Part 6/15:
Shareholder Ratification: The shareholder votes in 2018 and 2024, with nearly 73% of votes supporting Musk’s continued compensation, were valid and should bind the courts, essentially ratifying Musk’s pay despite the court’s earlier ruling.
Material Disclosures and Fairness: Disclosures about the agreement’s terms were thorough and truthful, and the process was fair to shareholders, undermining the court's findings of unfairness.
Remedies and Equitable Rescission: Tesla’s position was that rescission—the unwinding of the entire transaction—was impractical and unjust. The courts’ ruling failed to consider the impossibility of restoring the parties to their original positions after years of successful work by Musk and Tesla.