Updated 4:11 PT: Viacom’s board of directors has responded to a letter addressed to them earlier today by parent company National Amusements with its own statement
“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. Under the law, the implications would be grave if a Court were to rule that recent changes were infected by Shari 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.”
National Amusements, Inc. (NAI), the parent company of Viacom, sent a stern letter to the Viacom Board of Directors on Tuesday, at least in part to inform certain members that they’re fighting a losing battle.
After calling Viacom leadership’s recent behavior “antagonistic,” the letter signed by chairman Sumner Redstone and other directors outlined two scenarios for the group, both arriving at the same result: A new-look Board of Directors that doesn’t include Philippe Dauman or George Abrams, among others.
The first scenario is the Viacom parent company’s actual contention, which insists that everything Sumner Redstone has done recently has been with both his wits about him and no undue influence from daughter Shari Redstone.
“Needless to say, these highly personal and vicious attacks on Sumner’s capacity and Shari’s honesty and integrity are offensive and unacceptable,” NAI wrote.
The second scenario insists that even if Redstone was not mentally capable to make such a high-level business decision, or daughter Shari Redstone actually did indeed manipulate him the recent move to swap out five members of the Viacom Board would still be perfectly legal.
After all, the majority of the NAI Board effectively ratified Sumner’s decision to boot Dauman and Abrams from his Trust. And that wouldn’t change with or without those two, and with or without Sumner.
It is a bit more complex than that, however, so we’ve pasted the explanation from Tuesday’s correspondence here:
Viacom recently pushed the courts to order another Sumner Redstone medical examination.