Microsoft offered $44.6 billion to purchase Yahoo! on Feb. 1, an offer that now stands at $41.2 billion, The New York Times (NYSE:NYT) reported.

Yahoo! quickly rejected the offer, which put Microsoft in the position having to woo shareholders and attempt to install new board members at Yahoo!'s annual meeting.

According to Delaware law -- where Yahoo! is incorporated -- the company must hold an annual meeting at least every 13 months. The company's last annual meeting was June 12, 2007.

"The most likely scenario probably is that Yahoo! is trying to buy more time," Carl Tobias, a University of Richmond law professor told the newspaper.

Yahoo! could delay the meeting for a month to give executives time to pursue other deals. Currently, Yahoo! is negotiating with AOL, a subsidiary of Time Warner (NYSE:TWX), on a possible merger.

But, a delayed annual meeting could open Yahoo! up to lawsuits from either Microsoft or shareholders frustrated that Yahoo! has not accepted Microsoft's bid.