According to reports published today, Microsoft will not increase its bid for Yahoo above the $31 a share offered two weeks ago.

The same reports states that Microsoft will instead authorize a proxy battle for Yahoo.

According to the report Microsoft would nominate a slate of directors by March 13, if Yahoo’s board does not enter merger talks with Microsoft.

It was estimated that a proxy fight would cost Microsoft between $20 to $30-million.

In a separate report, Yahoo said to be adopting a defensive severance plan to take effect if they are taken over by Microsoft.

The plan covers all of Yahoo’s full-time employees, including its top executives, for two years after a change in control of the company. According to the report workers who lose their job without cause, or quit for good reason as Yahoo defines it, would continue to receive their salary and medical benefits for four to 24 months, plus reimbursement for “outplacement services” for two years.

Departing employees’ stock options would also vest faster than scheduled.