Comment by xnx
7 hours ago
Fireship pointed out that the board members gave themselves a generous severance package in the very brief interim, so that was very possibly the whole plan.
7 hours ago
Fireship pointed out that the board members gave themselves a generous severance package in the very brief interim, so that was very possibly the whole plan.
> Fireship pointed out that the board members gave themselves a generous severance package
Unless there was some other news that I might have missed, it was their previous Chief Financial Offer and Chief Legal Officer, not the board members.
Still, how is that even legal is astounding, feels very fraudulent, and the last guy I want to defend is the CEO of WP after all the drama he created over it.
Bizzare self dealing.
Vote out dude who has 84% shareholder control.
Immediately sign yourself a golden parachute deal for 8 million right before getting fired the next day.
Seems like complete breach of fiduciary duty.
A breach of fiduciary duty" describes Matt's behavior through all his escapades here. Minority shareholder rights are a thing, it just seems there are no minority shareholders willing enough to deal with Matt's nonsense to fight for it.
If there is any litigation, it opens Matt up to liability for the same thing. Unfortunately, as we've seen, Matt is willing to self-destruct himself and the company if it would effect sufficient self-glorification for him.
Minority shareholder rights do not generally include a right to remove officers of the company unilaterally.
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If anything the breach of fiduciary duty for those severance packages would not be Matt alone, if the board was the one voting for it.
> Matt is willing to self-destruct himself and the company if it would effect sufficient self-glorification for him.
I've worked for at least one boss with control issues and/or delusions of grandeur, and I will say that, well, if he's at the top, it's his choice for better or worse.
yeah, because as we know, Corporations are all about ... giving
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Can you tell me where you see Matt has 84% voting control?
I thought the reporting on this (at least in TechCrunch) was downright bizarre. The only thing that ever mattered was who had voting control, and I couldn't see anywhere that this was reported in TechCrunch. I can't even fathom how the other board members thought they could oust Matt if he had majority control. None of this makes any sense to me.
Edit: I see the 84% number further down in the article. Still, that makes this make even less sense to me. How could the other board members vote out Matt as CEO with only a minority vote?
Possibly if the other board members were selected by shareholders (i.e. mostly Matt). He can replace them, but they represent his interests as a shareholder while they are on the board.
It makes a lot of sense when you see their severance package. I’m going with the hypothesis this was the whole point.
fiduciary to whom? everyone who invested in the company knew they were buying in to something where one person controlled it.
... You still are supposed to act in the best interests of your share holders.
"Obviously the CEO was going to break the law, anyone who thought otherwise was a fool." is not grounds for voiding the legal obligations that CEO has to his shareholders.
Says who? If one thing all this legal stuff has surfaced, it’s that has been entirely … opaque … about who is what and owns what. He’s said WP.org is him, personally and nothing to do with the foundation despite it being hosted on foundation servers, made comments about the foundation being independent when it’s just him, a buddy, and another awol buddy. And declined to mention that when Automattic “gifted” WP to the Foundation “so it could be free from corporate interests” that the Foundations first act, that same day, was to grant Automattic a free, irrevocable, exclusive, universal license.
And that WPE didn’t owe the Foundation anything for their alleged issues, but their for profit competitor, his private company.
Matt has used “foundation”, wp.org, wp.com and Automattic interchangeably for years based on whichever definition was most convenient to him that day, so I don’t really see “it’s clear exactly what people were getting into”.
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Yeah, if Mullenweg really did control a majority of the voting shares, the previous board are the villains in this story no matter what you think of Mullenweg.
What were they supposed to do? If you’ve been following Mullenweg’s behavior, he’s clearly unstable, and while this is admittedly armchair diagnosis, a lot of his recent writing gives me strong stimulant psychosis vibes. Granted maybe you shouldn’t take a job as a board member at a company where the CEO has 83% of voting shares to begin with, but once you’re there, you still have a fiduciary duty to do what’s best for the company, so IMO they were obligated to at least try and eject him.
Definitely not award themselves very generous severance packages, that sounds fishy as hell regardless of any other factors.
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> What were they supposed to do?
The normal thing to do is to resign from the board. Maybe put out a statement explaining why.
Resign.
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If they can see that Mullenweg has lost it completely and beyond their ability to influence, and they also know that he’s a tyrant who would happily screw them, this seems like a fairly rational exit.
Obviously that may not be the case, but when the captain is steering the ship into rocks over and over the crew is going to take what they can and hit the lifeboats.
Ed sp
No, if the board doesn't believe it can continue to serve the company and meet its fiduciary duty, its obligation is to resign. CEO is an operational role; the board by design is not. It's a very big deal to "fire" the CEO, and doing so when you don't actually have the voting authority to follow through seems pretty close to malfeasance.
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How does this even work? Surely if you are going to move them out, you'd revoke the severance package first?
That's. That's just not how contracts for severance packages work.
I'm not familiar with this case but most severance packages I've dealt with are valid for everything except like death or federal prison.
Alternative theory - the board and new CEO understood their actions had high risk of termination and needed compensation for that risk.
That was my guess:
https://news.ycombinator.com/item?id=49692654