The Loser Apartheid Era Emerald Heir Pedo Guy™ Loses Again

Once again, a Delaware judge has called bullsh%$ on Elon's $56,000,000,000.00 Tesla payday.

He must be so mad now: 

A Delaware judge today rejected Elon Musk's bid to reinstate a Tesla pay package that was worth over $50 billion at the beginning of 2024 and has now crossed $100 billion based on Tesla's latest share price. The judge also ordered Tesla to pay $345 million in attorneys' fees to the plaintiff's counsel, who had sought $5.6 billion in fees.

Delaware Court of Chancery Judge Kathaleen McCormick, who voided the pay plan in January, said today that a June 2024 shareholder vote re-approving the 2018 pay plan is not a compelling reason to reverse the original ruling. Her ruling said that a "large and talented group of defense firms got creative with the ratification argument, but their unprecedented theories go against multiple strains of settled law."

Musk is thus prevented from accessing a pay package whose potential value has soared along with Tesla's stock price. "As of Monday, the pay package was worth $101.4 billion, according to Equilar, a compensation consulting firm," Reuters wrote.

By holding another shareholder vote, Musk and Tesla board members essentially created new evidence after the trial, McCormick wrote:

There are at least four fatal flaws. First, the defendants have no procedural ground for flipping the outcome of an adverse post-trial decision based on evidence they created after trial. Second, common-law ratification is an affirmative defense that must be timely raised, which means that, at a minimum, it cannot be raised for the first time after the post-trial opinion. Third, what the defendants call "common law ratification" has no basis in the common law—a stockholder vote standing alone cannot ratify a conflicted-controller transaction. Fourth, even if a stockholder vote could have a ratifying effect, it could not do so here due to multiple, material misstatements in the proxy statement. Each of these defects standing alone defeats the motion to revise. 

………

The proxy statement provided to shareholders before the June 2024 vote "recommend[ed] that stockholders 'ratify' the exact same Grant rescinded by the Post-Trial Opinion," McCormick wrote.

The new stockholder vote could shift the burden of proof, but only if the vote is "fully informed and uncoerced," McCormick wrote. Shareholder Richard Tornetta, the plaintiff who launched the lawsuit that got Musk's pay rescinded, "has demonstrated that the vote was not fully informed," today's ruling said.

The January ruling in which McCormick voided the pay package said the deal was unfair to shareholders and that most of the board members were beholden to Musk or had compromising conflicts. In Tesla's subsequent request asking shareholders to re-approve the pay plan, the company said that a yes vote could "extinguish claims for breach of fiduciary duty by authorizing an act that otherwise would constitute a breach" and correct "disclosure deficiencies" and other problems identified in the 2018 stock award.

I am amused.