7614 Federal Register / Vol. 73, No. 27 / Friday, February 8, 2008 / Notices 

1 15 U.S.C. 78s(b)(1). 

2 17 CFR 240.19b–4. 

3See Section 704 of the Amex Company Guide. 

4See Securities Exchange Act Release No. 57016 

(December 20, 2007), 72 FR 73911. 

5 In Amendment No. 3, Amex made several minor 

typographical corrections to the proposed rule text 

of Exhibit 5 to accurately reflect the names of 

certain securities. Because Amendment No. 3 is 

technical in nature, it is not subject to notice and 

comment. 

Office of Personnel Management. 

Howard Weizmann, 

Deputy Director. 

[FR Doc. E8–2315 Filed 2–7–08; 8:45 am] 

BILLING CODE 6325–38–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Proposed Collection; Comment 

Request 

Upon Written Request; Copies Available 

From: Securities and Exchange 

Commission, Office of Investor 

Education and Advocacy, 

Washington, DC 20549–0213. 

New Information Collection: 

Study on the Impact of Companies’

Compliance with the Requirements 

Implementing section 404 of the 

Sarbanes-Oxley Act of 2002; OMB 

Control No. 3235–xxxx; SEC File No. 

270–575. 

Notice is hereby given that pursuant 

to the Paperwork Reduction Act of 1995 

(44 U.S.C. 3501 et seq.) the Securities 

and Exchange Commission 

(‘‘Commission’’) is soliciting comments 

on the collection of information 

summarized below. The Commission 

plans to submit this collection of 

information to the Office of 

Management and Budget for approval. 

The Commission staff plans to 

undertake a study that will involve 

collecting and analyzing empirical data 

regarding the impact on public 

companies of compliance with the 

requirements implementing section 404 

of the Sarbanes-Oxley Act of 2002 (15 

U.S.C. 7262). The study will consider 

whether recent actions by the 

Commission and the Public Company 

Accounting Oversight Board are having 

their intended effect of increasing 

efficiency and lowering compliance 

costs. Participation in the study will be 

voluntary. Participants in the study are 

expected to include companies subject 

to the reporting requirements under 

section 13(a) or 15(d) of the Securities 

Exchange Act of 1934 (15 U.S.C. 78m(a) 

or 15 U.S.C. 78o(d)), as well as financial 

analysts, auditors, investors and other 

interested parties. 

We plan to invite up to 10,000 

respondents to participate in the study. 

If all of these respondents participate in 

the study at an average estimated 1 hour 

per response, the total annual burden 

will be 10,000 hours. In addition, we 

also plan to conduct a follow-up survey 

and in-depth interviews with up to 500 

respondents, at an estimated two hours 

per response, for a total annual burden 

of approximately 1,000 hours. 

Therefore, the total aggregate burden 

associated with the study is an 

estimated 11,000 hours. 

Written comments are invited on: (a) 

Whether this proposed collection of 

information is necessary for the 

performance of the functions of the 

agency, including whether the 

information will have practical utility; 

(b) the accuracy of the agency’s estimate 

of the burden imposed by the collection 

of information; (c) ways to enhance the 

quality, utility, and clarity of the 

information collected; and (d) ways to 

minimize the burden of the collection of 

information on respondents, including 

through the use of automated collection 

techniques or other forms of information 

technology. Consideration will be given 

to comments and suggestions submitted 

in writing within 60 days of this 

publication. 

Please direct your written comment to 

R. Corey Booth, Director/Chief 

Information Officer, Securities and 

Exchange Commission, C/O Shirley 

Martinson, 6432 General Green Way, 

Alexandria, Virginia 22312; or send an 

e-mail to: PRA_Mailbox@sec.gov. 

February 5, 2008. 

Florence E. Harmon, 

Deputy Secretary. 

[FR Doc. E8–2345 Filed 2–7–08; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–57268; File No. SR–Amex–

2006–31] 

Self-Regulatory Organizations; 

American Stock Exchange LLC; Order 

Approving Proposed Rule Change, as 

Modified by Amendment Nos. 1, 2, and 

3 Thereto, Relating to Annual 

Shareholder Meeting Requirements 

February 4, 2008. 

I. Introduction 

On April 7, 2006, the American Stock 

Exchange LLC (‘‘Amex’’ or ‘‘Exchange’’) 

filed with the Securities and Exchange 

Commission (‘‘Commission’’), pursuant 

to Section 19(b)(1) of the Securities 

Exchange Act of 1934 (‘‘Act’’) 1 and Rule 

19b–4 thereunder,2 a proposed rule 

change to amend Section 704 (Annual 

Meetings) of the Amex Company 

Guide.3 On December 13, 2007, the 

Exchange filed Amendment No. 1 to the 

proposed rule change. On December 20, 

2007, the Exchange filed Amendment 

No. 2 to the proposed rule change. The 

proposed rule change, as amended by 

Amendment Nos. 1 and 2 thereto, was 

published for comment in the Federal 

Register on December 28, 2007.4 On 

January 4, 2008, the Exchange filed 

Amendment No. 3 to the proposed rule 

change.5 The Commission received no 

comments regarding the proposal. This 

order approves the proposed rule 

change, as modified by Amendment 

Nos. 1, 2 and 3 thereto. 

II. Description of the Proposal 

Amex seeks to amend its annual 

shareholder meeting requirement 

applicable to its listed issuers. 

Currently, Section 704 of the Amex 

Company Guide requires all listed 

companies to hold an annual meeting of 

their shareholders in accordance with 

such listed company’s charter, by-laws, 

and applicable state or other laws. An 

annual meeting allows the equity 

owners of a company the opportunity to 

elect directors and meet with 

management to discuss company affairs. 

The Exchange believes, however, that 

this requirement is not necessary for 

certain issuers of specific types of 

securities because the holders of such 

securities do not directly participate as 

equity holders and vote in the election 

of directors. In addition, Amex seeks to 

clarify when an issuer should hold its 

annual meeting and remove the notice 

requirement for delayed annual 

meetings. 

First, Amex proposes to amend 

Section 704 of its Company Guide to 

explicitly state that an issuer generally 

must hold an annual meeting within 

one year of the end of its fiscal year if 

it is subject to the annual shareholder 

meeting requirement. In addition, a new 

listing that was not previously subject to 

the requirement to hold an annual 

meeting would be required to hold its 

first annual shareholder meeting within 

one year of its fiscal year end following 

the date of listing. Amex proposes two 

exceptions to these general 

requirements: (1) An issuer is not 

required to hold an annual meeting if its 

fiscal year is less than twelve months 

long as a result of a change in its fiscal 

year end; and (2) an issuer does not 

have to hold an annual meeting in the 

same year in which it completes its 

initial public offering. 

Amex also proposes to list a variety of 

securities, the issuers of which should 

not be subject to the foregoing general 


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