Marcia Keller Avner
Minnesota Council of Nonprofits
2700 University Avenue W., #250
St. Paul, Minnesota 55114
     
Jonathan G. Katz, Secretary
U.S. Securities and Exchange Commission 
450 Fifth Street, NW
Washington, DC 20549
     
November 12, 1997
     
RE: File No. S7-26-97
     
Dear Secretary Katz:
     
The Minnesota Council of Nonprofits has serious concerns about provisions in 
H.R. 944 and H.R. 945 which propose controls on corporate charitable giving. 
We are convinced that these proposals are likely to have a chilling effect on 
corporate charitable contributions to many nonprofits and the clients and 
communities they serve.
     
Our strongest concerns are about the proposed requirement in H.R. 945 to 
"afford to shareholders the opportunity, on a basis proportional to the 
number of shares owned or controlled by such shareholder, to participate 
through proxy, consent or authorization in the designation of recipients of 
the issuer's charitable contribution. " Such a mandate is unwieldy and 
unworkable. Corporations often have local and regional giving programs. Not 
all shareholders would even be aware of community needs and nonprofit 
activites in all communities served by corporate giving. The administration 
of such an effort would be time consuming, costly, and complex. The likely 
results would include higher costs for administration and less support for 
actual charitable giving, few small grant which are critically important to 
many organizations and the communities that they serve, and an unwillingness 
on the part of some corporations to enter into or sustain charitable giving 
programs at all in the face of such daunting requirements. We urge you to 
recommend that this provision be defeated. 
     
The reporting requirements proposed in H.R. 944 are unduly focused on 
charitable giving. While the Minnesota Council of Nonprofits supports efforts 
at openness and accountability, we are concerned that this proposal only 
requires disclosure of charitable giving activities and not other activities 
of corporate involvement in community life, such as lobbying, campaign 
expenditures and costs of advocacy on regulatory issues. 
     
Please consider the important work of nonprofit organizations and the 
importance of charitable contributions being directed to purposes that 
benefit communities and individuals in social and human services, emergency 
services, education, arts, health care and more. The proposed measures would 
decrease giving to meet community needs.
     
Thank you for your consideration of our concerns.
     
Respectfully,
Marcia Keller Avner
Public Policy Director
mkavner@mncn.org