Case Document 1-1 Filed 01/15/19 Page 1 of 29 EXHIBIT A Case Document 1-1 Filed 01/15/19 Page 2 of 29 Reporter Writes Glowing Article About Eton Musk But Leaves Out Key Details 09/11/2017 09:54 am ET Updated Sep 11, 2017 Recently, a major ?nancial Wublished an article entitled ?This Email from ?Elon Musk to Tesla Employees Describes What Great Communication Looks Like.? A subhead to the article declared: newly acquired email from Musk outlines a brilliant philosophy, But it?s easier said than done.? What the article does not reveal for some strange reason -- is. that the email is actually evidence against Musk in a lawsuit that could potentially cost Tesla a pricey settlement with a former employee. In the email, which the magazine. quoted in full, Musk bemoans the ?chain of command? school of communication because ?you always flow communiwtion through your manager,? which ?serves to enhance the power of the manager? but ?fails to serve the company.? Musk writes: [Pjeople are forced to talk to their manager who talks to their manager who talks to the manager in the other dept who talks to someone on his team. Then the info has to ?ow back the other way again. This is incredibly dumb. Any manager who allows this to happen, let alone encourages it, will soon ?nd themselves working at another company. No kidding. Instead, Musk implores his employees to know ?you can talk to me, you can talk to anyone without anyone else?s permission you should consider yourself obligated to do so until the right thing happens.? Case Document 1-1 Filed 01/15/19 Page 3 of 29 ?Has Musk been able to achieve this type of environment (where communication is free- flowing and departments work together) at Tesla?? the magazine?s remner asked. ?1 have no idea." Nor did he disclose that the Musk email is part of ongoing legal proceedings between Tesla and Cristina Balan, a former design engineer at Tesla so important to the company that her initials once appeared on each car?s 92M. Balan claims she was forced to resign from Tesla in 2014 in part because she dared to do what Musk ordered his employees to do in the email -- she wrote to Musk directly. Tesla is denying her claims. At the time Balan was worlan on the interiors design team at Tesla, where she identi?ed and ?tried to solve two engineering issues,? she wrote recently on her my design flaws that needed to be addressed by the company. But when she tried to force management to ?x the problems she was ?bullied, humiliated, demoted and retaliated against in the most horrible way possible.? She considered leaving Tesla. but fellow engineers convinced her to stay. promised them I {would} get to Elon one way or the other," she wrote, ?even if I. [had to go] to die Supreme Court? Balan attempted to go through proper channels but soon found herself "in an even more threatening situation.? She began recording her meetings with fellow engineers when they discussed problems within the company. One recorded meeting lasted more'than two hours. The recordings were ?for Elon?s ears only," she wrote in her gm. Finally. Balan reached her breaking mint. Then lmade my mistake: I wrote an email to Elon Musk, in reference to the infamous ?Communication within Tesla? email, to let him know I must meet with him in order to show him evidence of things going on inside the company that he needed to be aware of. This was, after all, what Musk implored his employees to do: approach him directly. What happened? Musk did not respond to her email but instead a member of senior management asked to see her. On April 16, 2014, Balan met with the manager, before what she thought was going to be a meeting with Musk. when she was taken to a secluded of?__ce. ?Under duress. threatened that if I [did] not sign my resignation i would be handcuffed and dragged to the parking lot i signed whatever was shoved under my nose and i left. i was not even allowed to collect my personal items. which are still held by Tesla.? Case Document 1-1 Filed 01/15/19 Page 4 of 29 On her way out ofthe building. Balan comm. ?l was picked up Dylan] ambulance. It was an experience that marked me more than I can express in words.? Later, Balan ?led a wrongful termination lawsuit. which is currently in arbitra?on before a judge in San Francisco. Part of her claim. is that she was ?red for doing precisely what Musk ordered his employees to do in his novefamous email - come to him with infon'nation and concerns about Tesla. When she did, Musk was not only unresponsive, but she was ?red. No kidding. NOTE: Tesla responded to the original story with the following from a company spokesperson: At Tesla, employees are expected to solve substantive work problems by communicating with anyone at any level or department within the company according to what is the fastest way to achieve the best possible solution. This is fundamental to how communication works at Tesla, and re?ects the importance of putting the best interest of the company ahead of any particular department. However, this obviously doesn?t mean that employees should use this openness to advance their own personal agenda the opposite is true or that every time employees raise an issue within the company, that means there really is a problem or that they have the right solution or approach in mind. It also doesn?t mean that every email sent to senior Tesla leaders (particulariy emails that are not relevant to our mission or the job at hand, or are clearty suspect or misleading) warrants a response, especially when they are already being looked into. Anyone looking objectively at Ms. Balan?s theories can see that they are patently false, and frankly, completely nonsensical. While at the company, Ms. Balan made a number of inaccurate claims about our selection of particular suppliers and supposed quality issues, all of which were investigated extensively and found to be entirely without merit. For example, Ms. Balan was unhappy with a particular supplier that was selected by an internal group of subject matter experts who Case Document 1-1 Filed 01/15/19 Page 5 of 29 extensively studied the issue. She took it upon herseif to find an alternative supplier that had no prior relevant experience and that had failed a mandatory site inspection, and was upset when that supplier was not chosen. Additionally, with respect to complaints she made about the fabric headliners we were using, when some of them did not perfectly fit into vehicles, Tesla modified the headliner and the B-pillar sill by inserting a piece of foam to ensure a proper fit. Ms. Balan disagreed with Tesla ?3 engineering solution and subjectively perceived an ?issue? when Tesla?s solution did not match her personal sense of what the company should have done. She also admitted that the ?iSsue? did not impact vehicle safety in any way. Rather than working on her assignments, Ms. Balan spent company time working on a ?secret project? without her manager?s approval and booked an unapproved trip to New York at Tesla ?s expense to visit a potential supplier for her own personally-created project. She also illegally recorded internal conversations within Tesla without anyone ?3 permission, which is clearly criminal conduct. ?Finally, contrary to Ms. Balan?s claims, despite her own misconduct, she was never tired from Tesla. She voluntarily resigned not just once, but on multiple occasions. Also contrary to her claims, she never once informed the company she had any kind of signi?cant medical problem prior to her resignation. Ms. Balan left Tesla the first time because we had previously provided her with a special 10- month living stipend as an accommodation to help her with family issues, and she wanted that stipend to be extended even further. When we did not extend it, she quit. it is worth pointing out that Tesla is over 33, 000 people, so while we feel that this case absolutely lacks merit, there will at times be cases where Tesla is genuinely at fault. Expecting 33,000 people to be perfect is not realistic. However; when such cases arise, we will never seek to avoid responsibility Also, due to the clickbait nature of articles about Tesla, journalists and editors who do not hold truth and appropriate context as sacred will at times write in?ammatory articles and misleading headlines. We are sympathetic to the pressure they face to maximize their audience, but that does not make what they do right. Case Document 1-1 Filed 01/15/19 Page 6 of 29 EXHIBIT Case Document 1-1 Filed 01/15/19 Page 7 of 29 quhc. This Email From *Elon Musk to Tesla Employees- Describes.? What Great Communication Looks Like- A newly acquired email from Musk outlines a brilliant philosophy. But 'rt's easier said than done. By Justin Bariso Foundec Insight I IT: Getty Images Case Document 1-1 Filed 01/15/19 Page 8 of 29 The following is. a perfect example: It's a copy of a previously unpublished email. Musk sent to Tesla employees a few years ago. Seat with the subject. line "Communication Within Tesla? it explains the problem with? how information is transmitted in most companies, and how things should be different at Tesla. Here'sthe email (which: Tesla has verified was sent to all employees): Subject Communication Within Tesla There are two schools of thought about how information should flow within companies. By far the most common way is chain of command, which. means that you always flow communication through your manager. The problem with this approach is that, while it. serves to enhance the power of the manager, it fails to serve the company. Instead of a problem getting solved quickly, where a person in one dept talksto a person in another dept and makes the right thing happen. people are forced to talk to their manager who talks to their manager who talks to the manager in the other dept who talks to someone on his team. Then the info has to ?ow back. the other way again. This is incredibly (tomb. Any- manager who allows this to happen, let alone encourages it, will? soon- find themselves working at another company. No kidding. ADVERTISING Case Document 1-1 Filed 01/15/19 Page 9 of 29 Replay Anyone at Tesla and should emailltalk to anyone else according to what think is the fastest way to solve a problem for the bene?t of the whole cornpa-ny. You can talk to- your manager?s managerwithom his permission, you. can talk. directly to a VP in:- another dept, you can talk to me, you can talk to anyone without anyone else?s permission. Moreover: you should consider yourself obligated to do so until the right thing. happens. The point here is not random chitchat, but rather ensuring that we execute ultra-fast and well. We obviously cannot compete with the big car companies in. size,- so we must do so with intelligence and agility. One ?nal pointis that managers should work hard to ensure that they are not creating silos within. the company that create. an us vs. them mentality or impede communication in. any way. This is unfortunately a natural tendency and needs to be actively fought. How can it possibly help Tesla for depts to erect barriers between themselves or see their success as relative within company instead of collective? We are all in' the same boat. AIWays View yourself as working for the good of'the company and never your dept. Thanks, Elan I'm a huge fanof the messagethis email communicates, namely Communication that is forced" to gothrough the ?proper channels? is a recipe for 0 killing great ideas; and burying the feedback 3 company needs to thrive. There's only one problem with Musk?s proposed solution: It's extremely dif?cult to cultivate in the real world. Why Great Communi Case Document 1-1 Filed 01/15/19 Page 10 of 29 aosmc. departments work together). at Tesla? I have no idea. However, I worked several years for a nonpro?t that did exemplify this way of thinking. It was an extremely mission?driven organization, one in which nearly everyone bought into the philosophy because they saw managers and executives walking the walk. (in fact. it was a personal experience there that inspired my very ?rst column on lnc.com.)r After leaving that organization and consultingrfor dozens of others, I realized just how. rare this type of workplace is. So how do you: build a company culture in which employees actually work together; instead of against. one another? Ask yourself the following: - Do I see the "big picture in my organization? Does my team? - Do 1 encourage dissenting opinions and viewpoints? Do reward employees for giving me authentic feedback, even if i don't agree with it? - Do demonstrate empathy, by taking employees' problems seriously?and actively helping them ?nd solutions? - Do promote an environment that encourages growth, even. if it means (at times) losing a great employee to another team. another department-or even another company? Of course. leaders have to. set the example. That means looking beyond individual. achievements and key performance indicators, which takes courage, insight, and emotional intelligence. it means making- yourselt available to hear as many voices as possible. Above all, it means being ready to hear what employees really think Because the ?rst step to solving a problem is knowing it?s there in the ?rst place. Case Document 1-1 Filed 01/15/19 Page 11 of 29 EXHIBIT Case Document 1-1 Filed 01/15/19 Page 12 of 29 Elm Rid-53mg? Sent: Tm. Mariam 2013 731:4 FM Tm Ma mm, ?mmemau?mmng?n?wma?mgm?gam Swi?mmyi?m 390:: ?t 3, 23113, a! 6:11 PM, Hahn? $33331: :a 3: Smith; 3~ a ?rth-m; Wmn?am?mm. m?m?gbtde?fml. z: 3mm 3- ?rmne?m Case Document 1-1 Filed 01/15/19 Page 13 of 29 EXHIBIT Case Document 1-1 Filed 01/15/19 Page 14 of 29 C?s?nn?ntan Fm mm Sun: Friday. W07. 314 To: Csiatina?alan Watt WSW Madman: EW Pram Dana?s me I think it?s safe tn say it's approved! magma mm. W07, 2014 1:54:35 TmSasdem I Date: Friday, February 2014 at 11:31 AM 139: W313 ?eld Field $537510 rim Cc: Wills Sweaty @tessamotam.mm. Sam Tan Matthew Gm this Pnrritt Subject-J1?: Dang, what?s our policy on mending many on inmtigate item Mare it is a can?nned diratian? e; g; I haven?t been invaived in any discussions an this 59 I don't what stage a? development it is in Case Document 1-1 Filed 01/15/19 Page 15 of 29 EXHIBIT Case Document 1-1 Filed 01/15/19 Page 16 of 29 Flam Win?eld Sent: Tuesdavlehnmvul?M?Q?W To: Sn?ect fm??Ww??mi?aad-W :4 Subject: lets Int. Pm: Release: LB Case Document 1-1 Filed 01/15/19 Page 17 of 29 EXHIBIT Case Document 1-1 Filed 01/15/19 Page 18 of 29 fmm: Dmm?ald Sent W.Mard130.20146=27m To: Clistina?alan (:0an WE have anything that might skew the concept apn?ed tn a visor-42 just on the var: tap ?fth: Whiz?? Whmdaw?mgetandthen sampletelvdear. I: On Mar 20, 2014, at 2:15 PM, ?cm Balm!" mate: 3 When OFF Insulting from maniac e? 2- matineng :v :v Case Document 1-1 Filed 01/15/19 Page 19 of 29 EXHIBIT Case Document 1-1 Filed 01/15/19 Page 20 of 29 Cristina Balan From: Andrew Raczkowski Sent: Tuesday. September 24, 2013 4:26 PM To: Cristina Balan Subject: FW: RFQ - Model Sill Plate Attachments: TESLA Sept 11. 2013.pptx; photong We will look at this option next week after the base level is kicked off. Fm: Chelsea Ramm Sent: Wednesday, September 11, 2013 8:41 AM To: Andrew Raczkowski; Peter Virth Subject: FW: RFQ-ModelSStilPlate This looks cool Chelsea Ramm Purchasing Specialist 45500 Fremont I Fremont, CA 94538 c: 209-662-5015 - 2 From: Dawn Shirreffs Sent: Wednesday, September 11, 2013 7:37 AM To: Chelsea Ramm Cc: "l'onv Centritto'; Subject: RE: Chelsea, I have attached a couple samples for your review. We can talk about them in our conference call. Dawn Shirreffs automotive program manager TASUS Canada Corporation- decal and nameplate division 905-560-1337 x22 CELL 905-807-5728 FAX: 905-578-6366 Email: dshirreffs@tasus.ca URL: wwtasusca From: Dawn Shirref-fs Sent: Wednesday, September 11, 2013 10:05 AM To: 'Chelsea Ramm? Cc: 'Tony Cenmtto'; 'vpipe@taws.ca? Subject: RE: RFQ - Model Sill Plate Case Document 1-1 Filed 01/15/19 Page 21 of 29 EXHIBIT Case Document 1-1 Filed 01/15/19 Page 22 of 29 Cristina Balan From: Andrew Raczkowski Sent: Wednesday, October 2. 2013 2:42 PM To: Vaughn Pipe; Chelsea Ramm; "Tony Centritto"; Peter Cristina Balan Subject RE: A Pillar Sill Plate Meeting Notes 9-23 Cristina, Could you please answer Vaughn?s questions? Andrew From: Vaughn Pipe Sent: Friday, Septemba' 27, 2013 1:21 PM To: Chelsea Ramm; ?Tony Andrew Raczkowskl; Peter Virth Subject: RE: A Pillar Sill Plate Meeting Nata 9-23 Good afternoon Chelsea, Please see some comments below in red. Vaughn Pipe lntemational Sales Marketing Manager TASUS Canada Corporation decal and namoplate division 41A Brookley Drive, Unit 1 Hamilton, Ontario LBE 303 Canada 905-560-1337 x16 CELL: 905-975-3122 FAX: 905-578-6366 E-mail: migemsusca URL: Mlasus. 7 rsueniva automotive .. . . EVBTEIS From: Chelsea Ramm Imailtomramm@teslamotors.coml Sent: September-2343 2:00 PM To: vgipthasus.ca; ?Tony Centritto' ltce Andrew Raczkowski; Peter Virth Subject: A Pillar Sill Plate Meeting Notes 9-23 Meeting Notes - Callout is 30 Thousanths, standard is 22 22 is okay Actually now that we would be utilizing brushed aluminum the thickness would be .Bmm - Assumption is adhesive attachment Understood - Surface to be brushed aluminum to match the rest of interior decor We will quote brushed aluminum as requested Case Document 1-1 Filed 01/15/19 Page 23 of 29 From: Cristina Bala? Sam: October-1043 4:30 PM tor-Vaughn Pipe Ce: Chelsea ?amm; ?Tony Centritto; Andrew Raczkowski Salim A Pillar SiliPiate Meeting Notes 9-23 Importance: High HI Vaughn, I am the design engineer for the A?pillar sills base/illuminated. We talked about it a lot in here and we end up with this design that I put in the pp attached 1 will also email you the cad data. You'll have both versions in one step ?le you just have to hide and Show. We have to make a decision soon and we will like a date by when do you think we will have a quote for it and also a date for when we can have some samples on site. one of each. We would also be open to see your propose ideas as a prototype. Can you please look over our design and let me know your thoughts? Case Document 1-1 Filed 01/15/19 Page 24 of 29 EXHIBIT Case Document 1-1 Filed 01/15/19 Page 25 of 29 1 w: gawmm Case Document 1-1 Filed 01/15/19 Page 26 of 29 EXHIBITJ Case Document 1-1 Filed 01/15/19 Page 27 of 29 AFFIDAVIT 0F NON-SERVICE Case: I Court: County: job: 2653341 Piamtl??fPe?tioner: Defmdanttaespandmt Receival by: For: One Source Process. inc. Cristina Baian To [reserved upon: i Elan Musk 4 I. Carl-0s Abnego. being duiy mom, depose and say: tam over the age of 18 years and not a- patty to this attion, and that. within the- bmmda?esof the: statewhemsemke was effected, lwas authorized by law to mke-semice-of menu-1mm infommd said pezsnn ?le contents hemin Recipient Name 1 Address: Elan Musk, 10911. Chaim Road. Los Angeies. CA 90077 anerofsm Non?Service laments: Letter? Intmtion to?Sue forDefama?on-Libe! (ReceivedSepzo. 2018at1:18pm EDT) Additional Comm 1) [1le Attempt: 52920. 2018, 7:12 pm PDT at 10911 Chalon Road, Los?Angel'eS. CA 90077 Defendant is not in per male through- intercom. refused to ID himself. The person I spoke to did? not have an accent. Gateti' 2) Attempt; Sep 21, 2018i 8:10 am PDT at 10911 Chalon Road, L05 Mgeies. CA 90077 Attempt mad not served. No answer on intercom at the gate. Attempt Sep 22, 2913. 10:51 am PDT at 1091 1 Chalon Road. 1.05 Angeies. ca 99977 Wham?, 0t sensed?o answer on intercom at the gate. Home is set back far from thefront of the gate. up- it's own road. me bar-the a?antwho Carissa Date OneSaurcercesanc. 0? mm Data Comm Expires #11! AA A .2 T?Efi?ri?h ?5 "3 Case Document 1-1 Filed 01/15/19 Page 28 of 29 Cristina Balau 1 (425) 205-0200 September 20? 2013 Cristina@tesscractmotors.com VIA One Source Process and E-Mail Mr. Elon Musk 1091 Chalon Road Los Angeles, CA 90077 Elonrnusk@spacex.com Re: l?jlf??f?ON T0 SUE FOR DEFMATION - LIBEL Dear Mr. Musk, My name is Cristina Balan, I was a key player in the success of Tesla since early 2010. My Reputation means a lot to me and for that reason I am writing to make you aware of my intentions to sue Tesla Motors for defamatory statements made on September 11, 2017 in reply to an article about me published in Hu?ington Post. The statements made by the Tesla spokesperson, are reckless, false and defamatory which constitutes clear libel. Among other things that were completely false, what hurt me the most is this malicious statement: Baton spent company time working on a ?secret project? and booked on unapproved trip to New York at Tesla ?s expense to visit a potential supplierfar her own persona?fv- created project?. This statement was clearly made with the intent to harm my reputation. Tesla?s legal department was well aware at the time this statement was made, that I had Wm! at the ltigbestlevel at Tesla 1hr thisth 3 Vice Presidents, starting with Doug Field and Rich Holey, 3 Directors and 4 Sr mangers; not to mention that a project of this level of complexity required me to had the leadership of a team of more than 8 technicians .and electrical engineers. By the end of this project where more than 300 emails between people mentioned above and other departments inside Tesla and outside suppliers (the most important emails are attached here for your convenience). You personally saw the end result of this so?called ?secret project? - on April 2014 last stop before leaving to the airport with Jim Dunlay, him, Doug Field, Rich Heley and myself showed you the prototype of the electrochromic sun?visor and windows touch glass blinds installed on a demo model S. You expressed your excitement and said, ?See, this type of wow factor I wanted for Model X. Rich [Holey], I want a meeting with all of you to know more about this project next time I?ll be in- Fremont?. The meeting never took place, because I was forced out by your legal department after I told them that I will give you evidence proving serious illegal activities which I believed were hidden from you, at that time. I was told that if I care about my career and my family to destroy the evidence immediately and never to contact you or let you know about the existence of those recordings. I always wondered why the legal counselor was concerned you might ?nd out, but still I did not destroy them! I always had my best intentions, during my work at Tesla I saved over $2 million in my ?rst 3 months in interiors group, by redesigning or by restructuring existing designs. Also, for the battery modules, my design methodologies implemented in 2010 are still use to date. I always advocated for your vision of changing the world on my private and public appearances, even alter I was forced to leave Tesla, But as Warren Buffet said; ?it takes 20 years to build a reputation and ?ve minutes to ruin it.? and I will not allow to be defamed the way I was, just because I believed in you and followed your ideas about how to help the company innovations, quality, safety and your brilliant rules on the chain of commands. Page 1 9 Case Document 1-1 Filed 01/15/19 Page 29 of 29 apologize for the malicious statements made about, me. Their actions hurt me professionally and emotionally; I welcome you in good faith to settle this out of the court and out of the pubhc eyes, by proving that you are indeed a man of your word. As you always expressed publicly that you are a different type of CEO, a caring and fair one, I welcome you to reach out to me in order to clear the defamatory image created about me by the statements made by your representatives. Should you choose to ignore this request I will have no ehmee other. to ?le a lawsuit in a court in the state of Washington which has jurisdiction over my case of defamation. PageZlQ