From: []
Sent: Tuesday, March 30, 2004 8:58 PM
Subject: (s7-19-03) Shareholder Nomination of Boards of Directors

I am in favor of the proposed regulation allowing shareholders to nominate members of the board of directors. The shareholders are the putative owners of the company. The board members are employees of the owners. Who has the greater right to determine who shall oversee the management, the owners (the shareholders) or the employees (the board of directors).

The scandals of corporate malfeasance now filling the newspapers can be traced to management, either with the collusion or because of the gross negligence of board members, have come to treat corporate assets as their private funds. Board members of the companies involved, I think, should, I think, be held liable for breach of fiduciary duty if nothing else. As it is,the proposed rule is still has too many conditions limiting the shareholders ability to propose candidates for the boards of the company they, the shareholders own. Shareholders should be allowed to nominate board members whenever holder of 5% of the shares can agree on a candidate.

Eugene T. Quail
5854 W. Denver Road
Weidman, MI 48893
(989) 644-6663