America’s technological supremacy isn’t being lost to competition—it’s being surrendered by the very boards entrusted to protect it. No case exposes this more than Intel, once Silicon Valley’s pride, now the poster child for why U.S. Corporate governance must be rewritten for an era of technoeconomic warfare. And I should know, because I personally played a pivotal role in bringing to light the crisis that led to the unprecedented nationalization of 9.9% stake in America’s chips champion. The U.S. Government acquiring such a stake, effectively converting lending to equity, comes in the hopes of both resurrecting a failed champion as well as earning a return on investment as a government benefactor.
It wasn’t my plan to find myself embroiled in international intrigue involving semiconductors. Armed with a law degree and an MBA, I began my career as a Wall Street analyst at the turn of the century, and I worked on several sides of the fence over the next few years. I dipped my toe in the white-shoe law firm world and spent time at a hedge fund—I was even interim general counsel for the Dallas Stars NHL team for several months.
But around a decade ago, I began working in earnest in venture capital, and I increasingly came to believe in the mission of safeguarding America’s technological future against autocratic competitors, specifically China. At Bastille Ventures, my team’s research over the past year and change has opened a lot of eyes. First, we approached the Financial Times, and they were, frankly, astonished to find our data was spot-on, leading to the identification of 43 startup investments by Intel Capital in China. Then I assisted in an even larger investigation by Reuters that uncovered 600 Chinese startups that received investment from Intel board member—and future CEO—Lip-Bu Tan.
Little more than a month-and-a-half ago, U.S. Senator Tom Cotton set off a maelstrom with a letter seeking an investigation into prolific venture investing in China by Lip-Bu Tan, a direct result of my research and subsequent related reported. This was magnified by President Trump’s call for his removal, supporting our long-held view that his own and Intel leadership’s complicated history with China should be disqualifying.
Despite Intel’s desperation for both the injection of capital and a signal of government support, most striking in the unprecedented events of this summer was the glaring omission of any government ability to exert control or influence. Instead, it has a default “vote alignment” with the board, an admission of the lack of will or ability to control or constrain Intel’s board and leadership.
How to lose a lead: Intel’s boardroom surrender
Intel’s decline wasn’t inevitable. Granted $19.5 billion through America’s CHIPS and Science Act—funds meant to restore U.S. Semiconductor leadership—Intel was given both a mandate and a war chest. But instead of rebuilding at home, Intel doubled down on China.
While America’s chip manufacturing share collapsed from nearly 40% in 1990 to under 12% today (and zero share in advanced semiconductor chips, with Taiwan having more than 60 percent share of the world market and 90% of advanced chips, Intel poured resources into at least 43 Chinese artificial intelligence and semiconductor startups, more than any other U.S. Corporate venture arm, according Future Union, a private-sector focused, bipartisan organization that assisted in the research. Worse, Intel funneled $1.5 billion into Tsinghua University—China’s “MIT,” tightly bound to the People’s Liberation Army and Communist Party, counting none other than Chairman Xi as an alumnus. Despite risks of the sharing and theft of sophisticated technologies and intellectual property, Intel continued, if not exacerbated such risks by continuing to maintain significant entanglement with Tsinghua. Additionally, its subsidiary, Intel China Research, actively maintains artificial intelligence projects in Shenzhen, a city infamous as a military technology hub.
These were not operational errors, but board-sanctioned strategies. As two Intel board members are also the founders of Sequoia Capital, Jim Goetz, and Walden International, Lip-Bu Tan—were cited by Congress and Future Union as top facilitators of tech transfer to China’s military sector. Another outside director, Risa Lavizzo-Mourey, formerly led the Robert Wood Johnson Foundation, which holds more than 55 China-linked investments—the most of any U.S. Nonprofit, per Future Union’s Rubicon. A Reuters investigation with Future Union found Lip-Bu Tan’s minority investments in over 600 Chinese startups between 2012 and 2024—including dozens with direct PLA ties—while on Intel’s board. It is unclear whether all of Lip Bu Tan’s holdings were disclosed to Intel. Yet, it stands as potent evidence of the convincing failure of industry-led self-policing and the dire need for heightened standards related to Boards of Directors’ duties to safeguard America.
Intel’s commercial codependence with Beijing is equally damning. In 2024, nearly a third of Intel’s revenue came from China; Lenovo alone accounted for 12%. When layoffs and dividend cuts followed, Intel chose not to pivot but to lobby Washington—fighting efforts to restrict China investments, and, as Politico exposed, leveraging Treasury connections at the highest levels. This is a taxpayer-funded champion using its clout to shield its China business from the very rules meant to safeguard American technology. Yet the lack of control, namely, the fact that U.S. Government agrees to vote with Intel’s board on matters requiring shareholder approval—and against proposals not recommended by the board—with limited exceptions: (i) where law requires otherwise; (ii) where a vote affects the government’s rights under the agreement/warrant; (iii) where a vote would reject, unwind or materially harm Intel’s relationship with the U.S. Government; or (iv) where a vote would materially impair Intel’s ability to comply with the agreement/warrant. The Net-Net: passive investor, pro-board default vote, and the narrowest carve-outs applicable.
This isn’t free-market capitalism. It’s taxpayer-subsidized surrender.
Short-termism and the Delaware loophole
The structural misalignment begins with Delaware law, governing most U.S. Public companies, which interprets fiduciary duty as maximizing shareholder value—today. The notorious Revlon doctrine compels directors to chase immediate returns, even if it guts future competitiveness or security. CEOs and boards come and go—average CEO tenure is under five years—while their short-termism leaves lasting damage. Near-term performance bonuses, plagued with self-interested “short-termism,” tend to narrow options for successors that leave the cupboard bare, saddling their successors with their own self-dealing and imperiling long-term viability of the company. Dual-class shares and supermajority voting let management entrench itself, making true board independence a facade. The result is a system rigged for expediency and self-interest, not stewardship.
Intel’s board is the archetype: directors with deep China exposure, insulated from consequences, willing to mortgage American leadership for another quarter’s numbers.
China’s playbook, America’s weakness
Beijing’s playbook is direct: use market access to force foreign firms to share proprietary tech. Forced tech transfer is standard practice, as documented by U.S. And European watchdogs. Apple, IBM, Ford, Qualcomm—the list of companies forced to choose between IP and access is long. Boards under pressure for growth routinely make the wrong choice—rationalizing the damage as a problem for their successors.
Intel isn’t an anomaly; it’s an omen. Across biotech, cloud, and chips, American corporate leaders are trading the future for fleeting profits—enabled by a governance regime that demands little more.
A New Fiduciary Duty for Economic Warfare
This is not regulation for its own sake—it’s a call for a new standard of board accountability:
- National Security as Core Duty: Make geopolitical risk and tech transfer a fiduciary duty for boards in strategic sectors.
- Ban Conflicted Directors: Anyone with major financial ties to adversarial nations should be barred from these boards.
- Real Oversight: Federal subsidies must require security audits, pre-approval of foreign partnerships, and strong enforcement.
- Personal Consequences: Directors who undermine U.S. Security should face clawbacks, bans, and personal liability—just like in cybersecurity.
- Mandatory Security Committees: All critical tech boards must have oversight for IP, foreign risk, and national security.
In the latest demands of Intel, the government willingly relinquished the ability to exert control, despite being the largest holder of Intel’s shares. As the public announcement states, it remains a “passive” stake with default pro-board voting, absent narrow exceptions that would hinder the government’s hopeful eventual sale of the position. Intel’s press and mainstream coverage emphasize the no-seat/no-information posture. This means, effectively, that Intel’s management and board were offered billions in capital without the typical market constraints that any shareholder set to become the largest equity holder in the private markets would require. This is essentially permitting the board to side with interests, which may include those of China, against the best interests of America’s long-term national goals, effectively.
And while the government, as the investor of last resort in declining U.S. Companies, effectively choosing favorites, poses innumerable concerns, the Intel investment inclination is particularly dubious yet instructive of the government’s reluctance to set parameters for U.S. Security. During the Cold War, trading secrets with the Soviets meant prison. With China, that still means a bigger bonus, and the freedom to secure it by nearly any means the board and management elect. The Intel catastrophe evinces the realization that a singular goal of Delaware’s Revlon standard has proven too myopic for the moment. This is legalized economic sabotage by another name. Intel’s story is not just about one company—it’s a warning for American industry. Directors are not held liable for business-led facilitating technology transfer to adversarial regimes. There is no equivalent standard here to what is now common in cybersecurity, where directors can be held accountable for negligence in protecting networks. Why should national security matter less?
The law must change before America’s technological edge is lost for good.
Patriotism may be voluntary, but accountability cannot be. Boards that serve two masters serve neither well. America’s security—not China’s ascent—must become the first principle of U.S. Corporate governance.
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