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Redstone Axes Five Viacom Board Members as Family Drama Explodes

Redstone‚à “ôs family theater company said Thursday, June 16, 2016, it has replaced five directors from Viacom‚à “ôs 11-member board, including CEO Philippe Dauman, and filed court papers in DE to defend its actions”. Redstone is 93 years old, and many speculate that he has grown too senile to be able to make decisions for the company. And he’s tossed him off, not only now off the Viacom board but also National Amusements, which is Redstone’s holding company through which he controls both Viacom and CBS.

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Viacom didn’t immediately comment on the changes.

Viacom shares jumped almost 7 per cent Thursday.

Sumner Redstone removed five of Viacom Inc’s directors, including Chief Executive Philippe Dauman, from the board of the media company he controls on Thursday, ramping up the stakes in the battle over the future of his $40 billion media empire.

National Amusements said it removed Dauman, George Abrams, lead independent director Fred Salerno and William Schwartz.

The five new Viacom directors: Kenneth Lerer, Thomas May, Judith McHale, Ronald Nelson, and Nicole Seligman.

Replacing board members who are in Dauman’s camp with five who are loyal to Shari and the Redstone family’s newly aligned goals sets the stage for a coup that could remove Dauman from his seat atop the company-an ousting that people close to Shari say would bring her great delight.

At that time, Viacom’s lead independent directors characterized such a move as “legally flawed” and said they would contest their ouster. Even before official news of the removal, he said the board had not fulfilled its fiduciary responsibility to shareholders and needed to be let go. National Amusements, for its part, filed papers in the Delaware Court of Chancery asking the court to prohibit the board from taking “any actions outside the ordinary course of business”.

Redstone’s privately held movie holding company, National Amusements, which owns 80 percent of voting shares of Viacom and CBS, filed with a DE court to approve that the changes are legal.

“This is a battle that’s pitted Dauman, in a sense, against the daughter, the long-estranged daughter of Sumner Redstone, who has in recent years reconciled with the media mogul”.

The Viacom board shakeup comes amid mounting drama for the mega programmer.

“This is a brazen and demonstrably invalid attempt by (Shari) Redstone to gain control of Viacom and its management in disregard of Sumner Redstone’s wishes”, Salerno said in a statement.

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The aggressive moves mean that Dauman’s days at the helm of the company are numbered, according to BTIG analyst Richard Greenfield. He contends that Shari Redstone is manipulating her father, who is not mentally competent, according to court documents.

In a New Move Mr. Redstone Ousts Five Viacom Directors from the Company’s Board