Tesla was named Robyn Denholm, the chief financial officer of an Australian telecommunications company, as chairman of the electrical automobile industry committee, the panel overseeing Elon Musk.
Denholm, who joined Tesla's board in 2014, will immediately become president and resign from his role as financial director and strategy in Telstra in six months to fill the role full-time. She "also temporarily resign as Chairman of the Tesla Audit Committee until she leaves Telstra," the automaker said.
The decision, announced late Wednesday, came after Musk had settled a securities fraud commission in September with the US Securities and Exchange Commission for his tweets on the private Tesla hiring. The agreement deprived Musk of the ability to serve as president for three years and required Tesla to appoint two new independent directors, set up a new committee of independent directors, add controls to oversee the Musk's communications and pay penalties.
In a Tweet Responding to Tesla's announcement, Musk said that he "would like to thank Robyn for joining the team, great respect, I can not wait to work together."
Denholm's curriculum includes seven years of financial management at Toyota in Australia, as well as two decades as a strategic, financial, and operations executive at Sun Microsystems and Juniper Networks.
His appointment could be a surprise for Tesla's observers or investors who expected the company to appoint one of the two new independent directors as president, bringing someone who had experience in carrying out operations in a production company and who he had not been on the board during the past few years, when Musk's irregular communications on Twitter and Tesla's production problems caused headaches to investors.
"We have been critical of the board in the past, and their ability to control Elon," said Gene Munster, a managing partner who conducts research at the venture capital firm Loup Ventures and who described announcement as a "missed opportunity" Since Denholm has been on Tesla's table for four years, he said, "we wonder if, in his new role, he will have a new influence on Elon's behavior?" But he stressed that his company remains a great supporter of Tesla.
Tesla spokeswoman Caroline Nolan stated in an email that Denholm has "considerable experience of working in companies led by founders" and that the board "continues actively pursuing its search for two other independent directors".
Tesla's table was criticized as too welcoming with Musk. In his power of attorney, Tesla claims that only two of its directors – Musk and his brother, Kimbal – do not meet the independence standards set by the Nasdaq and that the board "conducted an analysis for each non-employee administrator and considered all other relevant facts and circumstances. "But the influential proxy consultant, Institutional Shareholder Services, stated in a report this year that he considered only five of the nine independent Tesla directors due to the professional ties between two other directors and Musk. Denholm was one of the directors who said he was independent.
In a letter last week, a group of investors that included officials associated with public pension funds in four states called for further revisions to the company's board of directors than required by the SEC regulation. They asked Tesla to disclose a "refreshment plan" for Tesla's board, a permanent separation between the CEO and the president's work and other provisions.
The New York controller Scott M. Stringer, who is the custodian of the city's pension fund and who also signed the letter, said in a statement last week that "a truly independent and updated board with directors of different backgrounds would be in able to provide the strong supervision that the company clearly needs: Tesla now has the possibility, in the wake of the SEC agreement, to restore investor confidence and rebuild the relationship of the company with long-term shareholders . "(Tesla declined to comment last week on the letter).
Denholm "is one of the independent directors we have appealed to last week," said Dieter Waizenegger, one of the signers and executive director of CtW Investment Group, a group of activists. "We are pleased that the council has chosen you to lead the next phase but [the] big questions are: who will leave the board and who will join? This is only the first step. "
From the settlement, Musk appeared to taunt the SEC in Twitter posts. On October 4th, he he wrote "I just want to say that the Enrichment Commission Shortseller is doing an incredible job, and the name change is so important!"
Then last Monday, Musk said on Twitter that now was "Tesla Nothing", writing who had canceled his titles last week "to see what would happen". Then he followed another tweet, saying that "the legally obliged officers of a company are the president, the treasurer, and the secretary, I believe I have to keep the first or confuse the authorities."
On 2 November, the company described Musk as its CEO in a quarterly deposit.
Tesla reveals the SEC's citations while Musk calls the deepening reports of the "absurd" FBI probe
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