03-13-2003, 08:45 AM
Over the course of the last several months, sources both on Wall Street and within Apple have pointed to building evidence that Apple is planning a change to its board of directors, considering taking on one or even two new members.
At the very least, there is one seat left open by the departure of Larry Ellison, when he left in September citing a lack of time. Apple's board currently has only five members: Bill Campbell, Chairman of Intuit Corp.; Millard Drexler, Chairman and CEO of J. Crew; Arthur Levinson, Chairman and CEO of Genentech; Jerry York, President and CEO of Micro Warehouse; and Steve Jobs.
One Wall Street source said the nominating committee -- composed of Campbell, Levinson, and Drexler -- had finalized a list of eight potential names to fill a board member slot, and that the board has been meeting with potential directors. Few know who is in the running, analysts and Apple employees included, but most believe it's unlikely that Apple will appoint an insider to the board, and agree that the company will need to appoint a new member in the next several months.
BusinessWeek last fall rated Apple's board among the industry's worst. What are some concerns of large shareholders? Some are wary of the reimbursement agreement Apple has with Steve Jobs, under which the company pays for expenses incurred by the use of Jobs' private plane -- also paid for by Apple -- for Apple business. In 2002, the company recognized a total of $1,168,000 in expenses as part of this agreement, according to the company's SEC filings. Also a concern are Apple's associations with board member Jerry York: Micro Warehouse sells Apple products, and at the same time, Apple purchases equipment from Micro Warehouse.
Other issues? "I am certainly not too pleased to see loans given to executives and directors," said one insider, pointing to the $1,500,000 loan given by Apple to executive Ron Johnson for the purchase of his home. While this clearly isn't an issue to all large investors, some feel that not enough attention has been given to it, he said. Long-term bulls won't see this as an issue because of Apple's ample cash position, but others will simply say Apple shouldn't be approving loans.