Subject: File No. S7-23-19
From: Catherine Rowan

February 3, 2020

Dear Ms. Countryman,

As a small shareholder with a retirement plan, it is important to me that corporations be attentive to their social and environmental performance, as well as financial performance. The current shareholder proposal process has proven to be an effective way for investors to gain greater understanding of environmental, social and governance performance, as the comment letters submitted by the Interfaith Center on Corporate Responsibility, the Shareholder Rights Group and many others, which have provided examples of how the shareholder proposal process has led to enhanced corporate disclosure, have shown. The process has also enabled small investors to engage with corporations on issues that pertain to the long-term sustainability of the companies in which they invest. I oppose the proposed increased ownership thresholds for submitting proposals and voting thresholds for resubmission, as well as the confusing Momentum Requirement.

Also, I am distressed to learn via the January 30, 2019 comment letter of Professor John Coates and Barbara Roper that in the proposed rule on shareholder proposals the SEC failed to develop reliable quantified estimates of cost savings of the proposed rule, of the value of excluded shareholder proposals, or of the net effects of the proposed rule. I support their call that the SEC resolve the inconsistencies, focus on the full range of reliable estimates, re-analyze them, and republish the results, consistent with the SECs own guidance regarding economic analysis, which requires that rule releases clearly address contrary data I join their request that the SEC withdraw these proposals and reconsider them in light of these and the many other critical comments that have already been filed.


Catherine Rowan