By Dawn Kawamoto
Friday, May 23 2008 09:12 AM
URL: http://www.zdnetasia.com/news/internet/0,39044908,62041645,00.htm

The longtime director of Yahoo's board, Edward Kozel, has resigned, the company announced late Thursday. Yahoo also said it will delay its annual shareholders meeting.

Yahoo said Kozel is resigning for personal reasons, and it is reducing its board from 10 members to 9 as a result.

Last week, billionaire investor Carl Icahn launched a proxy fight to unseat all 10 members of Yahoo's current board at the company's upcoming shareholders meeting. It's not immediately known if Icahn will reduce his 10-member dissident slate, as well.

Kozel resigned on Tuesday, noting in his letter to the company that he had intended to resign in February to spend more time with this family, but decided to stay onboard after receiving the unsolicited buyout bid from Microsoft.

"Mr. Kozel noted his plan to focus on personal matters, including relocating his family to Europe this summer," the company stated.

Kozel was a director since October 2000.

Yahoo also announced that it will delay its annual shareholders meeting from Jul. 3 to a date to be determined later in late July, according to its Securities and Exchange Commission filing.

The company, which filed its preliminary proxy on Thursday, stated it was delaying the meeting until the SEC has completed its review of its proxy materials and the board of directors will then a new date for the meeting.

Icahn launched his proxy slate, with the hope it would push Yahoo and Microsoft back to the negotiating table. Earlier this month, Microsoft withdrew its sweetened unsolicited buyout bid of US$33 a share for Yahoo, citing reluctance by the Internet search pioneer to take the offer. Yahoo's shares were trading slightly above US$19 per share, on the day before Microsoft announced its buyout bid on Feb. 1.

Within days of Icahn's announcing his proxy slate, Microsoft and Yahoo have re-entered talks, but to discuss a transaction that currently does not involve an outright acquisition of the entire company. Various published reports note the parties are considering a sale or joint-venture of Yahoo's search business with Microsoft.

Some investors, such as noted portfolio manager Bill Miller of Legg Mason, are calling on Microsoft to buy Yahoo and not simply form a joint venture, according to a a Reuters report.

"It is a strategic imperative for Microsoft to change its position," Miller said in an interview with Reuters, after speaking at the hedge fund conference. Legg Mason is Yahoo's second largest investor, holding nearly a 6.7 percent stake in the company, as of May 7.

This article was originally a blog post on CNET News.com.