Yes usually directors and high end employes are offered special...

Yes usually directors and high end employes are offered special incentives such as being offered new shares in the company that is taken over, or to keep their existing shares as happened in the Ausenco takeover.
Further the reports that are written by so called independant companies who are supposably giving independant view point are not independant as the board has already stated that they are in favour, so the board is unlikely to hire a company with a differering view to its own to give an anaylisis.
Takeovers are generally only good for the company taking the other over and not the share holders whom are being cheated out of its real value simply because they don't realise how much its really worth.