[Federal Register Volume 78, Number 69 (Wednesday, April 10, 2013)]
[Notices]
[Pages 21487-21491]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2013-08332]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-69313; File No. SR-NSCC-2013-02]
Self-Regulatory Organizations; National Securities Clearing
Corporation; Notice of Filing of Proposed Rule Change To Institute
Supplemental Liquidity Deposits to Its Clearing Fund Designed To
Increase Liquidity Resources To Meet Its Liquidity Needs
April 4, 2013.
Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(``Act'') \1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that
on March 21, 2013, National Securities Clearing Corporation (``NSCC'')
filed with the Securities and Exchange Commission (``Commission'') the
proposed rule change as described in Items I, II and III below, which
Items have been prepared primarily by NSCC. The Commission is
publishing this notice to solicit comments on the proposed rule change
from interested persons.
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\1\ 15 U.S.C. 78s(b)(1). Defined terms that are not defined in
this notice are defined in Exhibit 5 of the proposed rule change
filing, available at http://www.sec.gov/rules/sro/nscc.shtml under
File No. SR-NSCC-2013-02, Additional Materials.
\2\ 17 CFR 240.19b-4.
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I. Clearing Agency's Statement of the Terms of Substance of the
Proposed Rule Change
To enhance its ability to meet its liquidity requirements, NSCC is
proposing to amend its Rules & Procedures (``Rules'') to provide for a
supplemental liquidity funding obligation, as described below.
II. Clearing Agency's Statement of the Purpose of, and Statutory Basis
for, the Proposed Rule Change
In its filing with the Commission, NSCC included statements
concerning the purpose of and basis for the proposed rule change and
discussed any comments it received on the proposed rule change. The
text of these statements may be examined at the places specified in
Item IV below. NSCC has prepared summaries, set forth in sections (A),
(B), and (C) below, of the most significant aspects of these
statements.\3\
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\3\ The Commission has modified the text of the summaries
prepared by NSCC.
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(A) Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
Proposal Overview
As a central counterparty (``CCP''), NSCC occupies an important
role in the securities settlement system by interposing itself between
counterparties to financial transactions, thereby reducing the risk
faced by its Members and contributing to global financial stability.
Further, pursuant to the Payment, Clearing, and Settlement Supervision
Act of 2010 (``Clearing Supervision Act''),\4\ NSCC has been designated
a systemically important financial market utility (``SFMU'') by the
Financial Stability Oversight Council, obliging NSCC to meet certain
risk management regulatory standards related to, among other things,
maintaining adequate financial resources to meet its obligations to its
Members in the event of the default of the Member or family of
affiliated Members (``Affiliated Family'') that would generate the
largest aggregate payment obligation to NSCC in stressed conditions. In
this regard and to enhance its ability to meet its liquidity
requirements, NSCC is proposing to amend its Rules to provide for a
[[Page 21488]]
supplemental liquidity funding obligation.
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\4\ 12 U.S.C. 5465(e)(1).
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A substantial proportion of the liquidity needed by NSCC is
attributable to the exposure presented by those unaffiliated Members
and Affiliated Families that regularly incur the largest gross
settlement debits over a settlement cycle during trading activity on
business days other than periods coinciding with quarterly triple
options expiration dates (``Regular Activity Periods''), as well as
during times of increased trading activity that arise around quarterly
triple options expiration dates (``Options Expiration Activity
Periods'').
With the goal of ensuring that NSCC has sufficient liquidity to
meet its obligations during Regular Activity Periods, as well as during
Options Expiration Activity Periods, it is appropriate that those
unaffiliated Members and Affiliated Families provide additional
liquidity to NSCC. Under proposed Rule 4(A), this will take the form of
supplemental liquidity deposits to the Clearing Fund (i) in an amount
based on the largest liquidity need NSCC would have in the event of the
default of an unaffiliated Member or Affiliated Family during a Regular
Activity Period (``Regular Activity Supplemental Deposit''), and (ii)
an additional amount to cover the largest liquidity need NSCC would
have in the event of the default of an unaffiliated Member or
Affiliated Family during an Options Expiration Activity Period
(``Special Activity Supplemental Deposit'') (collectively with Regular
Activity Supplemental Deposit, ``Supplemental Deposit'').
The obligation of an unaffiliated Member or the Members of an
Affiliated Family to make a Regular Activity Supplemental Deposit
(``Regular Activity Liquidity Obligation'') or a Special Activity
Supplemental Deposit (``Special Activity Liquidity Obligation'') would
be imposed on the thirty (30) unaffiliated Members and/or Affiliated
Families who generate the largest aggregate liquidity needs over a
settlement cycle that would apply in the event of a closeout (i.e.,
over a period from date of default through the following three (3)
settlement days), based upon a lookback period. The Regular Activity
Liquidity Obligation of an unaffiliated Member or the Members of an
Affiliated Family to make a Regular Activity Supplemental Deposit will
be reduced by any liquidity such Members or their affiliates may
provide in the form of commitments under NSCC's committed liquidity
facility (``Credit Facility'').
The calculations for both the Regular Activity Liquidity Obligation
and the Special Activity Liquidity Obligation are designed so that NSCC
has adequate liquidity resources to enable it to settle transactions,
notwithstanding the default of an unaffiliated Member and/or Affiliated
Family during Regular Activity Periods, as well as during Options
Expiration Activity Periods. The Liquidity Obligations imposed on
Affiliated Families would be allocated among the Family Members in
proportion to the liquidity risk (or peak exposure) they present to
NSCC.
Regulatory Background
As both a CCP and a designated SFMU, NSCC adheres to strict risk
management processes that are regularly reviewed against applicable
regulatory and industry standards. This includes the securities laws
and rulemaking promulgated by the Commission, such as Rule 17Ad-
22(b)(3), which requires registered clearing agencies to maintain
sufficient financial resources to withstand, at a minimum, a default by
the participant (defined in Rule 17Ad-22(a)(3) to include a participant
family) to which it has the largest exposure.
NSCC is also mindful of the standards set forth in the Principles
for Financial Market Infrastructures (``PFMI'') of the Committee on
Payment and Settlement Systems and the Technical Committee of the
International Organization of Securities Commissions. Key Consideration
4 of PFMI Principle 7, addressing liquidity risk, provides that a CCP
should maintain sufficient liquidity resources to meet its payment
obligations under a wide range of stress scenarios including the
default of the participant and its affiliates that would generate the
largest aggregate payment obligation to the CCP.
NSCC believes the proposed rule change should assist NSCC in
securing adequate liquidity resources to meet its settlement
obligations during both Regular Activity Periods and Options Expiration
Activity Periods, notwithstanding the default of one of its
unaffiliated Members and/or Affiliated Families that pose the largest
aggregate liquidity need over the four day settlement cycle.
Supplemental Liquidity Providers
Every business day NSCC measures the liquidity obligations of its
unaffiliated Members and Affiliated Families by taking the sum of their
purchase obligations on that day in securities that are eligible for
processing in NSCC's Continuous Net Settlement (``CNS'') system and for
the following three (3) settlement days (which equates to the period
from the date of default through the remaining settlement cycle). NSCC
then takes into account certain adjustments, assumptions and offsets,
and assumes the occurrence of certain stressed conditions.
The stressed market conditions NSCC assumes in this calculation
include, but are not limited to, (i) the simultaneous default, without
prior warning, of all Members of the Affiliated Family with the largest
aggregate four (4) day settlement obligations; (ii) that on the day of
such default, the Members of such Affiliated Family are trading at peak
historical trading levels and no market participants curtail their
activity with any Members of the Family; and (iii) leading up to or
after the default, there is no increased volatility in the market that
would result in a significant increase in Clearing Fund requirements,
mark-to-market collections, or other risk-based premiums that would
have the result of increasing NSCC's liquidity resources. NSCC believes
that these conditions simulate the impact of significant credit risk
and market risk stresses on NSCC's liquidity need across both Regular
Activity Periods and Options Expiration Activity Periods.
NSCC then identifies the largest Member liquidity need on each day
and determines if the available liquidity resources, consisting of the
aggregate Required Deposits, any Supplemental Deposits, and any Prefund
Deposits in the Clearing Fund on the day the liquidity need was
observed, are adequate to cover that liquidity need, or if there is a
calculated liquidity shortfall under the assumed stressed market
conditions described above.
The Regular Activity Supplemental Deposits will be calculated to
address those daily liquidity shortfalls that fall on any business day
included in a Regular Activity Period (``Regular Activity Supplemental
Liquidity Need''), and the Special Activity Supplemental Deposits will
be calculated to address those additional daily liquidity shortfalls
that fall on any business day included in an Options Expiration
Activity Period (``Special Activity Supplemental Liquidity Need'').
Regular Activity Supplemental Deposits
Under this proposal, every six (6) months, NSCC will determine (i)
its largest Regular Activity Supplemental Liquidity Need (``Regular
Activity Peak Liquidity Need'') over the preceding twelve (12) month
period and (ii) those unaffiliated Members and Affiliated Families that
presented the largest aggregate liquidity exposures to NSCC over the
preceding six-month period. NSCC will then rank the aggregate liquidity
exposures presented by the
[[Page 21489]]
unaffiliated Members and/or Affiliated Families (``Regular Activity
Peak Liquidity Exposures'') during the lookback period to determine
which thirty (30) such unaffiliated Members and Affiliated Families
presented the largest respective Regular Activity Peak Liquidity
Exposures within the lookback period. NSCC's Regular Activity Peak
Liquidity Need will then be allocated to these thirty (30) unaffiliated
Members and Affiliated Families (``Regular Activity Liquidity
Providers''), in proportion to the Regular Activity Peak Liquidity
Exposures they presented to NSCC during the lookback period.
The first of these semi-annual calculations of the Regular Activity
Liquidity Obligations will be made to coincide with NSCC's annual
renewal of the Credit Facility each year (``Regular Activity First
Tranche Liquidity Obligations'') and the second calculation each year
will be made six (6) months thereafter (``Regular Activity Second
Tranche Liquidity Obligations'').
Special Activity Supplemental Deposits
Special Activity Supplemental Deposits are deposits made in
addition to Regular Activity Supplemental Deposits, designed to cover
the additional liquidity exposure that occurs over an Options
Expiration Activity Period. Each calendar quarter, on a day that is no
later than the fifth business day preceding any Options Expiration
Activity Period, NSCC will also determine (i) its largest Special
Activity Supplemental Liquidity Need (``Special Activity Peak Liquidity
Need'') over the preceding twenty-four (24) months (i.e., the eight
prior Options Expiration Activity Periods, or a longer lookback period
as determined by NSCC) and (ii) those unaffiliated Members and
Affiliated Families that presented the largest aggregate Special
Activity liquidity exposures to NSCC over the same period. NSCC will
then rank the aggregate Special Activity liquidity exposures presented
by such unaffiliated Members and/or Affiliated Families (referred to as
their respective ``Special Activity Peak Liquidity Exposures'') during
the lookback period to determine which thirty (30) such unaffiliated
Members and Affiliated Families presented the largest respective
Special Activity Peak Liquidity Exposures within the lookback period.
NSCC's Special Activity Supplemental Peak Need will then be allocated
to these thirty (30) Members and Affiliated Families (``Special
Activity Liquidity Providers''), in proportion to the Special Activity
Peak Liquidity Exposures they presented to NSCC during the lookback
period.
Interim Adjustments and Calls
With the goal of ensuring that NSCC's liquidity resources remain
adequate between the specified calculation dates, if either current
liquidity needs increase significantly over those liquidity needs used
for the regular calculations (or Special Activity Calculations), or the
amount of liquidity resources is significantly reduced, the proposal
permits NSCC to make interim recalibrations and liquidity calls: if
between the semi-annual calculations of the Regular Activity Liquidity
Obligations, the aggregate amount of Regular Activity Supplemental
Deposits decreases by an amount that exceeds a threshold as determined
by NSCC (whether as a result of the retirement of Members, a cease to
act, or otherwise), then NSCC will recalculate its Regular Activity
Peak Liquidity Need and allocate it among the unaffiliated Members and
Affiliated Families that then comprise the applicable thirty (30)
largest Regular Activity Liquidity Providers, in the same manner such
calculations and allocations would be made at each semi-annual
calculation of Regular Activity Liquidity Obligations.\5\
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\5\ NSCC plans to use an interim date calculation as the first
calculation under the proposed rule, should it become effective on a
date after the effective date of the 2013 renewal of its Credit
Facility.
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Conversely, if on any business day between regular semi-annual
calculation dates NSCC observes an increase in its Regular Activity
Liquidity Needs that exceeds a predetermined threshold amount, or
between the dates on which it calculates Special Activity Liquidity
Obligations it observes an increase in its Special Activity Liquidity
Needs that exceeds a predetermined threshold amount, NSCC shall be
entitled to call for an additional deposit from the Member whose
increase in activity levels caused (or was the primary cause of) such
increased liquidity need (``Liquidity Call''). Liquidity Call amounts
will be treated as a part of that Member's Regular Activity
Supplemental Deposit or Special Activity Supplemental Deposit, as
applicable.
Operation of the Funding Obligation
Each Regular Activity Liquidity Provider will be obligated to
contribute to the Clearing Fund, no later than five (5) business days
following the effective date of the renewal of the Credit Facility, the
amount of its Regular Activity Liquidity Obligation, reduced (i) dollar
for dollar by amounts committed to the Credit Facility by that Regular
Activity Liquidity Provider or its affiliates, and (ii) ratably (among
all Regular Activity Liquidity Providers) by amounts committed to the
Credit Facility by the lenders party thereto which are not Members or
their affiliates.
If the amount of the Regular Activity Second Tranche Liquidity
Obligation of an unaffiliated Member or Affiliated Family exceeds its
Regular Activity First Tranche Liquidity Obligation (including because
the unaffiliated Member or Affiliated Family had no Regular Activity
First Tranche Liquidity Obligation), such Regular Activity Liquidity
Provider will be obligated to contribute its calculated amount within
three (3) business days following the final notice of such amount. If
the Regular Activity Second Tranche Liquidity Obligation of an
unaffiliated Member or Affiliated Family is less than its Regular
Activity First Tranche Liquidity Obligation, then it shall be entitled
to a refund of the amount of the difference, provided, that nothing
shall reduce or in any way affect any commitment or other obligation of
any Member or its affiliate under the Credit Facility.
Promptly after calculation of the Special Activity Liquidity
Obligations, NSCC will inform Special Activity Liquidity Providers of
their Special Activity Liquidity Obligations, and those Special
Activity Liquidity Providers must make their Special Activity
Supplemental Deposits to the Clearing Fund in cash no later than the
close of business on the second business day preceding the applicable
Options Expiration Activity Period (i.e., generally the Wednesday
before the options expiration date).
However, if a Special Activity Liquidity Provider anticipates that
its Special Activity Peak Liquidity Exposure at any time during an
Options Expiration Activity Period will be greater than the amount
calculated by NSCC, it may, no later than the first business day of
that Options Expiration Activity Period, make an additional cash
deposit to the Clearing Fund that is in excess of its Required Deposit
and is designated as a ``Special Activity Prefund Deposit.'' Members
may also, at their discretion, deposit to the Clearing Fund amounts in
excess of their Required Deposit that are designated ``Regular Activity
Prefund Deposits.'' Because Prefund Deposits are included in
calculating available liquidity resources, they thus reduce NSCC's
Supplemental Liquidity Needs, as well as the depositing Member's
Regular
[[Page 21490]]
Activity (or Special Activity) Peak Liquidity Exposure.
As noted above under ``Interim Adjustments and Calls,'' to the
extent that NSCC observes a peak shortfall that breaches predetermined
thresholds at any time throughout the year, the amount of the shortfall
will be allocated solely to the Member responsible for the activity
that caused the shortfall. The liquidity called as a result of that
shortfall will be held until the next applicable reset period. This is
intended to incentivize Members to make Prefund Deposits to avoid
Liquidity Calls, since Prefund Deposits are refunded after the period
of activity for which they were made, while Liquidity Calls are
retained until the next regular calculation of the applicable
supplemental deposit.
Treatment and Use of the Supplemental Deposits
All Regular Activity Supplemental Deposits (other than Regular
Activity Prefund Deposits), as adjusted semi-annually, shall remain on
deposit in the Clearing Fund, and may not be withdrawn by the
applicable Member until five (5) business days after the next following
maturity date of the Credit Facility (generally, for a period of 364
days). Regular Activity Prefund Deposits shall remain on deposit in the
Clearing Fund and may not be withdrawn by the applicable Member until
seven (7) days after they are deposited. All Special Activity
Supplemental Deposits (including Special Activity Prefund Deposits) may
be refunded to the Special Activity Liquidity Providers seven (7)
business days after the end of the applicable Options Expiration
Activity Period.
Any amounts deposited in response to a Liquidity Call for an
additional Regular Activity Supplemental Deposit must remain in the
Clearing Fund until the next semi-annual calculations of the Regular
Activity Liquidity Obligations, and any amounts deposited in response
to a Liquidity Call for an additional Special Activity Supplemental
Deposit must remain in the Clearing Fund until two (2) business days
preceding the next Options Expiration Activity Period.
A Member's Supplemental Deposit will be made in addition to its
Required Deposit to the Clearing Fund, and any other deposit of any
such Member to the Clearing Fund.
A Member's Supplemental Deposit will be considered part of that
Member's actual deposit to the Clearing Fund, and, as such, may be used
to satisfy obligations of that Member to NSCC, in the same manner as
provided in Section 3 of Rule 4. Therefore, if the Member who
contributed the Supplemental Deposit defaults, NSCC will be permitted
to use its entire actual deposit, which will include the amount of its
Supplemental Deposit, to satisfy any loss resulting from closing out
that Member's open positions.
A Member's Supplemental Deposit will not, however, constitute part
of its Required Deposit under NSCC's Rule 4, and, as such, will not be
used, pursuant to Section 4 of Rule 4, to satisfy the obligations of
any other Member of NSCC that has defaulted in the performance of its
obligations to NSCC. A Member's Supplemental Deposit, therefore, will
not be used in calculating any pro rata charge (i.e., loss assessment)
due from that Member in the event of the default of another Member
under Rule 4. Supplemental Deposits will also not be subject to the
provisions of Section 6 of Rule 4 when a Member ceases to be a
participant.
Pending any permitted use described in NSCC's Rules, the aggregate
of all Supplemental Deposits on deposit at NSCC may be invested by NSCC
as permitted pursuant to the investment policy adopted by NSCC and as
in effect from time to time, and in the same manner the Clearing Fund
is invested pursuant to such investment policy. Any interest earned on
investment of a Supplemental Deposit, as a part of a Member's actual
deposit, will be payable at the rate that NSCC earns on the investment
of such funds, credited monthly and paid on demand.
Implementation Timeframe
Pending Commission approval, Members will be advised of the
implementation date of this proposal through issuance of an NSCC
Important Notice. Members will be provided not less than ten (10) days'
notice of the first date on which Supplemental Deposits will be
payable.
Proposed Rule Changes
NSCC proposes to amend its Rules to create a new Rule 4A to reflect
the changes as described above. For both the Regular Activity
Supplemental Deposits and the Special Activity Supplemental Deposits,
the new Rule 4A will provide: (i) A general description of the relevant
Supplemental Deposit, (ii) a provision describing the calculation and
operation of the funding obligation, and (iii) a description of the
treatment and permitted uses of the Supplemental Deposit by NSCC. NSCC
believes that this proposed rule change contributes to NSCC's goal of
assuring that NSCC has adequate liquidity resources to meet its
settlement obligations during both Regular Activity Periods and Options
Expiration Activity Periods, notwithstanding the default of its
unaffiliated Members and/or Affiliated Families that pose the largest
aggregate liquidity exposure over the relevant settlement cycle. As
such, NSCC believes that the proposal is consistent with the
requirements of the Act, as amended, and the rules and regulations
thereunder applicable to NSCC.
(B) Self-Regulatory Organization's Statement on Burden on Competition
NSCC believes that the proposed rule change will not impose any
burden on competition that is not necessary or appropriate in
furtherance of the purposes of the Act. By calculating an unaffiliated
Member's or Affiliated Family's Supplemental Deposit funding obligation
in proportion to the liquidity needs that such unaffiliated Member or
Affiliated Family presents to NSCC, NSCC believes that the proposed
rule change will ensure that NSCC's Members fairly and equitably
contribute to NSCC's liquidity resources for settlement. Further, NSCC
believes that the proposed rule change contributes to the goal of
financial stability in the event of Member default, rendering not
unreasonable or inappropriate any burden on competition that the
changes could be regarded as imposing.
(C) Self-Regulatory Organization's Statement on Comments on the
Proposed Rule Change Received From Members, Participants, or Others
Written comments relating to the proposed rule change have not yet
been solicited or received. NSCC will notify the Commission of any
written comments received by NSCC.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
Within 45 days of the date of publication of this notice in the
Federal Register or within such longer period up to 90 days (i) as the
Commission may designate if it finds such longer period to be
appropriate and publishes its reasons for so finding or (ii) as to
which the self-regulatory organization consents, the Commission will:
(A) By order approve or disapprove such proposed rule change, or
(B) institute proceedings to determine whether the proposed rule
change should be disapproved.
The proposal shall not take effect until all regulatory actions
required with respect to the proposal are completed.\6\ The clearing
agency shall
[[Page 21491]]
post notice on its Web site of proposed changes that are implemented.
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\6\ NSCC also filed the proposals contained in this proposed
rule change as an advance notice Pursuant to Section 806(e)(1) of
the Clearing Supervision Act and Rule 19b-4(n)(1)(i) thereunder. 12
U.S.C. 5465(e)(1); 17 CFR 240.19b-4(n)(i). Proposed changes filed
under the Clearing Supervision Act may be implemented either: at the
time the Commission notifies the clearing agency that it does not
object to the proposed change and authorizes its implementation, or,
if the Commission does not object to the proposed change, within 60
days of the later of (i) the date that the advance notice was filed
with the Commission or (ii) the date that any additional information
requested by the Commission is received. 12 U.S.C. 5465(e)(1)(G).
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IV. Solicitation of Comments
Interested persons are invited to submit written data, views, and
arguments concerning the foregoing, including whether the proposed rule
change is consistent with the Act. Comments may be submitted by any of
the following methods:
Electronic Comments
Use the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml ); or
Send an email to [email protected]. Please include
File No. SR-NSCC-2013-02 on the subject line.
Paper Comments
Send paper comments in triplicate to Elizabeth M. Murphy,
Secretary, Securities and Exchange Commission, 100 F Street NE.,
Washington, DC 20549-1090.
All submissions should refer to File No. SR-NSCC-2013-02. This file
number should be included on the subject line if email is used. To help
the Commission process and review your comments more efficiently,
please use only one method. The Commission will post all comments on
the Commission's Internet Web site (http://www.sec.gov/rules/sro.shtml). Copies of the submission, all subsequent amendments, all
written statements with respect to the proposed rule change that are
filed with the Commission, and all written communications relating to
the proposed rule change between the Commission and any person, other
than those that may be withheld from the public in accordance with the
provisions of 5 U.S.C. 552, will be available for Web site viewing and
printing in the Commission's Public Reference Room, 100 F Street NE.,
Washington, DC 20549, on official business days between the hours of
10:00 a.m. and 3:00 p.m. Copies of such filings also will be available
for inspection and copying at the principal office of NSCC and on
NSCC's Web site at http://dtcc.com/downloads/legal/rule_filings/2013/nscc/SR-NSCC-2013-02.pdf.
All comments received will be posted without change; the Commission
does not edit personal identifying information from submissions. You
should submit only information that you wish to make available
publicly. All submissions should refer to File No. SR-NSCC-2013-02 and
should be submitted on or before May 1, 2013.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\7\
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\7\ 17 CFR 200.30-3(a)(12).
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Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2013-08332 Filed 4-9-13; 8:45 am]
BILLING CODE 8011-01-P