Subject: File No. S7-24-16
From: Philip McAndrews

December 7, 2017

Dear Chair White,

The proposed rule to require the federal proxy is in all non-exempt solicitations in relation to a contested election of directors is reasonable. The election of directors in any contested situation leads to cause for more vetting. The regulation you are proposing allows shareholders to vote more like if they had to vote in person by including both the name of registrants and dissent nominees. Allowing a more secure process for contested elections while allowing shareholders to a more holistic voting experience allows for a better process for both corporations and individual investors. In the case that using a universal proxy would hurt participation of shareholders I believe this rule should be revisited to better serve the shareholder and their voting rights.