From: Frank Sanchez
To: Campos, Roel
Sent: 1/25/2004 7:14 PM
Subject: January 15, 2004 Corrpondence

 
Honorable Roel C. Campos Comniissioner U.S. Securities and Excliange
Commission 450 5"' Street, NW Wasliingion, D.C. 20549 Subject: Response
to U.S. Security and Exchange Commission's proposal to require Mutual
Fund Boards to be Chaired by Independent Directors D= Comn-tissioner
Cainpos: Thank you for speaking with me about the U.S. Security and
Exchange Commission's proposal to require mutual fund boards to be
chaired by independent directors. As I mentioned during our telephone
conversation I am an independent director on the Fixed-Income Funds of
the American Funds and I believe strongly that this aspect of the
corporate governance structure should be left to the mutual fund boards
themselves, a supennajority of whom are independent. At American Funds,
the directors have always felt that we had a right to select any
chairperson we felt was appropriate. Consistent with the best practices
articulated by the Investment Company institute, most mutual funds have
a lead director of the independent directors who provides much of the
independent leadership that you are looking for in an independent chair.
Moreover, I am concerned by reports that suggest that the duties of the
new independent chair would not be limited to setting the agendas and
presiding over board meetings, but would be expanded to include
certification responsibilities that are more properly assigned to mutual
fund management company leadership. I hope that as comments are
received, you will give serious consideration to alternatives to the
mandatory independent chair requirement that would accomplish the same
purposes and that leave mutual fund boards with the flexibility to
determine this important aspect of the corporate governance structure.
Tliank you for your consideration of this matter. For future reference
my direct mafling address is as follows: Frank M. Sanchez 5234 Via San
Delarro #1 Los Angeles, Califomia 90022 Phone: (323) 727-0859 Fax: (323)
727-2743 E-mail: faisanchez(&aot.com Best Regards, Frank M. Sanchez,
Chairman New America Alliance, Wall Street Sumniit and Independent
Director on the Fixed-Income Funds of the American Funds 1050
Connecticut Avenue NW I Oth floor Washington, DC 20036 202-772-4158 fax:
202-772-3374 web: wwwnaaonline.org