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Yahoo to Allow Proxy Access for Board Nominations

Yahoo to Allow Proxy Access for Board Nominations

By Reuters | Updated: 31 March 2016 15:07 IST

Yahoo Inc will allow investors who have held stake of at least 3 percent in the struggling Internet company for a minimum of three years to nominate directors to its board.

The company amended its bylaws to allow these investors to nominate up to 20 percent of its board, according to a regulatory filing on Wednesday.

Yahoo joins several companies including Apple Inc, AT&T Inc, Staples Inc and Citigroup Inc in adopting new "proxy access" rules that make it easier for shareholders or groups of shareholders to nominate board candidates.

"Proxy access" is shareholders' ability to nominate directors to run against a company's chosen slate of director nominees using its annual meeting materials.

Activist investor Starboard Value LP, which owns about 1.7 percent of Yahoo, launched a proxy fight last week to overthrow the company's nine-member board.

Yahoo, under pressure from shareholders to sell its core business, began an auction of the business last month after shelving plans to spin off its stake in Chinese e-commerce giant Alibaba Group Holding Ltd.

(Also see: Yahoo Begins Shuttering Some Digital Services)

Yahoo said on Wednesday that the amended bylaws would come into effect after its 2016 annual meeting, which means they would be effective from the 2017 meeting.

© Thomson Reuters 2016

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