$TSLA $SPCX $XLY #Tesla #SpaceX #CorporateGovernance #Merger #Texas #Investing Both companies are Texas corporations, and Texas rewrote its rules in 2025: a listed company's directors are presumed to act in good faith unless a shareholder pleads fraud or intentional misconduct, among other things, and both companies require a 3% holder, about 119 million Tesla shares, to sue on the company's behalf. No Texas court has yet ruled on a controller merger under those rules. And one set of documents already addresses the case: Tesla's three credit agreements of 29 September, $30 billion of lines filed with its quarterly report, carve a merger with a company controlled by Musk out of the change-of-control default (the clause that lets lenders demand repayment when control of the borrower changes), so long as Tesla keeps investment-grade ratings from two of three agencies for 90 days after the announcement.