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I am not aware of a ruling of the Delaware chancery court ever getting overturned. They are good at what they do. And Delaware has ruled on and struck down CEO
by pclmulqdq 3y ago
I am not aware of a ruling of the Delaware chancery court ever getting overturned. They are good at what they do.
And Delaware has ruled on and struck down CEO pay packages before. This isn't uncharted territory.
I also think it's clear that you're confused about the legal structure here, and you probably should read some more things about the case given your interest. Shareholders have no fiduciary duty to do anything, and nobody is saying that the board was "hoodwinked." They were aligned with Musk on this when they should not have been, and worked against the interests of shareholders. The board is supposed to have a fiduciary duty to the shareholders, which they apparently are not taking seriously. The CEO reports to the board who reports to the shareholders, not the other way around.
- refurb 3y ago> And Delaware has ruled on and struck down CEO pay packages before. This isn't uncharted territory. The judge literally said it's unprecedented. That's why I quoted it. > Shareholders have no fiduciary duty to do anything, and nobody is saying that the board was "hoodwinked." Institutional investors have a fiduciary duty to their investors. Again, the largest shareholders were massive financial firms who represented millions of shareholders. They absolutely do have a fiduciary duty to fully evaluate a CEO pay package and use their very significant voting power. The only possible reasons they voted for it: a) they agreed with it, b) they didn't care or c) they failed to uphold their fiduciary duty. Do note that the pay package passed with 73% of shareholders (who voted).
- pclmulqdq 3y agoThe judge said that the pay package was unprecedented, not the ruling.