July 22, 2007
Dear Chairman Cox:
As a concerned investor, I was shocked and alarmed to learn that the SEC is actually considering a proposal to restrict or eliminate one of the most important tools that shareholders like myself can use to make our concerns known to corporate management. I urge you to drop the suggested proposal curtailing investors' right to file advisory resolutions under Rule 14a-8. If anything, the ability of shareholders to file such resolutions should be further liberalized not further restricted!
Advisory resolutions have proven to be a highly effective way to get management's attention on issues that matter to shareholders. They help to promote improved corporate governance, greater accountability, and more meaningful disclosure. They are a source of important new ideas, and often serve as the starting point for productive dialogue with companies. As an investor, I know that the right of shareholders - even small shareholders - to propose these resolutions has helped the companies I own to become better companies.
Restricting or eliminating advisory shareholder resolutions would be a disastrous step backwards. It would send exactly the wrong message to shareholders and employees of publicly-traded companies like myself who find the Board of Directors and CEOs to be increasingly out-of-touch with their stakeholders.
Please let me know immediately what action you intend to take on this issue and why.
Joel D. Shore