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Daily Debrief: Yahoo's winding road

On Tuesday's edition of Daily Debrief, our Microsoft-Yahoo watcher Dawn Kawamoto talks with me about what has happened since Yahoo's well-documented August 1 shareholder meeting. Yahoo's stock price is nearing a 52-week low this week, but the herd of press and analysts covering the company are either on summer vacation or allowing Jerry Yang and his somewhat new board of directors a respite from their attention. Like other public companies, Yahoo lives by the financial quarter, so the watchers will be hovering as the quarter ends in September, speculating on how Yang and company perform now that … Read more

Yahoo puts final coda on the Icahn battle

It wasn't the world's worst-kept secret but it wins honorable mention.

As expected, Yahoo announced Thursday afternoon that it had appointed Frank J. Biondi Jr. and John H. Chapple to its board of directors.

This seemingly puts a final coda on the months-long Carl Icahn soap opera, which featured the billionaire investor's sundry attempts to take control -- or force a sale -- of the company. In the end, Icahn settled for a board seat for himself as well as Yahoo expanding the size of the board to accommodate two more directors. Yahoo agreed to select the … Read more

Yahoo reportedly settled on Icahn directors

Correction, 12:15 p.m. PDT: Fixes the backgrounds of Biondi and Meyer, which had been transposed.

With former AOL CEO Jonathan Miller apparently out of the picture, Yahoo is close to settling on two other directors from Carl Icahn's dissident slate.

Icahn, who had been seeking to grab control of Yahoo's board, agreed ahead of a shareholder meeting to a deal that gave him just three seats on the board.

Icahn himself was appointed earlier this month, with two other spots set to be announced Friday.

AllThingsD reported on Tuesday that Yahoo is likely to choose two … Read more

It's a done deal: Icahn on Yahoo board

Now the fireworks and fractiousness can officially move inside Yahoo: activist investor Carl Icahn is part of the Internet company's board.

Icahn had tried to take over the entire board in July, but settled for a seat of his own and for two of his allies. In a regulatory filing Wednesday, Yahoo said Icahn is officially on the board, replacing Robert Kotick as planned.

One of Icahn's first roles on the board will be to help pick the two allies who will join him. The new appointments are set to be announced by August 15, increasing Yahoo's … Read more

Shareholder approval of Yahoo board plunges on vote recount

The shareholder approval ratings for Yahoo Chief Executive Jerry Yang and Roy Bostock plunged Tuesday after Yahoo released new results that corrected a vote transmission error.

Shareholders unhappy with board members withheld their votes in the Friday election. In Yahoo's official voting tally released Friday, 14.6 percent of votes for Yang and 20.5 percent for Bostock were withheld.

But in the corrected results, Yang's withhold percentage rose to 33.7 percent and Bostock's to 39.6 percent, Yahoo said.

Update 2:09 p.m. PDT: Quantitatively, the change means nothing: "These errors did not … Read more

Yahoo to update shareholder vote after error

Yahoo said it plans to update a shareholder vote results after an error in transmission meant some dissatisfaction with Yahoo management wasn't reflected in Friday's board member election figures.

Capital Research Global Investors, suspecting an error in the Yahoo vote tally, said on Monday that it requested that the firm it uses to transmit the votes to Yahoo check its work to see if there was an error. On Tuesday, that firm, Broadridge Financial Solutions, said it found a "truncation error" that underreported how many votes were withheld for some board members.

Withholding votes in a … Read more

Yahoo shareholders leave meeting disgruntled

SAN JOSE, Calif.--Yahoo stuck to its script Friday, arguing at its annual shareholder meeting that it's poised for greater financial success, but at least some shareholders left unsatisfied with the performance by Chief Executive Jerry Yang and Chairman Roy Bostock.

"I like Jerry, but I think a new CEO is needed," said Eric Jackson of Ironfire Capital, which controls 3.2 million Yahoo shares, in an interview after the two-hour meeting here wound down. And that's not all--he also wants to see board members Bostock, Eric Hippeau, Arthur Kern, and Ron Burkle step down. And … Read more

Live blog: Yahoo CEO faces shareholders

SAN JOSE, Calif.--The Yahoo shareholders meeting here has commenced and adjourned. And CEO Jerry Yang and his board did end up getting an earful about the company's share price and its handling of Microsoft's attempted acquisition.

I blogged live from the meeting. We heard presentations from Yang, Chairman Roy Bostock, President Sue Decker, and CFO Blake Jorgensen, and then questions from shareholders. Here is a record of the live blog.

9:59 a.m. PDT: Just before the meeting is set to begin, the Fairmont Hotel ballroom is more empty than full. Perhaps Yahoo planned this when … Read more

Corporate governance is a myth

The concept of corporate governance implies consistent and effective laws, methods, and metrics for governing our nation's public companies. The sad fact is that there is no such thing. It's a myth. Here's why:

People talk about the fiduciary responsibility of boards of directors. What that means, in plain speak, is that boards are supposed to:

1) Hire and fire the CEO and appoint other corporate officers 2) Compensate the CEO and other corporate officers 3) Oversee corporate strategy 4) Represent shareholders in the transparent and effective governance of the company

As an ex-officer of several public companies and as a consultant, I've been involved with lots of boards, executive staffs, investment banks, VCs, corporate attorneys, and the like. At least in my experience, boards don't operate the way they're supposed to.

Let's take the last point first. Shareholders are offered a slate of directors and a handful of issues to rubberstamp. That means they have two choices: accept or reject.

Now, let me ask you this. If your spouse or doctor says, "Here's my recommendation, take it or leave it," what do you do? That's right, you take it. Is it the best thing for you? Who the heck knows? You had a gun to your head so you nodded up and down.… Read more

Friday: Yahoo shareholder meeting live coverage

Carl Icahn may be ducking the spotlight at Yahoo's shareholder meeting Friday, but we'll probably hear who else shares his dissatisfaction with the Internet company's recent share price.

Any shareholder disgruntled with how Jerry Yang and colleagues handled Microsoft's attempted acquisition may pipe up at the meeting. CNET News plans live-blog reporting and video coverage for the shareholder meeting in San Jose, Calif.

Most expect Yang to come in for the latest in a long series of serious criticisms. The company's stock closed at $19.18 the day before Microsoft launched its attempt to acquire Yahoo, … Read more