Lawsuit Overview
An investor in Yahoo shares filed a lawsuit in State Court against certain directors and the CEO of Yahoo Inc. over alleged breaches of fiduciary duty, gross mismanagement, abuse of control, and unjust enrichment. According to the complaint the plaintiff alleges defendants breached their fiduciary duties in connection with Yahoo’s $1billion US investment with a strategic partnership with Alibaba Group Holdings Limited. The lawsuit in State Court against the Yahoo directors for alleged breaches of fiduciary duties follows an earlier recent lawsuit filed in the United States District Court for the Northern District of California by investors in Yahoo! Inc. (YHOO) stocks who purchased their YHOO shares only between April 19, 2011 and May 13, 2011. The investors in District Court allege Yahoo, Inc. violated the Securities Exchange Act of 1934 by issuing between April 19, 2011 and May 13, 2011 materially false and misleading statements regarding its business prospects. Specifically, the plaintiff alleges that the defendants failed to disclose that an important corporate asset in China had been transferred at much less than market value. Both complaints allege that on May 10, 2011 Yahoo shareholders learned for the first time that Yahoo’s $1 billion investment in a strategic partnership with Alibaba Group Holdings Limited , China’s largest e-commerce company, likely had been severely impaired by the misappropriation of Alibaba Group Holdings Limited’s most valuable asset, Alipay, an e-commerce payment system, from Alibaba Group Holdings Limited to another private company controlled by Alibaba Group Holdings Limited’s Chairman, Jack Ma. On May 15, 2011, Yahoo Inc. issued a press release regarding Alipay, stating that Alibaba Group Holdings Limited and its major stockholders Yahoo Inc. and Softbank Corporation were “engaged in and committed to productive negotiations to resolve the outstanding issues related to Alipay in a manner that serves the interests of all shareholders as soon as possible.” According to news reports, Alibaba Group Holdings Limited received only $46 million for Alipay’s assets, which securities analysts valued at $5 billion. Shares of Yahoo! Inc. (Public, NASDAQ:YHOO) fell from $18.55 on May 10 to $15.73 on May 16 and closed recently at $14.69 per share.