Two pension funds filed a suit against Yahoo! and the board of directors of the company in the United States, on the charge that they broke their obligations to shareholders by trying to push away Microsoft and its considerable offer.

Last week Yahoo! officially refused Microsoft's purchase offer worth US$ 44.6 billion (R)$ 78.18 billion). Now, the company is seeking ways to defend itself against the hostile offer of the company founded by Bill Gates, who must make the proposal directly to Yahoo's shareholders!.

The lawsuit was filed in a Delaware court by lawyers representing the Detroit Police and Fire Department retirement system and the general retirement system, as well as "all public shareholders in a similar situation".

According to the action, Yahoo's advice! is looking for "destructive value" agreements in an attempt to push Microsoft away. In recent days, several rumors have gained strength that Yahoo! could form alliances with other companies as a way to push Microsoft away. News Corp, by tycoon Rupert Murdoch, AOL, by Time Warner, Google and Disney have already been cited as Yahoo's potential partners!.

"Despite your emotional ties to Yahoo! Or the desire to maintain your positions as company directors, Yahoo's directors! have fiduciary obligations with Yahoo! and its shareholders," say pension funds.

Personal matter

According to the action, the board members of the company put their alleged "personal aversion to Microsoft" ahead of the shareholders' interests.

The dissatisfaction of shareholders is caused by the fact that the price proposed by Microsoft represents a 62% increase in Yahoo's quotations! before the presentation of the offer, on February 1.

The expectation of analysts is that the company founded by Bill Gates raises its offer to at least US$ 35 per action – some believe it can reach US$ 40 a share.

Direct combat

According to The New York Times, after the board's refusal, Microsoft will try to convince Yahoo shareholders! appointing a new administrative board in favour of the sale of the company.

The publication states that the company will authorize what in the business environment is known as hostile purchase, when the buyer company tries to convince the shareholders of the harassed company to replace the board director with managers favorable to purchase.

Bill Gates' company would try to appoint a group of directors by March 13 if Yahoo's advice! not to agree to negotiate.

Source: Online Sheet