Professor F. Daniel Siciliano discussed the ethical claims brought against Yahoo executives in the following artlce by Michael J. De La Merced of the New York Times.

 

Third Point has intensified its assault against Yahoo.

On Friday, the hedge fund, which is in the middle of a contentious proxy battle with Yahoo, called for the dismissal of the technology company’s chief executive, Scott Thompson, after revealing that he had inaccurately stated his credentials.

Mr. Thompson had previously claimed to have earned degrees in both accounting and computer science from Stonehill College. After prodding by Third Point, Yahoo conceded that Mr. Thompson had only an accounting degree, calling it an “inadvertent error.”

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F. Daniel Siciliano, a professor at Stanford Law School, noted that Mr. Thompson and Ms. Hart seemingly had run afoul of Yahoo’s own code of ethics. But he added that the code appeared to allow for some leeway in the board’s response, and that the company’s directors must carefully weigh their next steps.

“The real duty the board has is to ask what is in the best interest of the shareholders,” he said. “If they don’t have a succession plan in place, it might be a costly move to fire him.”

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Professor Siciliano said the Yahoo board faced a difficult decision. “There are omissions, and there are complete misrepresentations of your fundamental credentials,” he said of Mr. Thompson. “His misrepresentation is to the left of that, but it’s still pretty bad.”

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