According to the lawsuit, Yahoo has "failed" in their duties to shareholders by rejecting the offer, putting the investments of everyone in the company at risk. The lawsuit also mentions that by trying to circumvent the acquisition, the company board members are looking into "value-destructive" third-party deals, thus reinforcing their claim. They also assert that Yahoo board members are refusing the offer solely because they dislike Microsoft and seek to make the company unattractive to them. And while that may seem laughable from the standpoint of an outsider, Yahoo is just one of the many relatively young, web-based companies that strive for an integral corporate culture.
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