Arthur Levinson and Bob Iger

“Art has made enormous contributions to Apple since he joined the board in 2000,” Apple CEO Tim Cook said in a statement. “He has been our longest serving co-lead director, and his insight and leadership are incredibly valuable to Apple, our employees and our shareholders.”

Also named to the board today, Disney CEO Bob Iger, who famously helped Jobs orchestrate the merger of Pixar and Disney.

Interesting appointments, both of them. One could argue that in Levinson, Apple now has a truly independent chairman — someone from outside the company. The big caveat there is that he’s served on Apple’s board for more than a decade, has been a co-lead director since 2005 and was a very close friend of Jobs. So, really, he’s far more insider than outsider. That said, he may be a bit more apt to stir the pot than an Apple executive.

Then there’s Iger. Naming him to the board seems strategically a wise move, keeping Disney, a longtime content partner, close and reinforcing the perception of strong ties between the two companies. Recall that Disney was the first to sign on to Apple’s iTunes video deal and has generally been supportive of Apple content initiatives in the past. Importantly, having him on the board may help give Apple an advantage in negotiating content deals in the post-Jobs era.

In addition to Iger and Levinson, Apple’s board of directors includes former Vice President Al Gore, Avon CEO Andrea Jung, Apple CEO Cook, Intuit Chairman Bill Campbell, J. Crew CEO Millard S. Drexler and Ron Sugar, former chairman and CEO of Northrop Grumman Corporation.

Here’s the full release:

Apple Names Arthur D. Levinson Chairman of the Board

Robert A. Iger, President & Chief Executive Officer of The Walt Disney Company, Joins Apple’s Board

CUPERTINO, Calif., Nov 15, 2011 — Apple today named Arthur D. Levinson, Ph. D. as the Company’s non-executive Chairman of the Board. Levinson has been a co-lead director of Apple’s board since 2005, has served on all three board committees–audit and finance, nominating and corporate governance, and compensation–and will continue to serve on the audit committee. Apple also announced that Robert A. Iger, President and Chief Executive Officer of The Walt Disney Company, will join Apple’s board and will serve on the audit committee.

“Art has made enormous contributions to Apple since he joined the board in 2000,” said Tim Cook, Apple’s CEO. “He has been our longest serving co-lead director, and his insight and leadership are incredibly valuable to Apple, our employees and our shareholders.”

“Bob and I have gotten to know one another very well over the past few years and on behalf of the entire board, we think he is going to make an extraordinary addition to our already very strong board,” said Tim Cook. “His strategic vision for Disney is based on three fundamentals: generating the best creative content possible, fostering innovation and utilizing the latest technology, and expanding into new markets around the world which makes him a great fit for Apple.”

“I am honored to be named chairman of Apple’s board and welcome Bob to our team,” said Art Levinson. “Apple is always focused on out-innovating itself through the delivery of truly innovative products that simplify and improve our lives, and that is something I am very proud to be a part of.”

“Apple has achieved unprecedented success by consistently creating high quality, truly innovative products, and I am extremely pleased to join the board of such a wonderful company,” said Bob Iger. “Over the years, I have come to know and admire the management team, now ably led by Tim Cook, and I am confident they have the leadership and vision to ensure Apple’s continued momentum and success.”

Levinson is chairman of Genentech, Inc. and a member of the Roche Board of Directors. He joined Genentech as a research scientist in 1980, and served as Genentech’s Chief Executive Officer from 1995 to 2009. He is also a director of Amyris, NGM Biopharmaceuticals, Inc., and the Broad Institute of MIT and Harvard. Levinson currently serves on the Board of Scientific Consultants of the Memorial Sloan-Kettering Cancer Center and the Advisory Council for the Lewis-Sigler Institute for Integrative Genomics. He has authored or co-authored more than 80 scientific articles and has been a named inventor on 11 United States patents. In 2008, he was elected to the American Academy of Arts & Sciences. Levinson received his Bachelor of Science degree from the University of Washington and earned a doctorate in Biochemical Sciences from Princeton University.

Iger is the steward of the world’s largest media company and some of the most respected and beloved brands around the globe. He has built on Disney’s rich history of unforgettable storytelling, with the acquisition of Pixar (2006) and Marvel (2009), two of the entertainment industry’s greatest storytellers. Always one to embrace new technology, Iger has made Disney an industry leader at the forefront of offering its creative content across new and multiple platforms. He is a member of the board of directors for the National September 11 Memorial & Museum and Lincoln Center for the Performing Arts, Inc. He became a board member of the US-China Business Council in June 2011. In June 2010, President Barack Obama appointed him to the President’s Export Council, which advises the president on how to promote US exports, jobs and growth. He is also a member of the Partnership for a New American Economy, a coalition of mayors and business leaders from across the United States that support comprehensive immigration reform. Iger is a graduate of Ithaca College.

Apple designs Macs, the best personal computers in the world, along with OS X, iLife, iWork and professional software. Apple leads the digital music revolution with its iPods and iTunes online store. Apple has reinvented the mobile phone with its revolutionary iPhone and App Store, and has recently introduced iPad 2 which is defining the future of mobile media and computing devices.

At the president’s right hand, Facebook CEO Mark Zuckerberg; at his left, Apple CEO Steve Jobs. And when Obama looked across the centerpiece, there were the piercing eyes of Oracle CEO Larry Ellison. Note that Jobs and Google CEO Eric Schmidt are safely separated, in keeping with the first rule of dinner-party seating–avoid fistfights.

The theme of the evening’s conversation? Said White House Press Secretary Jay Carney, “The president specifically discussed his proposals to invest in research and development and expand incentives for companies to grow and hire.”

[Image credit: Flickr/WhiteHouse]

President Obama will dine with Apple CEO Steve Jobs, Google CEO Eric Schmidt and a handful of other top Silicon Valley executives at a private dinner at the home of venture capitalist John Doerr. The conversation topics of the evening: American innovation, education and clean energy, and quite a few others, I’m sure, given the guest list.

According to a White House official, other attendees include Facebook CEO Mark Zuckerberg, Yahoo CEO Carol Bartz, Cisco CEO John Chambers, Twitter CEO Dick Costolo, Oracle CEO Larry Ellison, Netflix CEO Reed Hastings, Stanford president John Hennessy, chairman and former CEO of Genentech Art Levinson, and Westley Group’s managing partner and founder Steve Westly. Oddly absent: HP CEO Léo Apotheker. Perhaps, Ellison’s attendance canceled his out….

This past July, Google CEO Eric Schmidt left Apple’s board presumably for the same reason. The cozy relationship between the companies, which increasingly compete in the cellphone and operating systems markets, had led the FTC to question whether close ties between their boards of directors violate antitrust laws. With Schmidt gone from Apple’s board room and Levinson gone from Google’s, it would seem there’s no longer reason for the FTC to do so.

“Art has been a key part of Google’s success these past five years, offering unvarnished advice and vital counsel on every big issue and opportunity Google has faced,” Schmidt said in a statement. “Though he leaves as a member of our Board, Art will always have a special place at Google.”

Though not nearly as special as his place at Apple, where his remaining board seat and true allegiances clearly lie.

UPDATE:Levinson’s resignation from Apple’s board appears to have appeased the FTC. “Google, Apple, and Mr. Levinson should be commended for recognizing that overlapping board members between competing companies raise serious antitrust issues and for their willingness to resolve our concerns without the need for litigation,” FTC chairman Jon Leibowitz said in a statement. “Beyond this matter, we will continue to monitor companies that share board members and take enforcement actions where appropriate.”

People familiar with the matter tell Bloomberg that Apple’s handling of the matter remains under scrutiny and that company directors Art Levinson and Bill Campbell had been briefed by Jobs’s doctors on his medical condition at the time of the January disclosures, but little else.

Now, the path from “Steve is suffering from a common bug” to “a hormone imbalance has been robbing Steve of the proteins his body needs to be healthy” to “Steve has undergone a liver transplant” is obviously something of an eyebrow-raiser. But whether it was material to Apple’s business and therefore required disclosure isn’t clear. After all, Apple (AAPL) did just fine while Jobs was on sabbatical; the debut of new Macs, iPods and iPhones is testament to that. Beyond that, there’s this: Apple’s stock posted a 59 percent gain while he was away.

“The issue is not going to be whether they needed to disclose the medical records,” James Cox, a securities law professor at Duke University, told Bloomberg. “It’s going to be whether they monitored the disclosures about his health, in relation to investor expectations that Apple would continue to be led by Steven Jobs….[Apple] did fine. Do you need to say more than, ‘Our CEO has health problems and he’s out on leave?’ The question I think the SEC is looking at is whether it’s material.”

People familiar with the matter tell Bloomberg that Apple’s handling of the matter remains under scrutiny and that company directors Art Levinson and Bill Campbell had been briefed by Jobs’s doctors on his medical condition at the time of the January disclosures, but little else.

Now, the path from “Steve is suffering from a common bug” to “a hormone imbalance has been robbing Steve of the proteins his body needs to be healthy” to “Steve has undergone a liver transplant” is obviously something of an eyebrow-raiser. But whether it was material to Apple’s business and therefore required disclosure isn’t clear. After all, Apple (AAPL) did just fine while Jobs was on sabbatical; the debut of new Macs, iPods and iPhones is testament to that. Beyond that, there’s this: Apple’s stock posted a 59 percent gain while he was away.

“The issue is not going to be whether they needed to disclose the medical records,” James Cox, a securities law professor at Duke University, told Bloomberg. “It’s going to be whether they monitored the disclosures about his health, in relation to investor expectations that Apple would continue to be led by Steven Jobs….[Apple] did fine. Do you need to say more than, ‘Our CEO has health problems and he’s out on leave?’ The question I think the SEC is looking at is whether it’s material.”

Ironic, yeah?

It’s not certain why WSGR prepared the presentation, but the document obviously applies to the close ties between Apple (AAPL) and Google (GOOG) and, if nothing else, offers insight into the “interlocking directorates” provision of the Clayton Antitrust Act of 1914 and just why the FTC might be concerned that the companies may be in violation of antitrust law by sharing four board members and advisers between them: Google CEO Eric Schmidt, Genentech (DNA) CEO Art Levinson, Intuit (INTU) chairman Bill Campbell and former vice president Al Gore.

According to the WSGR presentation, the Clayton Act stipulates that a person cannot serve as director or officer of two or more competing companies when the two are engaged in U.S. or foreign competition; each has $25,319,000 in aggregate capital, surplus, and undivided profits; and at least one has two percent in overlapping sales (note: while that $25 million figure was correct at the time the deck was prepared, it has since risen to $26,161,000). Now, Apple and Google clearly both meet the “aggregate capital, surplus, and undivided profits” condition. They probably don’t meet the second, but it’s conceivable that they might in the future as Google’s Android platform rises to challenge Apple’s iPhone in the mobile phone software and services market.

And if and when they should? Well, that leads to what WSGR describes as “occasion of sin”– a theological term that refers to circumstances that by their very nature lead to sin.

In other words, inevitable sin. And competition between the two companies is no absolution, either. As the presentation explains, there is “no safe harbor for de minimus competition.” Given the obvious overlaps between Google and Apple–between both products and directors–the two companies would seem to be heading for some sort of confrontation with the FTC. Especially if, as sources say, Google CEO Eric Schmidt has no intention of resigning from Apple’s board–even in the face of increasing government scrutiny of the company.

UPDATE: WSGR tells me the document was prepared for an internal training session. It had no explanation for why the firm published it on the Web.

UPDATE: As Danny Sullivan notes in the comments, Google has removed the cached version of the document — rather expeditiously. However, there’s still a cached version available over at Microsoft.

Clayton Act Section 8 Interlocking Directorates – Free Legal Forms