Subject: File No. S7-22-19
From: William Michael Cunningham
Affiliation: Creative Investment Research

February 1, 2020

Our understanding is borne of significant experience in the proxy voting area:

From October 1999 to March 2002, Mr. Cunningham was responsible for proxy voting activity for the Board of Pensions of the Evangelical Lutheran Church in America. In 2001, he voted on 1395 issues impacting 401 companies. In 2000, he voted on 1903 issues impacting 422 companies. We managed fund efforts and corporate governance matters related to Talisman Energy and its operations in the Sudan. We researched the issue, contacting various groups involved in the process. For the fund, our efforts also included researching fund policies and procedures. Our collaborative, risk controlled strategy helped lead the firm out of the Sudan.

Mr. Cunningham was formerly in the pool of Corporate Governance Advisors and Diversity Investing Advisors to CalPERS. See: http://www.creativeinvest.com/Calpers2.pdf
Creative Investment Research, Inc. was one of the first signatories to the UN Global Principles for Responsible Investment (www.unpri.org), under the Category of Professional Service Provider. See: http://www.creativeinvest.com/PRIServices.pdf and
http://www.creativeinvest.com/PRINews2009land.jpg

Also see: Comments on Proposed Rule: Internet Availability of Proxy Materials Release Nos. 34-52926 IC-27182 File No. S7-10-05. Statistical models created by the firm using the Fully Adjusted Return Methodology confirmed that system-wide economic and market failure was a growing possibility. (See page 2:
http://www.sec.gov/rules/proposed/s71005/wcunningham5867.pdf)

Comments on the SEC Proxy Process Roundtable. File No. 4-537. May 11, 2007.
https://www.sec.gov/comments/4-537/4537-29.htm

See: Shareholder Proposals Relating to the Election of Directors. Release No. 34-56161 File No. S7-17-07 https://www.sec.gov/comments/s7-16-07/s71607-495.pdf

Our 2003 comments on proposed rules that would, under certain circumstances, require companies to include in their proxy materials security holder nominees for election as director.
https://www.sec.gov/rules/proposed/s71903/wmccir122203.pdf

We incorporate these comments by reference.