Did Apple’s silence on Steve Jobs’ liver transplant violate U.S. federal securities rules?

“Steve Jobs’ medical condition turned out to be more serious than Apple Inc. officials had previously acknowledged — and that has analysts and legal experts questioning whether the company ran afoul of federal securities rules,” David Sarno and Walter Hamilton report for The Los Angeles TImes.

“Apple had disclosed in early January that Jobs had a “hormone imbalance” and would take a leave of absence, but never said he was so sick that he needed a liver transplant,” Sarno and Hamilton report. “Companies are not required to divulge medical details about executives, lawyers said. But they are required to disclose ‘material’ information, which is defined as what a reasonable investor would need to know to make an informed decision on buying or selling stock.”

“‘If they tried to lessen the disclosure and make it misleading by omission, that’s just as bad as telling something that flat isn’t true,’ said Jeffrey C. Soza, a securities lawyer at Glaser, Weil, Fink, Jacobs, Howard & Shapiro in Los Angeles,” Sarno and Hamilton report. “Investor Warren E. Buffett agreed that Apple had been less than forthright. ‘Certainly Steve Jobs is important to Apple,’ he said in a CNBC-TV interview Wednesday. ‘Whether he is facing serious surgery or not is a material fact.'”

Sarno and Hamilton report, “[Steve Jobs’] health is a matter of private information, which the board may be in possession of but has no affirmative obligation to disclose,’ said G. William Speer, a lawyer at Bryan Cave in Atlanta.”

“‘Steve is Apple,’ said Danielle Levitas, an analyst for industry research firm IDC. ‘The company was on the skids, and he came back to revive them. No doubt, if he were gone, it would be a different company. There aren’t a whole lot of people out there like Steve Jobs,'” Sarno and Hamilton report. “Nor are there many companies whose fate seems so closely tied to that of a single person, said Stephen Davis, a corporate governance expert at Yale University’s Millstein Center for Corporate Governance and Performance.”

Full article here.

[Thanks to MacDailyNews Reader “James W.” for the heads up.]

MacDailyNews Take: Blah, blah, blah. If Apple broke any rules — and we don’t believe they did — then pay the fine(s) and be done with it. If not, the shorts, fomenters, and manipulators should STFU. But, that won’t happen. It can’t happen. Below is a reprint from our own SteveJack’s December 17, 2008 Take on the matter. After a six-month leave of absence and a new liver, absolutely nothing’s changed because neither of SteveJack’s conditions have yet taken place:

By SteveJack

Let’s face it: the way things are today, short of Jobs retiring, or God forbid, dropping dead, nothing is going to change the pattern of Steve Jobs health scares, regardless of whether they’re real, imagined, or invented manipulations intended to affect the price of Apple stock.

Jobs could walk on water this afternoon and some people would voice “concern” that he only accomplished it because he’s lost so much weight that he’s about to ascend into heaven.

There’s only so much Apple shareholders can take. An extremely well-positioned, successful company having its share price driven down artificially whenever some short seller desires to cry wolf, er… “gaunt” is not something serious, or even casual, investors welcome. Those who are charged with keeping order (SEC) in the markets are obviously incompetent, AWOL, or both. Perhaps, Jim Cramer and many others (see below for one example) are right in calling loudly for reinstatement of the uptick rule?

“The chairman of the SEC [Christopher Cox] serves at the appointment of the president and has betrayed the public’s trust. If I were President today, I would fire him… Mismanagement and greed became the operating standard while regulators were asleep at the switch. The regulators were asleep, my friends, they were not working for you. [The SEC has allowed abusive short-selling, to turn] our markets into a casino.” – Senator John McCain, September 18, 2008

So, the headline [“Has Steve Jobs become too much of a liability for Apple shareholders?”] asks the ultimate question: In this current climate, with stock-price-affecting health “concerns,” real or not, that can only be alleviated via retirement or death, and in the absence of the uptick rule, has Steve Jobs become too much of a liability for Apple shareholders? With his “health” sitting there as ammunition to be used whenever the shorts desire to fire off a few rounds, can Steve Jobs remain as Apple CEO without the uptick rule in place?

We get email here. Some AAPL shareholders are not happy with what they consider to be obvious and uncontrolled manipulation.

In an attempt to achieve utter clarity, here’s the Either/Or statement: Either Steve Jobs has to go or the uptick rule has to return. Without one or the other, Apple shareholders are at the mercy of forces that have absolutely nothing to do with the company’s current and future performance. AAPL stock simply cannot be recommended, if its performance has little or nothing to do with the company’s actual results.

SteveJack is a long-time Macintosh user, web designer, multimedia producer and a regular contributor to the MacDailyNews Opinion section.

MacDailyNews Note: Did you know that each organ and tissue donor saves or improves the lives of as many as 50 people? Each day, about 77 people receive organ transplants. However, 19 people die each day waiting for transplants that can’t take place because of the shortage of donated organs. Giving the “Gift of Life” may lighten the grief of the donor’s own family. Many donor families say that knowing other lives have been saved helps them cope with their tragic loss. More info about organ and tissue donation can be found here: OrganDonor.gov

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