Sources: Uber-SoftBank deal in jeopardy, after Kalanick pushed back on provision requiring majority of board to approve any directors he appoints in the future
Greg Bensinger / Wall Street Journal :
Context & Ripple Effects
The SoftBank talks had already survived one governance standoff: in September, sources said SoftBank agreed to block any plan to elevate Kalanick at Uber, clearing the way for the investment to proceed. Weeks later, Uber's board formally seated Kalanick's picks, Thain and Burns, as directors ahead of a meeting on whether to pursue the deal (Uber accepts Thain and Burns).
Now the sticking point has shifted from whether Kalanick returns to how much power his board presence carries: the reported provision would require a majority of the board to approve any directors he appoints in the future. It lands mid-fight in the CEO search that sources described as a bitter struggle between Kalanick, who wants to retain control, and Benchmark (the CEO search struggle).
First-order effects
- The SoftBank investment terms stall over a single clause, leaving the consortium's capital offer unsigned while Kalanick's newly seated directors, Thain and Burns, operate under a proposed veto over his future appointments.
Second-order effects
- Benchmark and the rest of the board must choose between conceding the provision — weakening their grip on future seats — or watching the SoftBank round collapse, making the investor bloc's cohesion the real negotiating lever.
Third-order effects
- If the pattern holds, late-stage rescue financings double as founder-power renegotiations: investors price control provisions into term sheets rather than fighting proxy battles after the money lands.
The trend: Mega-rounds like SoftBank's Uber bid are becoming vehicles for restructuring founder governance, with board-approval clauses replacing public fights over who runs the company.