From: Frank Curtiss [Frank.curtiss@RailpenInvestments.co.uk]
Sent: Wednesday, November 05, 2003 12:38 PM
To: 'rule-comments@sec.gov'
Subject: File No S7-19-03: 

Dear Sir/Madam
The Railways Pension Trustee Company Limited as trustee of railway pension
schemes in Britain is a major institutional investor with increasing
exposure to US equities. We have been a long standing supporter of better
corporate governance here in the United Kingdom as the first UK pension
scheme to publish a voting policy and have been voting our British holdings
actively for well over 10 years. We welcome the SEC's efforts to strengthen
corporate governance in the USA and I have heard Commissioner Campos speak
enthusiastically on this subject.
We strongly support an investigation into S7-19-03. We believe that
directors should be accountable to shareholders and this extends to the
election process. We strongly support greater access to the proxy and
welcome the proposed rule to allow shareholders to place their own nominees
on the slate during director elections. This right already exists in UK
company law and whilst it is exercised very sparingly, if at all, it does
make directors accountable and it does provide a supporting framework for
shareholders to act as responsible owners.
I hope these comments are helpful but please let me know if you need any
clarification or there is any other way in which I can be of assistance.
Regards

Frank Curtiss 
Special Projects Officer, 
Railways Pension Trustee Company Limited, 55 Old Broad Street, London EC2M
1LJ United Kingdom



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