Writer Joe Nocera published a harsh public letter today in the New York Times condemning Yahoo! CEO Jerry Yang for negligently failing his duty to shareholders when he successfully engineered the rejection of Microsoft's takeover attempt of the company that he co-founded. What is interesting to me in this was the "poison pill" Yang instituted as a final safeguard against the "evil empire," which would have amounted to basically a "we have to destroy the village in order to save it" defense. What is this mysterious poison pill?

Viewing employee retention as Microsoft’s Achilles’ heel, Yang engineered an ingenious defense creating huge incentives for a massive employee walkout in the aftermath of a change of control,” reads the legal complaint. “The plan gives each of Yahoo’s 14,000 full-time employees the right to quit his or her job and pocket generous termination benefits at any time during the two years following a takeover, by claiming a ‘substantial adverse alteration’ in job duties or responsibilities.

[...]

Indeed, according to the complaint, you wanted a severance plan far more aggressive than the one being recommended by your own human resources executives. Your compensation consultant called your plan “nuts” in an e-mail message. A Yahoo vice president wrote that it would be “a bizarre outcome if people who stick around make off worse financially” than people who are laid off. But another executive got to the heart of the matter. Your severance plan, he wrote, “will make things increasingly more expensive for msft though.”

Damn. That is some evil ingenious shit right there.

Read more here.

Update: One positive side effect of the Yahoo and Google ad partnership is that "Google Talk and Gmail users can chat with Yahoo Messenger users, in addition to AOL AIM users."

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