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This excerpt taken from the SMG DEF 14A filed Dec 19, 2008. PROPOSAL NUMBER
2
RATIFICATION OF THE SELECTION OF THE
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
Deloitte & Touche LLP (“Deloitte”) has
served as the Company’s independent registered public
accounting firm since 2004 and audited the Company’s
consolidated financial statements as of and for the fiscal year
ended September 30, 2008, and the effectiveness of the
Company’s internal control over financial reporting as of
September 30, 2008. The Audit Committee is directly
responsible for the selection of the Company’s independent
registered public accounting firm and has selected Deloitte to
audit the Company’s consolidated financial statements for
the fiscal year ending September 30, 2009. Although it is
not required to do so, the Board of Directors has determined to
submit the Audit Committee’s selection of the independent
registered public accounting firm to the Company’s
shareholders for ratification of its action as a matter of good
corporate governance. In the event that the Audit
Committee’s selection of Deloitte to serve as the
Company’s independent registered public accounting firm for
the fiscal year ending September 30, 2009, is not ratified
by the holders of a majority of the Common Shares represented at
the Annual Meeting (with an abstention being treated the same as
a vote “AGAINST”), the Audit Committee will evaluate
such shareholder vote when considering the selection of an
independent registered public accounting firm to serve as the
Company’s auditors for the fiscal year ending
September 30, 2010. Even if the selection of Deloitte is
ratified by the shareholders, the Audit Committee, in its
discretion, could decided to terminate the engagement of
Deloitte and to engage another independent registered public
accounting firm if the Audit Committee determines such action
necessary or desirable.
Representatives of Deloitte are expected to be present at the
Annual Meeting, will have the opportunity to make a statement if
they desire to do so and are expected to be available to respond
to appropriate questions.
YOUR BOARD OF DIRECTORS RECOMMENDS THAT SHAREHOLDERS VOTE
FOR THE RATIFICATION OF THE AUDIT COMMITTEE’S
SELECTION OF DELOITTE & TOUCHE LLP AS THE
COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR
THE FISCAL YEAR ENDING SEPTEMBER 30, 2009.
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