Elon Musk, Tesla's CEO and public face, is constantly making news and expressing his opinions on his social media site X. But electric car companies have another leader. Its leader is a much lesser-known figure.
For more than five years, Tesla's board of directors has been led by technology executive Robin M. Denholm, who rarely speaks publicly outside of her native Australia and posts almost nothing on X. Not yet.
To some analysts and investors, Mr. Denholm is the “grown-up guy” who helped Mr. Musk build Tesla into the world's most valuable automaker. But to her critics, she has failed in her most important job: keeping Mr. Musk in check.
Late last month, a Delaware judge sharply criticized Denholm's leadership and invalidated Musk's 2018 compensation package worth more than $50 billion. Delaware Court of Chancery Chancellor Catherine St. J. McCormick said Denholm took a “lazy approach to his supervisory duties” at Tesla.
The judge also questioned whether Mr. Denholm could be independent from Mr. Musk, since he earned more than $280 million from his work on Tesla's board. In court last year, Mr Denholm said his salary was “life-changing”. Her compensation significantly exceeds what other large U.S. companies, including Apple and Google parent Alphabet, pay independent chairs of their boards.
“Mr. Musk conducts his business as if he were not subject to board oversight,” the judge said in his ruling.
Musk has slammed the ruling and said he plans to ask shareholders for permission to move Tesla's operations to Texas, where Tesla is headquartered. The court's decision also means the board must develop a new salary package for him.
Separately, Musk last month, two weeks before the Delaware ruling, demanded that Tesla's board significantly increase its control over the company if it wants to continue developing products based on artificial intelligence. . Musk, who owns about 13% of the company, wants voting rights equal to at least 25% of Tesla's shares.
Mr. Denholm will be closely involved in decisions to change the company's location and negotiations with Mr. Musk for pay and more control. She has not said anything publicly about these issues and did not respond to requests for an interview with her.
Ms. Denholm has spent more than 40 years working in operational and financial positions for large companies in Australia and the United States. She is widely considered to be a gentle and reserved presence who likes to take calculated risks from time to time. For example, as Juniper Networks' chief financial officer, she resisted pressure from Wall Street to cut costs and lay off employees, and defended the company's decision to invest in research and development. Some analysts said the strategy worked.
“She's very down-to-earth, very straightforward, very independent, very relaxed,” said Pierre Ferrag, managing partner at New Street Research, who worked with Denholm at Juniper. he said. “I don't think we could have found a better chairman for this very unique job,” Tesla said.
Perhaps the biggest risk she took was agreeing to lead Tesla's board of directors.
Addressing an audience at an event in Sydney, Australia, in 2022, Denholm said that Musk's offer came after Musk agreed to step down as chairman in 2018 as part of a settlement with the stock exchange. He said he had a friend who advised him not to accept it. commission. The settlement stems from Musk claiming on Twitter that he had secured financing for plans to take Tesla private even though it was still in its early stages.
According to news reports from the speech, Denholm said friends had warned him that he would be leading the board of a company led by a contrarian founder, which was not profitable at the time. According to her legal filings, she initially turned him down, but when he asked her again, she agreed and resigned from her role as chief financial officer of Australian telecoms company Telstra.
One of three children of European immigrants to Australia, Ms Denholm, 60, grew up in a Sydney suburb where she attended what she described as a “garden public school”. During her weekends and school holidays, she helped her parents balance her books at gas stations and service cars.
Mr Denholm studied economics at the University of Sydney and began his career at accounting firm Arthur Andersen. She held a series of jobs at large companies including Australia's Toyota Motor Corporation (where she was one of the few female executives) and Silicon Valley's Sun Microsystems and Juniper.
In addition to his role on the Tesla Board of Directors, Mr. Denholm also chairs Australia's most high-profile technology industry body, the Technology Council of Australia. She owns at least three of her red Teslas, and in a 2014 Sky News interview she described herself as “really curious.” Her family's investment office, founded in 2021, focuses on female-led tech startups and owns a 30 per cent stake in her hometown's two basketball teams, the Sydney Kings and Sydney Flames. are doing.
According to legal filings, Mr. Denholm did not know Mr. Musk until he was hired as a member of the company's board in 2014. She praises Musk's vision, discipline and resilience in interviews, but largely avoids discussing his erratic comments about him and X.
Connor Wynne, a corporate decision-making expert at Monash University in Melbourne, Australia, said Musk may have chosen Denholm because she was very different from him and had skills he didn't have. said.
“You don't want just some crazy genius at the top creating something,” Wynn said. “We need people who can put that into action and operate with a focus on people.”
But other experts said Mr. Denholm's job is not just to complement Mr. Musk. As the leader of Tesla's board of directors, she has a duty to oversee the CEO and do what is best for all of the company's shareholders.
“When Ms. Denholm took over in 2018, the hope was that she would be the adult in the room, the mother figure who could possibly tame this wild child,” said Joe from the Leavey School of Management.・Associate Professor Ellen Posner says. Santa Clara University. “That clearly hasn't happened.”
But Posner said Denholm may not have been able to control Musk because nearly all of the other Tesla directors have personal or financial ties to him. One of the directors is Musk's younger brother, Kimbal. Several others have had long-standing ties to Mr. Musk, either personally, professionally or both.
“She didn't seem set up to be successful at taking the reins of Elon Musk,” Posner said.
Denholm's job is likely to be tougher than ever this year. Tesla's stock has fallen about 24% this year as a decision to incorporate the company looms, Mr. Musk calls for more control, and investors worry about slowing sales and weak profits. There is.
At a conference last year, Denholm spoke about how she dealt with uncertainty and doubt. Early in her career, Denholm faced anxiety about an impending international move and called her father for advice, she said.
“He said, 'Robin, what's the worst that can happen? If I fail, do I have to go home?'” she told an audience in Sydney in May. “That's the approach I took.”