Subject: File No. 4-637
From: Benjamin Cole

February 1, 2013

As the Supreme Court so eloquently stated in Trustees of Dartmouth College vs. Woodward (1819), "A corporation is an artificial being, invisible, intangible, and existing only in contemplation of law. Being the mere creature of law, it possesses only those properties which the charter of its creation confers upon it, either expressly, or as incidental to its very existence." The nation needs to return to this logic.

Over the past decades, institutional investors have played a vital role in restraining managerial overreach, but this has only been possible as a result of disclosure of managerial decision-making. The shareholders of a publicly traded firm can only hold management accountable if information is forthcoming.

For this reason, I urge you to institute a rule that would require all publicly traded corporations to disclose all their spending on political activities within ten days of the activity. In this age of the internet, there is no reason why this information cannot be disclosed within this timeline.

Corporations today exist in a world of "enlightened ownership and accountability." Shareholders and the public at large have the right to hold firms accountable for their activities. Any argument that the disclosure of lobbying or politicking information should not be considered "material" to investors is without doubt unsupportable by the reaction of the market to revelations of information.

I strongly encourage a disclosure requirement for lobbying or politicking activities on the part of publicly-traded firms. Thank you for considering my comment.


Benjamin Cole