eBay Inc announced its standstill agreement with Carl Icahn and the appointment of Perry Traquina and Frank Yeary as independent directors.

eBay CEO says new independent directors bring valuable expertise

In a statement, eBay President and CEO John Donahoe said Traquina and Yeary are talented and will be able to contribute valuable expertise to both eBay and PayPal.

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According to him, both executives have a deep understanding of the investment community and the shareholders of the company. He added that Tranquina and Yeary have expertise in executive leadership, financial advising and governance.

Tranquina was a former CEO and Chairman of Wellington Management, one of the largest investment management firms with $900 billion of assets under management (AUM). Yeary is the co-founder and executive chairman of CamberView Partners, a financial advisory firm dedicated in providing investor-led advice to corporate boardrooms.

Details of eBay’s standstill agreement with Icahn

As part of the eBay’s standstill agreement with Icahn, the company appointed Jonathan Christodoro to the board of the company. He has the ability to transfer to PayPal’s board once the spin-off occurs.

In addition, eBay agreed to adopt certain corporate governance provisions suggested by Icahn to PayPal’s charter documents. Icahn believes that those provisions will greatly enhance shareholder value on the business.

Icahn said, “We believe the actions of eBay’s board and management in crafting this agreement with us have marked a large step forward for corporate governance.”

According to him, eBay reached out to them to discuss value enhancement. Their constructive conversations resulted to the mutual development of a governance structure that better align the interest of shareholders, directors, management and other stakeholders going forward.

Commenting on the standstill agreement, Donahoe said,  “This agreement reflects our alignment on separation and our shared belief in the benefits of avoiding distractions. We look forward to contributions of all of our directors as we work to set up eBay and PayPal for success and create strong boards for each of the new companies.”

eBay board is now composed of 15 members (13 are independent directors).