Eric Posner, "How to Make Poison Pills Palatable"

How to Make Poison Pills Palatable
Eric Posner and Glen Weyl
New York Times Dealbook
July 17, 2013

Last month, Rupert Murdoch’s News Corporation divided into two entities and inserted shareholder rights plans, or “poison pills,” in their charters to shield them from hostile takeovers.

Shareholder activists are up in arms. The poison pill “is one more tool to entrench management,” one activist told The Financial Times when News Corp. first announced its plan. The problem, however, is not the existence of poison pills but their design: a more carefully designed poison pill would address activists’ concerns while pr