Musk compensation decision

That is a far better solution than bitching about not getting special privileged permission to ignore local law that everyone else is supposed to obey.

When did that become Delaware's role here?

After you have chilled out from this tantrum, come back and notice your self-contradiction here.

Something like 1.5 million businesses, and 2/3rds of Fortune 500 companies, are registered in Delaware because it has the most overall corporate-friendly laws in the nation. Something really 'special' must be happening if someone finds Delaware too hostile and overbearing in its business regulations.

 

You are exactly right and just as there is a mass migration of manufacturing from the West Coast and Midwest to the South of our nation - this may be the warning for these business incorporated on the West Coast and Midwest there to begin following their manufacturing migration to the South with the migration of their Corporate Headquarters to the South also.
They will be welcomed with open arms and find trained, educated and willing professionals to staff their Headquarters with.
Just as Mr. Musk is moving his home to Texas theses CEO's will find successful Professionals are welcomed in this area of the country and the jobs, wealth and professional talent they bring is respected and admired.

The Shifting Landscape of Headquarters Relocations: Trends and Outlook | CBRE

• Texas has attracted the most HQ relocations (209), with 66 moving to Austin, 32 to Dallas and 25 to Houston. In contrast, the most HQs have left San Francisco/San Jose (79), Los Angeles/ Irvine (50) and New York City (21) due to top talent churn amid the high costs to both live and operate a business in these metro areas.

The new Texas Business Court: What it is and how to use it | Eversheds Sutherland (US) LLP - JDSupra
"With Governor Abbott signing House Bill 19 into law on June 9, Texas joins more than two dozen US states with a specialized business court system designed to preside over specific high-value business and commercial disputes. Although HB 19 is scheduled to go into effect on September 1, 2023, the new business courts will not open until September 1, 2024. HB 19 will undoubtedly reshape the litigation landscape for business and commercial cases in Texas."

Delaware has already lost.

How many companies, jobs, better lifestyles financially independent individuals have Mr. Musk and his Companies created in our country? Mr Musk should be encouraged to continue building his and his fellow Americans wealth.
How much wealth has the Delaware Business Court created?

 

Just vote it again with a link to an online copy of the Judge's order. Heck, append the Judge's order and invite her or the lawyers for the Judge decision to speak at the next voting session.

I have little trust in Texas courts being 'business friendly.' Toyota lost a patent sitting case over 10 years ago. They are too busy enforcing "Handmaids Tales" in real life.

Bob Wilson

 

All of these are not relevant to where companies file their legal incorporation papers. It is quite normal for companies to have their manufacturing operations, business offices, HQs, and legal incorporation filings, each in different states.

And most companies seem to find Delaware as the most business-friendly choice. One must have 'special needs' to find Delaware hostile. Wyoming appears great too, just not near any large population or political centers.

When did wealth creation become the job of any court? Don't get confused about the different purposes and boundaries of different entities.

If you want specific business-friendly laws and policies, go to the Legislature and the Governor's office. Laws and policies are set by those politicians, not by courts and judges.

 

there is no such thing as an independent board. every corporate ceo and board are in collusion to drive up stock price at any expense.
where was the board when welch was dismantling GE?

where are the checks on barra's erratic behavior? or farley? or whoever is toyotas ceo these days?

who destroyed at&t?

 

Tesla shareholder at center of Musk pay drama was heavy metal drummer

this clown and his law firm are making a fortune on this case

former lead council for newscorp, gregory-varallo , now it all makes sense

 

Man! You are on a role !

.

 

Delaware is on the east coast, and had one of these special business courts for years. Delaware is regularly listed has one of the best states to incorporate in, and their legal system is listed as a reason why.

"Delaware’s General Corporation Law is “widely regarded as the most advanced and flexible business formation statute in the nation” while the Court of Chancery is “a unique, centuries-old business court that has written most of the modern U.S. corporation case law.”
Best States To Form An LLC In 2024 – Forbes Advisor
"Delaware, for example, is known for having the best business laws in the country. The state has a Court of Chancery which hears corporate case laws instead of a jury of citizens—this is unique to Delaware. You will be dealing with a court that is only handling business manners instead of waiting for your case to be seen on a general docket."
Best States to Incorporate In
"Delaware is still the best choice though for owners that want to take their company all the way to Wall Street"
Best State to Incorporate - Ratings and Costs
"

• Favorable legal environment: Delaware has a very well-developed body of corporate law that is particularly favorable to businesses. The Delaware Court of Chancery is a specialized court that hears corporate law cases without juries, which can lead to more predictable outcomes.
• Flexibility: Delaware's corporate laws are very flexible. For example, shareholders, directors, and officers don't need to be residents of Delaware.
• Privacy: Delaware offers greater privacy for corporations. For example, Delaware does not require director or officer names to be listed in the formation documents.
• Tax benefits: While Delaware does have a corporate income tax, it does not tax royalty payments or other "intangible income". Also, businesses that are formed in Delaware but do not conduct business there do not need to pay state corporate income tax.
• Precedence: Many investors and venture capitalists prefer to invest in Delaware corporations, so many start-ups choose to incorporate there to make themselves more attractive to potential investors."

10 Best & Worst States to Incorporate or Start a Business in 2022

Until the 66% of Fortune 500 companies incorporated in Delaware start changing their state of incorporation, the state will just be fine.

A short summary of the court's decision.
https://www.gibsondunn.com/wp-content/uploads/2024/02/delaware-chancery-court-invalidates-elon-musk-55.8-billion-equity-compensation-package.pdf

Wouldn't these be examples of why shareholders should be more involved and seek legal means of enforcing board independence?

Why does who the plaintiff and their lawyer is matter?

More importantly, what are they making off this?

 

Shareholders lawsuits are never about the long term health of the company .
The wsj article said the arts were meeting to determine how much money they would take, and how much the drummer would get.
It’s behind a paywall, but no amounts were disclosed

 

Musk's threat to re-incorporate Tesla boosts Texas' challenge to Delaware (msn.com)
"
Yes, but: Tesla's potential re-incorporation in Texas could set the stage for "a bit of legal competition" between Delaware and the Lone Star State, according to Garland Kelley, a Texas-based partner at Looper Goodwine PC.

• A new Texas law, signed by Abbott in June 2023, establishes business courts in the state that will deal with complex commercial disputes. Those courts open Sept. 1, according to the law firm Sidley Austin LLP.
• "If you are a new company or an existing company like Tesla and you're unhappy with the legal product that the court in Delaware is producing, do you have an alternative?" said Kelley, who believes "the Texas Business Court represents that alternative.""

Elon Musk charts largely painless Delaware exodus | Reuters

"The ramifications also could extend beyond Tesla. Texas has set up its own business courts to rival Delaware’s"

 

Tesla already has a lot of brick & mortar business invested in Nevada - & their corporate rates are better than Delaware in many people's views .... ie no corporate income tax.
.

 

Is this what it said?
"McCormick directed the Tesla shareholder who challenged the pay plan to work with Musk's legal team on an order implementing the decision. It can be appealed to the Delaware Supreme Court once the parties agree on a final order and on fees for the shareholder's attorneys, which will be paid by Tesla."
https://www.reuters.com/legal/judge-rules-favor-plaintiffs-challenging-musks-tesla-pay-package-2024-01-30/

My understanding is that how all the attorneys of the shareholder plaintiffs of these type of cases get paid. No mention of a payout for the shareholder.

One of the articles I linked mentioned that a company incorporated in Delaware doesn't pay Delaware tax if their business is actually done out of state.

 

Kill all the lawyers, no offense @hill

 

Even my 'inactive' license costs 3 figures to maintain ... but at age 70 it's freeee! Hope I don't get hit by a bus the day after I turn 70.
LOL
.

 

Absolutely, more so once they’re out of Delaware

 

Everyone starts building somewhere. Texas is starting their Business Court now. It will begin hearing cases in September of 2024 and begin building case load and judicial precedent from there.

They already have their 1st customer - a guy by the name of Mr. Elon Musk with an up-and-coming Company that has taken the Automotive world by storm. Oh by the way, his Automotive Company is just the tip of the iceberg of his business empire..

It's great that Texas is going to offer an alternative and maybe eventually grow a Business Court to possibly rival Delaware.

Would I invest - oh I don't know - how well has Texas done in attracting Manufacturing, Businesses and Corporate Headquarters of Businesses - that might be a good indicator of future successes.

 

Speeding is illegal, yet many still do it. A few get caught and fined. When someone gets hit with a heavy fine for excessive speeding or doing so in a safe zone, the response is generally, "You dumbass. You shouldn't have been going that fast or in that spot."

Tesla was doing the equivalent of speeding in a school zone, and response from many has been, "How dare the court interfere with their right to speed."

They''ll likely look to Delaware for precedent.

 

I really just need to bite the bullet and read the judges decision.
Everything I have read, talks about the conclusions the judge drew. No laws, much less rules were broken.
With a speeding ticket, you have a hard number. The speed limit is 45, the defendant was clocked at 70.

With Musks compensation it seems completely opinion based. Heck, after the ‘funding secured’ tweet (which was more concretely illegal IMO) wasn’t there two court approved additions to the board? Weren’t they sufficiently objective?