Tesla Shareholders Battle Over Legal Fees in Elon Musk’s Compensation Case

  • ⚖️ Tesla shareholders are challenging massive legal fee requests in court.
  • 🛑 Delaware Judge Kathaleen McCormick voided Elon Musk’s $56 billion compensation plan.
  • 💰 Attorneys requested $7.2 billion (approximately 29 million Tesla shares) in legal fees.
  • 📉 The potential compensation for legal services is considered exorbitantly high.
  • 📨 Over 1,500 objections filed against the fee request from more than 8,000 shareholders.
  • 📉 Legal fee request was adjusted to $1.44 billion, still very elevated.
  • 🕵️‍♂️ Richard Tornetta initiated the legal challenge while holding nine Tesla shares.
  • 🔤 Elon Musk condemned the legal fee requests as “disgraceful” and “criminal.”
  • 📜 Tesla re-approved the compensation plan and plans to move its incorporation to Texas.

In an unfolding drama that has major implications for corporate governance and legal fairness, Tesla shareholders are challenging the colossal legal fees requested by attorneys in the high-profile case involving Elon Musk’s $56 billion compensation plan.

The Case at a Glance

Earlier this year, Delaware Judge Kathaleen McCormick voided Elon Musk’s controversial $56 billion compensation plan, which had been approved by Tesla shareholders in 2018. The ruling was the result of a lawsuit initiated by shareholder Richard Tornetta, who, interestingly, held just nine Tesla shares at the time. Tornetta’s legal team, comprising Bernstein Litowitz Berger & Grossmann and two other law firms, initially requested 29 million Tesla shares—worth approximately $7.2 billion—as legal fees.

Legal Fee Request: Exceptional Circumstance or Highway Robbery?

The initial fee request drew widespread scrutiny and outrage. The proposed compensation of $7.2 billion was seen as extraordinarily high, equating to approximately $370,000 per hour for all 37 lawyers and professionals involved in the case. Given the scale and complexity of the matter, some high legal fees were expected. However, this request felt disproportionate, prompting over 8,000 Tesla shareholders to file more than 1,500 objections against it.

“The legal fees appear exceedingly disproportionate and outlandish,” wrote Nathan Chiu, a New Jersey-based shareholder, in a letter to Judge McCormick. Even Elon Musk himself couldn’t stay silent, labeling the fee request as “utterly disgraceful,” “ironic,” and “criminal,” and going as far as to call the lawyers “evil” on multiple occasions.

Fee Adjustment: A Smaller Mountain, Still a Monument

In response to the backlash, the legal team adjusted their fee request to $1.44 billion. While this amount is significantly lower than the initial $7.2 billion, it still represents an extraordinarily high rate of over $200,000 per hour. Comparatively, some attorneys, associates, and paralegals involved in the case typically bill as low as $275 an hour, making the adjusted figure still seem exorbitant.

A Battle Over Billions: The Stakeholder’s Perspective

One of the primary concerns for Tesla shareholders is the precedent such a massive payout might set for future legal cases involving high-profile corporations. Here are a few key points further elaborated:

Impact on Corporate Governance

  • Setting Precedents: If this fee is approved, it could set a dangerous precedent in terms of acceptable legal compensation, potentially escalating future legal costs for corporations.
  • Board Accountability: This case underscores the importance of rigorous scrutiny by shareholders of board decisions and executive compensation packages.

Financial Repercussions

  • Stock Value: The allocation of such vast sums for legal fees could disproportionately affect Tesla’s stock value, raising concerns among investors who are wary of financial instability.
  • Operational Costs: Excessive legal fees could strain Tesla’s budget, diverting funds away from R&D and other essential operations, thereby impacting Tesla’s long-term growth and innovation potential.

Musk’s Response: Strong Words and Corporate Actions

In addition to verbal condemnation, Elon Musk has taken tangible steps to address the issue. Recently, Tesla held a shareholder meeting ratifying the previously approved compensation plan and voted to move the company’s incorporation from Delaware to Texas. These actions aim to restore shareholder faith and ensure that financial resources are allocated more judiciously moving forward.


As Tesla shareholders prepare to challenge the adjusted $1.44 billion fee request in court, the case represents a watershed moment in corporate governance and legal fairness. Stakeholders are looking for a balanced resolution that ensures fair legal compensation without setting troubling precedents for future cases.

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