Elon Musk cannot keep bn Tesla pay package, judge rules

Elon Musk cannot keep $55bn Tesla pay package, judge rules

Published

2 years ago

January 31, 2024

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Elon Musk must give up a compensation package awarded by Tesla’s board of directors that is potentially worth more than $55bn (£43.4bn), a judge has ruled.

The Delaware court decision comes five years after a shareholder lawsuit targeted the Tesla chief executive and the directors. The company is incorporated in the state, with oversight for the tech giant resting there.

The defendants were accused of breaching their duties, resulting in a waste of corporate assets and unjust enrichment of Mr Musk.

Lawyers for the plaintiffs argued that the pay package was dictated by Mr Musk and was the product of sham negotiations with directors who were not independent.

Defence lawyers said the compensation package was fairly negotiated by a committee of independent directors, contained lofty performance milestones, and was affirmed by a shareholder vote that was not even required.

A lawyer for Mr Musk and other other Tesla defendants did not immediately respond to an email seeking comment.

Mr Musk reacted to the ruling on X, the social media platform he owns, by telling his followers: “Never incorporate your company in the state of Delaware.”

He then went on launch a poll asking if he should incorporate Tesla in Texas, where the company’s largest physical presence is.

During a trial in November 2022, Mr Musk denied that he dictated terms of the compensation package or attended any meetings at which the plan was discussed by the board, its compensation committee, or a working group that helped develop it.

However, the judge determined that because he was a controlling shareholder with a potential conflict of interest, the pay package must be subject to a more rigorous standard.

“The process leading to the approval of Mr Musk’s compensation plan was deeply flawed,” Chancellor [judge] Kathaleen St Jude McCormick wrote.

“Musk had extensive ties with the persons tasked with negotiating on Tesla’s behalf.”

Ms McCormick specifically cited Mr Musk’s long business and personal relationships with compensation committee chairman Ira Ehrenpreis and fellow committee member Antonio Gracias.

She also noted that the working group negotiating the pay package included general counsel Todd Maron who was Mr Musk’s former divorce attorney.

“In fact, Maron was a primary go-between for Musk and the committee, and it is unclear on whose side Maron viewed himself,” the judge wrote. “Yet many of the documents cited by the defendants as proof of a fair process were drafted by Maron.”

Ms McCormick concluded that the only suitable remedy was for Mr Musk’s compensation package to be rescinded.

“In the final analysis, Musk launched a self-driving process, recalibrating the speed and direction along the way as he saw fit,” she wrote. “The process arrived at an unfair price. And through this litigation, the plaintiff requests a recall.”

US

Putin wasn’t at the White House, but his influence was – the moments which reveal his hold over Trump

Published

4 hours ago

August 19, 2025

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Putin wasn't at the White House, but his influence was - the moments which reveal his hold over Trump

Vladimir Putin wasn’t at the White House but his influence clearly was. At times, it dominated the room.

There were three key moments that revealed the Russian president‘s current hold over Donald Trump.

The first was in the Oval Office. Sitting alongside Volodymyr Zelenskyy, the US president told reporters: “I don’t think you need a ceasefire.”

Ukraine talks latest: Zelenskyy ‘ready to meet’ Putin after Trump summit

It was a stunning illustration of Mr Trump’s about-face in his approach to peace. For the past six months, a ceasefire has been his priority, but after meeting Mr Putin in Alaska, suddenly it’s not.

Confirmation that he now views the war through Moscow’s eyes.

The second was the format itself, with Mr Trump reverting to his favoured ask-what-you-like open-ended Q&A.

In Alaska, Mr Putin wasn’t made to take any questions – most likely, because he didn’t want to. But here, Mr Zelenskyy didn’t have a choice. He was subjected to a barrage of them to see if he’d learnt his lesson from last time.

It was a further demonstration of the special status Mr Trump seems to afford to Mr Putin.

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The third was their phone call. Initially, President Trump said he’d speak to the Kremlin leader after his meeting with European leaders. But it turned out to be during it.

A face-to-face meeting with seven leaders was interrupted for a phone call with one – as if Mr Trump had to check first with Mr Putin, before continuing his discussions.

We still don’t know the full details of the peace proposal that’s being drawn up, but all this strongly suggests that it’s one sketched out by Russia. The White House is providing the paper, but the Kremlin is holding the pen.

For Moscow, the aim now is to keep Mr Trump on their path to peace, which is settlement first, ceasefire later.

It believes that’s the best way of securing its goals, because it has more leverage so long as the fighting continues.

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But Mr Putin will be wary that Mr Trump is pliable and can easily change his mind, depending on the last person he spoke to.

So to ensure that his sympathies aren’t swayed, and its red lines remain intact, Russia will be straining to keep its voice heard.

On Monday, for example, the Russian foreign ministry was quick to condemn recent comments from the UK government that it would be ready to send troops to help enforce any ceasefire.

It described the idea as “provocative” and “predatory”.

Moscow is trying to drown out European concerns by portraying itself as the party that wants peace the most, and Kyiv (and Europe) as the obstacle.

But while Mr Zelenskyy has agreed to a trilateral meeting, the Kremlin has not. After the phone call between Mr Putin and Mr Trump, it said the leaders discussed “raising the level of representatives” in the talks between Russia and Ukraine. No confirmation to what level.

US

Trump brokers Putin and Zelenskyy meeting

Published

4 hours ago

August 19, 2025

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Trump brokers Putin and Zelenskyy meeting

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Donald Trump wants to set up a face-to-face meeting between Russian President Vladimir Putin and Ukrainian President Volodymyr Zelenskyy. How would that work? And would it accelerate peace in Ukraine?

Zelenskyy and other European leaders made their way to Washington DC. What was their goal? To make sure Trump is still on their side – and to make sure he’s not got too close to Putin and his plans to annex parts of Ukraine after the pair met in Alaska.

How much of a turning point was the White House summit in Russia’s invasion of Ukraine?

If you’ve got a question you’d like the Trump100 team to answer, you can email it to trump100@sky.uk.

You can also watch all episodes – including the interview with Tim – on our YouTube channel.

US

We are further away from peace now than we were two weeks ago

Published

6 hours ago

August 19, 2025

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It’s always wise to let the dust settle before reaching conclusions with this presidency.

But on the face of it we are further away from peace now than we were two weeks ago.

The consensus that was held back then was that Vladimir Putin would only relent under maximum pressure. He does not want slivers of territory. He wants the whole of Ukraine extinguished and absorbed into his greater Russia.

Ukraine talks latest: Trump sets up Zelenskyy-Putin meeting

To stop him, allies agreed an immediate ceasefire was necessary, along with much more painful pressure, namely sanctions hitting his oil industry. Europeans and Republicans in Congress agree on that.

Then Alaska and Donald Trump’s U-turn. No ceasefire and no more severe sanctions. So less pressure.

Yesterday’s reality TV diplomatic circus in Washington has not shifted him on that stance, so he stays it seems now aligned with Mr Putin on those crucial points.

Making matters worse for Ukraine, allies seem to be accepting it will have to give up land taken by force.

They sweeten the pill by saying of course only Ukraine can decide whether or not to cede territory, but there is now enormous pressure on Ukrainian President Volodymyr Zelenskyy to do so.

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In return there is nebulous and vague talk of security guarantees. European leaders are seizing on the fact Mr Trump did not rule out American troops being involved and hinted at US support for post-war security arrangements.

But that is little consolation for Ukrainians. They point out this president changes his mind as often as his socks and goes back on commitments, even those enshrined in international treaties.

The best that can be said for the White House meeting is it sets up more such meetings.

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Much of yesterday’s events were focused on stroking President Trump’s ego. Many here in Kyiv would prefer he was reminded of a few hard facts about this war. Mr Putin cannot be trusted. Mr Putin wants the end of Ukraine. Mr Putin will only relent under maximum pressure.

Protracted international diplomacy may suit Mr Trump’s craving for attention, but they fear it will only take us further away from peace.