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Tuesday, July 24, 2007

SEC To Discuss Proxy Rules
Submitted by: L. Reed Walton, Staff Writer

The commissioners will consider possible amendments to the proxy rules dealing with shareholder proposals--and will also discuss whether to approve new auditing standards--at their open meeting on July 25.

The agency did not detail the potential rule changes in a meeting notice issued July 18, but the SEC said the commissioners plan to discuss the right of shareholders to file non-binding proposals, investor-company communications, disclosure about shareholder proponents, and "related matters." It is unclear whether the contentious issue of proxy access will come up. Earlier this month, The Wall Street Journal reported that the SEC was considering raising the minimum ownership stake for filing access bylaw proposals to 5 percent, causing an outcry among some institutional investors.

Also on the agenda are proposed audit standard changes by the Public Company Accounting Oversight Board (PCAOB). The PCAOB's revised standards, if approved, will function as companion regulation to the new management guidelines adopted by the SEC in May. The amended regulations are aimed at making the process of complying with the internal control requirements of Section 404 of the Sarbanes-Oxley Act less costly and burdensome on public companies.

During the meeting, commissioners also plan to address the possibility of allowing foreign companies listed in the U.S. to file their financial statements according to the International Financial Reporting Standards rather than requiring them to reconcile with the U.S. Generally Accepted Accounting Principles.

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