Big Yahoo shareholder demands review of board vote

Tuesday, August 5, 2008

Capital Research Global Investors, which owns a 6.2 percent stake in Yahoo, demanded the review Monday, Capital spokesman Chuck Freadhoff said. Capital World Investors, a related fund that owns nearly 10 percent of Yahoo's stock, didn't make the same request.

The unusual inquiry was first reported on the technology blog, "All Things Digital."

Capital Research wants independent vote counter Broadridge Financial Solutions to make sure the fund's votes on the Yahoo directors were accurately transmitted, Freadhoff said. He declined to discuss how Capital Research intended to vote or what prompted the request for a review.

Lake Success, N.Y.-based Broadridge didn't immediately return calls left late Monday.

Capital Research's manager, Gordon Crawford, has publicly scolded Yahoo's leadership for its response to a $47.5 billion takeover bid from Microsoft Corp., which withdrew the offer three months ago after Yahoo Chief Executive Jerry Yang demanded more money.

Crawford had indicated he might vote against some Yahoo directors - particularly Yang and Chairman Roy Bostock - to punctuate his displeasure with the failed Microsoft negotiations.

Since Microsoft walked away, Yahoo shares have plunged 32 percent, closing Monday at $19.38, down 42 cents.

Yahoo stood by the results certified by an independent inspector after its annual meeting last Friday.

"Yahoo did not participate in the execution of the votes and was not a party to any errors which may have been made either by a voting institution or a proxy processing intermediary acting on behalf of banks, brokers and institutions," the Sunnyvale-based company said in a statement.

Despite shareholders' lingering anger about the Microsoft talks, Yahoo's board only encountered a mild backlash at the annual meeting.

All nine directors were backed by at least 78 percent of the voting shareholders, faring better than last year when the outcry against the incumbents wasn't as intense. Three directors, including Bostock, were opposed by more than 30 percent of the directors last year.

Just over 20 percent of the shares went against Bostock. Yang was opposed by 15 percent of the voting shareholders.

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