This excerpt taken from the SMG DEF 14A filed Dec 20, 2006.
SHAREHOLDER PROPOSALS FOR 2008 ANNUAL MEETING
Proposals of shareholders intended to be presented at the 2008 Annual Meeting of Shareholders must be received by the Corporate Secretary of the Company no later than August 22, 2007, to be eligible for inclusion in the Companys proxy, notice of meeting and proxy statement relating to the 2008 Annual Meeting. The Company will not be required to include in its proxy, notice of meeting or proxy statement a shareholder proposal that is received after that date or that otherwise fails to meet the requirements for shareholder proposals established by applicable SEC Rules.
The SEC has promulgated rules relating to the exercise of discretionary voting authority pursuant to proxies solicited by the Board of Directors. If a shareholder intends to present a proposal at the 2008 Annual Meeting of Shareholders without the inclusion of that proposal in the Companys proxy materials and written notice of the proposal is not received by the Corporate Secretary of the Company by November 5, 2007, or if the Company meets other requirements of the SEC Rules, the proxies solicited by the Board of Directors for use at the 2008 Annual Meeting will confer discretionary authority to vote on the proposal at the 2008 Annual Meeting.
In each case, written notice must be given to the Companys Corporate Secretary, at the following address: The Scotts Miracle-Gro Company, 14111 Scottslawn Road, Marysville, Ohio 43041, Attn: Corporate Secretary.