(Reuters) – Tesla Inc has appointed Board member Robyn Denholm as a board member and meets the requirements of the US Securities and Exchange Commission to remove the job from Elon Musk, the electric car manufacturer's current CEO who has taken the company for months of turmoil.
Appointment was necessary as part of a September agreement. Tesla met with the Securities Regulator to resolve fraud against Musk and Tesla. Legal experts said it was unclear whether Denholm, who had been on Tesla's board for four years, was independent enough to Tesla to comply with the court settlement.
Denholm, 55, began Tesla as Independent Head of 2014 and is head of the Audit Committee. She paid nearly $ 5 million, primarily in stock options, by the company last year, which made her the highest remuneration for its board members.
She is the chief financial officer of the Australian telecom company Telstra Corp Ltd and previously worked for Toyota in Australia, according to her LinkedIn profile. She will resign from Telstra to take full-time Tesla role.
Whether she is independent enough to force public outbreaks of Musk – which supported the SEC as "Shortseller Enrichment Commission" on Twitter after the fight against fraud – is an open question.
Denholm was on the board when Musk set production targets for the Model 3 car that was not met, and even when the CEO tweeted that he had secured funding to take Tesla privately, which led to the SEC to file fraud against him.
The legal settlement of these fees requires that Tesla in writing certify that it has been appointed an "independent" chairman and to provide evidence and exhibitions to conduct its case.
While the definition of "independence" is generally wide, legal experts suggested that the court could ultimately conclude that Tesla did not comply with the conciliation letter.
"It violates the conciliation, which would change the culture of the board so that it was a control of Musc's worst instincts," said Stephen Diamond, Corporate Governance Manager at Santa Clara University.
The SEC refused to comment beyond the court.
Musk, which is still Tesla's largest shareholder and the driving force behind its ambitious plans to reform electrical battery technology and car transport, tweeted here his approval of the appointment.
"Musk thinks I have a lot to do with the selection and he wants to be sure they can look eye to eye," says Elazar Capital analyst Chaim Siegel.
Top proxy adviser Institutional shareholders and Ice Cream, Lewis & Co had annually classified Denholm as an "independent" chief of Tesla in reports to carmakers investors earlier this year.
Denholm pumped petrol at the parents petrol station before continuing to study at Sydney University and joining the accounting firm Arthur Andersen.
Since then, she has worked on the Swiss power grid maker ABB Ltd, the network company Juniper Networks and the computer group Sun Microsystems. She has also been a finance manager for Toyota Australia.
Telstra CEO Andy Penn said when he appointed her: "Robyn has a proven record as global COO in a company focusing on telecommunications networks."
However, executive recruiter Patricia Lenkov said that Denholm probably was not the right choice for the job, claiming that Tesla needed a figure with more experience of strong founders.
"It can be a risk factor here. She is not a proven entity in this kind of work," she said.
While Tesla is finally starting to do well with Musical's promise to produce Model 3 ago, considered crucial for the future of the company, it has lost senior executives for sales, staff, manufacturing and financing in recent months.
Its vice president of manufacturing Gilbert Passin was reported last month to have left.
"We see the fact that Denholm has a previous industry experience with Toyota positively," says CFRA Research analyst Garrett Nelson, and believes that Tesla should try to avoid the risk of a genuine outsider who collides with Musk.
The Silicon Valley billionaire's self-promotion gift has made Tesla one of the world's most talked-in companies, but also caused public spats with journalists, analysts, Wall Street investors and even rapist Azealia Banks.
He suits to call one of the divers behind this year's Thai cave rescue a "pedo".
According to the Australian newspaper, Denholm said that the only things that really make her disappointed are indifference and waste.
"Politeness costs you absolutely nothing. It does not matter if you are the most senior person in the room or the most junior," she said to the paper in an interview a few years ago.
Tesla shares closed about 1 percent to $ 351.40.
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