The board of the Toronto-based legal software firm adopted a shareholder rights plan intended to bar former CEO Matthew Proud, his brother and former chair Tyler Proud and ex-director Ronnie Wahi from buying the company for their proposed package amounting to $10.25 per share. (The Logic)

Talking point: The shareholder rights plan is considered a poison pill meant to deter the bidders from pursuing an acquisition. It limits a shareholder or joint actors with 20 per cent or more of the company’s shares from increasing their holdings. Together, the Prouds and Wahi control more than 22 per cent of Dye & Durham’s stock. In a press release Wednesday, the board said the plan was meant to “guard against a creeping takeover bid,” which they said may not maximize value in the embattled company. The Prouds criticized the plan, with Matthew telling The Globe and Mail the company didn’t engage on their offer and accusing the board of “entrenching itself.”