Federal Register, Volume 77 Issue 222 (Friday, November 16, 2012)

[Federal Register Volume 77, Number 222 (Friday, November 16, 2012)]
[Notices]
[Pages 68869-68871]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2012-27873]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-68207; File No. SR-CME-2012-43]

Self-Regulatory Organizations; Chicago Mercantile Exchange Inc.;
Notice of Filing and Order Granting Accelerated Approval of Proposed
Rule Change To Comply With CFTC Part 22 Regulations

November 9, 2012.
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 October 31, 2012, Chicago Mercantile Exchange Inc. (``CME'') filed
with the Securities and Exchange Commission (``Commission'') the
proposed rule change described in Items I and II below, which Items
have been prepared primarily by CME. The Commission is publishing this
notice to solicit comments on the proposed rule change from interested
persons and to approve the proposed rule change on an accelerated
basis.
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\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change

CME proposes to amend certain of its rules to comply with the
Commodity Futures Trading Commission's Part 22 Regulations. The text of
the proposed rule change is available at the CME's Web site at http://www.cmegroup.com, at the principal office of CME, and at the
Commission's Public Reference Room.

II. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change

In its filing with the Commission, CME 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 III below. CME has prepared summaries, set forth in sections A, B,
and C below, of the most significant aspects of such statements.\3\
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\3\ The Commission has modified the text of the summaries
prepared by CME.
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A. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change

CME is registered as a derivatives clearing organization (``DCO'')
with the Commodity Futures Trading Commission (``CFTC'') and operates a
substantial business clearing futures and swaps contracts subject to
the jurisdiction of the CFTC. CME proposes to make changes to CME Rules
802 and 901; CME Rules 8G04, 8G802, 8H04 and 8H802 to comply with the
CFTC's Part 22 Regulations. The compliance date for these Regulations
is November 14, 2012.\4\ CME will also make corresponding changes to
CME's Clearing House Manuals of Operation for Interest Rate Swaps and
CME's Clearing House Manuals of Operation for Credit Default Swaps to
account for the proposed rule changes.
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\4\ The original compliance date for CFTC's Part 22 Regulations
was November 8, 2012. Subsequent to CME filing the proposed rule
change with the Commission, due to the effects of Hurricane Sandy,
the CFTC issued a no-action letter applicable for the period from
November 8, 2012, to November 13, 2012, which in effect delayed the
compliance date for the provisions of CFTC's Part 22 rules relevant
to this proposed rule change to November 14, 2012. See Commodity
Futures Trading Commission Letter No. 12-30, Staff No-Action Relief,
Temporary Delay of Compliance Date for Part 22 Rules Due to Effects
of Hurricane Sandy (October 31, 2012) (http://cftc.gov/ucm/groups/public/@lrlettergeneral/documents/letter/12-30.pdf).
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The proposed rule changes are intended, among other things, to
implement CFTC requirements regarding the protection of cleared swaps
customer contracts and collateral which became effective on April 9,
2012. DCOs like CME are required to comply with these requirements by
November 14, 2012, as set forth in Part 22 of the CFTC Regulations.\5\
The CFTC Part 22 Regulations implement the new CFTC customer protection
model for cleared swaps customers--the legal segregation with
operational commingling model (``LSOC Model'' or ``Complete Legal
Segregation Model'').
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\5\ See supra note 4.
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The proposed rule changes also set forth new requirements for post-
default cleared swaps customer account processing. Under the proposed
process, upon the default of a clearing member, CME would cease netting
of settlement variation within the operationally commingled account and
calculate obligations to CME separately for each customer. As further
set forth in the rule, each cleared swaps customer would then be
required to pay directly to CME any obligations to CME associated with
its cleared swaps positions. Where appropriate, similar rules have been
adopted in the related sections of the default rules of each of CME's
three financial safeguard packages: base products, interest rate swaps
(``IRS'') and credit default swaps (``CDS'').
The proposed changes to CME Rules 802 and 901 can be summarized as
follows:
Rule 802.A harmonizes the definition of a clearing member
default with those in Rules 8G802.A and 8H802.A.
Rule 802.B clarifies the approach the Clearing House may
take in liquidating any open contracts of a defaulted clearing member,
including book entry that offsets open commodity contracts on the books
of the defaulting clearing member; liquidation in the open market; and/
or one or more private auctions amongst qualified market participants
invited by the Clearing House to submit confidential bids.
Rule 802.G sets forth new requirements for post-default
cleared swaps customer account processing, with the Clearing House
treating positions and collateral of a defaulting clearing member's
cleared swaps customers in accordance with Part 22 of the Commission's
regulations. The rule also requires the Clearing House to cease netting
of settlement variation in the cleared swaps customer account class
upon a clearing member default and discusses the processes that the
Clearing House would use to manage such customer accounts.
New Rule 901.P provides that each Clearing Member would be
required to use systems and appropriate procedures to accurately track
and provide to the Clearing House the positions and collateral of each
of its cleared swaps customers.
The proposed changes to CME Rules 8G802 and 8G04 can be summarized
as follows:
Rule 8G802.A clarifies the rights of CME for the use of an
IRS Clearing Member's and its customer's collateral in the event of a
default of an IRS Clearing Member in conformity with the Part 22
regulations. Rule 8G802.A.1(i) would also harmonize the definition of a
clearing member default with rules 802.A and 8H802.A.
Rule 8G802.B sets forth amended procedures for
establishing a close out

[[Page 68870]]

value for IRS contracts to be consistent with Part 22. Section B.3 of
the rule would provide for revised netting and offset provisions for
the final settlement cycle upon an IRS Termination Event.
Rule 8G802.G is amended to remove the customer
mutualization within the customer account class for IRS to conform to
the Part 22 Regulations.
Rule 8G802.I sets forth the new requirements for cleared
swaps customer account processing with CME after the default of an IRS
Clearing Member treating positions and collateral of a defaulting
clearing member's cleared swaps customers in accordance with Part 22 of
the Commission's regulations. The rule also requires CME to cease
netting of settlement variation in the cleared swaps customer account
class upon an IRS Clearing Member default and establishes processes for
CME to use to manage such customer accounts.
New Rule 8G04.5 provides that each IRS Clearing Member
would be required to use systems and appropriate procedures to
accurately track and provide to CME the IRS positions and collateral of
each of its cleared swaps customers.
The IRS Manual is also being revised to make conforming
changes related to the Part 22 regulations.
The proposed changes to CME Rules 8H802 and 8H04.12 can be
summarized as follows:
Rule 8H802.A clarifies the rights of CME for the use of a
CDS Clearing Member's and its customer's collateral in the event of a
default of a CDS Clearing Member in conformity with the Part 22
Regulations.
Rule 8H802.B sets forth amended procedures for
establishing a close out value for CDS contracts to be consistent with
Part 22. Section B.3 of the rule would provide for revised netting and
offset provisions for the final settlement cycle upon a CDS Termination
Event.
Rule 8H802.G is amended to remove the customer
mutualization of the customer account class for CDS to conform to the
Part 22 regulations.
Rule 8H802.I sets forth the new requirements for cleared
swaps customer account processing with CME after the default of a CDS
Clearing Member treating positions and collateral of a defaulting
clearing member's cleared swaps customers in accordance with Part 22 of
the Commission's regulations. The rule also requires CME to cease
netting of settlement variation in the cleared swaps customer account
class upon the default of a CDS Clearing Member and establishes
processes for CME to use to manage such customer accounts.
New Rule 8H04.12 provides that each CDS Clearing Member
would be required to use systems and appropriate procedures to
accurately track and provide to CME the CDS positions and collateral of
each of its cleared swaps customers.
The CDS Manual is also being revised to make conforming
changes related to the Part 22 Regulations.
CME proposes to make these rule changes effective on November 14,
2012. CME also made a filing, CME Submission 12-347, with its primary
regulator, the CFTC, with respect to the proposed rule changes.
CME believes the proposed changes are consistent with the
requirements of the Exchange Act including Section 17A. The rule
changes are being proposed to comply directly with the CFTC's Part 22
Regulations, which are designed to protect investors, or in CME's view,
are critical in facilitating CME's compliance with Part 22 (e.g., the
new provisions for post-default cleared swaps customer account
processing that require the Clearing House to cease netting of
settlement variation in the cleared swaps customer account class and
require each cleared swaps customer to pay directly to CME any
obligations to CME associated with its cleared swaps positions).\6\ As
such, the proposed changes are designed to promote the prompt and
accurate clearance and settlement of securities transactions and
derivatives agreements, contracts and transactions, to assure the
safeguarding of securities and funds which are in the custody or
control of the clearing agency and, in general, help to protect
investors and the public interest. CME, a derivatives clearing
organization registered with the CFTC, further notes that it is
required to implement the proposed changes to comply with applicable
CFTC regulations. CME notes that the policies of the Commodity Exchange
Act (``CEA'') with respect to clearing are comparable to a number of
the policies underlying the Exchange Act, such as promoting market
transparency for derivatives markets, promoting the prompt and accurate
clearance of transactions and protecting investors and the public
interest.
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\6\ Telephone conversation among Tim Elliot, Executive Director
and Associate General Counsel, CME; Jason Silverstein, Executive
Director and Associate General Counsel, CME; Gena Lai, Senior
Special Counsel, SEC; Justin Byrne, Attorney-Advisor, SEC; November
9, 2012.
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B. Self-Regulatory Organization's Statement on Burden on Competition

CME does not believe that the proposed rule change will have any
impact, or impose any burden, on competition.

C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others

CME has not solicited, and does not intend to solicit, comments
regarding this proposed rule change. CME has not received any
unsolicited written comments from interested parties.

III. 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 Number SR-CME-2012-43 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 Number SR-CME-2012-43. 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 filing also will be available
for

[[Page 68871]]

inspection and copying at the principal office of CME and on CME's Web
site at http://www.cmegroup.com/market-regulation/rule-filings.html.
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 Number SR-CME-2012-43
and should be submitted on or before December 7, 2012.

IV. Commission's Findings and Order Granting Accelerated Approval of
Proposed Rule Change

Section 19(b) of the Act \7\ directs the Commission to approve a
proposed rule change of a self-regulatory organization if it finds that
such proposed rule change is consistent with the requirements of the
Act and the rules and regulations thereunder applicable to such
organization. The Commission finds that the proposed rule change is
consistent with the requirements of the Act, in particular the
requirements of Section 17A of the Act, and the rules and regulations
thereunder applicable to CME.\8\ Specifically, the Commission finds
that the proposed rule change is consistent with Section 17A(b)(3)(F)
of the Act, which requires, among other things, that the rules of a
registered clearing agency be designed to assure the safeguarding of
securities and funds which are in the custody or control of the
clearing agency or for which it is responsible and to protect investors
and the public interest.\9\
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\7\ 15 U.S.C. 78s(b).
\8\ 15 U.S.C. 78q-1. In approving this proposed rule change, the
Commission has considered the proposed rule's impact on efficiency,
competition, and capital formation. 15 U.S.C. 78c(f).
\9\ 15 U.S.C. 78q-1(b)(3)(F).
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In its filing, CME requested that the Commission approve this
proposed rule change on an accelerated basis for good cause shown. CME
cites as the reason for this request that the proposed changes are
necessary to facilitate CME's compliance with new CFTC regulations that
become effective on November 14, 2012.
The Commission finds good cause, pursuant to Section 19(b)(2) of
the Act,\10\ for approving the proposed rule change prior to the 30th
day after the date of publication of notice in the Federal Register
because, as a registered derivatives clearing organization, CME must
amend certain of its rules to comply with the CFTC's Part 22
Regulations that will become effective on November 14, 2012.
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\10\ 15 U.S.C. 78s(b)(2).
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V. Conclusion

It is therefore ordered, pursuant to Section 19(b)(2) of the Act,
that the proposed rule change (SR-CME-2012-43) be, and hereby is,
approved on an accelerated basis.

For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\11\
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\11\ 17 CFR 200.30-3(a)(12).
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Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2012-27873 Filed 11-15-12; 8:45 am]
BILLING CODE 8011-01-P