Viacom CEO, Board Face Tough Fight Against Redstone

iacom Inc’s chief executive and independent directors would face an uphill courtroom battle to remain on the board if controlling shareholder Sumner Redstone followed through on a threat to remove them, legal experts said on Tuesday. Lead Independent Director Fred Salerno on Monday questioned 93-year-old Redstone’s mental competence and said any move to oust Viacom’s six independent directors would be “legally flawed.” But unlike some companies, Viacom’s corporate charter gave Redstone’s National Amusements Inc the ability to immediately remove Viacom’s board at any time under Delaware law, said Lawrence Hamermesh, a corporate law professor at Widener University Delaware Law School.