Law firm repping Tesla drafts Delaware bill that could salvage Musk pay package
Elon Musk leaves after a meeting with Indian Prime Minister Narendra Modi at Blair House, in Washington, D.C., U.S., February 13, 2025.
Nathan Howard | Reuters
A law firm that represents Tesla and Elon Musk has written proposed legislation that would alter Delaware corporate law, according to a person directly familiar with the drafting of the bill.
The proposed legislation, drafted by Richards, Layton & Finger, or RLF, would amend Delaware General Corporation Law, and if adopted, could pave the way for the reinstatement of Musk’s 2018 CEO pay package at Tesla, worth tens of billions in options.
RLF confirmed their involvement to CNBC.
“Statutory changes are necessary to restore the core principles that have been the hallmark of Delaware for over a century and ensure that Delaware remains the preeminent jurisdiction for incorporation,” Lisa Schmidt, president of RLF, said in a statement.
The bill was introduced to the Delaware General Assembly on Monday and would require approval by the state’s two chambers as well as Gov. Matt Meyer before becoming a law.
The pay package Tesla granted to Musk in 2018 was the largest CEO compensation plan in public corporate history, but the it was ordered to be rescinded last year by the Delaware Court of Chancery.
In her ruling, Chancellor Kathaleen McCormick wrote that the pay plan was inappropriately set by Tesla’s board, which was controlled by Musk, and that it was approved by shareholders who were misled by Tesla’s proxy materials before they were asked to vote on it.
Under the proposed legislation, Musk might no longer be considered a “controller” of Tesla, said Brian JM Quinn, Boston College Law professor. Transactions that involve self-dealing with controllers or directors would be subject to less review than they are now, Quinn said. Those transactions range from going-private deals, to mergers and acquisitions, and board and executive compensation decisions.
“The real role of corporate law is to protect minority investors,” Quinn said. “With this bill, the legislature is saying ‘Now you know what? Protect them less.'”
The proposed legislation would also limit the documents that minority stakeholders are able to obtain through “books and records” inspection requests, Quinn said. Those stakeholders would be limited to formal items like a certificate of incorporation or minutes of stockholder meetings but they’d lose access to informal communications like emails or other messages between board members and executives, Quinn said.
After the Court of Chancery’s ruling last year, Musk started a campaign against companies incorporating in Delaware and moved the site of incorporation for his businesses out of the state. He has aimed his ire at Chancellor McCormick with repeated and disparaging posts about her on X, his social network.
Other prominent executives, including Coinbase CEO Brian Armstrong and Bill Ackman of Pershing Square, have also voiced criticism of the Delaware judiciary.
“Delaware has taken some heat for supposedly being too hard on controller transactions,” said Renee Zaytsev, partner at Boies Schiller and co-chair of the firm’s securities and shareholder dispute practice.
“These amendments seem to be a course correction that would make it significantly easier for boards and controllers to avoid judicial scrutiny of their transactions,” she said.
Tesla and Musk did not respond to requests for comment.
WATCH: Tesla stock hinges on new vehicles being introduced, says Canaccord’s George Gianarikas
A Tesla robotaxi drives on the street along South Congress Avenue in Austin, Texas, on June 22, 2025
Joel Angel Juarez | Reuters
Tesla was contacted by the National Highway Traffic Safety Administration on Monday after videos posted on social media showed the company’s robotaxis driving in a chaotic manner on public roads in Austin, Texas.
Elon Musk’s electric vehicle maker debuted autonomous trips in Austin on Sunday, opening the service to a limited number of riders by invitation only.
In the videos shared widely online, one Tesla robotaxi was spotted traveling the wrong way down a road, and another was shown braking hard in the middle of traffic, responding to “stationary police vehicles outside its driving path,” among several other examples.
A spokesperson for NHTSA said in an e-mail that the agency “is aware of the referenced incidents and is in contact with the manufacturer to gather additional information.”
Tesla Vice President of Vehicle Engineering Lars Moravy, and regulatory counsel Casey Blaine didn’t immediately respond to a request for comment.
The federal safety regulator says it doesn’t “pre-approve new technologies or vehicle systems.” Instead, automakers certify that each vehicle model they make meets federal motor vehicle safety standards. The agency says it will investigate “incidents involving potential safety defects,” and take “necessary actions to protect road safety,” after assessing a wide array of reports and information.
NHTSA previously initiated an investigation into possible safety defects with Tesla’s FSD-Supervised technology, or FSD Beta systems, following injurious and fatal accidents. That probe is ongoing.
The Tesla robotaxis in Austin are Model Y SUVs equipped with the company’s latest FSD Unsupervised software and hardware. The pilot robotaxi service, involving fewer than two-dozen vehicles, operates during daylight hours and only in good weather, with a human safety supervisor in the front passenger seat.
The service is now limited to invited users, who agree to the terms of Tesla’s “early access program.” Those who have received invites are mostly promoters of Tesla’s products, stock and CEO.
While the rollout sent Tesla shares up 8% on Monday, the launch fell shy of fulfilling Musk’s many driverless promises over the past decade.
In 2015, Musk told shareholders Tesla cars would achieve “full autonomy” within three years. In 2016, he said a Tesla EV would be able to make a cross-country drive without needing any human intervention before the end of 2017. And in 2019, on a call with institutional investors that helped him raise more than $2 billion, Musk said Tesla would have 1 million robotaxi-ready vehicles on the road in 2020, able to complete 100 hours of driving work per week each, making money for their owners.
None of that has happened.
Meanwhile, Alphabet-owned Waymo says it has surpassed 10 million paid trips last month. Competitors in China, including Baidu’s Apollo Go, WeRide and Pony.ai, are also operating commercial robotaxi fleets.
WATCH: Tesla launches robotaxis in Austin as robotaxi race heats up
Mustafa Hatipoglu | Anadolu | Getty Images
Meta spoke with artificial intelligence startup Runway about a potential takeover ahead of its multibillion-dollar investment in Scale AI, CNBC confirmed Monday.
Runway is best known for its AI video-generation tools and earned a spot on CNBC’s Disruptor 50 list earlier this month.
The deal talks between Meta and Runway did not progress far and dissolved, according to a person familiar with the matter who asked not to be named due to the confidential nature of the discussions.
Bloomberg earlier reported the talks. Meta declined to comment.
Meta CEO Mark Zuckerberg has been aggressively pushing to bolster his company’s AI efforts in recent months. The social media giant invested $14.3 billion into Scale AI in June, and it has also approached the startups Safe Superintelligence and Perplexity AI about potential acquisitions this year.
Meta agreed to a 49% stake in Scale AI and hired away founder Alexandr Wang along with a few other employees from the company.
While Meta was unsuccessful in its efforts to buy Superintelligence outright, Daniel Gross, the company’s CEO, and former GitHub CEO Nat Friedman are joining Meta’s AI efforts, where they will work on products under Wang.
A woman walks past a logo of WhatsApp during a Meta event in Mumbai, India, on Sept. 20, 2023.
Niharika Kulkarni | Nurphoto | Getty Images
Meta is pushing back against a ban on WhatsApp from government devices.
The chief administrative officer, or CAO, of the U.S. House of Representatives told staffers on Monday that they are not allowed to use Meta’s popular messaging app. The CAO cited a lack of transparency about WhatsApp’s data privacy and security practices as the reason for the ban, according to a report by Axios that cited an internal email from the government office.
The CAO told House staff members in the email that they are not allowed to download WhatsApp on their government devices or access the app on their smartphones or desktop computers, the report said. Staff members must remove WhatsApp from their devices if they have the app installed on their devices, the report said.
“Protecting the People’s House is our topmost priority, and we are always monitoring and analyzing for potential cybersecurity risks that could endanger the data of House Members and staff,” U.S. House Chief Administrative Officer Catherine Szpindor told CNBC in a written statement.
Meta spokesperson Andy Stone on Monday responded to the report via a post on X, saying the company disagrees “with the House Chief Administrative Officer’s characterization in the strongest possible terms.”
“We know members and their staffs regularly use WhatsApp and we look forward to ensuring members of the House can join their Senate counterparts in doing so officially,” Stone said.
In a separate X post, Stone said WhatsApp’s encrypted nature provides a “higher level of security than most of the apps on the CAO’s approved list that do not offer that protection.”
Some of the messaging apps the CAO said are acceptable alternatives to WhatsApp include Microsoft Teams, Signal and Apple’s iMessage, the Axios report said.
Meta is currently embroiled in an antitrust case with the Federal Trade Commission over the social media company’s acquisitions of WhatsApp and Instagram.
Last week, Meta debuted ads in WhatsApp in an effort to monetize the app that CEO Mark Zuckerberg has deemed “the next chapter” for his company’s history.
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