Securities and Exchange Commission June 2009 – Federal Register Recent Federal Regulation Documents

We are extending the effectiveness of Sec. 210.2-02T published in 71 FR 47059 (August 15, 2006) and Sec. 229.308T published in 71 FR 76595 (December 21, 2006) and amended in 73 FR 38099 (July 2, 2008) through June 30, 2010. The effective dates for the other sections of the July 2, 2008 document remain as published.

We are proposing changes to the federal proxy rules to remove impediments to the exercise of shareholders' rights to nominate and elect directors to company boards of directors. The new rules would require, under certain circumstances, a company to include in the company's proxy materials a shareholder's, or group of shareholders', nominees for director. The proposal includes certain requirements, key among which are a requirement that use of the new procedures be in accordance with state law, and provisions regarding the disclosures required to be made concerning nominating shareholders or groups and their nominees. In addition, the new rules would require companies to include in their proxy materials, under certain circumstances, shareholder proposals that would amend, or that request an amendment to, a company's governing documents regarding nomination procedures or disclosures related to shareholder nominations, provided the proposal does not conflict with the Commission's disclosure rulesincluding the proposed new rules. We also are proposing changes to certain of our other rules and regulationsincluding the existing exemptions from our proxy rules and the beneficial ownership reporting requirementsthat may be affected by the new proposed procedures.