I didn't think it could happen in the US either, but it sadly did. I still can't believe it.
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Tesla, TSLA & the Investment World: the Perpetual Investors' Roundtable
- Thread starter AudubonB
- Start date
I didn't think it could happen in the US either, but it sadly did. I still can't believe it.
Bet TSLA
Active Member
It wasn't anything like that -- those numbers are nonsense. My December, 2017 build Model 3 was VIN #...2300, early enough to get the original Alcantara headliner. Still going strong.
2daMoon
Mostly Harmless
It would be interesting if the judge, in a last ditch effort to redeem some smidgen of Delaware's "business friendly" reputation, and avoid losing corporate clients in droves, decides on a much lower cash award for the litigation team's expenses.
What corporation would want to remain in Delaware if there is a chance that some pile of festering dingo kidneys, posing as an attorney, can end up with a significant voting share of the company over a BS suit?
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Those lawyers took it upon themselves to sue on behalf of all shareholders, that we paid Elon too much (I guess because the judge thought we didn’t know Elon and the board liked each other).
For their fee, they are asking for 11% of the shares we would have otherwise had to give Elon, had the package stood.
“Financially” the shareholders come out ahead, because we have to now give away far fewer shares, so we have less dilution. Of course the net result is Elon getting totally screwed, and that could have far larger ramifications than the dilution we save. So overall, I believe it is very bad for shareholders and why so many of us are upset.
What sucks is that they only needed to find a single shareholder in order to sue “on behalf” of all of us.
And of course one of the judge’s points was that the negotiation was not adversarial enough. That’s incredibly wrong. Some great negotiations occur when both sides like each other and are very giving. E.g. “I’ll pick up the check.” ‘No, Let me get it”
And of course we shareholders made out incredibly well from that negotiation.
This judge clearly has an agenda , get Elon.
2daMoon
Mostly Harmless
Is there anything preventing the board taking another vote, perhaps at the annual meeting, and well before the appeal?
Questions to be put for a vote:
... or something along those lines using even more appropriate weasel words for clarity and maximum effect.
It seems to me a vote, or even a petition, would speak volumes toward establishing how these scumbag attorneys were not acting on behalf of Tesla shareholders.
Likewise, in cases disputing a matter determined under contract, isn't the corporate charter itself the only law to be considered?
Even in a dispute brought to court?
If so, would a preponderance of support by the shareholders be able to trump the judge's decision based upon the contract (corporate charter) itself?
Edit: In my heart of hearts I sincerely hope the attorneys get no more than exactly the number of shares they represented. 9 shares.
Questions to be put for a vote:
1) After having reviewed the judge's decision do you continue to support your original vote for Elon's pay package? (limited to those who were shareholders at that time)
2) Do you feel the decision has harmed you as a shareholder by denying you your vote for Elon's pay package as conducted on behalf of Tesla by the board under the terms of the charter incorporating Tesla in Delaware?
3) Do you feel the decision has harmed your investment in Tesla as a whole by undermining the Board's and the Shareholders' responsibility to manage the company in accord with the charter it was incorporated under?
4) Do you feel any award made on behalf of the attorneys for the plaintiff for the case they brought allegedly on behalf of the shareholders to be of harm to the shareholders and to Tesla, the company they own?
5) Do you feel the attorneys for the plaintiff were acting on your behalf in bringing this suit?
... or something along those lines using even more appropriate weasel words for clarity and maximum effect.
It seems to me a vote, or even a petition, would speak volumes toward establishing how these scumbag attorneys were not acting on behalf of Tesla shareholders.
Likewise, in cases disputing a matter determined under contract, isn't the corporate charter itself the only law to be considered?
Even in a dispute brought to court?
If so, would a preponderance of support by the shareholders be able to trump the judge's decision based upon the contract (corporate charter) itself?
Edit: In my heart of hearts I sincerely hope the attorneys get no more than exactly the number of shares they represented. 9 shares.
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Who are the lawyers who sued?
What backgrounds do they have?
Have they tried to pull this stunt with any other company?
What are the odds they will get billions?
If that happens can Tesla appeal ?
What backgrounds do they have?
Have they tried to pull this stunt with any other company?
What are the odds they will get billions?
If that happens can Tesla appeal ?
This is the most important question....
How this works in most legal systems is that the court orders the losing party to pay costs for the successful party, but I don't think this has to be 100% of costs.
Costs should have to be justified invoices for external costs, and the legal team's hourly rate for the remainder.
In any reasonable legal system, with a fair judge, costs need to be reasonable and justified.
I am aware that in the US lawyers make outrageous claims for costs, but this claim is a big step beyond that.
Should the judge award the claimed amount ,IMO there will be a stampede out of Delaware ASAP, the decision would clearly be hostile to business, and the interests of shareholders.
IMO it will be extremely disappointing if the lawyers get more than around 3% of the claimed amount.,
If the decision fall to her, she will award MORE than what they are asking for. I'll be shocked if I'm wrong, and I will be certain someone talked to her in a back room conversation for the purpose you suggest. I see that as a very low probability though.
Knightshade
Well-Known Member
That's not what's happening here though.
The law in a number of courts allows the winning lawyers to also get some fraction of the amount of money in question in the suit- regardless of their billable hours.
Dell, for example, settled a chancery court case with a 1 billion dollar payout, and the winning lawyers got about 26% of that billion- far far more than just their hourly lawyer rate.
This is not a new thing
Dell’s $1 Billion Settlement Yields $266.7 Million for Attorneys
The shareholder attorneys who negotiated a $1 billion settlement with Dell Technologies Inc. over a controversial 2018 stock conversion will take home more than a quarter of that enormous total.
2daMoon
Mostly Harmless
In "most legal systems" the cause we see headlines about is most often heard under criminal law or the laws governing a civil suit.
I think that contract law is a further defined part of a civil action where the contract is the sole definition of the law for the case.
Some criminal cases, and a lot of civil cases that don't involve a contract, often result in wild decisions by judges and juries.
When a contract is involved, the playing field should be well established and the lines for out of bounds clearly marked. Everything about this case appears to fly in the face of the contract, counter to the constitutional protection from the state impairing it as this state judge appears to have done.
No State shall enter into any Treaty, Alliance, or Confederation; grant Letters of Marque and Reprisal; coin Money; emit Bills of Credit; make any Thing but gold and silver Coin a Tender in Payment of Debts; pass any Bill of Attainder, ex post facto Law, or Law impairing the Obligation of Contracts, or grant any Title of Nobility.
If the Delaware state law defines this judge's job description, she cannot impair the obligation of contracts. The judge danced on very thin ice in the convoluted way she came to her absurd decision. I believe she impaired the obligation of contract that is reserved to the board and the shareholders, and did so based upon a fairy tale of a foundation to support her decision.Share holder movement:
Could an amicus brief have been submitted to the case, or is there something special about it that would prevent that? If so, why didn't we collectively get on board with one?
Similarly, can we do so with the inevitable appeal? Sign me up!
Hell I'm a bit player compared to the numbers thrown around here, less than 1000 shares even after the splits, but ever since I first bought in during the dip back in 2016 or so (forgot when exactly, caught the knife in the 140s I think?) I've had more than the token 9 shares this shill has.
My voice (in shares of shareholder votes) may be small, but it's not nothing! If 80% of us (in shares) agreed on a thing that wasn't illegal, who cares if the way it was negotiated was questionable? We agreed with open eyes, who is the court to tell us our voice doesn't matter?
Despite some attempts by some factions to the contrary this country is still a democracy, and so is a publicly held company! This wasn't a vote being decided by hanging chads, votes were clearly for or against! There is no reasonable excuse in which a court should be rewriting history at the whims of a greedy lawyer or power hungry judge!
If this judge really does file for election, if someone will set up a campaign against her, I'll be glad to throw in my metaphorical two cents to a corresponding GoFundMe or whatever.
Similarly, can we do so with the inevitable appeal? Sign me up!
Hell I'm a bit player compared to the numbers thrown around here, less than 1000 shares even after the splits, but ever since I first bought in during the dip back in 2016 or so (forgot when exactly, caught the knife in the 140s I think?) I've had more than the token 9 shares this shill has.
My voice (in shares of shareholder votes) may be small, but it's not nothing! If 80% of us (in shares) agreed on a thing that wasn't illegal, who cares if the way it was negotiated was questionable? We agreed with open eyes, who is the court to tell us our voice doesn't matter?
Despite some attempts by some factions to the contrary this country is still a democracy, and so is a publicly held company! This wasn't a vote being decided by hanging chads, votes were clearly for or against! There is no reasonable excuse in which a court should be rewriting history at the whims of a greedy lawyer or power hungry judge!
If this judge really does file for election, if someone will set up a campaign against her, I'll be glad to throw in my metaphorical two cents to a corresponding GoFundMe or whatever.
Thumper
Active Member
I'm obviously not a lawyer but it seems that the Yazoo land grab scandal adjudication might apply to Elon's contract. If I have it right, the Georgia legislature corruptly granted a large amount of land to some companies and when the bribes came to light, they tried to reverse the sale. The Supreme Court upheld the original sale even though it was well documented to be corrupt. So what does it matter that the board liked Elon. A deal is a deal. Could this precedent be applied?
Knightshade
Well-Known Member
No. For a lot of reasons. This having nothing to do with a retroactive state law being passed to void an already executed contract for example.
That is not the case. There's lots of law that apply to a civil suit, even about a contract, outside the content of the contract itself.
Apart from which- this isn't a contract dispute between parties to the contract. The shareholder suing did not have a contract with Tesla and was not suing for breach of any such contract.
Already being looked into here-
If Tesla starts implementing their charging network in the continent below, after it becomes the norm people might say it SACS...
Sorry, couldn't resist...
dhanson865
Well-Known Member
If it's used in both South America and North America it could be time for SNACS
Carl Raymond
Active Member
A beautifully written post from James Douma.
tldr
HW3 is up to the task with plenty of room for eventual optimisation.
HW4 exists because silicon improvements are a gift not to be refused.
tldr
HW3 is up to the task with plenty of room for eventual optimisation.
HW4 exists because silicon improvements are a gift not to be refused.
In countries where CCS2 is the dominate standard Tesla simply goes with CCS2.
Australia originally had NACS then when CCS2 was added with had 2 cables.
Now I think we might have magic dock,,, yes I went on a road trip with a total of around 15 Supercharging stops just over a month ago,,, The new Supercharger sites I tried were great, but I didn't pay close attention
Next trip I will check that out... a new Supercharger has opened up that I want to try..
So, why did these lawyers sue Tesla and Elon again?
And what are the lawyers now asking?
Talk about the Kettle and the Pot.
A good judge would kick these lawyers with their demands right out of the courtroom.
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