Amendment to NYSE Rule 452 to Eliminate Broker Discretionary Voting on Executive Compensation Matters


In accordance with the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”), on August 26, 2010 New York Stock Exchange LLC (“NYSE”) filed a proposed rule change with the Securities and Exchange Commission (the “SEC”) to prohibit NYSE member organizations from voting uninstructed shares if the matter voted on relates to executive compensation. On September 9, 2010, the SEC published a notice to solicit comments on the proposed rule change. Because the Dodd-Frank Act does not provide for a transition phase, the SEC approved the proposed rule change on an accelerated basis. The rule change, as proposed, was effective immediately.

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