Court of Chancery Opinion: Richard Tornetta vs. Elon Musk

[TheCaptain4815]

Why would a judge decide something so monumental when they could have had a shareholder vote? I wonder if this will shift incorporating to Texas.

[LegionMammal978]

From pages 2 and 3:

> Delaware law allows defendants to shift the burden of proof under the entire fairness standard where the transaction was approved by a fully informed vote of the majority of the minority stockholders. And here, Tesla conditioned the compensation plan on a majority-of-the-minority vote. But the defendants were unable to prove that the stockholder vote was fully informed because the proxy statement inaccurately described key directors as independent and misleadingly omitted details about the process.

[georgeg23]

So what happens now? Assuming the Delaware Supreme Court upholds the decision, will a new ex post facto pay package be negotiated?

[gumby]

Even before this decision he already asked for 25% voting control a couple of weeks ago and threatened to start a competing company (for AI self driving and such) if Tesla doesn't give it to him.

https://www.reuters.com/technology/musk-seeks-25-voting-shar...

[Kimm0n0]

You can really do that, as the uncertainty from that time is gone.

[ChrisArchitect]

[dupe]

More discussion: https://news.ycombinator.com/item?id=39196390

[phantomathkg]

What's it about? When I clicked all I got is "The requested URL was rejected. Please consult with your administrator."

[CoastalCoder]

I'm guessing that's something at your end, or it was temporary. The link works for me.

[leetgirl83]

The guy that sued and just made Elon Musk lose 55 Billion dollars only had:

NINE SHARES OF TESLA STOCK.

[Kimm0n0]

55 Billion dollars worth less stocks also. So PE just went down!

[throwup238]

Shareholder primacy, baby!

[firecall]

The system works!