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By Joe Flint and Joann S. Lublin 

Viacom Inc. board members are pressing for access to Sumner Redstone and preparing for a high-stakes legal battle for control of the company, as chaos unfolds in the media mogul's empire.

In the past week, Mr. Redstone has overhauled his holding company, National Amusements Inc., and the trust that will oversee his controlling stakes in Viacom and CBS Corp. when he dies or is incapacitated. He has dismissed two longtime associates and appointed new stewards with ties to his daughter, Shari Redstone.

Viacom's lead independent director, Fred Salerno has been seeking access to Mr. Redstone, who is mostly housebound at his Beverly Park estate in Los Angeles, through letters to his new attorney Michael Tu.

Mr. Tu has said a meeting would "need to be considered carefully," given the public statements Viacom has made about Mr. Redstone and his daughter. It wasn't clear which statements he was referencing.

Mr. Salerno, in his latest letter Thursday, said the board is "concerned" about Mr. Redstone and "eager to talk to him face to face." Mr. Salerno noted that as Viacom's lead independent director and chairman of its governance committee, there should be "unfettered and unfiltered access, which has been Sumner's policy in the past."

Mr. Tu has also requested an agenda. In his Thursday letter, Mr. Salerno responded with a touch of sarcasm that the meeting would start with "greetings and pleasantries about our shared experiences over decades together as colleagues." That would be followed by a "Q&A session" to hear Mr. Redstone's thoughts about Viacom's strategy including the sale of a stake in Paramount Pictures, a move the mogul has said through his spokesman that he opposes.

That would be followed by "anything else Sumner would like to share with us" and then "goodbyes," Mr. Salerno wrote.

A spokesman for Mr. Redstone said there would be a response to Mr. Salerno's letter in the near future. Viacom board members have been attempting to meet with Mr. Redstone for some time.Mr. Redstone had agreed to meet with Mr. Salerno on May 16, but that session was canceled.

Viacom's board is prepared to wage a court fight in Delaware -- where the company is incorporated -- in the event there is a move by Mr. Redstone's National Amusements to dismiss Viacom directors or push for the firing of Viacom's Chief Executive Philippe Dauman, people familiar with the matter say.

In such a situation, Viacom's outside board members "would claim this is not a rightful election," one of the people said. Those directors "are not going to be bullied."

A spokesman for Mr. Redstone declined to comment on the board's thinking. However, he said, "Mr. Redstone remains keenly interested in the business of Viacom and is currently considering his next steps. This is happening with deliberate thought, always focusing on what Mr. Redstone believes would be in the best interests of shareholders."

Mr. Redstone, who turns 93 on Friday, has suffered health problems that have badly impaired his speech.

Last week, Earlier this month, in a deposition for a court case challenging his mental competency, Mr. Redstone struggled to respond to questions and failed to spell out words as responses.Mr. Redstone dismissed Mr. Dauman and board director George Abrams from the seven-member trust and the board of National Amusements. Messrs. Dauman and Abrams filed a motion late Wednesday for an immediate hearing on their lawsuit against their dismissal from the trust.

A spokeswoman for Ms. Redstone said, "We are looking forward to an expedited dismissal of this meritless suit."

On Monday, Messrs. Dauman and Abrams filed a suit in Massachusetts against the trust seeking to block their dismissal and accused Ms. Redstone of manipulating her ailing father into making these changes, a charge which she has denied.

The complaint said Mr. Redstone is in "the grip of a neurological disorder" characterized by dementia and other conditions and is "unable to initiate or participate in meaningful conversation."

Last fall, Mr. Dauman had described Mr. Redstone as "engaged and attentive" in an affidavit related to the mental competency case.

"There can be no doubt that these actions are aimed directly at effectuating control of Viacom," the motion said. Messrs Dauman and Abrams are requesting at least one medical exam of Mr. Redstone and that a trial be held no less than four months from now.

Write to Joe Flint at joe.flint@wsj.com and Joann S. Lublin at joann.lublin@wsj.com

(END) Dow Jones Newswires

May 27, 2016 02:48 ET (06:48 GMT)

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