Subject: File No. 265-25-05
From: Tom Powdrill, Mr
Affiliation: Head of Communications, PIRC

June 3, 2010

PIRC is a company that provides global corporate governance research and voting recommendations to institutional shareowners. We are aware that there has been some discussion in the US and elsewhere about the sort of standards that can be expected of proxy voting advisers.

We have been considering this question for some time to try and address some of the issues that companies raise (ability to comment on recommendations, conflicts, transparency etc). At the start of 2010 we issued a set of best practice principles which PIRC has committed to adhere to, and which we believe could form the basis of a code for the proxy advisory sector as a whole.

These are attached for your information.

Tom Powdrill

(Attached File #1: 2652505-6.pdf)