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Net Net: Promoting innovation and managing change

Icahn: US corporate governance worse than Washington

Carl Icahn: Even D.C. better than corporate boardrooms

Billionaire activist investor Carl Icahn slammed the state of corporate governance in America on CNBC Wednesday, saying it was even more dysfunctional than the political system.

"I'm not here to defend what goes on in Washington, but even there, it's infinitely better than the corporate boardroom," the chairman of Icahn Enterprises said during a wide-ranging interview on CNBC's Squawk Box.

"You do have a somewhat fair election [in Washington]. You don't have fair elections, you know, in a corporate suite," Icahn added. "You're the ex-CEO, even if you've done a real bad job, they increase your salary, they give you a big bonus. Then you take the corporate treasury and spend millions and millions of bucks to hire a lawyer to defend you."

On another major investment, Apple, Icahn said chief executive Tim Cook was doing well but the company was still worth more.

"I'm not here to defend Tim Cook but I think he's doing a good job. But I think Apple is undervalued and he's going to prove it," Icahn said.

Icahn also weighed in on his most high-profile fight today: eBay. He said he's "never seen worse corporate governance than eBay."

(Read more: EBay is worst-run company I have everseen: Carl Icahn)

On his wealth—which Forbes estimates at $24.5 billion—Icahn reiterated his commitment to give a majority of his wealth to philanthropy.

"I feel that you have to I have go the money back. If it weren't for this country, I'd still be on the streets of Queens. What other country can you do this in?" he said. "A lot of people say that I'm just a greedy guy and maybe there is some truth to that, but as far as I'm concerned,you know, I owe this country a great deal."

(Read more: These six investors made $1 billion-plus last year)

—By CNBC's Lawrence Delevingne. Follow him on Twitter @ldelevingne.