If Musk "steps down" as Twitter CEO, per his latest bogus "poll", some things to remember:

1) He'll still be in control. The owner sets the policy the CEO carries out. The owner decides in the end.

2) He lies incessantly. Nothing he says can be trusted, ever.

3) Big Journalism will breathlessly cover the charade as if it meant something, and will continue to support a man who loathes honest reporting and has contempt for genuine freedom of expression.

@dangillmor
Number 3 really sucks, and I agree completely that’s what they’ll do.
@timpalmer @dangillmor Yes. It seems that pretty much all corporate media shares the same core mission as The New York Times, namely to support the authority of the wealthy. That support comes in many forms: fan-boying richies like Musk, highlighting the toys of the rich, showing the lifestyles of the rich as enviable, giving more prominence and credence to the opinions of the wealthy... it is pervasive.
@dangillmor - Well, there is, in theory, some friction between majority shareholder and CEO. There's the board of directors (largely named by major shareholder). But we know how the Chicago economics nutz trained boards to kow-tow to large shareholders in the name of very short term "shareholder value".
@karlauerbach @dangillmor It's a privately owned company. Musk can operate it as he likes.

@chemoelectric @dangillmor - If and when he brings in other shareholders than it won't be private any longer.

But moreover, as long as it is a "corporation" the legal separation between shareholders, directors, and officers remains. The IRS and state would be extremely interested if it were operated as a sole proprietorship. That's often called "piercing the corporate veil".

@karlauerbach @dangillmor Yeah, but you know, that's paperwork. Other people do it for him. :)

@chemoelectric @dangillmor I do wonder whether Twitter is at risk of having its corporate structure invalidated and being treated as a sole proprietorship?

If Twit** collapses there will be enough outstanding debt to induce a lot of people to ask that question and try to reach Musk's other assets (such as Space-X & Tesla.)

#law #twitter #corporations

@karlauerbach @dangillmor Which brings up for me that Musk is treated by the media as a serious space guy, and they haven't even noticed he was silent about the Artemis 1 mission.

Musk doesn't give a darn about space, and SpaceX employees probably really answer only to NASA and other gov't agencies, not Musk. Otherwise the rockets wouldn't work.

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@karlauerbach I haven't noticed the SEC caring much about his completely autocratic behavior at his other companies, which are publicly owned. No reason to suspect they'll care about this one, is there? @chemoelectric
@dangillmor @chemoelectric - There is a tendency of money owed but not paid that brings out questions about whether a corporate structure is real or a facade that can be penetrated to reach the pockets of those who would normally be protected.
@karlauerbach @dangillmor The recent WaPo article says he disbanded the board.
@karlauerbach @chemoelectric @dangillmor not necessarily. A private company can have more than one shareholder.
@briank65 @karlauerbach @dangillmor Sure, I used to work for a privately held company and they tried to pay us in shares when short of cash. Who wants shares in a company that can’t even make payroll? :)
@briank65 @karlauerbach @dangillmor There was also a snitch who listened through the door to board meetings. When I was let go, I became privy to knowledge of when they were planning to liquidate the place shortly after.
@briank65 @karlauerbach @dangillmor (I was let go earlier because I was thoroughly disabled and just wouldn’t admit it to myself. They did me a favor.)
@chemoelectric @briank65 @dangillmor - If I remember correctly California has some rather strong laws about companies, especially non-publicly traded ones, who try to pay salaries with stock (options or certificates.)
@karlauerbach @briank65 @dangillmor I am in Minnesota, and it was over 20 yrs ago. California law means nothing here. :)
@briank65 @chemoelectric @dangillmor - Yes, you are right. The term usually applied to a corporation that is not publicly traded with only a few shareholders is "closely held".
@chemoelectric @karlauerbach @dangillmor subject to the terms and conditions placed upon him by his lenders..
@sir_j @chemoelectric @dangillmor Yes indeed, Twitter creditors have a say in things - but mostly only when and if the debt comes due and is unpaid. However, as I understand it Twitter itself is the security for several of the loans. Thus Musk may be at risk for destroying the value of that security. The agreements may (and probably do) allow creditors to act when the security for the loans is being damaged.
@karlauerbach @chemoelectric @dangillmor indeed, as it’s the security, I imagine every time he lops enough value away from it, that they call more and more shots, and I’m sure when they unilaterally decided to thumb nose at EU competition law with their “wall”, was the last straw for the investors!
@karlauerbach @sir_j @dangillmor Those are margin loans, right?

@chemoelectric @sir_j @dangillmor - They could be, but if I were making a big loan I'd want the corporate assets, not the stock shares, to be the security for the loan.

It's the difference between buying a car in which the car is the sole security for the loan and buying a car in which the car *and* your other assets server as recourse to secure the debt. As a borrower you want the first, as a loan maker you want the second.

@chemoelectric @karlauerbach @dangillmor there’s margin loans over TLSA as well as Twitter is the collateral. Either way, will have been an extreme week that may explain selling Billions more TLSA shares unannounced all of a sudden..
@karlauerbach @dangillmor
There is no Twitter board of directors.

@Roberto_the_robot @dangillmor - Twitter is still a Delaware corporation. (Just checked)

It seems that Delaware allows a corporation to have a board with only one member - but it still has a board. I haven't seen but one can guess that Musk is that one.

But even with one that board member has to wear two hats and clearly differentiate the roles else risk penetration of the corporation.

Musk is creating muddy waters that may invite invalidation of the corporate form.

@karlauerbach @dangillmor He dissolved the board of directors. He is all now.

@akaBeth10 @dangillmor - I haven't dredged into Delaware law - I've only set up corporations/LLCs there a few times. However, if I remember correctly even Delaware. does not permit corporations without a board or directors - but they do allow it to be a degenerate board with only one member.

I was digging through the freely available Delaware Twitter documents and they've done a good job of moving all info into the "pay $$ to get" category. SEC filings don't tell us enough.

@akaBeth10 @dangillmor - Yes, that's how I understand it. Being a "sole director" does not remove the fiduciary obligations on that sole director to act in the best interests of the corporation (not the shareholders). So Musk has to be careful to know when he is acting as a private shareholder and when he is acting as a director and when he is acting as an officer/CEO. If he fails in that then the corporation can be held to be a sham and become, in essence, a partnership or sole proprietorship.
@karlauerbach @dangillmor Interesting. Well we know he's failing in all 3, so I guess we'll see just how much power billionaires have.
@dangillmor Twitter is a junker trade up

@dangillmor The only reason he'd step down is if he saw some way to leave some other sucker holding the bag.

I still have "January" in the "In what month will Twitter declare bankruptcy" pool. He's got a mountain of debt he can't service, regulators starting to circle, and no way to boost revenue. He can cut people and make his expense sheet look better but that's just pushing costs into the future. So he'll want someone to own that terrible future and take the blame for it.

@dangillmor It's a stunt meant to placate his Tesla investors, who are rightly wondering why he's fiddling around with Twitter as Tesla becomes a raging dumpster fire.

I call him Enron Musk for a reason.

@dangillmor

Mark cuban is the only guy that I believe can save it…

but why would he want to?
He doesn’t need the hassle.

@dangillmor It's also entirely inconceivable that he will allow a result he wasn't prepared for. If "yes" wins it will be because he has a CEO lined up and/or because he's had an ultimatum from the Tesla board or similar.
@dangillmor yep. It’s very sad that this nonsense will get a lot of media attention
@fucktwitter08 @dangillmor it will also move attention away from the fediverse and tempt people back to the birdsite, as it is intended to do.
@dangillmor
Could it be that the bogus poll was motivated by the odd meeting at The World Cup with a bunch of investors?
RΛISINI ライシニ on Twitter

“Just overheard Elon Musk discussing investment opportunities from the Amir of Qatar @TamimBinHamad & other Saudi Royals for his businesses, specifically Twitter,but from their body language & diplomatic response, it didn’t seem very positive. They asked him to find a suitable CEO”

Twitter

@dangillmor

Most twitter polls from what I have seen on the interwebs points to about 1% of userbase and that's being generous 🤣

@dangillmor
"Today was the day he finally became President..."

@dangillmor I trust him even less. There are 9 hours to go, enough for him to rig the vote. Anyway, I voted to keep him, I want him to go down with the ship full of crap he created.

Anyway, as you said either way he still owns it. Ultimately using Twitter is supporting him.

@gpowerf @dangillmor No doubt he is capable of rigging the vote, but most likely it would be done continuously, not as a vote dump late in the process. In other words, if it's rigged then it's rigged to give him an excuse to nominally step down.
@gpowerf @dangillmor ... Maybe those Tesla shareholders who are demanding Musk be removed as CEO might actually succeed if he doesn't return and fight them off.
RΛISINI ライシニ on Twitter

“Just overheard Elon Musk discussing investment opportunities from the Amir of Qatar @TamimBinHamad & other Saudi Royals for his businesses, specifically Twitter,but from their body language & diplomatic response, it didn’t seem very positive. They asked him to find a suitable CEO”

Twitter
@dangillmor The way birdsite is being managed, Musk could "step down" as CEO, then step right back up again a day later.

@dangillmor It may mean something if his equity partners have told him he needs to step back and STFU if they're going to bail him out of this jam.

He's not the "sole owner" -- even if he has invested a fairly huge chunk of his net worth in the company.

@dangillmor ironically I think mainstream journos have paid less attention than warranted to the Twitter mayhem. But I agree if they pay it due attention it is unlikely to be covered well.
@dangillmor Spot on.
@dangillmor And BTW (say I with tongue in cheek) what he ought to do is ban everyone who voted Yes. But he won't, because it would be doing them a favor. And he doesn't do favors.

@dangillmor

He obviously considers the 4th estate "the enemy of the people" just like Trump.

Musk is an angry man...and he's got 44billion reasons to be, but that doesn't mean he isn't an a$$hole...

@dangillmor The only solution is to encourage people to join Mastodon and delete Twitter.

Don't read tweets. Don't keep up with the Elon fiasco. Separate entirely. Eventually they will realize they are shouting into an empty room and the effort will not be worth it.

Don't even lurk. Don't drive traffic to Twitter. Pretend Mastodon is the platform you have been using all along and let's carry on.