Today, 27 major Tesla shareholders including pension funds, asset managers, and public financial officers - with a total of $1.5 trillion AUM sent a letter to Tesla's board this morning raising concerns about the company's failure to schedule its 2025 annual general meeting.
Under Texas law, companies are expected to hold their shareholder meetings within 13 months of the last meeting. Tesla's 13-month-mark is coming soon (July 13th, 2025) and the company has not yet provided necessary notice of the meeting or taken steps to indicate they are going to comply.
Amidst growing investor concern around Elon Musk and Tesla's performance, this is a major corporate governance issue and it comes after a group of state treasurers overseeing hundreds of millions of dollars called on Tesla to strengthen board accountability, and a group of institutional investors with 7.9 million shares wrote to the Tesla board about Musk’s compensation and director independence – both issues expected to come up at the AGM.
The pressure is on Tesla, how will Elon Musk respond?
Letter from Tesla Shareholders
Tesla, Inc.
Board of Directors
Attention: Brandon Ehrhart, Corporate Secretary and General Counsel
Legal Department
1 Tesla Road
Austin, TX 78725
RE: Request for Immediate AGM Notification
To the Tesla Board of Directors,
As Tesla shareholders responsible for more than US$1.5 trillion in assets under management, we are writing to express our deep concern regarding the lack of timely notice about the date and format of Tesla’s 2025 Annual General Meeting (AGM).
To date, Tesla has not announced the timing of its AGM.
Under Texas Business Organizations Code, Section 21.351, we would expect Tesla to hold an annual shareholders’ meeting at a time set in accordance with its bylaws and within a 13-month period from the last meeting. As of today, Tesla has not provided public notice of its 2025 Annual General Meeting, even though the July 13 deadline —marking 13 months since the prior meeting — is fast approaching. This lack of transparency raises serious concerns about the company’s respect for shareholder rights.
This delay is particularly troubling in light of the growing investor scrutiny Tesla faces:
- A coalition of seven U.S. state treasurers, along with other treasurers who also sent separate letters, collectively overseeing hundreds of millions of dollars of investment in Tesla, have called on the company to strengthen board accountability and improve transparency to shareholders.
- A group of institutional shareholders with 7.9 million shares wrote to the Tesla board raising concerns about compensation, succession planning, outside board commitments and director independence.
- The American Federation of Teachers, under the leadership of President Randi Weingarten, has issued a public letter highlighting material governance concerns.
An annual meeting provides shareholders with the opportunity to hear directly from the board about these concerns, and to vote for or against directors, the board’s approach to executive compensation, and other matters of material importance.
We therefore urge the Board to immediately take the following steps:
- Publicly announce the date, format, and access details for Tesla’s 2025 Annual General Meeting.
- Ensure that shareholders are provided sufficient time and information to engage meaningfully in the governance process.
As fiduciaries, we believe strong corporate governance and responsive board oversight are foundational to long-term company success. Tesla’s ongoing silence on the AGM is cause for concern.
We look forward to your prompt attention to this matter. If you would like to discuss this with the signatories below, please contact me at [email protected].
Sincerely,
Kevin Thomas
CEO, SHARE
Read the full letter here.
