Sunnyvale, Calif. -- Gearing up for a potential proxy fight with one of its largest investors, Sunnyvale-based Yahoo on Sunday named three new independent directors. New board members include John Hayes, the executive vice president and CMO of American Express; Peter Liguori, the former COO of Discovery Communications; and Thomas McInerney, the outgoing CFO of IAC/InterActiveCorp. Roy Bostock, Yahoo's chairman, said the newly reconstituted board has "the right mix of experience and expertise to help Yahoo build upon its very strong assets and brand base to take advantage of the opportunities ahead." The moves came after shareholder Daniel Loeb's Third Point last week filed a proxy statement seeking four of his own appointees. Yahoo offered to appoint one of Third Point's nominees and choose another that was "mutually acceptable." Loeb, who has been highly critical of decisions made by Yahoo's board, said he was "disappointed" by the company's decision. "Since the board has left us with no choice but to take our case directly to our fellow shareholders, Third Point intends to move forward with a proxy contest," Loeb said in a statement.