to be or not to be

Tesla investors potentially to vote on switching the carmaker's corporate registration to Texas

The electric car company's CEO said early Thursday that Tesla would get shareholders to vote on whether to switch its corporate registration to Texas, where its physical headquarters is located. Photo courtesy of Tesla

Elon Musk wants Tesla investors to decide on moving the company's corporate listing to Texas after a Delaware court decided he shouldn't get a multibillion-dollar pay package.

The electric car company's CEO said early Thursday that Tesla would get shareholders to vote on whether to switch its corporate registration to Texas, where its physical headquarters is located.

“Tesla will move immediately to hold a shareholder vote to transfer state of incorporation to Texas,” Musk wrote on his social media platform X, formerly known as Twitter.

Musk had polled X users earlier on the same question, with 87.1% of 1.1 million respondents voting yes. “The public vote is unequivocally in favor of Texas!” he wrote.

Musk, who has previously polled people on X before making decisions, moved Tesla's headquarters to Austin, Texas, from California in 2021.

His announcement comes after a judge in Delaware, where the company is currently registered, ruled last Tuesday that Musk is not entitled to a landmark compensation package potentially worth more than $55 billion that was awarded by Tesla’s board of directors.

After the ruling, Musk took to social media to to express his displeasure.

“Never incorporate your company in the state of Delaware,” he wrote in one post. He later added, “I recommend incorporating in Nevada or Texas if you prefer shareholders to decide matters.”

The ruling came five years after shareholders filed a lawsuit accusing Musk and Tesla directors of breaching their duties and arguing that the pay package was a product of sham negotiations with directors who were not independent of him.

The defense countered that the pay plan was fairly negotiated by a compensation committee whose members were independent and had lofty performance milestones.

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A View From HETI

Two investment firms have scooped up the majority stake in JET, a subsidiary of Phillips 66 with a rapidly growing EV charging network. Photo via Jet.de Facebook.

Energy Equation Partners, a London-based investment firm focused on clean energy companies, and New York-based Stonepeak have completed the acquisition of a 65 percent interest in JET Tankstellen Deutschland GmbH, a subsidiary of Houston oil and gas giant Phillips 66.

JET is one of the largest and most popular fuel retailers in Germany and Austria with a rapidly growing EV charging network, according to a news release. It also operates approximately 970 service stations, convenience stores and car washes.

“We are delighted to complete this acquisition and to partner with Stonepeak and Phillips 66 to take JET to the next level,” Javed Ahmed, managing partner of Energy Equation Partners, said in a news release. “This investment reflects EEP’s commitment to investing in established players in the energy sector who have the potential to make a meaningful impact on the energy transition, and we are excited to work alongside the entire JET team, including its dedicated service station operators, to realize this vision.”

The deal values JET at approximately $2.8 billion. Phillips 66 will retain a 35 percent non-operated interest in JET and received about $1.6 billion in pre-tax proceeds.

“Under Phillips 66’s ownership, JET has grown into one of the largest fuel retailers in Germany and Austria," Anthony Borreca, senior managing director and co-head of energy at Stonepeak, added in a news release. "We are excited to join forces with them, as well as Javed and the EEP team, who have long-standing experience investing in and operating retail fuel distribution and logistics globally, to support the next phase of JET’s growth.”

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