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Carl Icahn Knows Less About Corporate Governance Than He Does About Technology, Carl Icahn Target Says

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Carl Icahn thinks that eBay should spin off PayPal, and to prove it, he said a couple of eBay's more prominent directors have more conflicts of interest than he has years. What he didn't know is that one of them, Netscape founder and Silicon Valley legend Marc Andreessen, has a fool-proof system for avoiding such delicate situations: Whenever one of the seven boards of directors on which he serves starts talking about an area in which he has an interest—presumably all of them—he just closes his eyes and puts his headphones on and, presto, no conflict of interest.

"If I'm on a public board and that public company is looking at buying a company in a certain space and one of my startups is in that space, I will not be part of that conversation," Mr. Andreessen said. "This has been established over decades of corporate governance and there's nothing unique to tech about it…."

Charles Elson, director of the John L. Weinberg Center for Corporate Governance at the University of Delaware, said a director withdrawing from conversations may not be adequate to eliminate conflicts in some instances. "Recusal sounds great legally," Mr. Elson said. "It's pretty tough practically."

Mr. Andreessen, who created what became the first commercial Web browser in the 1990s and co-founded his venture-capital firm, Andreessen Horowitz, in 2009, said he seeks to avoid conflicts by limiting investments to one company per business sector….

He said that rule isn't just an ethical principal—it's the only way to stay competitive in venture capital, he said. "The top entrepreneurs are not going to take money from a VC that is investing in multiple competitors in the same space."

Andreessen Offers Defense in Wake of Icahn's eBay Criticism [WSJ]


I forgive you again, Carl.

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