National Amusements has branded members of Viacom’s board “antagonistic” and “vicious” as the battle for the future of the US media giant rages on in public.
A letter distributed to press said it regarded actions recently dismissed Viacom board members, including Philippe Dauman, as “antagonistic to the interests” of the company, and that even if Sumner Redstone was incapable of making decisions, National Amusements could act without their blessing.
These directors were recently removed from the Viacom board earlier this month, but are seeking to be reinstated as they believe NA owner Sumner Redstone is being manipulated by his daughter, Shari Redstone, in a cynical power play to take control of Viacom.
National Amusements owns 80% of Viacom’s voting shares.
“These highly personal and vicious attacks on Sumner’s capacity and Shari’s honesty and integrity are offensive and unacceptable,” the letter, which was addressed to Viacom’s board and from Sumner Redstone and other NA directors, read. “More importantly, however, those allegations, even if they could somehow be proven, would have no impact on the legitimacy of National’s actions with respect to Viacom.”
The letter claimed theoretically that even if the 93-year-old Sumner Redstone was mentally incapacitated, as legal challenges from the Dauman and Fred Salerno camp have suggested, he and former wife Phyllis Redstone would automatically be replaced on the NA trustee board Tyler Korff and Shari Redstone.
Both Korff and the younger Redstone voted to remove Dauman and ex-Viacom board member George Abrams from the trustee board, which controls Viacom’s management strategy. The letter noted a majority of trustees voted to axe Dauman and Abrams, meaning the result of a separate vote without Sumner Redstone would be the same.
The letter said it expected the legal challenge to reinstate Dauman, Abrams, Salerno and two others to the Viacomboard to be ignored. A court hearing tomorrow will consider the arguments.
“As one of Viacom’s largest shareholders, National is deeply concerned with the time and resources being devoted to malicious and ultimately pointless attacks on Sumner and his family, rather than to business and management that will redound to the benefit of all shareholders,” the letter concluded.
Viacom responded with a statement, saying: “In today’s letter, the supposed directors of National Amusements have claimed that Sumner Redstone’s incapacity or undue influence does not matter. It matters a great deal to Viacom’s shareholders and Viacom’s board if Sumner Redstone lacked capacity or was unduly influenced in the making of recent and dramatic governance changes.
“The implications would be grave if a court were to rule that recent changes were infected byShari Redstone’s undue influence and any improper acts allegedly in Sumner Redstone’s name.
“Any ‘vote’ made under these circumstances would be meaningless. Individuals who have taken part in such a scheme could and should be ruled unfit to serve as trustees or board members.”
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