yet 

11 announced grant recipients, but the Complaint surmises that it too was deploying funds to 

increase voter turnout in Democratic states.16 12 

13 Second, the MUR 7854 Complaint argues that if the grants had been intended to aid 

14 election administrators during a pandemic, they would have been awarded based on prevalence 

of COVID-19.17 15 For example, the Complaint suggests that CTCL’s first grant should have gone 

12 Id. at 4. 

13 Id. at 6-12. For example, the Complaint claims that CTCL made grants to five Wisconsin cities in which 

the Democratic vote ranged from 58% to 85% and the Republican vote from 14% to 42%. Id. at 7. The source and 

time period of this data are unclear. The initial round of $30.66 million in grants appears to have pre-dated Chan 

and Zuckerberg’s donation to CTCL. See id. at 24. CTCL indicates generally that it “made a limited number of 

grants in the weeks preceding its open call for grant applications and before its online application was fully 

operational,” including some funds awarded in Wisconsin “in early July [2020],” but it does not give specific dates 

on which it awarded each of its grants. CTCL et al. Resp. at 3, MUR 7854. 

14 Supp. Compl. at 2-3, MUR 7854 (Nov. 2, 2020). The Supplemental Complaint notes that the 25 largest 

recipients were identified based on available public reporting and could change over time. Id. at 3. 

15 See id. at 7-9. 

16 Compl. at 33, MUR 7854. 

17 Id. at 8. 

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MURs 7854, 7946 (Center for Tech and Civic Life, et al.) 

Factual and Legal Analysis 

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to New York City based on its high rate of COVID cases and deaths.18 1 Third, the Complaint 

2 asserts that leadership at both organizations — CTCL’s Executive Director Tiana Epps-Johnson, 

3 CTCL’s Director of Government Services Whitney May, and CEIR’s Executive Director David 

Becker19 4 — have partisan objectives, as allegedly evidenced by their social media posts and 

Epps-Johnson’s history of involvement with Democratic-leaning organizations.20 5 The MUR 

6 7854 Complaint also argues that Epps-Johnson has “strong Democratic ties,” including serving 

7 as an Obama Foundation fellow, and asserts without explanation that former President Barack 

8 Obama and First Lady Michelle Obama “provided contacts and funding” for CTCL’s initial 

$30.66 million in grants.21 9 

10 Fourth, the MUR 7854 Complaint argues that both organizations purport to be 

11 distributing money due to a public health emergency but do not employ medical experts or have 

public health experience.22 12 Fifth, it contends that neither organization had the expertise needed 

13 to distribute tens or hundreds of millions of dollars in the few months they had to do so before 

the 2020 election.23 14 Sixth, it argues that the grants were used for purposes that were not 

obviously related to COVID-19, such as helping voters obtain identification.24 15 Finally, the 

16 Complaint suggests that Chan and Zuckerberg’s donations to CTCL and CEIR must have been 

18 Id.

19 Id. at 3; CEIR and Becker Resp. at 3, MUR 7854; CTCL et al. Resp. at 2, MUR 7854. 

20 Compl. at 13-21, MUR 7854 (describing social media activity of Epps-Johnson and May); id. at 30-33 

(describing Becker’s social media activity); id. at 21-23 (arguing that President Barack Obama “recruited, trained, 

connected and funded CTCL’s Executive Director Epps-Johnson”). 

21 Id. at 21-22. 

22 Id. at 25-26, 29. 

23 Id. at 29-30 (asserting that CEIR had no prior experience distributing voting grants and only six 

employees); id. at 36 (contending that CTCL had only two months of experience distributing grants when it received 

the Chan-Zuckerberg award). 

24 Id. at 27-28, 33. 

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Factual and Legal Analysis 

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1 driven by political preferences, based on the Complaint’s position that CTCL and CEIR were not 

2 otherwise qualified to distribute the grants, and its assertion that Facebook “has been accused of 

having employees and policies that favor Democrats.”25 3 

4 In response, CTCL states that it did not consider partisan factors when awarding the 

5 grants and that many of the recipients had electorates that historically vote Republican and were 

expected to do so in 2020.26 6 Moreover, CTCL asserts that its grant application was open to “any 

7 U.S. election office responsible for administering election activities,” all such applicants received 

8 a grant of at least $5,000, and that when CTCL awarded more than that amount it was due to 

9 nonpartisan factors, such as excessive voting wait times, lack of poll workers, and unexpected 

capital needs, such as “space for safe, distanced voting.”27 10 Finally, CTCL contends that even if 

11 it had awarded grants on a partisan basis, there still would be no violation of the Act because the 

12 funds do not qualify as contributions — the money was not given to Biden for President directly 

or in-kind, and the MUR 7854 Complaint alleges no facts suggesting coordination.28 13 

14 CEIR similarly contends that it did not consider partisan factors when awarding grants 

15 and that it based its determinations on factors such as how much election laws had changed since 

16 the last election or due to the pandemic, financial need “in light of the stresses placed on the 

17 system due to the pandemic,” “the potential for a poorly administered election in the state to 

18 further erode voter confidence in U.S. elections,” and the size of the applicant’s voting age 

25 Id. at 35-40. 

26 CTCL et al. Resp. at 2-3, 5-6, MUR 7854; see also id., Ex. B (example grant application). CTCL also 

provides a list of the jurisdictions that received the COVID-19 grants. Id., Ex. A. 

27 Id. at 5-6. 

28 Id. at 4. 

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population.29 1 CEIR argues that it is irrelevant whether it has medical staff or prior grant-making 

experience (which it asserts it has).30 2 Finally, CEIR contends that every applicant (aside from 

one state that withdrew from consideration) were awarded grants at the levels they requested.31 3 

4 Epps-Johnson and May state that the MUR 7854 Complaint is “entirely unclear” on how 

their actions allegedly violated the Act.32 5 They state that they expressed their personal views on 

social media, and that volunteer internet activity is exempt from the Act.33 6 Becker similarly 

7 contends that his personal social media posts have no bearing on CEIR’s grant programs and that 

the Complaint has offered no basis to make such a connection.34 8 

9 Chan and Zuckerberg state that they made donations to CTCL and CEIR through a 

10 501(c)(3) donor-advised fund in reaction to the difficulties the pandemic posed for election 

administration.35 11 They represent that they selected CTCL and CEIR “[a]fter extensive research” 

12 because they are nonpartisan charities with “extensive experience working directly with state and 

local jurisdictions on election administration.”36 13 Chan and Zuckerberg contend that they did not 

29 CEIR and Becker Resp. at 4-5, MUR 7854. 

30 Id. at 2. 

31 Id. at 5. 

32 CTCL et al. Resp. at 4, MUR 7854. 

33 Id.

34 CEIR and Becker Resp. at 2, MUR 7854. 

35 Chan and Zuckerberg Resp. at 2, MUR 7854. 

36 Id. at 4. 

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1 rely on partisan considerations, did not consult with any presidential campaigns, and believe that 

CTCL and CEIR used nonpartisan processes to select the ultimate grant recipients.37 2 

3 B. MUR 7946 Complaint and Responses

4 The Complaint in MUR 7946 concerns the CTCL grants, one CTCL employee, EppsJohnson, and the purported source of funding for those grants, Chan and Zuckerberg.38 5 

6 Like the MUR 7854 Complaint, the Complaint in MUR 7946 alleges that the CTCL 

7 grants were political contributions “designed with the intent to tilt the 2020 federal elections 

toward” Democratic candidates.39 8 It points to the distribution of the grants, asserting that they 

were targeted at “urban cities . . . to turn out the progressive vote.”40 9 The MUR 7946 Complaint 

10 and a Supplemental Complaint in the same matter also attach various documents that purport to 

show partisan intent. 41 11 

12 Additionally, the Supplemental Complaint in MUR 7946 points to analyses of CTCL’s 

2020 tax return performed by the Capital Research Center.42 13 One such analysis alleges that 

14 CTCL gave grants to 10 of the 13 counties Biden won in Pennsylvania during the 2020 

15 presidential election, but it made grants to only 12 of the 54 counties won by Trump, and that the 

16 funding to those 12 counties constituted only 7% of the total amount CTCL awarded in the 

state.43 17 Finally, the MUR 7946 Complaint supports its assertion that the CTCL grants were 

37 Id. 

38 See generally Compl., MUR 7946 (Dec. 1, 2021); Supp. Compl., MUR 7946 (Jan. 3, 2022). 

39 Compl. ¶ 6, MUR 7946. 

40 Id. ¶ 46. 

41 Id., Ex. 2 at 10 (attaching J.R. Carlson, The Legitimacy and Effect of Private Funding in Federal and State 

Electoral Processes, Amistad Journey (Dec. 14, 2020)). 

42 Supp. Compl., Ex. 4 (attaching Parker Thayer and Hayden Ludwig, UPDATED: Shining a Light on Zuck 

Bucks in the 2020 Battleground States, Capital Research Center (Dec. 31, 2021)). 

43 Id., Ex. 4 at 2. 

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1 partisan by alleging that Epps-Johnson has a partisan background and lacks expertise in election 

2 administration, and that CTCL is funded by “progressive groups” and itself is a political 

committee that has failed to register with the Commission.44 3 

4 The MUR 7946 Complaint suggests that there was an effort to “funnel funds from a 

5 wealthy individual and their related and/or controlled entities, through a federal contractor,” an 

6 allegation that likely refers to Zuckerberg and Chan donating to CTCL, which the Complaint 

asserts was a federal contractor during the 2020 election.45 7 The Complaint also suggests that 

8 Zuckerberg had partisan motives in donating to CTCL, in part because Facebook suspended the 

account of President Donald Trump in January 2021.46 9 

10 In response to the MUR 7946 Complaint, CTCL and Epps-Johnson assert that CTCL 

11 made the COVID-19 grants “in furtherance of its charitable and educational purposes,” and that 

the grants were distributed “on a nonpartisan, non-discriminatory basis.”47 12 They represent that 

13 “[n]o state or local election administration office that applied for a grant consistent with the 

14 Grant Program received less funding than it requested” and that CTCL ultimately made grants in 

49 states and the District of Columbia.48 15 CTCL and Epps-Johnson also assert that an 

16 independent review of CTCL’s grants concluded that in 2020 more CTCL grants were made to 

jurisdictions that voted for Trump than were made to jurisdictions that voted for Biden.49 17 

44 Compl. ¶¶ 35-39 (discussing Epps-Johnson’s work history with the Obama Foundation and the New 

Organizing Institute); Supp. Compl. at 2, MUR 7946. 

45 Compl. ¶¶ 8, 15, MUR 7946. 

46 See id. ¶¶ 59-60. 

47 CTCL and Epps-Johnson Resp. at 2-3, MUR 7946. 

48 Id. at 3. 

49 Id. at 3 and n.12 (citing press report discussing review by the Wiley Rein law firm that had been conducted 

at the request of Chan and Zuckerberg). 

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1 Additionally, CTCL and Epps-Johnson assert that, while CTCL was a federal contractor, it did 

2 not engage in a “byzantine scheme to funnel ‘contributions’ from . . . Mr. Zuckerberg to any 

candidate, political committee, or political party.”50 3 Finally, they assert that, as to Epps-Johnson, 

4 the Complaint makes a “conclusory statement that she ‘aided and abetted’ CTCL in violating the 

Act” but offers no information to support that allegation.51 5 

6 Chan and Zuckerberg assert that their donations were “made on a nonpartisan basis to 

help CTCL assist states and localities in their successful administration of the [2020] election.”52 7 

8 They contend that they selected CTCL because it is a Section 501(c)(3) nonpartisan charity with 

9 “extensive experience working directly with state and local jurisdictions on election 

administration.”53 10 Further, Chan and Zuckerberg argue that the available data on CTCL’s grants 

11 does not suggest that the money was concentrated in areas where it would help turnout of 

Democratic voters.54 12 For example, they contend that analysis shows that Trump won more than 

60% of the jurisdictions that received CTCL grants.55 13 As to the violations alleged in the 

14 Complaint, they argue that the Complaint offers no specific facts showing that any contributions 

were made, much less that contributions were funded or reimbursed by Chan and Zuckerberg.56 15 

16 III. LEGAL ANALYSIS 

17 Under the Act, a “contribution” includes any “gift, subscription, loan, advance, or deposit 

18 of money or anything of value made by any person for the purpose of influencing any election 

50 CTCL and Epps-Johnson Resp. at 3, MUR 7946. 

51 Id. at 5. 

52 Chan and Zuckerberg Resp. at 2, MUR 7946. 

53 Id. at 3. 

54 Id. at 3-4. 

55 Id. at 3. 

56 Id. at 5. 

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for Federal office.”57 1 The term “anything of value” includes all in-kind contributions, such as 

2 “the provision of any goods or services without charge or at a charge that is less than the usual 

and normal charge.”58 3 In-kind contributions include “coordinated expenditures,” that is, 

4 expenditures “made by any person in cooperation, consultation, or concert, with, or at the request 

or suggestion of, a candidate, his [or her] authorized political committees, or their agents.”59 5 

6 They also include coordinated communications, as determined by a three-part test set out in the 

Commission’s regulations.60 7 The Act limits the amount an individual may contribute to an 

authorized committee per election, and the applicable limit for 2020 was $2,800.61 8 The Act 

9 defines an expenditure as “any purchase, payment, distribution, loan, advance, deposit, or gift of 

10 money or anything of value, made by any person for the purpose of influencing any election for 

Federal office.”62 11 

12 The Act and Commission regulations define a political committee as “any committee, 

13 club, association, or other group of persons which receives contributions aggregating in excess of 

14 $1,000 during a calendar year or which makes expenditures aggregating in excess of $1,000 

during a calendar year.”63 15 In Buckley v. Valeo, the Supreme Court held that defining political 

16 committee status “only in terms of [the] amount of annual ‘contributions’ and ‘expenditures’” 

57 52 U.S.C. § 30101(8); accord 11 C.F.R. § 100.52(a). 

58 11 C.F.R. § 100.52(d)(1) (listing examples of goods or services, such as securities, facilities, equipment, 

supplies, personnel, advertising services, membership lists, and mailing lists). 

59 52 U.S.C. § 30116(a)(7)(B); 11 C.F.R. § 109.20. 

60 A communication is coordinated and thus treated as an in-kind contribution when it is: (1) paid for by a 

third-party; (2) satisfies one of five content standards; and (3) satisfies one of five conduct standards. 11 C.F.R. 

§ 109.21(a), (b). 

61 52 U.S.C. § 30116(a)(1)(A); FEC, Contribution Limits for 2019-2020, https://www.fec.gov/updates/ 

contribution-limits-2019-2020/ (stating limitations for 2020 cycle). 

62 52 U.S.C. § 30101(9). 

63 Id. § 30101(4)(A); 11 C.F.R. § 100.5. 

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might be overbroad, reaching “groups engaged purely in issue discussion.”64 1 To cure that 

2 infirmity, the Court concluded that the term “political committee” “need only encompass 

3 organizations that are under the control of a candidate or the major purpose of which is the 

nomination or election of a candidate.”65 4 Political committees must comply with certain 

organizational and reporting requirements set forth in the Act. 66 5 

6 The Act prohibits any person from making a contribution in the name of another person 

or knowingly allowing his or her name to be used to make such a contribution.67 7 The Act and 

8 the Commission’s regulations also prohibit contributions during certain time periods by any 

9 person who enters into a contract with the United States or its departments or agencies for 

10 “furnishing any material, supplies, or equipment,” if payment on such contract “is to be made in 

whole or in part from funds appropriated by Congress.”68 11 The prohibition covers contributions 

12 to any political party, political committee, federal candidate, or “any person for any political 

purpose or use.”69 13 

14 Finally, the Act prohibits corporations from making contributions to federal candidates, 

15 and likewise bars candidates and political committees (other than independent expenditure-only 

16 political committees and committees with hybrid accounts) from knowingly accepting or 

64 424 U.S. 1 (1976) (per curiam). 

65 Id. Under the statute thus construed, an organization that is not controlled by a candidate must register as a 

political committee only if (1) it crosses the $1,000 threshold and (2) it has as its “major purpose” the nomination or 

election of federal candidates. 

66 52 U.S.C. §§ 30102, 30103, 30104. 

67 Id. § 30122. 

68 Id. § 30119(a)(1); 11 C.F.R. § 115.2(a). Such contributions are barred for the period between (1) the earlier 

of commencement of negotiations or when requests for proposal are sent out, and (2) the later of the completion of 

performance on or termination of negotiations for the contract.” 11 C.F.R. § 115.1(b). 

69 11 C.F.R. § 115.2(a). 

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receiving corporate contributions.70 1 The Act also provides that “any officer or any director of 

2 any corporation” shall not “consent to any [prohibited] contribution or expenditure by the 

corporation.”71 3 

4 A. The Commission Finds No Reason to Believe that CTCL and CEIR Made 

5 Prohibited Contributions or that CTCL Failed to Organize, Register, and 

6 Report as a Political Committee

7 The Complaints allege that the CTCL and CEIR grants were, in actuality, intended to 

8 increase votes for Biden or Democratic candidates generally and, therefore, should be treated as 

prohibited in-kind corporate contributions.72 9 The MUR 7946 Complaint additionally appears to 

10 allege that CTCL’s grants were prohibited federal contractor contributions, that CTCL 

11 knowingly permitted its name to be used to effect a contribution in the name of another (from 

12 Zuckerberg and Chan), and that CTCL’s grants constituted expenditures in excess of the 

threshold to register as a political committee.73 13 

14 These allegations turn on the question of whether CTCL’s and CEIR’s grants were made 

15 for the purpose of influencing a federal election, as without that determination the grants would 

16 not qualify as contributions or expenditures. The available information, however, does not 

17 suggest that the funds were granted with that purpose. CTCL and CEIR identify a number of 

18 nonpartisan factors that they claim to have considered in distributing funds: voting wait times, 

70 52 U.S.C. § 30118(a); 11 C.F.R. § 114.2(b), (d); Note to Paragraph (b) (explaining that corporations and 

labor organizations may make contributions to nonconnected political committees that make only independent 

expenditures, or to separate accounts maintained by nonconnected political committees for making only independent 

expenditures). For purposes of the corporate contribution ban, the Act defines contribution in section 30118 to 

include the general definition set out above, as well as “any direct or indirect payment, distribution, loan, advance, 

deposit, or gift of money, or any services, or anything of value . . . to any candidate, campaign committee, or 

political party or organization, in connection with any election to any of the offices referred to in this section.” 52 

U.S.C. § 30118(b)(2). 

71 52 U.S.C. § 30118(a). 

72 Compl. at 3-4, 9, 33, MUR 7854; Compl. ¶¶ 5-6, MUR 7946. 

73 See Compl. ¶¶ 5, 9-10, MUR 7946; Supp. Compl. at 2, MUR 7946. 

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1 lack of poll workers, unexpected capital needs, degree of recent changes in election laws, 

2 pandemic-related financial needs, the potential for a poorly administrated election to impact 

voter confidence in U.S. elections, and the size of the voting age population.74 3 Further, they 

4 indicate that the grants were widely available — CTCL accepted applications from any U.S. 

5 election office responsible for election administration and all such applicants received grants, 

6 and CEIR sought applications from all states and the District of Columbia, and awarded grants to 

all applicants.75 7 None of the available information indicates that these assertions are untrue. 

8 Additionally, CTCL and CEIR appear to have had relevant experience working with election 

administrators prior to making the grants in question.76 9 

10 The Commission has previously stated that the requisite electoral purpose is not 

established simply by showing that a potential contribution benefitted the relevant campaign.77 11 

12 Although the Complaints contend that the grants were directed at Democratic strongholds, CTCL 

13 and CEIR provide information showing that their grants were also awarded to jurisdictions that 

have historically voted for Republican candidates.78 14 For example, CTCL states that all 77 

15 counties in Oklahoma voted for Donald Trump in 2016, and that 42 of those counties sought and 

received grants from CTCL in 2020.79 16 CTCL also asserts that a review found that more of its 

74 Supra notes 26-27, 29 and accompanying text. 

75 Supra notes 9, 27 and accompanying text. 

76 CTCL et al. Resp. at 2, MUR 7854 (asserting that CTCL “routinely conducts in-person and on-line 

trainings for election officials” and that May “is a former county election administrator and has extensive experience 

working with election administrators around the country”); CEIR and Becker Resp. at 2-3, MUR 7854 (asserting 

that “CEIR has worked extensively with Secretaries of State and other election officials, regardless of party 

affiliation, in states throughout the country” to, among other tasks, “establish best practices for voter list 

maintenance; secure their election technology against interference and to ensure that voters understand the voting 

process, have confidence that the systems are secure and that their votes will be counted accurately”). 

77 Factual & Legal Analysis at 6, MUR 7024 (Van Hollen for Senate, et al.). 

78 CTCL et al. Resp. at 5-6, MUR 7854; CEIR and Becker Resp. at 5 n.2. 

79 CTCL et al. Resp. at 5, MUR 7854. 

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1 grants were awarded to jurisdictions that voted for Trump than to jurisdictions that voted for 

Biden in 2020.80 2 CEIR provides a list of the states to which it awarded grants, including a 

number that voted for Trump in 2020, such as Florida, Iowa, and Missouri.81 3 Thus, to the extent 

4 the grants turned out additional voters for Biden, they likely also did so for his opponent, Trump. 

5 Additionally, the MUR 7946 Complaint alleges that CTCL focused its grants on urban areas “to 

6 turn out the progressive vote,” but even if urban areas received more funding than non-urban 

areas that alone is not suggestive of a purpose to influence the election.82 7 

8 In an analogous situation, the Commission has advised that a university does not make a 

9 contribution by providing grants to cover students’ travel and subsistence expenses while they 

10 are unpaid campaign interns because, although the students are providing services that might 

11 otherwise constitute a contribution, the grant is provided “for bona fide educational objectives 

and not for the provision of personal services to federal campaigns.”83 12 Here, the grants were not 

13 directly used to fund campaign work, and CTCL and CEIR’s objective appears to have been to 

14 aid nonpartisan election administrators in carrying out the mechanics of voting during the 

15 COVID-19 pandemic. This is reflected in the purposes for which the grants were awarded, that 

80 CTCL and Epps Johnson Resp. at 3, MUR 7946. 

81 CEIR and Becker Resp. at 5 n.2; National Archives, 2020 Electoral College Results, https://www.archives. 

gov/electoral-college/2020 (last visited June 27, 2022). 

82 Compl. ¶ 46, MUR 7946. 

83 Advisory Opinion 2015-14 at 3-4 (Hillary for America II). 

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1 the grants were broadly available to Democratic- and Republican-leaning jurisdictions, and the 

fact that they were apparently awarded to all who applied.84 2 

3 Even if the available information did suggest that CTCL and CEIR made grants with the 

4 purpose of influencing a federal election, there does not appear to be a basis to treat the grants as 

5 in-kind contributions to particular candidates. To the extent that the Complaints suggest the 

6 grants were coordinated expenditures, which require the payor to operate in cooperation, 

7 consultation or in concert, with, or at the request or suggestion of, the candidate or his or her 

8 authorized committees, there is no information to suggest any communications took place 

9 between Respondents and Biden, Biden for President, or other Democratic candidates or 

campaigns.85 10 The MUR 7854 Complaint attempts to link CTCL to Biden, in particular, through 

11 Epps-Johnson’s previous work for the Obama Foundation, but it provides no support for its 

12 assertion that the Obamas were involved with CTCL’s grants or that, even if they were, this 

would indicate coordination with the Biden campaign.86 13 

14 To the extent the Complaints suggest that the grants were used to fund coordinated 

15 communications that, too, appears implausible. Although the MUR 7854 Complaint alleges that 

16 CTCL and CEIR intended the grants to benefit Biden, it does not allege any facts suggesting they 

17 funded communications containing express advocacy or that they were in contact with Biden or 

18 Biden for President in any way. Indeed, neither the Complaints nor the Responses identify any 

19 specific communications that may have been coordinated and, as discussed above, because there 

84 Supra pages 3-4, 7-8, 10-11, and 14-15. 

85 See CTCL et al. Resp at 4, MUR 7854 (denying that there was coordination). 

86 See Compl. at 21-23, MUR 7854. 

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1 is no basis to infer coordination, the Commission’s coordinated communications test would also 

not be satisfied.87 2 

3 Accordingly, because the available information does not indicate that the CTCL and 

4 CEIR grants were made for the purpose of influencing a federal election, and they therefore are 

5 neither contributions, nor expenditures under the Act, the Commission finds no reason to believe 

6 that: (1) CTCL and CEIR made prohibited corporate contributions in violation of 52 U.S.C. 

7 § 30118(a); (2) CTCL knowingly permitted its name to be used to effect a contribution in the 

8 name of another in violation of 52 U.S.C. § 30122; (3) CTCL made prohibited federal contractor 

9 contributions in violation of 52 U.S.C. § 30119(a)(1); or (4) CTCL failed to organize, register, 

and report as a political committee in violation of 52 U.S.C. §§ 30102, 30103, and 30104.88 10 

11 B. The Commission Finds No Reason to Believe that Epps-Johnson, May, and 

12 Becker Consented to Prohibited Corporate Contributions

13 The Complaints do not clearly explain how Epps-Johnson, May, and Becker allegedly 

14 violated the Act, but they could be read to allege that Epps-Johnson, May, and Becker are 

15 officers and directors at CTCL and CEIR within the meaning of 52 U.S.C. § 30118(a) and 

therefore were prohibited from consenting to prohibited corporate contributions.89 16 As already 

17 discussed, however, there is no available information to indicate that CTCL or CEIR made such 

18 prohibited contributions or that these individuals consented to prohibited contributions. 

87 The conduct prong is satisfied by one of five types of interactions between the payor and the candidate or 

campaign regarding the communication. See 11 C.F.R. § 109.21(d)(1)-(5); see also id. § 109.21(e) (stating that an 

agreement or formal collaboration “is not required for a communication to be a coordinated communication”). 

88 Because the available information does not indicate that CTCL’s grants should be considered expenditures 

under the Act there is no need to consider whether CTCL had as its major purpose the nomination or election of 

federal candidates. 

89 52 U.S.C. § 30118(a). 

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1 Therefore, the Commission finds no reason to believe that Epps-Johnson, May, and Becker 

2 violated 52 U.S.C. § 30118(a). 

3 C. The Commission Finds No Reason to Believe that Chan and Zuckerberg 

4 Made Excessive Contributions or Contributions in the Name of Another

5 If Chan and Zuckerberg’s donations to CTCL and CEIR were in-kind contributions to 

6 Biden or other Democratic candidates, they would have exceeded the individual limit of $2,800 

per election applicable during the 2020 cycle.90 7 As an initial matter, Chan and Zuckerberg state 

8 that the money was given through a donor-advised fund, so it is not clear that the funds came 

9 from them individually, rather than from an entity that might have been prohibited from making 

any contributions at all.91 10 However, even assuming they made the donations individually, the 

11 nexus between the donations and any purpose to influence the 2020 election is speculative at 

12 best. Chan and Zuckerberg deny engaging in coordination and represent that CTCL and CEIR 

chose how to distribute the funds.92 13 The Complaints’ assertions of their allegedly partisan 

14 motives appear to rest on speculation as to why Chan and Zuckerberg selected CTCL and CEIR, 

15 and what the political leanings of Zuckerberg or some Facebook employees may be, but in light 

16 of the facts showing the grants were widely awarded across jurisdictions the available 

90 Compl. at 4, MUR 7854. 

91 Chan and Zuckerberg Resp. at 2, MUR 7854; Donor-Advised Fund, IRS.GOV, https://www.irs.gov 

/charities-non-profits/charitable-organizations/donor-advised-funds (last visited June 27, 2022) (explaining that 

donor-advised funds are generally funded by individuals but maintained and operated by 501(c)(3) organizations, 

which have legal control over the funds). Public reporting identifies Chan and Zuckerberg’s fund as being managed 

by the Silicon Valley Community Foundation, a 501(c)(3) nonprofit corporation. Maria Di Mento, Mark 

Zuckerberg and Priscilla Chan Donate $300 Million for Voting Security (Gifts Roundup), THE CHRONICLE OF 

PHILANTHROPY (Sept. 8, 2020), https://www.philanthropy.com/article/mark-zuckerberg-and-priscilla-chan-donate300-million-for-voting-security-gifts-roundup; Silicon Valley Community Fund 2018 IRS Form 990 at 1, 

https://projects.propublica.org/nonprofits/display_990/205205488/01_2020_prefixes_20-20%2F205205488 

_201812_990_2020011717045348 (identifying Silicon Valley Community Foundation as a 501(c)(3) corporation). 

92 Chan and Zuckerberg Resp. at 1, 4, MUR 7854; Chan and Zuckerberg Resp. at 3, 6, MUR 7946. 

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information does not suggest a partisan motive actually existed.93 1 Accordingly, the Commission 

2 finds no reason to believe that Chan and Zuckerberg made excessive contributions in violation of 

3 52 U.S.C. § 30116(a)(1)(A) or contributions in the name of another in violation of 52 U.S.C. 

4 § 30122. 

93 Compl. at 35-37, 40, MUR 7854; Compl. ¶¶ 59-60, MUR 7946; Statement of Reasons, Comm’rs. Mason, 

Sandstrom, Smith & Thomas at 3, MUR 4960 (Hillary Rodham Clinton for Senate) (“[P]urely speculative charges, 

especially when accompanied by a direct refutation, do not form an adequate basis to find reason to believe that a 

violation of the FECA has occurred.”). 

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EXHIBIT “C”

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1 FEDERAL ELECTION COMMISSION 

2 

3 FIRST GENERAL COUNSEL’S REPORT 

4 

5 MUR 7854 

6 DATE COMPLAINT FILED: Oct. 30, 2020 

7 DATE SUPPLEMENT FILED: Nov. 2, 2020 

8 DATE OF NOTIFICATIONS: Nov. 9, 2020 

9 DATE OF LAST RESPONSE: Feb. 11, 2021 

10 DATE ACTIVATED: Mar. 16, 2021 

11 

12 EXPIRATION OF SOL: Sept. 1 – Nov. 3, 2025 

13 ELECTION CYCLE: 2020 

14 

15 COMPLAINANT: Jay Stone 

16 

17 RESPONDENTS: Center for Tech and Civic Life 

18 Tiana Epps-Johnson 

19 Whitney May 

20 Center for Election Innovation and Research 

21 David Becker 

22 Priscilla Chan 

23 Mark Zuckerberg 

24 

25 MUR 7946 

26 DATE COMPLAINT FILED: Dec. 1, 2021 

27 DATE SUPPLEMENT FILED: Jan. 3, 2022 

28 DATES OF NOTIFICATIONS: Dec. 8, 2021 

29 DATE OF NOTIFICATIONS: Jan. 5, 2022 

30 DATE OF LAST RESPONSE: Feb. 22, 2022 

31 DATE ACTIVATED: Mar. 29, 2022 

32 

33 EXPIRATION OF SOL: Sept. 1 – Nov. 3, 2025 

34 ELECTION CYCLE: 2020 

35 

36 COMPLAINANT: Barbara Palmer 

37 

38 RESPONDENTS: Center for Tech and Civic Life 

39 Tiana Epps-Johnson 

40 U.S. Election Assistance Commission 

41 Mona Harrington 

42 Paul Repak 

43 Priscilla Chan 

44 Mark Zuckerberg 

45 

46 RELEVANT STATUTES: 52 U.S.C. § 30102 

MUR794600532

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Page 2 of 27

1 52 U.S.C. § 30103 

2 52 U.S.C. § 30104 

3 52 U.S.C. § 30116(a)(1)(A) 

4 52 U.S.C. § 30118(a) 

5 52 U.S.C. § 30119(a)(1) 

6 52 U.S.C. § 30122 

7 

8 INTERNAL REPORTS CHECKED: None 

9 

10 FEDERAL AGENCIES CHECKED: None 

11 I. INTRODUCTION 

12 The Complaints in these matters collectively allege that grants distributed during the 

13 2020 election by two 501(c)(3) non-profit corporations, the Center for Tech and Civic Life 

14 (“CTCL”) and the Center for Election Innovation and Research (“CEIR”), gave rise to multiple 

15 violations of the Federal Election Campaign Act of 1971, as amended (the “Act”). The 

16 Complaints assert that the grants, which were made to state and local election administrators 

17 ostensibly for the purpose of assisting with the administration of elections during the COVID-19 

18 pandemic, were, in fact, made for the purpose of increasing the turnout of Democratic voters, 

19 and therefore constituted contributions to various Democratic candidates or committees. As a 

20 result, the Complaints suggest that CTCL and CEIR made prohibited corporate contributions, 

21 and that CTCL additionally violated the Act’s prohibitions on contributions by federal 

22 contractors or in the name of another, as further described below, and that it failed to register and 

23 report as a political committee. 

24 The Complaints additionally allege that either philanthropists Dr. Priscilla Chan and 

25 Mark Zuckerberg, or the U.S. Election Assistance Commission (“EAC”), were the ultimate 

26 sources of the funds granted by CTCL and CEIR, and that Chan, Zuckerberg, and the EAC 

27 accordingly made excessive contributions or violated the Act’s prohibition on contributions in 

28 the name of another. Finally, the Complaints name as Respondents several individual employees 

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1 of CTCL, CEIR, and the EAC, although it is unclear how they are alleged to have violated the 

2 Act. 

3 The EAC responds that it did not make contributions to any candidates or committees 

4 and, in any case, is not a “person” capable of making contributions under the Act. The other 

5 Respondents argue that the grants were awarded by CTCL and CEIR for the stated purpose of 

6 aiding election administrators during the pandemic and were awarded to jurisdictions across the 

7 country on a nonpartisan basis, including to state and locality recipients that historically vote for 

8 Republican candidates. They assert, therefore, that the grants did not constitute contributions, 

9 and that the Complaints’ allegations to the contrary are baseless. 

10 As discussed below, the available information does not provide a reasonable basis to 

11 conclude that Respondents funded or awarded grants for the purpose of influencing a federal 

12 election. Moreover, there is no indication that Respondents coordinated with any candidate or 

13 committee. Accordingly, we recommend that the Commission: (1) dismiss the allegation that 

14 CEIR made prohibited corporate contributions in violation of 52 U.S.C. § 30118(a); (2) dismiss 

15 the allegations that CTCL made prohibited corporate contributions in violation of 

16 52 U.S.C. § 30118(a), knowingly permitted its name to be used to effect a contribution in the 

17 name of another in violation of 52 U.S.C. § 30122, made contributions while it was a federal 

18 contractor in violation of 52 U.S.C. § 30119(a)(1), and failed to organize, register, and report as a 

19 political committee in violation of 52 U.S.C. §§ 30102, 30103, and 30104; (3) dismiss the 

20 allegations that Chan and Zuckerberg made excessive contributions in violation of 52 U.S.C. 

21 § 30116(a)(1)(A) or contributions in the name of another in violation of 52 U.S.C. § 30122; and 

22 (4) dismiss the allegations that CTCL’s Executive Director Tiana Epps-Johnson and Director of 

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1 Government Services Whitney May and CEIR’s Executive Director David Becker violated 

2 52 U.S.C. § 30118(a) by consenting to prohibited corporate contributions. 

3 As to the EAC, it appears it is not a “person” capable of making contributions under the 

4 Act, and we therefore recommend that the Commission find no reason to believe that the EAC 

5 made excessive contributions or contributions in the name of another in violation of 52 U.S.C. 

6 §§ 30116(a)(1)(A) and 30122. As to the EAC’s former Executive Director, Mona Harrington, 

7 and its Finance Director, Paul Repak, the relevant Complaint does not appear to allege any 

8 cognizable violations against them, and we therefore recommend that the Commission find no 

9 reason to believe that they violated the Act. 

10 II. FACTUAL BACKGROUND 

11 CTCL is a 501(c)(3) non-profit corporation, whose stated purpose is to “promote civic 

12 engagement by modernizing election administration and engagement between local governments 

and the people they serve.”1 13 Tiana Epps-Johnson is CTCL’s Executive Director, and Whitney 

May is its Director of Government Services.2 14 CEIR, also a 501(c)(3) non-profit corporation, 

15 states that it “works nationally in a non-partisan manner to foster the overarching goals of 

16 building voter trust and confidence, improving the efficiency of elections administration, 

increasing voter participation and engagement, and educating voters about the election process.”3 17 

David Becker is CEIR’s Executive Director.4 18 The U.S. Election Assistance Commission is an 

19 independent, bipartisan federal commission established by Congress through the Help America 

1

 CTCL, Epps-Johnson, and May Resp. at 2, MUR 7854 (Jan. 15, 2021) (“CTCL et al. Resp.”); CTCL and 

Epps-Johnson Resp. at 2, MUR 7946 (Feb. 22, 2022). 

2

 CTCL et al. Resp. at 2, MUR 7854; CTCL and Epps-Johnson Resp. at 2, MUR 7946. 

3

 CEIR and Becker Resp. at 2-3, MUR 7854 (Jan. 19, 2021). 

4

 Id. at 1. 

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Vote Act of 2002 (“HAVA”).5 1 Mona Harrington was formerly the executive director of the 

EAC, and Paul Repak is its finance director.6 2 Dr. Priscilla Chan and Mark Zuckerberg are 

3 philanthropists, and Zuckerberg is also the founder and CEO of Meta (formerly Facebook), a 

social media company.7 4 

5 In 2020, CTCL and CEIR started grant programs “to help state and local governments 

6 address the unprecedented challenges to election administration posed by the ongoing global 

[COVID-19] pandemic.”8 7 In the fall of that year, Chan and Zuckerberg donated as much as 

8 $350 million to CTCL and $69.5 million to CEIR, and it appears that the organizations 

distributed most of those funds in grants.9 9 CTCL states that it awarded grants to more than 2,500 

10 state and local governments covering 47 states and the District of Columbia, and that the grants 

11 assisted those jurisdictions with expenses such as buying personal protective equipment, 

12 recruiting election workers, voter education and outreach, and purchasing absentee voting 

5

 EAC, Harrington, and Repak Resp. at 2, MUR 7946 (Feb. 2, 2022) (“EAC et al. Resp.”). 

6

 Id. at 1; EAC, U.S. Election Assistance Commission Announces Departure of Executive Director Mona 

Harrington (Jan. 21, 2022), https://www.eac.gov/news/2022/01/21/us-election-assistance-commission-announcesdeparture-executive-director-mona. 

7

 Meta, Our Leadership, https://about.facebook.com/company-info/ (last visited June 27, 2022); see Chan 

and Zuckerberg Resp. at 2, MUR 7854 (Feb. 11, 2021); Chan and Zuckerberg Resp. at 2-3, MUR 7946 (Feb. 22, 

2022). 

8

 CTCL et al. Resp. at 2, MUR 7854; accord CTCL and Epps-Johnson Resp. at 2, MUR 7946; CEIR and 

Becker Resp. at 3-4, MUR 7854. 

9

 Chan and Zuckerberg Resp. at 2, MUR 7854; Chan and Zuckerberg Resp. at 3, MUR 7946. Specifically, 

Chan and Zuckerberg state that they made four commitments of “up to $250 million to CTCL and $50 million to 

CEIR in September 2020, and up to another $100 million to CTCL and $19.5 million to CEIR in October 2020.” 

Chan and Zuckerberg Resp. at 2, MUR 7854. CTCL has reported making grants of “approximately $350 million,” 

while CEIR has reported granting $64.3 million in total. CTCL, COVID-19 Response Grants, 

https://www.techandciviclife.org/our-work/election-officials/grants/ (last visited June 27, 2022); CEIR, CEIR 2020 

Voter Education Grant Program, https://electioninnovation.org/research/ceir-2020-voter-education-grant-program/ 

(last visited June 27, 2022). 

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supplies.10 1 CEIR asserts that it contacted and encouraged all 50 states and the District of 

2 Columbia to apply for its grants, that 24 states applied, and that it awarded grants to all 

applicants (except for one state that withdrew).11 3 CEIR states that it made funds available to 

4 states to spend on communications for issues such as voter registration, deadlines, mail voting, 

early voting, polling place locations and hours, and vote counting updates.12 5 

6 A. MUR 7854 Complaint and Responses

7 The Complaint in MUR 7854 concerns both the CTCL and CEIR grant programs, their 

8 named employees — Epps-Johnson, May, and Becker — and the role of Chan and Zuckerberg in 

funding CTCL and CEIR’s grants.13 9 

10 Specifically, the MUR 7854 Complaint alleges that the true purpose of the CTCL and 

11 CEIR grant programs was to “increase Democratic votes for Joe Biden” and that the focus on 

COVID-19 was a “ruse.”14 12 It points to a number of circumstantial factors to support its 

13 contention that the motivation behind the grants was to influence the outcome of the 2020 

14 election. First, the MUR 7854 Complaint asserts that CTCL and CEIR awarded grants primarily 

15 to recipients in Democratic-leaning jurisdictions. For instance, it points to a round of CTCL 

16 grants totaling $30.66 million, which it contends were given out through a non-competitive 

10 CTCL et al. Resp. at 3, MUR 7854; CTCL, COVID-19 Response Grants, https://www.techandciviclife.org/ 

our-work/election-officials/grants/ (last visited June 27, 2022) (discussing expenses covered by grants); see also

CTCL et al. Resp., Ex. A, MUR 7854 (listing jurisdictions that received grants). 

11 CEIR and Becker Resp. at 4-5, MUR 7854. CEIR states that it awarded grants to the District of Columbia 

and the following states: Arizona, Connecticut, Florida, Georgia, Illinois, Iowa, Kentucky, Maryland, 

Massachusetts, Michigan, Minnesota, Missouri, New Jersey, New Mexico, New York, North Carolina, Ohio, 

Pennsylvania, Rhode Island, South Carolina, Vermont, and Washington. Id. at 5 n.2. CEIR contends that Louisiana 

withdrew from the grant program “citing potential issues regarding the state’s authorization to receive such grants 

under state law.” Id.

12 Id. at 4. 

13 See generally Compl., MUR 7854 (Oct. 30, 2020). 

14 Id. at 4. 

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1 process to “Democratic strongholds” in Wisconsin, Pennsylvania, Michigan, Iowa, Georgia, and 

South Carolina,15 2 and it asserts that all but one of the 25 largest grant recipients as of November 

2, 2020, were jurisdictions that favored Democrat Hillary Clinton in the 2016 presidential race.16 3 

4 The MUR 7854 Complaint also contends that the only jurisdiction favoring Republican Donald 

Trump received the smallest CTCL grant.17 5 When the Complaint was filed, CEIR had not yet 

6 announced grant recipients, but the Complaint surmises that it too was deploying funds to 

increase voter turnout in Democratic states.18 7 

8 Second, the MUR 7854 Complaint argues that if the grants had been intended to aid 

9 election administrators during a pandemic, they would have been awarded based on prevalence 

of COVID-19.19 10 For example, the Complaint suggests that CTCL’s first grant should have gone 

to New York City based on its high rate of COVID cases and deaths.20 11 Third, the Complaint 

12 asserts that leadership at both organizations — CTCL’s Executive Director Tiana Epps-Johnson, 

13 CTCL’s Director of Government Services Whitney May, and CEIR’s Executive Director David 

Becker21 14 — have partisan objectives, as allegedly evidenced by their social media posts and 

15 Id. at 6-12. For example, the Complaint claims that CTCL made grants to five Wisconsin cities in which 

the Democratic vote ranged from 58% to 85% and the Republican vote from 14% to 42%. Id. at 7. The source and 

time period of this data are unclear. The initial round of $30.66 million in grants appears to have pre-dated Chan 

and Zuckerberg’s donation to CTCL. See id. at 24. CTCL indicates generally that it “made a limited number of 

grants in the weeks preceding its open call for grant applications and before its online application was fully 

operational,” including some funds awarded in Wisconsin “in early July [2020],” but it does not give specific dates 

on which it awarded each of its grants. CTCL et al. Resp. at 3, MUR 7854. 

16 Supp. Compl. at 2-3, MUR 7854 (Nov. 2, 2020). The Supplemental Complaint notes that the 25 largest 

recipients were identified based on available public reporting and could change over time. Id. at 3. 

17 See id. at 7-9. 

18 Compl. at 33, MUR 7854. 

19 Id. at 8. 

20 Id.

21 Id. at 3; CEIR and Becker Resp. at 3, MUR 7854; CTCL et al. Resp. at 2, MUR 7854. 

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Epps-Johnson’s history of involvement with Democratic-leaning organizations.22 1 The MUR 

2 7854 Complaint also argues that Epps-Johnson has “strong Democratic ties,” including serving 

3 as an Obama Foundation fellow, and asserts without explanation that former President Barack 

4 Obama and First Lady Michelle Obama “provided contacts and funding” for CTCL’s initial 

$30.66 million in grants.23 5 

6 Fourth, the MUR 7854 Complaint argues that both organizations purport to be 

7 distributing money due to a public health emergency but do not employ medical experts or have 

public health experience.24 8 Fifth, it contends that neither organization had the expertise needed 

9 to distribute tens or hundreds of millions of dollars in the few months they had to do so before 

the 2020 election.25 10 Sixth, it argues that the grants were used for purposes that were not 

obviously related to COVID-19, such as helping voters obtain identification.26 11 Finally, the 

12 Complaint suggests that Chan and Zuckerberg’s donations to CTCL and CEIR must have been 

13 driven by political preferences, based on the Complaint’s position that CTCL and CEIR were not 

22 Compl. at 13-21, MUR 7854 (describing social media activity of Epps-Johnson and May); id. at 30-33 

(describing Becker’s social media activity); id. at 21-23 (arguing that President Barack Obama “recruited, trained, 

connected and funded CTCL’s Executive Director Epps-Johnson”). 

23 Id. at 21-22. 

24 Id. at 25-26, 29. 

25 Id. at 29-30 (asserting that CEIR had no prior experience distributing voting grants and only six 

employees); id. at 36 (contending that CTCL had only two months of experience distributing grants when it received 

the Chan-Zuckerberg award). 

26 Id. at 27-28, 33. The Complaint also suggests that CTCL and CEIR may be in violation of HAVA, which it 

asserts granted funds for certain costs related to voting during the pandemic. Id. at 27-28. It is unclear from the 

Complaint why funds granted by private organizations could be thought subject to regulation by HAVA, but in any 

case, this allegation falls outside of the Commission’s jurisdiction. 

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1 otherwise qualified to distribute the grants, and its assertion that Facebook “has been accused of 

having employees and policies that favor Democrats.”27 2 

3 In response, CTCL states that it did not consider partisan factors when awarding the 

4 grants and that many of the recipients had electorates that historically vote Republican and were 

expected to do so in 2020.28 5 Moreover, CTCL asserts that its grant application was open to “any 

6 U.S. election office responsible for administering election activities,” all such applicants received 

7 a grant of at least $5,000, and that when CTCL awarded more than that amount it was due to 

8 nonpartisan factors, such as excessive voting wait times, lack of poll workers, and unexpected 

capital needs, such as “space for safe, distanced voting.”29 9 Finally, CTCL contends that even if 

10 it had awarded grants on a partisan basis, there still would be no violation of the Act because the 

11 funds do not qualify as contributions — the money was not given to Biden for President directly 

or in-kind, and the MUR 7854 Complaint alleges no facts suggesting coordination.30 12 

13 CEIR similarly contends that it did not consider partisan factors when awarding grants 

14 and that it based its determinations on factors such as how much election laws had changed since 

15 the last election or due to the pandemic, financial need “in light of the stresses placed on the 

16 system due to the pandemic,” “the potential for a poorly administered election in the state to 

17 further erode voter confidence in U.S. elections,” and the size of the applicant’s voting age 

population.31 18 CEIR argues that it is irrelevant whether it has medical staff or prior grant-making 

27 Id. at 35-40. 

28 CTCL et al. Resp. at 2-3, 5-6, MUR 7854; see also id., Ex. B (example grant application). CTCL also 

provides a list of the jurisdictions that received the COVID-19 grants. Id., Ex. A. 

29 Id. at 5-6. 

30 Id. at 4. 

31 CEIR and Becker Resp. at 4-5, MUR 7854. 

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experience (which it asserts it has).32 1 Finally, CEIR contends that every applicant (aside from 

one state that withdrew from consideration) were awarded grants at the levels they requested.33 2 

3 Epps-Johnson and May state that the MUR 7854 Complaint is “entirely unclear” on how 

their actions allegedly violated the Act.34 4 They state that they expressed their personal views on 

social media, and that volunteer internet activity is exempt from the Act.35 5 Becker similarly 

6 contends that his personal social media posts have no bearing on CEIR’s grant programs and that 

the Complaint has offered no basis to make such a connection.36 7 

8 Chan and Zuckerberg state that they made donations to CTCL and CEIR through a 

9 501(c)(3) donor-advised fund in reaction to the unprecedented difficulties the pandemic posed 

for election administration.37 10 They represent that they selected CTCL and CEIR “[a]fter 

11 extensive research” because they are nonpartisan charities with “extensive experience working 

directly with state and local jurisdictions on election administration.”38 12 Chan and Zuckerberg 

13 contend that they did not rely on partisan considerations, did not consult with any presidential 

14 campaigns, and believe that CTCL and CEIR used nonpartisan processes to select the ultimate 

grant recipients.39 15 

32 Id. at 2. 

33 Id. at 5. 

34 CTCL et al. Resp. at 4, MUR 7854. 

35 Id.

36 CEIR and Becker Resp. at 2, MUR 7854. 

37 Chan and Zuckerberg Resp. at 2, MUR 7854. 

38 Id. at 4. 

39 Id. 

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1 B. MUR 7946 Complaint and Responses

2 The Complaint in MUR 7946 concerns the CTCL grants, one CTCL employee, Epps3 Johnson, and two purported sources of funding for those grants — either Chan and Zuckerberg 

or the EAC, presumably with the aid of its named employees, Harrington and Repak.40 4 

5 Like the MUR 7854 Complaint, the Complaint in MUR 7946 alleges that the CTCL 

6 grants were political contributions “designed with the intent to tilt the 2020 federal elections 

toward” Democratic candidates.41 7 It points to the distribution of the grants, asserting that they 

were targeted at “urban cities . . . to turn out the progressive vote.”42 8 The MUR 7946 Complaint 

9 and a Supplemental Complaint in the same matter also attach various documents that purport to 

10 show partisan intent. For example, they provide a December 14, 2020, report by the Amistad 

11 Project contending that in the electorally important states of Michigan, Wisconsin, and 

12 Pennsylvania there is a “pattern of greater funding [of CTCL grants] to jurisdictions where 

13 candidate Hillary Clinton won [in 2016] versus grant-receiving jurisdictions where candidate 

Donald Trump won.”43 14 The report also contends that funds provided by CTCL were used in 

15 Wisconsin to fund mobile precincts and satellite polling places on college campuses, which 

increased access for voters of “a specific age and demographic.”44 16 

40 See generally Compl., MUR 7946 (Dec. 1, 2021); Supp. Compl., MUR 7946 (Jan. 3, 2022). 

41 Compl. ¶ 6, MUR 7946. 

42 Id. ¶ 46. 

43 Id., Ex. 2 at 10 (attaching J.R. Carlson, The Legitimacy and Effect of Private Funding in Federal and State 

Electoral Processes, Amistad Journey (Dec. 14, 2020)). 

44 Id., Ex. 2 at 14. 

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1 Additionally, the Supplemental Complaint in MUR 7946 points to analyses of CTCL’s 

2020 tax return performed by the Capital Research Center.45 2 One such analysis alleges that, for 

3 example, CTCL gave grants to 10 of the 13 counties Biden won in Pennsylvania during the 2020 

4 presidential election, but it made grants to only 12 of the 54 counties won by Trump, and that the 

5 funding to those 12 counties constituted only 7% of the total amount CTCL awarded in the 

state.46 6 Finally, the MUR 7946 Complaint supports its assertion that the CTCL grants were 

7 partisan by alleging that Epps-Johnson has a partisan background and lacks expertise in election 

8 administration, and that CTCL is funded by “progressive groups” and itself is a political 

committee that has failed to register with the Commission.47 9 

10 The MUR 7946 Complaint appears to allege two routes by which CTCL’s grant program 

11 was funded. First, it suggests that there was an effort to “funnel funds from a wealthy individual 

12 and their related and/or controlled entities, through a federal contractor,” an allegation that likely 

13 refers to Zuckerberg and Chan donating to CTCL, which the Complaint asserts was a federal 

contractor during the 2020 election.48 14 The Complaint also suggests that Zuckerberg had partisan 

15 motives in donating to CTCL, in part because Facebook suspended the account of President 

Donald Trump in January 2021.49 16 

17 Second, the MUR 7946 Complaint suggests that the EAC violated the Act by funding 

18 CTCL’s grants, arguing that CTCL failed to disclose $400 million it received from the EAC on 

45 Supp. Compl., Ex. 4 (attaching Parker Thayer and Hayden Ludwig, UPDATED: Shining a Light on Zuck 

Bucks in the 2020 Battleground States, Capital Research Center (Dec. 31, 2021)). 

46 Id., Ex. 4 at 2. 

47 Compl. ¶¶ 35-39 (discussing Epps-Johnson’s work history with the Obama Foundation and the New 

Organizing Institute); Supp. Compl. at 2, MUR 7946. 

48 Compl. ¶¶ 8, 15, MUR 7946. 

49 See id. ¶¶ 59-60. 

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1 its 2020 tax return and that “taxpayer funds” were effectively “funnel[ed] . . . to assist with the 

2020 election cycle campaigns of specific candidates and/or political parties.”50 2 The Complaint 

3 does not provide any specific information to indicate that the EAC funded CTCL’s grants, and 

4 this allegation appears to be based, at least in part, on the fact that CTCL was contracted to 

develop cybersecurity courses for the EAC during the 2020 election cycle.51 5 Although the 

6 Complaint names as Respondents two EAC employees, Harrington and Repak, it does not 

specify how they may have been involved in the alleged activities by the EAC or CTCL.52 7 

8 In response to the MUR 7946 Complaint, CTCL and Epps-Johnson assert that CTCL 

9 made the COVID-19 grants “in furtherance of its charitable and educational purposes,” and that 

the grants were distributed “on a nonpartisan, non-discriminatory basis.”53 10 They represent that 

11 “[n]o state or local election administration office that applied for a grant consistent with the 

12 Grant Program received less funding than it requested” and that CTCL ultimately made grants in 

49 states and the District of Columbia.54 13 CTCL and Epps-Johnson also assert that a review of 

14 CTCL’s grants by a former FEC Commissioner, Michael Toner, concluded that in 2020 more 

15 CTCL grants were made to jurisdictions that voted for Trump than were made to jurisdictions 

that voted for Biden,55 16 although the same review reportedly found that overall more funds were 

50 See id. ¶¶ 7, 24; Supp. Compl. at 1, MUR 7946. It is unclear where the $400 million figure comes from, 

but it appears similar to the amount that Chan and Zuckerberg granted to CTCL. Supra note 9 and accompanying 

text. 

51 See Compl. ¶¶ 15, 52-53, MUR 7946. 

52 See id. at 1; ¶¶ 27-28 (generally describing Harrington and Repak’s roles at the EAC). 

53 CTCL and Epps-Johnson Resp. at 2-3, MUR 7946. 

54 Id. at 3. 

55 Id. at 3 and n.12 (citing press report discussing review by the Wiley Rein law firm that had been conducted 

at the request of Chan and Zuckerberg). 

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awarded to Democratic-leaning jurisdictions.56 1 Additionally, CTCL and Epps-Johnson assert 

2 that, while CTCL was a federal contractor, it did not engage in a “byzantine scheme to funnel 

3 ‘contributions’ from the EAC or Mr. Zuckerberg to any candidate, political committee, or 

political party.”57 4 Finally, they assert that, as to Epps-Johnson, the Complaint makes a 

5 “conclusory statement that she ‘aided and abetted’ CTCL in violating the Act” but offers no 

information to support that allegation.58 6 

7 Chan and Zuckerberg assert that their donations were “made on a nonpartisan basis to 

help CTCL assist states and localities in their successful administration of the [2020] election.”59 8 

9 They contend that they selected CTCL because it is a Section 501(c)(3) nonpartisan charity with 

10 “extensive experience working directly with state and local jurisdictions on election 

administration.”60 11 Further, Chan and Zuckerberg argue that the available data on CTCL’s grants 

12 does not suggest that the money was concentrated in areas where it would help turnout of 

Democratic voters.61 13 For example, they contend that analysis shows that Trump won more than 

60% of the jurisdictions that received CTCL grants.62 14 As to the violations alleged in the 

56 David M. Drucker, Zuckerberg-Funded Elections Group Awarded More Grants to GOP Counties, 

WASHINGTON EXAMINER (Dec. 15, 2021), https://www.washingtonexaminer.com/news/campaigns/zuckerbergfunded-elections-group-awarded-more-grants-to-gop-counties?utm_source=msn&utm_medium=referral&utm_ 

campaign=msn_feed (cited by CTCL and Epps-Johnson Resp. at 3 n.12, MUR 7946). 

57 CTCL and Epps-Johnson Resp. at 3, MUR 7946. The EAC provided a copy of a May 8, 2020, 

Miscellaneous Obligation Request, which shows that EAC agreed to pay CTCL $345,000 for “Election 

cybersecurity training: 3 course series for election offices.” EAC et al. Resp. at 2 and Ex. A. The EAC also states 

that it agreed to extend CTCL’s course offerings for six months and provides an additional Miscellaneous 

Obligation Request, which shows an additional charge of $30,000. Id. at 2 and Ex. B. 

58 CTCL and Epps-Johnson Resp. at 5, MUR 7946. 

59 Chan and Zuckerberg Resp. at 2, MUR 7946. 

60 Id. at 3. 

61 Id. at 3-4. 

62 Id. at 3. 

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1 Complaint, they argue that the Complaint offers no specific facts showing that any contributions 

were made, much less that contributions were funded or reimbursed by Chan and Zuckerberg.63 2 

3 Finally, the EAC, Harrington, and Repak also assert that there is no basis for the 

Complaint’s allegations.64 4 They confirm that CTCL became an EAC contractor in 2020 for the 

5 purpose of developing cybersecurity training, and that the EAC received a significant allocation 

of funds from Congress to assist states with holding elections during the COVID-19 pandemic.65 6 

7 However, they argue that the Complaint presents no information suggesting that the EAC made 

8 contributions in the 2020 election both because the EAC is not a “person” within the meaning of 

9 the Act and therefore is not capable of making contributions, and because no information 

10 suggests that the EAC gave funds to any candidate, committee, or party, or had any involvement 

in making coordinated expenditures.66 11 Repak also submitted an individual Response in this 

12 matter, which argues that the Complaint should be dismissed because it does not allege that he 

personally undertook any actions that would violate the Act.67 13 

14 III. LEGAL ANALYSIS 

15 Under the Act, a “contribution” includes any “gift, subscription, loan, advance, or deposit 

16 of money or anything of value made by any person for the purpose of influencing any election 

for Federal office.”68 17 The term “anything of value” includes all in-kind contributions, such as 

18 “the provision of any goods or services without charge or at a charge that is less than the usual 

63 Id. at 5. 

64 See EAC et al. Resp. at 1. 

65 Id. at 2-3. 

66 Id. at 4-6. 

67 Repak Resp. at 1 (Feb. 8, 2022). 

68 52 U.S.C. § 30101(8); accord 11 C.F.R. § 100.52(a). 

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and normal charge.”69 1 In-kind contributions include “coordinated expenditures,” that is, 

2 expenditures “made by any person in cooperation, consultation, or concert, with, or at the request 

or suggestion of, a candidate, his [or her] authorized political committees, or their agents.”70 3 

4 They also include coordinated communications, as determined by a three-part test set out in the 

Commission’s regulations.71 5 The Act limits the amount an individual may contribute to an 

authorized committee per election, and the applicable limit for 2020 was $2,800.72 6 The Act 

7 defines an expenditure as “any purchase, payment, distribution, loan, advance, deposit, or gift of 

8 money or anything of value, made by any person for the purpose of influencing any election for 

Federal office.”73 9 

10 The Act and Commission regulations define a political committee as “any committee, 

11 club, association, or other group of persons which receives contributions aggregating in excess of 

12 $1,000 during a calendar year or which makes expenditures aggregating in excess of $1,000 

during a calendar year.”74 13 In Buckley v. Valeo, the Supreme Court held that defining political 

14 committee status “only in terms of [the] amount of annual ‘contributions’ and ‘expenditures’” 

might be overbroad, reaching “groups engaged purely in issue discussion.”75 15 To cure that 

16 infirmity, the Court concluded that the term “political committee” “need only encompass 

69 11 C.F.R. § 100.52(d)(1) (listing examples of goods or services, such as securities, facilities, equipment, 

supplies, personnel, advertising services, membership lists, and mailing lists). 

70 52 U.S.C. § 30116(a)(7)(B); 11 C.F.R. § 109.20. 

71 A communication is coordinated and thus treated as an in-kind contribution when it is: (1) paid for by a 

third-party; (2) satisfies one of five content standards; and (3) satisfies one of five conduct standards. 11 C.F.R. 

§ 109.21(a), (b). 

72 52 U.S.C. § 30116(a)(1)(A); FEC, Contribution Limits for 2019-2020, https://www.fec.gov/updates/ 

contribution-limits-2019-2020/ (stating limitations for 2020 cycle). 

73 52 U.S.C. § 30101(9). 

74 Id. § 30101(4)(A); 11 C.F.R. § 100.5. 

75 424 U.S. 1 (1976) (per curiam). 

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1 organizations that are under the control of a candidate or the major purpose of which is the 

nomination or election of a candidate.”76 2 Political committees must comply with certain 

3 organizational and reporting requirements set forth in the Act. For example, they must register 

4 with the Commission, file periodic reports for disclosure to the public, and appoint a treasurer 

who maintains their records.77 5 

6 The Act prohibits any person from making a contribution in the name of another person 

or knowingly allowing his or her name to be used to make such a contribution.78 7 The Act and 

8 the Commission’s regulations also prohibit contributions during certain time periods by any 

9 person who enters into a contract with the United States or its departments or agencies for 

10 “furnishing any material, supplies, or equipment,” if payment on such contract “is to be made in 

whole or in part from funds appropriated by Congress.”79 11 The prohibition covers contributions 

12 to any political party, political committee, federal candidate, or “any person for any political 

purpose or use.”80 13 

14 Finally, the Act prohibits corporations from making contributions to federal candidates, 

15 and likewise bars candidates, political committees (other than independent expenditure-only 

16 political committees and committees with hybrid accounts), and other persons, from knowingly 

76 Id. Under the statute thus construed, an organization that is not controlled by a candidate must register as a 

political committee only if (1) it crosses the $1,000 threshold and (2) it has as its “major purpose” the nomination or 

election of federal candidates. 

77 52 U.S.C. §§ 30102, 30103, 30104. 

78 Id. § 30122. 

79 Id. § 30119(a)(1); 11 C.F.R. § 115.2(a). Such contributions are barred for the period between (1) the earlier 

of commencement of negotiations or when requests for proposal are sent out, and (2) the later of the completion of 

performance on or termination of negotiations for the contract.” 11 C.F.R. § 115.1(b). 

80 11 C.F.R. § 115.2(a). 

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accepting or receiving corporate contributions.81 1 The Act also provides that “any officer or any 

2 director of any corporation” shall not “consent to any [prohibited] contribution or expenditure by 

the corporation.”82 3 

4 A. The Commission Should Dismiss the Allegations that CTCL and CEIR Made 

5 Prohibited Contributions and that CTCL Failed to Organize, Register, and 

6 Report as a Political Committee

7 The Complaints allege that the CTCL and CEIR grants, which were ostensibly made to 

8 help state and local governments address the challenges of administering an election during the 

9 pandemic, were, in actuality, intended to increase votes for Biden or Democratic candidates 

generally and, therefore, should be treated as in-kind contributions,83 10 which as corporations they 

11 were prohibited from making. The MUR 7946 Complaint additionally appears to allege that 

12 CTCL’s grants were prohibited federal contractor contributions, that CTCL knowingly permitted 

13 its name to be used to effect a contribution in the name of another (either from Zuckerberg and 

14 Chan or the EAC), and that CTCL’s grants constituted expenditures in excess of the threshold to 

register as a political committee.84 15 

16 These allegations turn on the question of whether CTCL and CEIR’s grants were made 

17 for the purpose of influencing a federal election, as without that determination the grants would 

18 not qualify as contributions or expenditures. The available information, however, does not 

81 52 U.S.C. § 30118(a); 11 C.F.R. § 114.2(b), (d); Note to Paragraph (b) (explaining that corporations and 

labor organizations may make contributions to nonconnected political committees that make only independent 

expenditures, or to separate accounts maintained by nonconnected political committees for making only independent 

expenditures). For purposes of the corporate contribution ban, the Act defines contribution in section 30118 to 

include the general definition set out above, as well as “any direct or indirect payment, distribution, loan, advance, 

deposit, or gift of money, or any services, or anything of value . . . to any candidate, campaign committee, or 

political party or organization, in connection with any election to any of the offices referred to in this section.” 52 

U.S.C. § 30118(b)(2). 

82 52 U.S.C. § 30118(a). 

83 Compl. at 3-4, 9, 33, MUR 7854; Compl. ¶¶ 5-6, MUR 7946. 

84 See Compl. ¶¶ 5, 9-10, MUR 7946; Supp. Compl. at 2, MUR 7946. 

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1 reasonably suggest that the funds were granted with that purpose. CTCL and CEIR identify a 

2 number of nonpartisan factors that they claim to have considered in distributing funds: voting 

3 wait times, lack of poll workers, unexpected capital needs, degree of recent changes in election 

4 laws, pandemic-related financial needs, the potential for a poorly administrated election to 

impact voter confidence in U.S. elections, and the size of the voting age population.85 5 Further, 

6 they indicate that the grants were widely available — CTCL accepted applications from any U.S. 

7 election office responsible for election administration and all such applicants received grants, 

8 and CEIR sought applications from all states and the District of Columbia, and awarded grants to 

all applicants.86 9 None of the available information indicates that these assertions are untrue. 

10 Additionally, CTCL and CEIR appear to have had relevant experience working with election 

administrators prior to making the grants in question,87 11 and the MUR 7854 Complaint’s 

12 arguments about their lack of medical expertise and the expenses for which they made grants 

13 available amount largely to a difference of opinion over how the programs should have been 

designed and administered.88 14 

15 The Commission has previously stated that the requisite electoral purpose is not 

established simply by showing that a potential contribution benefitted the relevant campaign.89 16 

85 Supra notes 28-29, 31 and accompanying text. 

86 Supra notes 11, 29 and accompanying text. 

87 CTCL et al. Resp. at 2, MUR 7854 (asserting that CTCL “routinely conducts in-person and on-line 

trainings for election officials” and that May “is a former county election administrator and has extensive experience 

working with election administrators around the country”); CEIR and Becker Resp. at 2-3, MUR 7854 (asserting 

that “CEIR has worked extensively with Secretaries of State and other election officials, regardless of party 

affiliation, in states throughout the country” to, among other tasks, “establish best practices for voter list 

maintenance; secure their election technology against interference and to ensure that voters understand the voting 

process, have confidence that the systems are secure and that their votes will be counted accurately”). 

88 See Compl. at 25-29, 33, MUR 7854. 

89 Factual & Legal Analysis at 6, MUR 7024 (Van Hollen for Senate, et al.). 

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1 Here, it is not clear the Complaints have shown even that much. Although the Complaints 

2 contend that the grants were directed at Democratic strongholds, CTCL and CEIR provide 

3 information showing that their grants were also awarded to jurisdictions that have historically 

voted for Republican candidates.90 4 For example, CTCL states that all 77 counties in Oklahoma 

5 voted for Donald Trump in 2016, and that 42 of those counties sought and received grants from 

CTCL in 2020.91 6 CTCL also asserts that a review found that more of its grants were awarded to 

jurisdictions that voted for Trump than to jurisdictions that voted for Biden in 2020.92 7 CEIR 

8 provides a list of the states to which it awarded grants, including a number that voted for Trump 

in 2020, such as Florida, Iowa, and Missouri.93 9 Thus, to the extent the grants turned out 

10 additional voters for Biden, they likely also did so for his opponent, Trump. Additionally, the 

11 MUR 7946 Complaint alleges that CTCL focused its grants on urban areas “to turn out the 

12 progressive vote,” but even if urban areas received more funding than non-urban areas that is not 

13 necessarily suggestive of a purpose to influence the election because it could also be explained 

14 by those jurisdictions requesting (and therefore receiving) more funding due to larger voter 

populations.94 15 

16 In an analogous situation, the Commission has advised that a university does not make a 

17 contribution by providing grants to cover students’ travel and subsistence expenses while they 

18 are unpaid campaign interns because, although the students are providing services that might 

90 CTCL et al. Resp. at 5-6, MUR 7854; CEIR and Becker Resp. at 5 n.2. 

91 CTCL et al. Resp. at 5, MUR 7854. 

92 CTCL and Epps Johnson Resp. at 3, MUR 7946. But see supra note 56 and accompanying text (discussing 

finding that, as a group, Democratic-leaning jurisdictions received a larger amount from CTCL than Republicanleaning jurisdictions). 

93 CEIR and Becker Resp. at 5 n.2; National Archives, 2020 Electoral College Results, https://www.archives. 

gov/electoral-college/2020 (last visited June 27, 2022). 

94 Compl. ¶ 46, MUR 7946. 

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1 otherwise constitute a contribution, the grant is provided “for bona fide educational objectives 

and not for the provision of personal services to federal campaigns.”95 2 Here, the grants were not 

3 directly used to fund campaign work, and even if they had the indirect effect of getting more 

4 Biden voters than Trump voters to the polls (or similar differences with respect to down-ballot 

5 candidates) CTCL and CEIR’s salutary objective appears to have been to aid nonpartisan 

6 election administrators in carrying out the mechanics of voting during the COVID-19 pandemic. 

7 This is reflected in the purposes for which the grants were awarded, that the grants were broadly 

8 available to Democratic- and Republican-leaning jurisdictions, and the fact that they were 

apparently awarded to all who applied.96 9 

10 Even if the available information did suggest that CTCL and CEIR made grants with the 

11 purpose of influencing a federal election, there does not appear to be a basis to treat the grants as 

12 in-kind contributions to particular candidates. To the extent that the Complaints suggest the 

13 grants were coordinated expenditures, which require the payor to operate in cooperation, 

14 consultation or in concert, with, or at the request or suggestion of, the candidate or his or her 

15 authorized committees, there is no information to suggest any communications took place 

16 between Respondents and Biden, Biden for President, or other Democratic candidates or 

campaigns.97 17 The MUR 7854 Complaint attempts to link CTCL to Biden, in particular, through 

18 Epps-Johnson’s previous work for the Obama Foundation, but it provides no support for its 

95 Advisory Opinion 2015-14 at 3-4 (Hillary for America II). 

96 Supra pages 5-6, 9-10, 13-14, and 19. 

97 See CTCL et al. Resp at 4, MUR 7854 (denying that there was coordination). 

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1 assertion that the Obamas were involved with CTCL’s grants or that, even if they were, this 

would indicate coordination with the Biden campaign.98 2 

3 To the extent the Complaints suggests that the grants were used to fund coordinated 

4 communications that, too, appears implausible. CEIR and CTCL grants could be used for 

5 communications to voters, but even if the communications could be attributed to the granting 

6 organizations, instead of the election administrators who sent them, these communications were 

7 seemingly about the process of voting and vote counting and therefore unlikely to contain the 

8 type of content needed to satisfy the second prong of the Commission’s coordinated 

communications test.99 9 Although the MUR 7854 Complaint alleges that CTCL and CEIR 

10 intended the grants to benefit Biden, it does not allege any facts suggesting they funded 

11 communications containing express advocacy or that they were in contact with Biden or Biden 

12 for President in any way. Indeed, neither the Complaints nor the Responses identify any specific 

13 communications that may have been coordinated and, as discussed above, because there is no 

14 basis to infer coordination, the third prong of the Commission’s coordinated communications test 

would also not be satisfied.100 15 

16 Accordingly, because the available information does not indicate that the CTCL and 

17 CEIR grants were made for the purpose of influencing a federal election, and they therefore are 

98 See Compl. at 21-23, MUR 7854. 

99 CEIR and Becker Resp. at 4, MUR 7854; CTCL, COVID-19 Response Grants, https://www.tech 

andciviclife.org/our-work/election-officials/grants/ (last visited June 27, 2022) (discussing expenses covered by 

grants). Under the content prong, a coordinated communication must meet one of five standards. It must be an 

electioneering communication; a public communication that makes specific uses of campaign materials; a public 

communication containing express advocacy; a public communication containing certain references to candidates or 

political parties; or a public communication that is the functional equivalent of express advocacy. 11 C.F.R. 

§ 109.21(c). 

100 The conduct prong is satisfied by one of five types of interactions between the payor and the candidate or 

campaign regarding the communication: a request or suggestion, material involvement, substantial discussion, use of 

a common vendor, or involvement of a former employee or independent contractor. See id. § 109.21(d)(1)-(5); see 

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1 neither contributions, nor expenditures under the Act, we recommend that the Commission 

2 dismiss the allegations that: (1) CTCL and CEIR made prohibited corporate contributions in 

3 violation of 52 U.S.C. § 30118(a); (2) CTCL knowingly permitted its name to be used to effect a 

4 contribution in the name of another in violation of 52 U.S.C. § 30122; (3) CTCL made 

5 prohibited federal contractor contributions in violation of 52 U.S.C. § 30119(a)(1); and 

6 (4) CTCL failed to organize, register, and report as a political committee in violation of 

52 U.S.C. §§ 30102, 30103, and 30104.101 7 

8 B. The Commission Should Dismiss the Allegations that Epps-Johnson, May, 

9 and Becker Consented to Prohibited Corporate Contributions

10 The Complaints do not clearly explain how Epps-Johnson, May, and Becker allegedly 

11 violated the Act, but they could be read to allege that Epps-Johnson, May, and Becker are 

12 officers and directors at CTCL and CEIR within the meaning of 52 U.S.C. § 30118(a) and 

therefore were prohibited from consenting to prohibited corporate contributions.102 13 As already 

14 discussed, however, there is no available information to indicate that CTCL or CEIR made such 

15 prohibited contributions. Therefore, we recommend that the Commission dismiss the allegations 

16 that Epps-Johnson, May, and Becker violated 52 U.S.C. § 30118(a). 

also id. § 109.21(e) (stating that an agreement or formal collaboration “is not required for a communication to be a 

coordinated communication”). Some of the grants at issue in MUR 7854 may also be expressly exempted from the 

definition of a contribution. Under the Commission’s regulations, corporations may make voter registration and getout-the-vote communications to the general public without making a contribution, as long as the communications do 

not expressly advocate the election or defeat of a clearly identified candidate or candidates of a clearly identified 

political party, and the preparation and distribution of the communications is not coordinated with any candidates or 

political party. 11 C.F.R. § 114.4(c)(2). 

101 Because the available information does not indicate that CTCL’s grants should be considered expenditures 

under the Act there is no need to consider whether CTCL had as its major purpose the nomination or election of 

federal candidates. The Supplemental Complaint in MUR 7946 also alleges that CTCL may have filed inaccurate 

forms with the Internal Revenue Service, including mistakenly identifying itself as a 501(c)(3) tax-exempt 

organization and failing to report some $400 million in funds allegedly received from the EAC. Supp. Compl. at 1-

2, MUR 7946. These allegations, however, do not appear to fall within the Commission’s jurisdiction. 

102 52 U.S.C. § 30118(a). 

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1 C. The Commission Should Dismiss the Allegations that Chan and Zuckerberg 

2 Made Excessive Contributions or Contributions in the Name of Another

3 If Chan and Zuckerberg’s donations to CTCL and CEIR were in-kind contributions to 

4 Biden or other Democratic candidates, they would have exceeded the individual limit of $2,800 

per election applicable during the 2020 cycle.103 5 As an initial matter, Chan and Zuckerberg state 

6 that the money was given through a donor-advised fund, so it is not clear that the funds came 

7 from them individually, rather than from an entity that might have been prohibited from making 

any contributions at all.104 8 However, assuming they made the donations individually, the nexus 

9 between the donations and any purpose to influence the 2020 election appears to be more 

10 attenuated than that of CTCL and CEIR. Chan and Zuckerberg deny engaging in coordination 

and represent that CTCL and CEIR chose how to distribute the funds.105 11 The Complaints’ 

12 assertions of their allegedly partisan motives appear to rest on speculation as to why Chan and 

13 Zuckerberg selected CTCL and CEIR, and what the political leanings of Zuckerberg or some 

14 Facebook employees may be, but in light of the facts showing the grants were widely awarded 

15 across jurisdictions the available information does not suggest a partisan motive actually 

103 Compl. at 4, MUR 7854. 

104 Chan and Zuckerberg Resp. at 2, MUR 7854; Donor-Advised Fund, IRS.GOV, https://www.irs.gov 

/charities-non-profits/charitable-organizations/donor-advised-funds (last visited June 27, 2022) (explaining that 

donor-advised funds are generally funded by individuals but maintained and operated by 501(c)(3) organizations, 

which have legal control over the funds). Public reporting identifies Chan and Zuckerberg’s fund as being managed 

by the Silicon Valley Community Foundation, a 501(c)(3) nonprofit corporation. Maria Di Mento, Mark 

Zuckerberg and Priscilla Chan Donate $300 Million for Voting Security (Gifts Roundup), THE CHRONICLE OF 

PHILANTHROPY (Sept. 8, 2020), https://www.philanthropy.com/article/mark-zuckerberg-and-priscilla-chan-donate300-million-for-voting-security-gifts-roundup; Silicon Valley Community Fund 2018 IRS Form 990 at 1, 

https://projects.propublica.org/nonprofits/display_990/205205488/01_2020_prefixes_20-20%2F205205488 

_201812_990_2020011717045348 (identifying Silicon Valley Community Foundation as a 501(c)(3) corporation). 

The Foundation represents that its donor-advised funds are not separate organizations but rather “funds under 

SVCF’s public charity status,” suggesting that the Foundation may be the entity that made the grant payments to 

CTCL and CEIR. Silicon Valley Community Fund, Comparing Charitable Options, https://www.silicon 

valleycf.org/sites/default/files/documents/development-forms/SVCF_ComparingCharitableOptions_web.pdf . 

105 Chan and Zuckerberg Resp. at 1, 4, MUR 7854; Chan and Zuckerberg Resp. at 3, 6, MUR 7946. 

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existed.106 1 Accordingly, the Commission should dismiss the allegation that Chan and 

2 Zuckerberg made excessive contributions in violation of 52 U.S.C. § 30116(a)(1)(A) or 

3 contributions in the name of another in violation of 52 U.S.C. § 30122. 

4 D. The Commission Should Find No Reason to Believe that the EAC, 

5 Harrington, and Repak Violated the Act 

6 The MUR 7946 Complaint appears to suggest that the EAC provided funding for CTCL’s 

7 grants, and that therefore the EAC may have also violated the Act’s prohibitions on excessive 

contributions or contributions in the name of another.107 8 However, both provisions of the Act 

9 describe the regulated contributor as a “person,” and the Act defines person to exclude “the 

Federal Government or any authority of the Federal Government.”108 10 Thus, it does not appear 

11 that the EAC could have made the purported contributions under either provision. 

12 The MUR 7946 Complaint also specifically names two EAC employees, Mona 

Harrington and Paul Repak, as Respondents.109 13 However, it does not allege a cognizable 

14 violation against them. 

15 Accordingly, the Commission should find no reason to believe that the EAC made 

16 excessive contributions in violation of 52 U.S.C. § 30116(a)(1)(A) or contributions in the name 

106 Compl. at 35-37, 40, MUR 7854; Compl. ¶¶ 59-60, MUR 7946; Statement of Reasons, Comm’rs. Mason, 

Sandstrom, Smith & Thomas at 3, MUR 4960 (Hillary Rodham Clinton for Senate) (“[P]urely speculative charges, 

especially when accompanied by a direct refutation, do not form an adequate basis to find reason to believe that a 

violation of the FECA has occurred.”). 

107 Compl. ¶ 7, MUR 7946 (asserting a “scheme of quid pro quo to funnel funds from the United States 

taxpayers to assist with the 2020 election cycle campaigns of specific candidates and/or political parties”); Supp. 

Compl. at 1 (Jan. 3, 2022) (arguing that CTCL failed to report $400 million in funds it received from the EAC). 

This allegation is somewhat unclear because the Complaint also asserts that funds from Zuckerberg were “funneled 

through a federal agency,” presumably the EAC, and it is unclear how to square that with the assertion that taxpayer 

funds were given to CTCL. Id. ¶ 64. 

108 52 U.S.C. § 30101(11) (defining person); 52 U.S.C. § 30122 (providing that “[n]o person shall make a 

contribution in the name of another person”); 52 U.S.C. § 30116(a)(1)(A) (providing that “no person shall make 

contributions” exceeding the limits of the Act). 

109 Compl. at 1, MUR 7946. 

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1 of another in violation of 52 U.S.C. § 30122, and further find no reason to believe that 

Harrington and Repak violated the Act.110 2 

3 IV. RECOMMENDATIONS 

4 1. Dismiss the allegation that the Center for Election Innovation and Research made 

5 prohibited corporate contributions in violation of 52 U.S.C. § 30118(a); 

6 2. Dismiss the allegation that the Center for Tech and Civic Life made prohibited 

7 corporate contributions in violation of 52 U.S.C. § 30118(a); 

8 3. Dismiss the allegation that the Center for Tech and Civic Life knowingly 

9 permitted its name to be used to effect a contribution in the name of another in 

10 violation of 52 U.S.C. § 30122; 

11 4. Dismiss the allegation that the Center for Tech and Civic Life made contributions 

12 while it was a federal contractor in violation of 52 U.S.C. § 30119(a)(1); 

13 5. Dismiss the allegation that the Center for Tech and Civic Life failed to organize, 

14 register, and report as a political committee in violation of 52 U.S.C. §§ 30102, 

15 30103, and 30104; 

16 6. Dismiss the allegations that Priscilla Chan and Mark Zuckerberg made excessive 

17 contributions in violation of 52 U.S.C. § 30116(a)(1)(A); 

18 7. Dismiss the allegations that Priscilla Chan and Mark Zuckerberg made 

19 contributions in the name of another in violation of 52 U.S.C. § 30122; 

20 8. Dismiss the allegations that Tiana Epps-Johnson, Whitney May, and David 

21 Becker consented to prohibited corporation contributions in violation of 52 U.S.C. 

22 § 30118(a); 

23 9. Find no reason to believe that the United States Election Assistance Commission 

24 made excessive contributions in violation of 52 U.S.C. § 30116(a)(1)(A); 

25 10. Find no reason to believe that the United States Election Assistance Commission 

26 made contributions in the name of another in violation of 52 U.S.C. § 30122; 

27 11. Find no reason to believe that Mona Harrington and Paul Repak violated the Act; 

110 The MUR 7946 Complaint also appears to allege that the EAC has acted outside the scope of its authority, 

such as by producing a report on “Cyber Crisis Management for Elections Officials,” which is “replete with 

examples of EAC attempts to take control of issues beyond both its statutory duties and personnel capabilities.” 

Compl. ¶¶ 4, 21-22, 54-57, MUR 7946. This allegation, however, does not appear to fall within the Commission’s 

jurisdiction. 

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1 12. Approve the attached Factual and Legal Analysis;

2 13. Approve the appropriate letters; and

3 14. Close the file.

4 

5 

6 Lisa J. Stevenson 

7 Acting General Counsel 

8 

9 

10 Charles Kitcher

11 Associate General Counsel for Enforcement

12 

13 

14 _____________________ __________________________________ 

15 Date Claudio J. Pavia 

16 Deputy Associate General Counsel for Enforcement 

17 

18 

19 __________________________________ 

20 Ana J. Peña-Wallace

21 Assistant General Counsel

22 

23 

24 __________________________________ 

25 Laura Conley

26 Attorney 

27 

28 Attachment:

29 1. Factual and Legal Analysis

________________________

Laura Conley

______________

Cl di J P i

p y

___________________________



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EXHIBIT “D”

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MUR #7946

CENTER FOR TECH AND CIVIC LIFE, ET AL.

Summary

RESPONDENTS: Center for Tech and Civic Life (CTCL); Chan, Priscilla; Epps-Johnson, Tiana;

Harrington, Mona; Repak, Paul W.; U.S. Election Assistance Commission; Zuckerberg, Mark

COMPLAINANT: Palmer, Barbara

SUBJECT: Contributions-Prohibited; Contributions-In the name of another; Contributions-Excessive;

Contributions-Corporations; Other; Reporting

DISPOSITION: The Commission decided by a vote of 6-0 to: Direct the Office of General Counsel to

send an improvident letter to the Election Assistance Commission, Mona Harrington, and Paul Repak.

The Commission decided by vote of 6-0 to: a. Find no reason to believe that the Center for Election

Innovation and Research made prohibited corporate contributions in violation of 52 U.S.C. § 30118(a).

b. Find no reason to believe that the Center for Tech and Civic Life made prohibited corporate

contributions in violation of 52 U.S.C. § 30118(a). c. Find no reason to believe that the Center for Tech

and Civic Life knowingly permitted its name to be used to effect a contribution in the name of another

in violation of 52 U.S.C. § 30122. d. Find no reason to believe that the Center Tech and Civic Life made

contributions while it was a federal contractor in violation of 52 U.S.C. § 30119(a)(1). e. Find no reason

to believe that the Center for Tech and Civic Life failed to organize, register, and report as a political

committee in violation of 52 U.S.C. §§ 30102, 30103, and 30104. f. Find no reason to believe that

USCA Case #23-5216 Document #2034655 Filed: 01/05/2024 Page 104 of 109
Priscilla Chan and Mark Zuckerberg made excessive contributions in violation of 52 U.S.C. § 30116(a)

(1)(A). g. Find no reason to believe that Priscilla Chan and Mark Zuckerberg made contributions in the

name of another in violation of 52 U.S.C. § 30122. h. Find no reason to believe that Tiana Epps-Johnson,

Whitney May, and David Becker consented to prohibited corporate contributions in violation of 52

U.S.C. § 30118(a). i. Approve the Factual and Legal Analysis, as recommended in the First General

Counsel’s Report dated June 27, 2022, subject to the edits as last circulated by Commissioner Cooksey’s

Office on July 21, 2022 at 5:37 p.m. . . . REDACTED . . . j. Approve the appropriate letters. k. Close the

file.

Disposition

Documents

Disposition Penalty Respondent Citation

No RTB Chan, Priscilla 52 U.S.C. §30116(a)(1)(A)

52 U.S.C. §30122

Harrington, Mona

Repak, Paul W.

Zuckerberg, Mark 52 U.S.C. §30116(a)(1)(A)

52 U.S.C. §30122

Center for Tech and Civic Life

(CTCL)

52 U.S.C. §30102

52 U.S.C. §30103

52 U.S.C. §30104

52 U.S.C. §30118(a)

52 U.S.C. §30119(a)(1)

52 U.S.C. §30122

Epps-Johnson, Tiana 52 U.S.C. §30118(a)

U.S. Election Assistance

Commission

USCA Case #23-5216 Document #2034655 Filed: 01/05/2024 Page 105 of 109
Type Date Document

Complaint, Responses, Designation of

Counsel and Extensions of Time

02/22/2022 Response from Mark Zuckerberg and

Dr. Priscilla Chan 1 MB

02/22/2022 Response from Center for Tech and

Civic Life and Tiana Epps-Johnson 893

KB

02/07/2022 Designation of Counsel from U.S.

Election Assistance Commission, Mona

Harrington, and Paul Repak 9 MB

02/02/2022 Response from U.S. Election Assistance

Commission, Mona Harrington, and

Paul Repak 2 MB

02/01/2022 Response from Paul Repak 656 KB

01/20/2022 Grant of Extension of Time to Priscilla

Chan and Mark Zuckerberg 761 KB

01/19/2022 Designation of Counsel and Request for

Extension of Time from Priscilla Chan

and Mark Zuckerberg 1 MB

01/14/2022 Grant of Extension of Time to U.S.

Election Assistance Commission,Mona

Harrington,and Paul Repak 747 KB

01/14/2022 Designation of Counsel and Request for

Extension of Time from U.S. Election

Assistance Commission, Mona

Harrington, and Paul Repak 920 KB

01/13/2022 Grant of Extension of Time to Center for

Tech and Civic Life and Tianna EppsJohnson 761 KB

01/12/2022 Request for Extension of Time from

Center for Tech and Civic Life and

USCA Case #23-5216 Document #2034655 Filed: 01/05/2024 Page 106 of 109
Type Date Document

Tianna Epps-Johnson 808 KB

01/06/2022 Notification of Addendum to Complaint

to Priscilla Chan and Mark Zuckerberg

767 KB

01/06/2022 Notification of Addendum to Complaint

to Center for Tech and Civic Life and

Tiana Epps-Johnson 767 KB

01/05/2022 Notification of Addendum to Complaint

to Paul Repak 677 KB

01/05/2022 Notification of Addendum to Complaint

to Mona Harrington 677 KB

12/08/2021 Notification of Complaint to Priscilla

Chan 760 KB

12/08/2021 Notification of Complaint to Mark

Zuckerberg 760 KB

12/08/2021 Notification of Complaint to Tiana

Epps-Johnson 760 KB

12/08/2021 Notification of Complaint to Center for

Tech and Civic Life 760 KB

11/08/2021 Complaint 10 MB

01/05/2021 Notification of Complaint to U.S.

Election Assistance Commission 718 KB

01/03/2021 Addendum to Complaint 2 MB

General Counsel Reports, Briefs,

Notifications and Responses

08/08/2022 Notification with Factual and Legal

Analysis to Priscilla Chan and Mark

Zuckerberg 913 KB

USCA Case #23-5216 Document #2034655 Filed: 01/05/2024 Page 107 of 109
Participants

Type Date Document

08/08/2022 Notification with Factual and Legal

Analysis to Center for Tech and Civic

Life, Tiana Epps-Johnson, and Whitney

May 871 KB

08/08/2022 Notification with Factual and Legal

Analysis to Barbara W. Palmer 872 KB

06/27/2022 First General Counsel's Report 1 MB

Certifications 07/26/2022 Center for Tech and Civic Life; Tiana

Epps-Johnson; Whitney May; Center for

Election Innovation and Research;

David Becker; Priscilla Chan; Mark

Zuckerberg; U.S. Election Assistance

Commission; Mona Harrington; Paul

Repak 724 KB

Relationship Name

Primary respondent Center for Tech and Civic Life (CTCL)

Previous respondent Chan, Priscilla

Epps-Johnson, Tiana

Harrington, Mona

Repak, Paul W.

U.S. Election Assistance Commission

Zuckerberg, Mark

Complainant Palmer, Barbara

Respondent's counsel Joiner, Amanda

USCA Case #23-5216 Document #2034655 Filed: 01/05/2024 Page 108 of 109
Top of page

Relationship Name

Perkins Coie LLP - Washington, DC

Trister Ross Schadler & Gold LLC

USCA Case #23-5216 Document #2034655 Filed: 01/05/2024 Page 109 of 109