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The ability of shareholders and the market to constrain or sanction such behavior is supposedly limited by proxy voting procedures and anti-takeover protections.
A company with an anti-takeover clause is attractive to its employees.
Therefore, an employee share option plan goes along with an anti-takeover provision.
That is why we have put in place the time-limited anti-takeover provisions that are being debated today.
That is a perfectly legitimate point, and another reason for having a time-limited anti-takeover provision.
I do not think that using them as a cloak for trade unionism control or as an anti-takeover device is one of their attractions.
In some cases, a scorched-earth defense may develop into an extreme anti-takeover defense called a "poison pill".
They aid by utilizing various anti-takeover strategies, thereby making the target company economically unattractive and acquisition more costly.
