Automattic has a new board after failed attempt to put CEO on leave
Thread
Loading the complete thread in the background. This saved snapshot is available now. Refresh
Unofficial Hacker News client; not affiliated with Y Combinator.
Automattic has a new board after failed attempt to put CEO on leave
Loading the complete thread in the background. This saved snapshot is available now. Refresh
Unofficial Hacker News client; not affiliated with Y Combinator.
pinkmuffinere · · focus · HN ↗
2. I guess I should move my blog off Wordpress
eknkc · · focus · HN ↗
<a href="https://pbs.twimg.com/profile_images/1998201848008679424/OGHs2IoF_x96.png" rel="nofollow">https://pbs.twimg.com/profile_images/1998201848008679424/OGH...
BalinKing · · focus · HN ↗
[0] see, for example, this submission from the front page a month ago: <a href="https://news.ycombinator.com/item?id=49402521">https://news.ycombinator.com/item?id=49402521.
dtf · · focus · HN ↗
intunderflow · · focus · HN ↗
I had Claude write an extension to block this annoying bs <a href="https://chromewebstore.google.com/detail/block-superwhite-abuse/icgaohmdaiamelgkcbljioombconcmfl" rel="nofollow">https://chromewebstore.google.com/detail/block-superwhite-ab...
flerchin · · focus · HN ↗
jordanb · · focus · HN ↗
hoten · · focus · HN ↗
That's less fiduciary duty and more hacking a payday.
collingreen · · focus · HN ↗
throw0101a · · focus · HN ↗
A large golden parachute for firing a board member could be a disincentive mechanism to do it: a 'poison pill' of a kind.
* <a href="https://en.wikipedia.org/wiki/Shareholder_rights_plan" rel="nofollow">https://en.wikipedia.org/wiki/Shareholder_rights_plan
They could have felt they were doing the right thing, and making a public statement of the situation, but knew it was a bit of a kamikaze tactic and so made it more painful for when the eventual backlash occurs.
fwipsy · · focus · HN ↗
throw0101a · · focus · HN ↗
awb · · focus · HN ↗
doikor · · focus · HN ↗
If they truly believe the CEO was destroying the company/its value.
flerchin · · focus · HN ↗
toast0 · · focus · HN ↗
> Special meetings of the stockholders may be called by the board of directors or by such person or persons as may be authorized by the certificate of incorporation or by the bylaws.
California law specifically allows for a meeting called by stockholders with 10% of the vote, but for Deleware, a large holder would need authorization in the bylaws. If there was no such provision, a board could plausibly control the company until the next annual meeting, or until court action. Annual meetings can be delayed a bit, but any stockholder can force one once they're a little late.
If you were concerned about the judgement of the CEO/majority holder, and you were optimistic that it was a temporary issue, it might make sense to remove said person for as long as possible; be it a few months or a day and a half.
[1] <a href="https://law.justia.com/codes/delaware/title-8/chapter-1/subchapter-vii/section-211/" rel="nofollow">https://law.justia.com/codes/delaware/title-8/chapter-1/subc...
WJW · · focus · HN ↗
jeltz · · focus · HN ↗
bloudermilk · · focus · HN ↗
doikor · · focus · HN ↗
dylan604 · · focus · HN ↗
jordanb · · focus · HN ↗
ValentineC · · focus · HN ↗
VCFundedGenYer · · focus · HN ↗
xnx · · focus · HN ↗
ImPostingOnHN · · focus · HN ↗
<a href="https://news.ycombinator.com/item?id=49692654">https://news.ycombinator.com/item?id=49692654
tptacek · · focus · HN ↗
EA-3167 · · focus · HN ↗
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
tptacek · · focus · HN ↗
Analemma_ · · focus · HN ↗
tptacek · · focus · HN ↗
I'm not suggesting the board actually did anything legally risky here. The standards for that in Delaware are high. But morally, it's much harder to defend, so long as they knew this is what the outcome would be --- which it seems like they kind of clearly did.
EA-3167 · · focus · HN ↗
FireBeyond · · focus · HN ↗
ragall · · focus · HN ↗
On the other hand, if you're arguing that a board should be able to fire the CEO without cause and have him barred for eternity, then you're arguing that majority shareholders shouldn't be allowed to serve as CEO - in a private company !! - which has been the basis of capitalism for ever. It would destroy the economy as we know it.
3eb7988a1663 · · focus · HN ↗
ragall · · focus · HN ↗
EA-3167 · · focus · HN ↗
ragall · · focus · HN ↗
It's the people they represent, i.e. the shareholders, who get to decide what's the good of the company, and the board is simply meant to enact those wishes.
> The majority shareholder says jump off a cliff and we must obey” is nonsense
If the majority shareholder decides that, then 1) the board must resign at once and 2) any one minority shareholder must sue and have the Delaware Court of Chancery determine that the majority shareholder has abused his powers. I'm not sure what would follow that court decision.
tptacek · · focus · HN ↗
That doesn't mean they're required to faithfully represent the interests of any one person with majority voting power, but it does mean they can't select some random subset of minority voters and serve them instead.
EA-3167 · · focus · HN ↗
ragall · · focus · HN ↗
jeltz · · focus · HN ↗
FireBeyond · · focus · HN ↗
ragall · · focus · HN ↗
Analemma_ · · focus · HN ↗
tptacek · · focus · HN ↗
ImPostingOnHN · · focus · HN ↗
Indeed, Matt has a fiscal responsibility to resign from the company and stfu. He's dragging it down for all the investors, of which he is only one, and doing it purely for personal glory. That is unethical.
Boards vote themselves pay packages all the time. It was unwise for Matt to agree to pay it out by firing them for reasons purely personal to Matt.
Matt, since we know you are reading this: Do what is best for the company, not yourself: go away.
tptacek · · focus · HN ↗
ImPostingOnHN · · focus · HN ↗
If that is "all" you read in the post, I encourage you to take more than a couple seconds to read it, because you completely missed every single point.
Matt is an adult and had a choice. He approved the board. He knew the board had the severance package they had when he made it. Then he realized he regretted his own board choices because they were putting their responsibility to the company above loyalty to him personally.
As a result, he selected the option which was worst for the company, worst for investors, worst for fiscal responsibility, and best for himself and only himself. That is all far less ethical and moral than anything you've alleged.
ragall · · focus · HN ↗
The board members weren't "his bosses", he's "the boss" and the board serves as his pleasure, within the limits of the Delaware statute with regards to the protection of minority shareholders.
tptacek · · focus · HN ↗
The board has every right to fire the CEO. That's not at issue. The board could reasonably do that even if the CEO has majority voting control --- iff the board is certain the CEO won't immediately reverse the decision and replace the board. If they fire the CEO performatively (or as a hail mary) knowing the CEO will reverse them, they're causing operational chaos with no upside, and that's not something the board can legitimately do.
There's a subtext in some comments about this that the board can legitimately express a position that it's better that the company not exist than exist with Mullenweg at the helm. That's not a legitimate thing for the board to pursue.
ragall · · focus · HN ↗
He is the boss by virtue of having 84% of the voting power; and, as the board represents the will of the shareholders, the board should always consult with the shareholders before taking such action, if nothing else because majority shareholders have the power to dissolve the board and appoint a new one.
There's a parallel here with firing regular employees: there's dismissal with cause, and without cause. The dismissal *without cause* of a CEO that's also a majority shareholder makes non sense, so any dismissal would have to have a *cause* as codified by Delaware Law. IANAL, but it's usually mental unfitness, moral reprobation, or something of that gravity. Since they did not have a justified cause, I agree with you that the board should have resigned.
The interesting question here is whether the new severance packages, that the board gave itself in the brief interim, will be considered legal. We'll have to wait for a lawsuit to settle that.
ImPostingOnHN · · focus · HN ↗
This is ridiculous. Boards are elected by shareholders to act on behalf of their fiduciary interests, the actions the board took were in that interest, and matt replaced the board, because he placed personal power above financial upside. He's explicitly said this is the case before.
The fact that one of the shareholders voted ultimately against all of the shareholders' fiduciary interest does not mean the board made a wrong or unethical or immoral decision. It means that Matt did (who, notably, approved the board).
ragall · · focus · HN ↗
Contrary to popular opinion, Delaware courts have given great leeway to majority shareholders in deciding a company's strategy, and placing certain things above short-term "financial upside" is among those.
> I'm excited for this proposition because it would mean discovery of matt's terrible management decisions
It's funny you don't see the contradiction between considering the board as the paladins of small shareholders, just while the board was allowing the new interim CEO to leech company money by giving himself (and the chief legal counsel) a golden parachute.
ImPostingOnHN · · focus · HN ↗
Are you sure this is the case?
Company shareholders almost never decide a company strategy, they usually elect people to a board, and let those people decide, like matt did here. The directors were approved by matt specifically.
Of course, matt didn't like his own decision, so he changed his mind. That's his right, I guess. It doesn't mean the board did anything wrong (and in this case, seems it didn't).
> placing certain things above short-term "financial upside"
Purely out of curiosity (since it is immaterial to whether courts have ever okayed boards getting severance packages), can you cite precedent for when those "certain things" are purely personal grievances by a paranoid lunatic of which pursuit harms both the short-term and long-term health of the company? I feel like we'd have to get presidential, since that is the most similar narcissist businessperson, closest in behavior.
That is why I'm pretty confident no court will affirmatively believe the board committed any malfeasance by trying to replace a crazy person who is taking down the company, rather than indulging him in his paranoid delusions (wish this was an exaggeration).
pdpi · · focus · HN ↗
Both are true. The board as a whole is his boss in his role as CEO. He is the board's boss in his role as majority shareholder. That makes the situation a little less clear.
ragall · · focus · HN ↗
ImPostingOnHN · · focus · HN ↗
A court examining the board's removal of the CEO would not conclude they acted improperly based on some gross simplification to "the role as majority shareholder role wins", that's why the board was able to legally remove matt.
Brian_K_White · · focus · HN ↗
Do the right thing and make someone else be guilty of actively firing me for doing the right thing, (and leave the door open for the theoretical possibility that they don't), rather than me being guilty of giving up, is a perfectly valid stance, even if it's not what you would do.
It's one thing to say "well obviously Matt will just do the obvious thing we all "just know" he will" and it's quite another for Matt to actually do it. One is conjecture, the other is recorded fact history. Matt can no longer say he wouldn't do something like fire an entire board for the crime of doing their jobs. It's valuable to force the issue.
tptacek · · focus · HN ↗
bradleyjg · · focus · HN ↗
But I don’t think it’s required. The director under Delaware law is not conceptualized as a proxy for the whims of a majority of the voting rights.
Brian_K_White · · focus · HN ↗
onemoresoop · · focus · HN ↗
rbanffy · · focus · HN ↗
If the CEO is indeed insane and incapable of fulfilling his duties, and he still controls 84% of the voting shares, all options are nuclear.
onemoresoop · · focus · HN ↗
chairmansteve · · focus · HN ↗
The normal thing to do is to resign from the board. Maybe put out a statement explaining why.
7e · · focus · HN ↗
NetMageSCW · · focus · HN ↗
lemmetellya · · focus · HN ↗
[dead]
arpinum · · focus · HN ↗
kingstnap · · focus · HN ↗
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.
ImPostingOnHN · · focus · HN ↗
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.
tptacek · · focus · HN ↗
FireBeyond · · focus · HN ↗
jacquesm · · focus · HN ↗
All you need is a quorum at the next board meeting. In this case that would have never worked but in the general case it could definitely happen.
ImPostingOnHN · · focus · HN ↗
NetMageSCW · · focus · HN ↗
tremon · · focus · HN ↗
to11mtm · · focus · HN ↗
> 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.
hn_throwaway_99 · · focus · HN ↗
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.
runjake · · focus · HN ↗
NewJazz · · focus · HN ↗
cyanydeez · · focus · HN ↗
irregularbowels · · focus · HN ↗
[dead]
tjwebbnorfolk · · focus · HN ↗
hiddencost · · focus · HN ↗
"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.
FireBeyond · · focus · HN ↗
ValentineC · · focus · HN ↗
I've followed the drama since the early days, but I don't remember anything about WP.org being hosted on foundation servers.
If anything, I have no idea what the foundation does anymore, except to hold the trademark, and being a front for WordCamps in the early days.
FireBeyond · · focus · HN ↗
rcxdude · · focus · HN ↗
MiroslavPokorny · · focus · HN ↗
WJW · · focus · HN ↗
Loughla · · focus · HN ↗
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.
ValentineC · · focus · HN ↗
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.
giancarlostoro · · focus · HN ↗
bastard_op · · focus · HN ↗
slopinthebag · · focus · HN ↗
collingreen · · focus · HN ↗
slopinthebag · · focus · HN ↗
sixothree · · focus · HN ↗
monkey_monkey · · focus · HN ↗
chaosharmonic · · focus · HN ↗
bsoqk · · focus · HN ↗
dgellow · · focus · HN ↗
stephbook · · focus · HN ↗
Most other software wants more than the $100 one time payment that some random WordPress plugin demanded (VikBooking.)
stickfigure · · focus · HN ↗
"Some random WordPress plugin" is usually the main entry point. The core has a bad track record, but plugins are worse by far.
antisthenes · · focus · HN ↗
You just patch and redeploy.
askonomm · · focus · HN ↗
iAMkenough · · focus · HN ↗
to11mtm · · focus · HN ↗
I'll give the example case from my real life.
My wife and one of my best friends want to start a blog. My wife has some wordpress experience from her last job.
There isn't a big expectation for revenue, this is a hobby project.
At least when I did my 'shopping', a managed wordpress instance as far as cost, was somewhere between 'as cheap as just doing self-maintained custom solution hosted' and 'a little bit more but the extra 3-10$ a month versus my time to actually maintain it' stopped me dead in my tracks of Vibe coding an alternative.
IOW, the 'long tail' of wordpress, is the ecosystem of managed providers that exist where the user (at least as long as they are careful about plugins?) doesn't have to worry about updating the core bits, the provider takes care of that for them and can do it at a volume that makes it palatable.
judahmeek · · focus · HN ↗
to11mtm · · focus · HN ↗
Substack has shifted a bit too much towards 'subscribe-ish' type popups in the last 2ish years for me to trust it as an option; independent niche publishers ideally don't want to risk someone getting confused or driven away by a paywall threat.
krapp · · focus · HN ↗
sneak · · focus · HN ↗
cyanydeez · · focus · HN ↗
vntok · · focus · HN ↗
ls-a · · focus · HN ↗
rcxdude · · focus · HN ↗
(OTOH, wordpress has quite a lot of lock-in power, and the risk to a smaller user would seem to be smaller, so I could see why a lot of users decide to stick with it for now).
soraminazuki · · focus · HN ↗
<a href="https://web.archive.org/web/20241026031947/http://bullenweg.com/" rel="nofollow">https://web.archive.org/web/20241026031947/http://bullenweg....
It's ironic that this kind of blatant user harm gets brushed off as "political," when many on this forum defending him do so for politics.
Freak_NL · · focus · HN ↗
Unless you want and can go with Shopify and go all in on their platform, WooCommerce is what you need to host an online store on hosting of your own choosing. Alternatives seem to lack the numbers to tackle issues when something goes wrong without too much downtime.
(WooCommerce being a popular WordPress plugin.)
rramon · · focus · HN ↗
[dead]
paulryanrogers · · focus · HN ↗
At least it's better than ZenCart.
legitster · · focus · HN ↗
It was also the worst absolute time to pull these stunts. Between static site generators, LLMs, and the open internet dying - he couldn't have picked a worse time to do his massive mask reveal power play. Wordpress was on the precipice of irrelevance and he gave it a massive shove.
binlog · · focus · HN ↗
The company is being kept alive by 1. People who Google “how to set up an online blog/store” and click the first link and 2. Those who are already in too deep and don’t want to make the effort to migrate.
omnimus · · focus · HN ↗
NewJazz · · focus · HN ↗
omnimus · · focus · HN ↗
dj_rock · · focus · HN ↗
smoovb · · focus · HN ↗
sosborn · · focus · HN ↗
dghlsakjg · · focus · HN ↗
WP users want a mature, easy to use framework, with lots of plugins, and a tutorial that can show you how to get anything done. Wordpress is the piece of software that kind of defines that genre. The fact that every host offers a Wordpress package seals the deal.
weard_beard · · focus · HN ↗
fragmede · · focus · HN ↗
weard_beard · · focus · HN ↗
fragmede · · focus · HN ↗
dghlsakjg · · focus · HN ↗
I maintain a few WP sites for small businesses. Precisely none of them would benefit from the kind of traffic spike that would incur a $50k cloud scaling bill.
bloggie · · focus · HN ↗
pitchlatte · · focus · HN ↗
tecleandor · · focus · HN ↗
rbanffy · · focus · HN ↗
I get the frustration, that it’d be nice of commercial entities that use our software did more to support its development and maintenance, but that’s not in the license. A good project will create a healthy ecosystem with sufficient voluntary influx of resources. If it doesn’t, then maybe it’s no longer healthy or viable.
There will be a time things like Python, FreeBSD, Linux, MySQL, and so many others we know and love, will have been surpassed by new successors better adapted to that time. We’ll cherish their memory, remind everyone of their role in taking us to that future, and move on.
FireBeyond · · focus · HN ↗
hypfer · · focus · HN ↗
Truly an impressive play.
lemmetellya · · focus · HN ↗
[dead]
askonomm · · focus · HN ↗
hypfer · · focus · HN ↗
Insanity · · focus · HN ↗
echelon · · focus · HN ↗
It's not at the same scale that AWS and GCP suffocate database vendors, but it rhymes. And it's easy to see why he's mad.
If a very vocal part of the OSS community wasn't so averse to letting small amounts of monopolization happen, we might see open source products that reach significant commercial scale. Where a single vendor or entity can profit and grow big without irrelevant competitors abusing the license to latch onto the product. An open source monopoly could collect good margin and build ambitiously.
It's hard to build a defensible open source business without using fair source licenses, having source available enterprise offerings, or even using an open core design that keeps important parts hidden and out of the commons. That's the only way to defend the magic bits and grow big.
If OSS folks were more tolerant of this, we'd probably see more funding for OSS and extremely viable and defensible open source businesses.
askonomm · · focus · HN ↗
He's so-called "democratize publishing" persona is just a complete facade.
FireBeyond · · focus · HN ↗
irregularbowels · · focus · HN ↗
[dead]
NewJazz · · focus · HN ↗
SpicyLemonZest · · focus · HN ↗
hypfer · · focus · HN ↗
Would that be wrong? What makes him not "the WordPress guy"?
Legal stuff aside I mean. Are there other people that put in significant amounts of work that he is not giving credit to/downplaying their contributions or similar?
SpicyLemonZest · · focus · HN ↗
hypfer · · focus · HN ↗
Sooo.. no?
SpicyLemonZest · · focus · HN ↗
jeltz · · focus · HN ↗
NewJazz · · focus · HN ↗
soraminazuki · · focus · HN ↗
- <a href="https://web.archive.org/web/20241026031947/http://bullenweg.com/#2024-02-22" rel="nofollow">https://web.archive.org/web/20241026031947/http://bullenweg....
- <a href="https://web.archive.org/web/20241026031947/http://bullenweg.com/#2022-06-09" rel="nofollow">https://web.archive.org/web/20241026031947/http://bullenweg....
cindyllm · · focus · HN ↗
[dead]
Henchman21 · · focus · HN ↗
gadders · · focus · HN ↗
mkl · · focus · HN ↗
The_Blade · · focus · HN ↗
betteryet · · focus · HN ↗
ValentineC · · focus · HN ↗
I guess it was mostly advisory, with the added purpose of making it seem like the various organisations were stewarded by members of the community that were not Matt Mullenweg.
almostroot · · focus · HN ↗
ValentineC · · focus · HN ↗
almostroot · · focus · HN ↗
bradleyjg · · focus · HN ↗
Delaware law requires a board.
Whether limited liability should actually be allowed at all in such a situation is a better question.
robocat · · focus · HN ↗
You can't know what other conditions Mullenweg signed in contracts such as shareholders agreements etc.
Typically if you take VC money, the VCs will require the ability to sack the founder and take control, perhaps if particular targets are not met.
I've seen it: an ambitious owner agreed to stretch goals, and the VCs took took over the company from the founder after they had predictably failed to meet the goals.
moralestapia · · focus · HN ↗
FreakLegion · · focus · HN ↗
Founders are almost always outnumbered on the board by Series B, but like I speculated in <a href="https://news.ycombinator.com/item?id=49638676">https://news.ycombinator.com/item?id=49638676, Automattic is unusual here, and Mullenweg may control it. There's still a decent chance that True Ventures left in protest rather than being booted, though, and has the right to a seat[1]. It's just, what's the point if Mullenweg has them beat 4-1?
1. Edit: The article confirms that Toni Schneider resigned, but not whether True Ventures (his firm) has the right to a seat.
robocat · · focus · HN ↗
FreakLegion · · focus · HN ↗
What's not normal is any kind of special investor right to sack the CEO unilaterally.
moralestapia · · focus · HN ↗
FreakLegion · · focus · HN ↗
> what is even the purpose of a board in a multi-class share structure with the founder holding above 50% voting shares.
This is a question about governance in general. The details of what happened at Automattic are irrelevant.
moralestapia · · focus · HN ↗
It's nice to imagine things; I was once a kid as well, and imagination is the most powerful force on the planet, no doubt about it. I've been a scientist for 15+ years, so trust me, I know how nice it is to daydream about the "could-be"s and the "possibilities".
But, unfortunately, reality takes precedence over imagination. It's like these Avengers and Star Wars movies, I'm sure you've enjoyed them. It'd be really, really, really fun if they were real... but they're just... not, you know? On my end, I was fortunate enough to learn this during my teen years. It's good to let your imagination run wild, but always keep a foot in reality. It will save you a lot of trouble.
I took my time to explain this because it is a topic I have devoted a lot of time to, and I wanted to share it with you with the best intention of improving your life as well. I wish you the best with that, lad :).
Anyway, back to the topic at hand. The reality is that Matt had all the cards in his hand, and no amount of "argumentation," Hacker News armchairing, good wishes, or "imagination" will ever change that. You could ask the ousted board members if it did! Lmao.
Of course, one might discuss what would've happened if Matt had lost. If the terms were different, if the board had more power, or as another young fella here was saying, "what if they signed a clause that says they cannot be ousted", I mean, those are all really interesting topics to discuss, don't get me wrong, but it is also equally interesting to talk about other imaginary things here like, "what if we had wings and could fly?" or "what if we didn't need to eat and drink water?" and so on.
With no intent to diminish the power of imagination, I was respectfully arguing from the point of view of reality.
jacquesm · · focus · HN ↗
ncr100 · · focus · HN ↗
CPLX · · focus · HN ↗
The fact that they were subsequently fired doesn't make it into a performance. It's still a board resolution.
nobodyandproud · · focus · HN ↗
CPLX · · focus · HN ↗
Subsequent to that, they were removed from their positions. Failure is a subjective assertion that implies that they had some idea that they were going to do something different than what they actually did, but that doesn't seem supported by any of the actual facts.
Seems to me they successfully communicated that their judgment and decision was that he should be fired, and are no longer responsible for the outcome, as they've been removed from their fiduciary duty of making judgments like that.
nobodyandproud · · focus · HN ↗
CPLX · · focus · HN ↗
ragall · · focus · HN ↗
CPLX · · focus · HN ↗
ragall · · focus · HN ↗
CPLX · · focus · HN ↗
Boards have the power to decide any and everything in a corporate structure. They are, in fact, the only way that a decision of the corporation is made and made official.
I'm not sure what legality has to do with any of this. A corporation is a legal structure, and a board is its decision-making body. If you're talking about criminal charges or disputes between parties about who's got the power or authority to do something, then those are decided by courts, but in a civil context courts don't originate decisions. Courts ratify decisions or choose between dissenting views on what the decision is.
ragall · · focus · HN ↗
CPLX · · focus · HN ↗
The CEO can't fire the board. The board can fire the CEO. The majority of shareholders can fire the board. The fact that one person plays the role of two of those actors is interesting but one of the whole points of corporate governance is that everybody plays their actual role when they're in that role and assigned to do that role. In that context the board tasked with making a decision on who should be CEO made a defensible decision and then they were fired by the shareholders who disagreed. This is exactly what's supposed to happen. Everything is by the book.
ragall · · focus · HN ↗
He can when he's the majority shareholder.
> but one of the whole points of corporate governance is that everybody plays their actual role when they're in that role and assigned to do that role.
Where do you think you are ? In Victorian England where everyone dutifully plays one's role with a stiff upper lip and never tries to abuse power ?
rbanffy · · focus · HN ↗
giancarlostoro · · focus · HN ↗
rbanffy · · focus · HN ↗
giancarlostoro · · focus · HN ↗
4d4m · · focus · HN ↗
slater · · focus · HN ↗
[dead]
4d4m · · focus · HN ↗
photomatt · · focus · HN ↗
I came back not just because of the proxy, but because hundreds of top Automatticians messaged me about resigning or joining my next thing. I want what's best for all Automattic shareholders, which includes >80% of our employees. (We have a great internal stock system.)
More than ever, the web needs an independent player making major investments in Open Source and technology that promotes freedom, liberty, and privacy.
The week of all the drama, Automattic served 25 petabytes of traffic, had zero seconds of downtime, improved CSAT across all products, helped ~450k new websites be created, 20M new posts, 16M messages through Beeper, 1.1M journal entries in Day One, thousands of Open Source commits, blocked a ridiculous amount of spam and hacking, and did it with people working together across 83 countries! I could go on.
reticulates · · focus · HN ↗
intunderflow · · focus · HN ↗
ceautery · · focus · HN ↗
I never spoke to a single human being when I worked for them, and all of my technical questions in their Skype dev channel went unanswered. It feels insane to me that this is still a functioning company.