From: Joseph, Ian [Ian_Joseph@GENEVACO.COM]
Sent: Monday, October 20, 2003 6:28 PM
To: 'rule-comments@sec.gov'
Subject: File No. S7-14-03

To: Jonathan G. Katz
U.S. Securities and Exchange Commission

Re File No. S7-14-03

Dear Secretary Katz:

Shareholders of a corporation must be able to nominate corporate directors.
Without this ability, the board becomes a rubber-stamp for management. We
have seen enough of the major problems generated by this form of "management
capitalism" to reject it. 

Also, the role of board chairman must be separated from chief executive
officer. We have also seen the negative impact of the "imperial CEO", who
are all too often "Chairman of the Board, President and Chief Executive
Officer".

As society has moved beyond the "owner-operator" capitalism of the 19th
century (in terms of the largest companies), we should similarly move beyond
"managerial capitalism" toward "shareholder capitalism". With such a change,
perhaps finally the people who contribute the capital to the enterprise will
return to the helm, rather than those whose membership in a self-generated
boardroom "elite" is somehow believed to entitle them to astronomical
compensation without commensurate risk!

Sincerely,
Ian Joseph
Mission Viejo, CA