The following Letter Type I, or variations thereof, was submitted by individuals or entities.

Letter Type I:

To all involved at the SEC:

I am urging the SEC to NOT allow the NYSE to list “Natural Asset
Companies” or NACs, pursuant to File No. SR-NYSE-2023-09.

I am a capitalist to my core, but believing in free markets requires
some ground rules, which cannot and must not be manipulated to keep the
playing feel level and fair and to engender positive outcomes. The
continued efforts to financialize productive natural resources to
subvert the legal system, to pervert the capital markets, and to cause
harmful outcomes for both investors and the US alike cannot be enabled.

I have been in and around the capital markets my entire career. I owned
my own broker-dealer at one point. I have advised on many IPOs and
follow-on offerings in corporate finance. I have held various financial
licenses. And, with such experience, it is clear that from an investor
protection perspective, NACs bastardize the capital markets for a
political objective.

NACs are not only a “new type of company”, something that is highly
irregular and should require much scrutiny, but also have employed their
own type of accounting system. This comes directly from the creator of
the “NACs”, IEG’s Chairman & CEO, who said has said, “We created a new
accounting system, which we called Statements of Ecological Performance,
which account for the flow of ecosystem services in financial terms.”
(Source:
https://protect2.fireeye.com/v1/url?k=31323334-50bba2bf-3132d782-4544474f5631-f1c2e85ca6b86d99&q=1&e=3384a2cc-ac8e-43ee-936d-e9dd7469984f&u=https%3A%2F%2Finvestinginregenerativeagriculture.com%2F2022%2F11%2F29%2Fdouglas-eger%2F).
Even if they use GAAP accounting within NAC financial reporting, their
hubris that there is some separate accounting measures to be used within
the financial markets raises too many red flags to count and should be
immediately disqualifying.

NACs seek to use others’ money, including that obtained via the capital
markets, to buy the ability to control or “manage” productive public and
private land and other natural resources. Their stated purpose in doing
so is not to make a profit or to be productive, but rather to protect,
conserve, restore and preserve these natural “assets”, based on whatever
their own definitions of those activities are.

As you well know, there is a very clear reason that a company goes
public. It is to broadly access capital to provide both funding for
growth and liquidity for existing investors, providing opportunities for
investors to participate in future growth for the risk they take on.
Companies are supposed to have strong merits and provide a path to
growth for public investors in exchange. It is a rigorous and costly
process both to become public and to stay public, and it is not for
every business.

These NACs are a bastardization of that purpose. They aren’t seeking to
manage resources to improve their earnings potential, rather they would
often be seeking to remove the productivity of assets in the name of
some type of climate justice.

Not only could this impact our ability to generate and access energy,
critical minerals, water and food, but it could also put those decisions
in the hands of institutions, such as foreign governments and their
sovereign wealth funds, who could invest in these NACs and have de facto
control over America’s resources.

The focus on the SEC is protecting investors. NACs allow investor money,
particularly those deployed through entities that they may not control,
such as pension funds, for example, to be used to decommission resources
and make them non-productive for political means. Americans and the SEC
cannot allow that to happen.

If you have any questions on whether this is a political tool meant to
subvert the legal process, read the words of IEG’s Chairman, who said,
“We were looking for a private-sector approach that wasn’t dependent on
policy, it wasn’t dependent on traditional taxes, regulation or
philanthropy to price in these assets and give investors the opportunity
to invest directly in nature, whether that’s for climate or
biodiversity.” (Source:
https://protect2.fireeye.com/v1/url?k=31323334-50bba2bf-3132d782-4544474f5631-be522cc52aabdcb3&q=1&e=3384a2cc-ac8e-43ee-936d-e9dd7469984f&u=https%3A%2F%2Fwww.eenews.net%2Farticles%2Finvest-in-nature-might-be-possible-with-natural-asset-companies%2F).

The bad outcomes here will include the subjugation of the fiduciary duty
to do what is in the best interest of investors. Critical natural
resources will be subject to the consolidation of a handful of wealthy
and powerful individuals. And, even more frightening, control of
productive resources- as well as our food supply, water, energy, tourism
and more- could end up in the hands of foreign nations and their
sovereign wealth funds or other bad actors.

Wall Street often cultivates a bad reputation and the SEC is supposed to
be a counterbalance to make sure the markets are free and fair for
everyone and have the interests of all investors at heart. Do the right
thing, and not that which is politically-pushed and elite power-driven;
do not allow NACs to access our capital markets via NYSE listings or
otherwise.

Thank you for your consideration.