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Yeah but that analysis downplays the shareholders’ thoughts about the future. If they largely feel like Twitter’s real value is $100B, that it just hasn’t been

Yeah but that analysis downplays the shareholders’ thoughts about the future. If they largely feel like Twitter’s real value is $100B, that it just hasn’t been realized yet, and that they think it can be realized, then it totally makes sense to turn Elon down. In reality though, the shareholders are a giant mob of people with wildly varying views about Twitter’s place in society, its true value as an asset, its ability to achieve its true value, and just generally what the best way to “make the most money for the shareholders” is. So I don’t think it’s an open-and-shut case that the board betrayed the shareholders. It’s probably a muddy case that’ll play out in court over months or years.

chernevik 5y ago
It is the _directors_ making decisions here, not the shareholders. Those directors were chosen by management, and -- newsflash! -- they are beholden to management. They must jump through some legal hoops to discharge their fiduciary duties and protect themselves from lawsuits, but at the end of the day they'll do what management wants. Does management want to maximize the value of Twitter? Er, no. Management wants to maximize some combination of their compensation, their agency controlling a company, and their social capital controlling a social media platform. Maximization of shareholders' value is a legal objective to which management must pay legal lip service, but it is not in any way shape or form the interest of management, save insofar as management compensation is related to share price. If management cared about shareholder value, it would not have induced the board to enact this poison bill nonsense.
- lazide 5y ago
  Generally the board of directors is voted on by shareholders and supervises management. Is Twitter structured differently somehow?
- mr_toad 5y ago
  > It is the _directors_ making decisions here, not the shareholders. Those directors were chosen by management, and -- newsflash! -- they are beholden to management. Shareholders can appoint, remove or replace directors, or even the entire board.

chernevik 5y ago

It is the _directors_ making decisions here, not the shareholders. Those directors were chosen by management, and -- newsflash! -- they are beholden to management. They must jump through some legal hoops to discharge their fiduciary duties and protect themselves from lawsuits, but at the end of the day they'll do what management wants. Does management want to maximize the value of Twitter? Er, no. Management wants to maximize some combination of their compensation, their agency controlling a company, and their social capital controlling a social media platform. Maximization of shareholders' value is a legal objective to which management must pay legal lip service, but it is not in any way shape or form the interest of management, save insofar as management compensation is related to share price. If management cared about shareholder value, it would not have induced the board to enact this poison bill nonsense.

lazide 5y ago
Generally the board of directors is voted on by shareholders and supervises management. Is Twitter structured differently somehow?
mr_toad 5y ago
> It is the _directors_ making decisions here, not the shareholders. Those directors were chosen by management, and -- newsflash! -- they are beholden to management. Shareholders can appoint, remove or replace directors, or even the entire board.