Travis Kalanick appoints 2 new Uber directors



uber travis kalanick
Uber CEO Travis Kalanick
does not intend to go away quietly

Chris Ratcliffe/Bloomberg via Getty
Images


Uber cofounder Travis Kalanick appointed Xerox chairwoman
Ursula Burns and former Merrill Lynch CEO John Thain to
the company’s board of directors on Friday, a surprise
move that’s almost certain to re-ignite the bitter
internal fighting that has destabilized the ride-hailing
giant for months.

Uber quickly decried the move as “a complete surprise”
to both the company and its board.

“That is precisely why we are working to put in place world-class
governance to ensure that we are building a company every
employee and shareholder can be proud of,” an Uber spokesman told
Business Insider. 

The appointments come a few months after Kalanick resigned under
pressure from the CEO job at Uber. And the move signals that the
hard-charging entrepreneur, who remains on Uber’s board, does not
intend to fade away from the company he turned into a $69 billion
juggernaut built largely in his image.

Uber
hired Dara Khosrowshahi
, the former CEO of
Expedia, to replace Kalanick in August as the ride-hailing
company tries to move past months of scandals and
controversies
that have caused an exodus of talent and, by
some accounts, put
a dent in its hefty private market valuation.

Uber is reportedly in negotiations for a massive $10 billion
investment deal with Japan’s Softbank, and Benchmark Capital, one
of Uber’s largest investors that helped pushed Kalanick out, has
sought to structure the deal in a way that ensure the former CEO
cannot return to power. 

In his statement to Business Insider, Kalanick drops a strong
hint that these appointments are a direct refutation
of Benchmark’s demands.

“I am appointing these seats now in light of a recent Board
proposal to dramatically restructure the Board and significantly
alter the company’s voting rights,” Kalanick writes. “It is
therefore essential that the full Board be in place for proper
deliberation to occur, especially with experienced board members
as Ursula and John.”

Disputed seats


Ursula Burns
Ursula Burns, Xerox
Chairwoman

Reuters

The appointments of Burns and Thain fill two board seats
controlled by Kalanick, which have sat vacant until now.
Kalanick’s control over the two seats has been challenged by one
of Uber’s largest investors, Benchmark Capital. 

Kalanick’s announcement, late on Friday, that he was filling the
two seats appears to be a direct challenge to Benchmark,
which has sued
Kalanick for fraud
 and is attempting to wrest the board
seats from his control.

At the core of the Benchmark lawsuit are two seats on the board
that Kalanick fully controls — meaning he can appoint
whoever he wants to fill them. Benchmark
alleges that Kalanick promised to relinquish
h
those seats to independent directors
 after he resigned
in June, but never followed through. 

Kalanick already has a rough reputation in the court of public
opinion after Uber was
rocked with so many scandals
under his leadership that
investors, led by Benchmark, forced him to resign from the CEO
role in June. Those scandals also led to the exodus of many other
top Uber execs.

Kalanick still owns about 10% of the company, including so-called
“super-voting shares” that give him about 16% of the voting
rights of Uber. Meanwhile, new Uber CEO
Dara Khosrowshahi has been working hard to repair
the company’s reputation amid all this drama.

Here’s Kalanick’s full statement:

I am happy to announce that Ursula Burns and John Thain have
agreed to join Uber’s Board of Directors. Until earlier this
year, Ursula was Chairman and CEO of Xerox, while John was
formerly CEO of CIT Group, Merrill Lynch, and NYSE. Ursula and
John are two highly accomplished corporate leaders with extensive
board experience.

Their backgrounds include successfully leading large public
companies as chief executives and chairs, navigating dynamic,
technology-powered and regulated industries, and guiding tens of
thousands of employees around the world. Both Ursula and John
have engineering degrees and are incredibly talented and proven
problem solvers. There is no doubt the Board will be well-served
by their valuable insights, counsel and independent perspective
as Uber moves into the next phase of growth and prepares for a
public offering. I am grateful for their enthusiastic support of
Uber.

I am appointing these seats now in light of a recent Board
proposal to dramatically restructure the Board and significantly
alter the company’s voting rights. It is therefore essential that
the full Board be in place for proper deliberation to occur,
especially with such experienced board members as Ursula and
John.

I am confident that, with their additions and Dara’s appointment,
Uber will be well situated to focus on the future and continue to
revolutionize how cities move.

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