FTC's Majoras to Review Google-DoubleClick Deal

Federal Trade Commission Chairman: Law Firm Jones Day Not Representing DoubleClick Before FTC; Husband No Longer Equity Partner

By John Eggerton -- Broadcasting & Cable, 12/14/2007 9:03:00 PM

Federal Trade Commission chairman Deborah Platt Majoras said she will not recuse herself from reviewing the Google-DoubleClick merger.

The Electronic Privacy Information Center and the Center for Digital Democracy had asked her to excuse herself from reviewing Google's $3.1 billion acquisition of DoubleClick, saying that there is a conflict of interest because her husband was a partner in law firm Jones Day, whose Web site said the company had been retained to advise DoubleClick in the merger.

Majoras said Jones Day is not representing DoubleClick before the FTC, but instead before the European Commission. She added that she ran this by the in-house ethics counsel for possible conflict of interest, as she does when Jones Day is involved in a deal. She is also a former member of the firm.

The groups pointed out in their complaint thatMajoras recused herself from several other merger reviews where Jones Day was involved and should do so again. But she pointed out in a response Friday to the complaint that that was when her husband was an equity partner in the firm. He has since converted to a fixed-participation partner, she added, and thus she has no financial interest in the outcome of the deal.

"My husband does not represent any party in the Google-DoubleClick matter,"Majoras said. "He is in no way connected to the matter, nor are any of the parties to the matter otherwise currently his clients."

Commissioner William E. Kovacic, whose wife is also a fixed-participation partner in Jones Day, said he will not recuse himself either. The other commissioners said they agreed with Kovacic's and Majoras' decisions.

The groups responded that they respectfully disagreed, saying that the fact that John Majoras is in charge of business development in the Washington office and is an antitrust expert argued strongly for the recusal.

"[T]he Chairman states that because of her spouse’s change to “fixed participation” partner status, the conflict of interest is vitiated," they said Friday in response to Majoras'deciison."This argument would be more persuasive if Mr. Majoras worked in the firm in an unrelated field or did not have the specific responsibility for business development. But in fact, Mr. Majoras is both an antirust expert for the firm – the central question now before the Commission in the DoubleClick review – and his key responsibility for his firm is business development in Washington D.C. The Chairman’s statement indicates that this latter factor alone would
not be sufficient to establish a conflict of interest, but that factor combined with the others cited in our petition clearly does."