Mr. Jobs is Disney’s largest shareholder with approximately 7.4% of outstanding shares, as noted in a Wall Street Journal article. Mr. Jobs acquired the shares as part of the deal for Disney to buy Mr. Jobs company Pixar, a deal that also landed him on Disney’s board.
The Financial Times of London found experts in the field of corporate governance — a hot topic of study following a wave of corruption in publicly held companies earlier in this decade — who voiced concerns over Mr. Jobs’s ability to perform his duties as a member of Disney’s board.
“A directorship is not an honorary position,” Charles Elson, professor of corporate governance at the University of Delaware, told FT. “If he’s said he can’t run Apple, how on earth can he [stand for the Disney board again]?”
Mr. Jobs does not accept the US$200,000 per year in compensation paid to other Disney board members — Disney’s proxy statement specifies this is at Mr. Jobs’ request — nor does he serve on any specific committees for the company. Instead, he is largely seen as an unofficial advisor to Disney CEO Bob Iger, with whom he worked out separate deals to bring Disney to iTunes and for Disney to buy Pixar.
In fiscal 2008, Disney said that all of its directors (except Alwyn B. Lewis) attended at least 75% of the company’s six board meetings held throughout the year. The company doesn’t break out the attendance of individual directors, but its overall attendance report does mean that Mr. Jobs attending at least four of those meetings.
In his letter to Apple employees in which he announced he was taking a medical leave of absence, Mr. Jobs said that, “As CEO, I plan to remain involved in major strategic decisions while I am out. Our board of directors fully supports this plan.”
That he is running for reelection on Disney’s board, though his health and leave of absence were not addressed in any way, shape, or form in Disney’s proxy statement, implies that he intends to be able to perform his duties at Disney, too.