82 FR 50707 - Self-Regulatory Organizations; The Options Clearing Corporation; Notice of Filing of Proposed Rule Change Related to The Options Clearing Corporation's Default Management Policy
SECURITIES AND EXCHANGE COMMISSION Federal Register Volume 82, Issue 210 (November 1, 2017)
Federal Register Volume 82, Issue 210 (November 1, 2017)
| Page Range | 50707-50711 | |
| FR Document | 2017-23735 |
[Federal Register Volume 82, Number 210 (Wednesday, November 1, 2017)] [Notices] [Pages 50707-50711] From the Federal Register Online [www.thefederalregister.org] [FR Doc No: 2017-23735] ----------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION [Release No. 34-81955; File No. SR-OCC-2017-010] Self-Regulatory Organizations; The Options Clearing Corporation; Notice of Filing of Proposed Rule Change Related to The Options Clearing Corporation's Default Management Policy October 26, 2017. 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 12, 2017, The Options Clearing Corporation (``OCC'') 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 OCC. The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons. --------------------------------------------------------------------------- \1\ 15 U.S.C. 78s(b)(1). \2\ 17 CFR 240.19b-4. --------------------------------------------------------------------------- I. Clearing Agency's Statement of the Terms of Substance of the Proposed Rule Change This proposed rule change by The Options Clearing Corporation (``OCC'') would formalize and update OCC's Default Management Policy, which would promote compliance with multiple requirements applicable to OCC under Rule 17Ad-22, including Rules 17Ad-22(e)(4)(ix) (Replenishment of Resources) and (e)(13) (Default Management).\3\ The Default Management Policy is included as confidential Exhibit 5.\4\ --------------------------------------------------------------------------- \3\ 17 CFR 240.17Ad-22(e)(4)(ix) and (e)(13). \4\ The Commission notes that Exhibit 5 is included in the filing, not in this Notice. --------------------------------------------------------------------------- The proposed rule change does not require any changes to the text of OCC's By-Laws or Rules. All terms with initial capitalization that are not otherwise defined herein have the same meaning as set forth in the OCC By-Laws and Rules.\5\ --------------------------------------------------------------------------- \5\ OCC's By-Laws and Rules can be found on OCC's public Web site: http://optionsclearing.com/about/publications/bylaws.jsp. --------------------------------------------------------------------------- [[Page 50708]] II. Clearing Agency's Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change In its filing with the Commission, OCC 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. OCC has prepared summaries, set forth in sections (A), (B), and (C) below, of the most significant aspects of these statements. (A) Clearing Agency's Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change (1) Purpose Background On September 28, 2016, the Commission adopted amendments to Rule 17Ad-22 \6\ and added new Rule 17Ab2-2 \7\ pursuant to Section 17A of the Securities Exchange Act of 1934, as amended, (``Act'') \8\ and the Payment, Clearing, and Settlement Supervision Act of 2010 (``Payment, Clearing and Settlement Supervision Act'') \9\ to establish enhanced standards for the operation and governance of those clearing agencies registered with the Commission that meet the definition of a ``covered clearing agency,'' as defined by Rule 17Ad-22(a)(5) \10\ (collectively, the new and amended rules are herein referred to as the ``CCA'' rules). OCC meets the definition of a covered clearing agency and is therefore subject to the requirements of the CCA rules.\11\ --------------------------------------------------------------------------- \6\ Securities Exchange Act Release No. 78961 (September 28, 2016), 81 FR 70786 (October 13, 2016) (``CCA Adopting Release''); see also 17 CFR 240.17Ad-22. \7\ 17 CFR 240.17Ab2-2. \8\ 15 U.S.C. 78q-1. \9\ 12 U.S.C. 5461 et. seq. \10\ 17 CFR 240.17Ad-22(a)(5). \11\ Id. --------------------------------------------------------------------------- Relevance of OCC's Default Management Policy to Rules 17Ad-22(e)(4)(ix) and (e)(13) Certain of the CCA rules relate to matters that, as described below, are addressed by OCC's Default Management Policy (``DM Policy''). Specifically, Rules 17Ad-22(e)(4)(ix) and (e)(13) respectively require OCC to, among other things, establish, implement, maintain, and enforce written policies and procedures reasonably designed to: (i) Effectively identify, measure, and manage its credit exposures to participants and those arising from its payment, clearing and settlement processes, including by ``describing [OCC's] process to replenish any financial resources it may use following a default or other event in which use of such resources is contemplated'' \12\ and (ii) ensure that OCC ``has the authority and operational capacity to take timely action to contain losses and liquidity demands and continue to meet its obligations by, at a minimum, requiring [OCC's] participants and, when practicable, other stakeholders to participate in the testing and review of its default procedures, including any close-out procedure, at least annually and following material changes thereto.'' \13\ OCC believes that the DM Policy promotes compliance with these requirements under Rules 17Ad-22(e)(4)(ix) and (e)(13), and an overview of the DM Policy is provided below. --------------------------------------------------------------------------- \12\ 17 CFR 240.17Ad-22(e)(4)(ix). \13\ 17 CFR 240.17Ad-22(e)(13). --------------------------------------------------------------------------- Default Management Policy OCC proposes to formalize its DM Policy, which would apply in the event of a default by a Clearing Member, settlement bank or a financial market utility with which OCC has a relationship (``FMU'').\14\ The purpose of the policy is to outline OCC's default management framework and describe the default management steps that OCC has authority to take depending upon the facts and circumstances of a default. The DM Policy focuses on Clearing Member default, which OCC believes is appropriate because Clearing Member default represents a substantial part of the overall default risk that is posed to OCC in connection with its central counterparty clearing services.\15\ --------------------------------------------------------------------------- \14\ Examples of such FMUs contemplated by the DM Policy are the following securities or commodities clearing organizations: The Depository Trust Company, National Securities Clearing Corporation, and the Chicago Mercantile Exchange. In an event of default by one of these securities or commodities clearing organizations, or by a settlement bank, OCC has authority under certain conditions pursuant to Article VIII, Section 1.(a)(vii) and 5.(b) of the By-Laws to manage the default using Clearing Member contributions to the Clearing Fund. \15\ For purposes of the DM Policy, references to a Clearing Member suspension or default contemplate the circumstances specified in OCC Rule 1102, which constitute events of ``default'' under Interpretation and Policy .01 to the Rule. --------------------------------------------------------------------------- OCC notes that the DM Policy is part of a broader framework used by OCC to manage the default of a Clearing Member, settlement bank or FMU, including OCC's By-Laws, Rules, and other policies and procedures. The broader framework is designed to collectively ensure that OCC would appropriately manage any such default consistent with OCC's obligations as a covered clearing agency, including under Rule 17Ad-22.\16\ --------------------------------------------------------------------------- \16\ In this regard, the DM Policy provides that OCC publishes key aspects of its default management Rules and procedures on its Web site. The summary is available at https://www.theocc.com/risk-management/default-rules/. --------------------------------------------------------------------------- The DM Policy describes the authority of OCC's Board of Directors (``Board'') or a Designated Officer \17\ to summarily suspend a Clearing Member pursuant to OCC Rule 1102(a) in the event the Clearing Member defaults. The DM Policy further provides that, pursuant to OCC Rule 707, OCC may suspend a Clearing Member that participates in a cross-margining program in the event of a default regarding its cross- margining accounts. Upon any suspension of a Clearing Member, the DM Policy states that OCC would immediately notify a number of parties, including the suspended Clearing Member, regulatory authorities, participant and other exchanges (as applicable) in which the suspended Clearing Member is a common member, other Clearing Members,\18\ and OCC's Board.\19\ --------------------------------------------------------------------------- \17\ For this purpose, the term Designated Officer includes the Executive Chairman, Chief Administrative Officer (``CAO''), Chief Operating Officer (``COO''), Chief Risk Officer (``CRO'') and Executive Vice President--Financial Risk Management (``EVP-FRM''). \18\ OCC Rule 1103 requires OCC to notify all Clearing Members of the suspension as soon as possible. \19\ With respect to pending transactions of a suspended Clearing Member, the DM Policy provides that these will be handled pursuant to OCC Rule 1105, provided that OCC has no obligation to accept the trades effected by a suspended Clearing Member post- suspension. --------------------------------------------------------------------------- In the event of a Clearing Member suspension, the DM Policy provides that OCC's Financial Risk Management department (``FRM'') shall prepare an exposure summary report to be provided to OCC's Management Committee detailing, among other things, the open obligations of the suspended Clearing Member, collateral deposited by the Clearing Member, obligations to other FMUs and a summary of related entity exposure. The report summarizes the net settlement obligation of the suspended Clearing Member at the time of default. The DM Policy further provides that a recommendation as to any liquidity needs requiring a draw on OCC's credit facilities would be provided to OCC's Management Committee and subsequently be authorized, as applicable, by the Executive Chairman, CAO, or COO, as provided for in Article VIII, Section 5 of the By-Laws. These practices ensure that OCC's Management Committee remains properly informed and can make [[Page 50709]] appropriate decisions in the default management process. The DM Policy describes OCC's existing authority under OCC Rule 505 to extend the time for OCC's settlement obligations (i.e., payment obligations owed by OCC to Clearing Members). The DM Policy notes that any such determination to extend the settlement time and the reasons thereof will be promptly reported by OCC to the Commission and the Commodity Futures Trading Commission (``CFTC''), however, the effectiveness of the extension is not be conditioned upon such reporting. The DM Policy notes that such an extension may be necessary as a result of a Clearing Member default or a failure of a Clearing Member's settlement bank. To address situations in which a Clearing Member's settlement bank fails or experiences an operational outage that prevents the Clearing Member from meeting its settlement obligations to OCC, the DM Policy provides that OCC requires each Clearing Member to maintain procedures detailing how it would meet its settlement obligations in such an event. The DM Policy further provides that a Designated Officer would determine whether to enact these alternate settlement procedures in the event that a Clearing Member's settlement bank is unable to perform. The DM Policy sets forth the sequence or ``waterfall'' of financial resources that OCC may use to meet its obligations in the event of a Clearing Member suspension to provide certainty regarding the order in which these resources would be applied. Specifically, the DM Policy describes that OCC is able to use the following financial resources: (i) Margin deposits of the suspended Clearing Member; (ii) deposits in lieu of margin of the suspended Clearing Member; \20\ (iii) Clearing Fund deposits of the suspended Clearing Member; (iv) Clearing Fund deposits of non-defaulting Clearing Members; (v) Clearing Fund assessments against Clearing Members; and (vi) the current or retained earnings of OCC, subject to the unanimous approval of certain OCC shareholders.\21\ --------------------------------------------------------------------------- \20\ See Rule 610(f) and (g). \21\ See OCC By-Law Article VIII, Section 5(d). In lieu of charging a loss or deficiency proportionately to the computed Clearing Fund contributions of non-defaulting Clearing Members, OCC may charge the loss or deficiency to current or retained earnings. This same discretion applies in connection with any loss by reason of the failure of a bank or securities or commodities clearing organization to perform an obligation to OCC. --------------------------------------------------------------------------- In the case of a suspended Clearing Member, the DM Policy outlines the means by which OCC may determine close out positions and collateral of the suspended Clearing Member pursuant to OCC's Rules, including certain provisions under Chapter XI of the Rules. Based upon recommendations from OCC's risk staff, the EVP-FRM may take any one, or any combination, of the following actions pursuant to the terms of OCC's By-Laws and Rules: (i) Net the suspended Clearing Member's positions by offset; (ii) effect market transactions to close out open short positions, long positions, and collateral; (iii) transfer the positions and related collateral to a non-suspended Clearing Member; (iv) effect hedging transactions to reduce the risk to OCC of open positions; (v) conduct a private auction of the positions and collateral of the suspended Clearing Member; (vi) exercise unsegregated and segregated long options; (vii) set cash settlement values or perform buy-in or sell-out processes; and (viii) defer close-out, as may be authorized by certain officers of OCC.\22\ --------------------------------------------------------------------------- \22\ The DM Policy also provides that any determination to defer close-out or hedging transactions under the CAP would be reported to the Board and/or the Risk Committee, as required under OCC Rules 1106. --------------------------------------------------------------------------- In addition, the DM Policy specifies that OCC risk staff will develop a Close-out Action Plan (``CAP'') and present it to the EVP-FRM for approval. The DM Policy provides that upon approval of the CAP by the EVP-FRM, FRM and other designated business OCC business units and personnel will be responsible for its execution. The DM Policy also provides that OCC's legal department would advise OCC's Management Committee on OCC's authority to execute the proposed CAP and describe the responsibilities for the execution, monitoring and reporting of the CAP and escalation of issues to OCC's Management Committee. The CAP process is designed to ensure that OCC has an appropriate process in place to analyze its exposures, take into consideration current and expected market conditions, and evaluate the tools and resources available to deal with those exposures under the circumstances so that OCC can appropriately manage any default in a manner that would protect Clearing Members, investors, the public interest, and the markets that OCC serves. The DM Policy provides that OCC would generally liquidate all positions and collateral of a suspended Clearing Member, and the proceeds would be attributed to the account type from which they originated. It also specifies that as a registered clearing agency with the Commission and a registered derivatives clearing organization with the CFTC, OCC is required to comply with regulatory requirements to safeguard customer assets. In the event of a default, OCC would immediately demand any pledged collateral of the suspended Clearing Member from custodian(s) to ensure those resources are available for default management purposes. For example, the DM Policy provides that, among other things, cash and proceeds from any liquidated collateral or demand of payment on a letter of credit would be placed in the appropriate liquidating settlement account, pursuant to OCC Rule 1104. The DM Policy further provides that all pledged valued margin collateral will be moved by the Collateral Services Department into an OCC account and may be transferred to an auction recipient, delivered to a liquidating agent or delivered to a liquidating settlement account. In the case of deposits in lieu of margin, however, the DM Policy states that OCC would only demand such collateral to meet obligations arising from the assignment of a related contract. After the close-out of the suspended Clearing Member is completed, the DM Policy describes that the Executive Chairman, CAO, or COO would determine whether, consistent with Article VIII, Section 5(a) of OCC's By-Laws, an assessment must be made against the Clearing Fund in connection with the liquidation. In the event of a shortfall whereby the close-out of the suspended Clearing Member does not result in enough resources to cover its obligations, the DM Policy states that each Clearing Member, consistent with Article VIII, Section 6 of OCC's By-Laws, may be assessed an additional amount equal to the amount of its initial Clearing Fund deposit, as determined by the Executive Chairman, CAO, or COO. The DM Policy notes that any such assessment decision would be communicated via email in accordance with the procedure covering the assessment process. The DM Policy also specifies that a Clearing Member is liable for further assessments until the balance of OCC's losses are covered or the Clearing Member has withdrawn from membership as set forth in Article VIII, Sections 6 and 7 of OCC's By-Laws. The DM Policy provides that, on at least an annual basis, OCC's default management working group will provide OCC's Management Committee with recommended areas for testing, including close-out procedures, and that the Management Committee is responsible for reviewing and ultimately [[Page 50710]] approving the overall test plan.\23\ In addition, the DM Policy specifies that the default management working group maintains the authority to approve individual test plans and overall plan changes, but that any changes to the overall plan would be reported to and reviewed by OCC's Management Committee. The DM Policy further provides that testing is recommended and performed more frequently than annually if a material change is made to OCC's default management procedures or if it is deemed necessary by OCC's default management working group. These provisions are designed to ensure that OCC maintains policies and procedures reasonably designed to satisfy the requirements of Rule 17Ad-22(e)(13) \24\ relating to the testing and review of its default procedures. --------------------------------------------------------------------------- \23\ The DM Policy also provides that Clearing Members are required to participate in default management testing pursuant to OCC Rules 218(c) and (d). See Securities Exchange Act Release No. 80372 (April 4, 2017), 82 FR 17311 (April 10, 2017) (SR-OCC-2017- 003). \24\ 17 CFR 240.17Ad-22(e)(13). --------------------------------------------------------------------------- In addition, the DM Policy outlines the execution of the testing plan and the review of the results of the testing plan, including the production of annual reports to OCC's Management Committee and Risk Committee regarding the results of OCC's default tests to provide appropriate oversight over the default testing process. (2) Statutory Basis Section 17A(b)(3)(F) of the Act \25\ requires, among other things, that the rules of a clearing agency be designed to promote the prompt and accurate clearance and settlement of securities transactions, and, in general, protect investors and the public interest. The DM Policy focuses on the processes that OCC would use to take timely action to contain losses and liquidity demands in an event of default by a Clearing Member, such as closing out open positions and collateral of a defaulted Clearing Member, using alternate settlement bank procedures or relying on Clearing Fund contributions of Clearing Members under certain conditions. In this regard, the DM Policy is designed to ensure that OCC can maintain its resilience in the event of a default, thereby enabling OCC to continue to provide its clearance and settlement services to the public in such circumstances. Accordingly, OCC believes that the DM Policy is designed to (i) protect investors and the public interest, and (ii) promote the prompt and accurate clearance and settlement of securities transactions in a manner consistent with Section 17A(b)(3)(F) of the Act.\26\ --------------------------------------------------------------------------- \25\ 15 U.S.C. 78q-1(b)(3)(F). \26\ Id. --------------------------------------------------------------------------- Rules 17Ad-22(e)(4)(ix) and (e)(13) respectively require a covered clearing agency to, among other things, establish, implement, maintain, and enforce written policies and procedures reasonably designed to: (i) Effectively identify, measure, and manage its credit exposures to participants and those arising from its payment, clearing and settlement processes, including by describing its process to replenish any financial resources it may use following a default or other event in which use of such resources is contemplated \27\ and (ii) ensure that it has the authority and operational capacity to take timely action to contain losses and liquidity demands and continue to meet its obligations by, at a minimum, requiring its participants and, when practicable, other stakeholders to participate in the testing and review of its default procedures, including any close-out procedure, at least annually and following material changes thereto.\28\ OCC believes that the proposed rule change is consistent with Rule 17Ad-22(e)(13) \29\ because the DM Policy, among other things, sets forth OCC's authority and operational capabilities to take timely action to contain losses and liquidity demands and continue to meet its obligations. For example, the DM Policy sets forth the procedures by which OCC would suspend a Clearing Member as well as the waterfall of financial resources that OCC would use to contain losses arising from the Clearing Member's default. The DM Policy also sets forth, among other things, the various means by which OCC may close-out the positions of a suspended Clearing Member and the process it uses to make such determinations, which OCC believes helps ensure that OCC has sufficient operational capacity take timely action to contain losses and liquidity demands and continue to meet its obligations consistent with Rule 17Ad- 22(e)(13).\30\ In addition, OCC believes that the DM Policy is consistent with the testing requirement in Rule 17Ad-22(e)(13) \31\ because the DM Policy sets forth OCC's processes for managing annual testing, or more frequent testing following a change to OCC's default management procedures. --------------------------------------------------------------------------- \27\ 17 CFR 240.17Ad-22(e)(4)(ix). \28\ 17 CFR 240.17Ad-22(e)(13). \29\ Id. \30\ Id. \31\ Id. --------------------------------------------------------------------------- OCC also believes that the DM Policy is consistent with Rule 17Ad- 22(e)(4)(ix) \32\ because the DM Policy describes the process by which OCC may initiate a Clearing Fund assessment to replenish financial resources that may be used following a default and attendant suspension of a Clearing Member. Specifically, the DM Policy provides that where the liquidation of a suspended Clearing Member results in a shortfall, certain officers of OCC may require that all Clearing Members be assessed an additional amount equal to the amount of their respective Clearing Fund deposits, consistent with OCC's By-Laws, and that a Clearing Member is liable for further assessments until the balance of OCC's losses are covered or the Clearing Member has withdrawn from membership as set forth in OCC's By-Laws. In addition, the DM Policy also provides that, pursuant to the waterfall of financial resources used in the event of a Clearing Member suspension, OCC could use current or retained earnings, consistent with OCC's By-Laws, to continue meeting its financial obligations. --------------------------------------------------------------------------- \32\ 17 CFR 240.17Ad-22(e)(4)(ix). --------------------------------------------------------------------------- The proposed rule change is not inconsistent with the existing rules of OCC, including any other rules proposed to be amended. (B) Clearing Agency's Statement on Burden on Competition Section 17A(b)(3)(I) of the Act \33\ requires that the rules of a clearing agency not impose any burden on competition not necessary or appropriate in furtherance of the purposes of the Act. OCC does not believe that the proposed rule change would impact or impose any burden on competition. As a general matter, the DM Policy describes the processes OCC would follow in a default that are already set forth in OCC's approved By-Laws and Rules. More specifically, the proposed rule change sets forth in a single document the framework OCC would use to manage the default primarily of a Clearing Member, as well as the default of a settlement bank or FMU. Because any individual Clearing Member, settlement bank, or FMU under the DM Policy is equally subject to the aspects of OCC's default management framework that apply to it, the proposed rule change would not provide any such entity with a competitive advantage over any other similar entity. OCC notes that, in managing any potential default, OCC focuses on the risk posed to OCC by such default. Accordingly, to the extent, for example, that OCC were to close-out the open positions of one suspended [[Page 50711]] Clearing Member in a different manner than it were to close-out the open positions of another Clearing Member, such differences result from the risks posed to OCC by each Clearing Member's respective positions. Moreover, the treatment of customer versus proprietary positions in a default scenario are not specifically addressed in the DM Policy, which as noted sets forth a general framework for managing defaults, but rather in OCC's existing By-Laws and Rules. Further, the proposed rule change would not affect Clearing Members' access to OCC's services or impose any direct burdens on Clearing Members. --------------------------------------------------------------------------- \33\ 15 U.S.C. 78q-1(b)(3)(I). --------------------------------------------------------------------------- For the foregoing reasons, OCC believes that the proposed rule change is in the public interest, would be consistent with the requirements of the Act applicable to clearing agencies, and would not impact or impose a burden on competition. (C) Clearing Agency's Statement on Comments on the Proposed Rule Change Received From Members, Participants or Others Written comments on the proposed rule change were not and are not intended to be solicited with respect to the proposed rule change and none have been received. 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 the proposed rule change, or (B) institute proceedings to determine whether the proposed rule change should be disapproved. 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 CommentsUse 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-OCC-2017-010 on the subject line. Paper Comments Send paper comments in triplicate to Secretary, Securities and Exchange Commission, 100 F Street NE., Washington, DC 20549-1090. All submissions should refer to File Number SR-OCC-2017-010. 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 inspection and copying at the principal office of OCC and on OCC's Web site at http://www.theocc.com/components/docs/legal/rules_and_bylaws/sr_occ_17_010.pdf. All comments received will be posted without change. Persons submitting comments are cautioned that the Commission does not redact or edit personal identifying information from comment submissions. You should submit only information that you wish to make available publicly. All submissions should refer to File Number SR-OCC-2017-010 and should be submitted on or before November 22, 2017. For the Commission, by the Division of Trading and Markets, pursuant to delegated Authority.\34\ --------------------------------------------------------------------------- \34\ 17 CFR 200.30-3(a)(12). --------------------------------------------------------------------------- Eduardo A. Aleman, Assistant Secretary. [FR Doc. 2017-23735 Filed 10-31-17; 8:45 am] BILLING CODE 8011-01-P
![Federal Register / Vol. 82, No. 210 / Wednesday, November 1, 2017 / Notices 50707
III. Date of Effectiveness of the IV. Solicitation of Comments For the Commission, by the Division of
Proposed Rule Change and Timing for Trading and Markets, pursuant to delegated
Commission Action Interested persons are invited to authority.14
submit written data, views, and Eduardo A. Aleman,
Because the foregoing proposed rule arguments concerning the foregoing, Assistant Secretary.
change does not: (i) Significantly affect including whether the proposed rule [FR Doc. 2017–23732 Filed 10–31–17; 8:45 am]
the protection of investors or the public change is consistent with the Act. BILLING CODE 8011–01–P
interest; (ii) impose any significant Comments may be submitted by any of
burden on competition; and (iii) become the following methods:
operative for 30 days from the date on SECURITIES AND EXCHANGE
which it was filed, or such shorter time Electronic Comments COMMISSION
as the Commission may designate, it has
• Use the Commission’s Internet
become effective pursuant to Section [Release No. 34–81955; File No. SR–OCC–
comment form (http://www.sec.gov/
19(b)(3)(A) of the Act and Rule 19b– 2017–010]
4(f)(6) thereunder.10 rules/sro.shtml); or
A proposed rule change filed • Send an email to rule-comments@ Self-Regulatory Organizations; The
sec.gov. Please include File Number SR– Options Clearing Corporation; Notice
pursuant to Rule 19b–4(f)(6) under the
BatsBZX–2017–71 on the subject line. of Filing of Proposed Rule Change
Act 11 normally does not become
Related to The Options Clearing
operative for 30 days after the date of its Paper Comments Corporation’s Default Management
filing. However, Rule 19b–4(f)(6)(iii) 12
• Send paper comments in triplicate Policy
permits the Commission to designate a
shorter time if such action is consistent to Secretary, Securities and Exchange October 26, 2017.
with the protection of investors and the Commission, 100 F Street NE., Pursuant to Section 19(b)(1) of the
public interest. The Exchange has asked Washington, DC 20549–1090. Securities Exchange Act of 1934
the Commission to waive the 30-day (‘‘Act’’),1 and Rule 19b–4 thereunder,2
operative delay so that the proposal may All submissions should refer to File
Number SR–BatsBZX–2017–71. This file notice is hereby given that on October
become operative immediately upon 12, 2017, The Options Clearing
filing. The Commission notes that the number should be included on the
Corporation (‘‘OCC’’) filed with the
proposed rule change is based on EDGX subject line if email is used. To help the
Securities and Exchange Commission
Rule 21.1(f)(6) and is identical to such Commission process and review your
(‘‘Commission’’) the proposed rule
rule. Thus, the Commission believes comments more efficiently, please use change as described in Items I, II, and
that waiver of the operative delay is only one method. The Commission will III below, which Items have been
consistent with the protection of post all comments on the Commission’s prepared primarily by OCC. The
investors and the public because the Internet Web site (http://www.sec.gov/ Commission is publishing this notice to
proposal does not present any new or rules/sro.shtml). Copies of the solicit comments on the proposed rule
novel issues that have not been submission, all subsequent change from interested persons.
previously considered by the amendments, all written statements
Commission. Therefore, the with respect to the proposed rule I. Clearing Agency’s Statement of the
Commission hereby waives the 30-day change that are filed with the Terms of Substance of the Proposed
operative delay and designates the Rule Change
Commission, and all written
proposal operative upon filing.13 communications relating to the This proposed rule change by The
At any time within 60 days of the proposed rule change between the Options Clearing Corporation (‘‘OCC’’)
filing of the proposed rule change, the Commission and any person, other than would formalize and update OCC’s
Commission summarily may those that may be withheld from the Default Management Policy, which
temporarily suspend such rule change if public in accordance with the would promote compliance with
it appears to the Commission that such provisions of 5 U.S.C. 552, will be multiple requirements applicable to
action is necessary or appropriate in the available for Web site viewing and OCC under Rule 17Ad–22, including
public interest, for the protection of printing in the Commission’s Public Rules 17Ad–22(e)(4)(ix) (Replenishment
investors, or otherwise in furtherance of Reference Room, 100 F Street NE., of Resources) and (e)(13) (Default
the purposes of the Act. If the Management).3 The Default
Washington, DC 20549 on official
Commission takes such action, the Management Policy is included as
business days between the hours of
Commission shall institute proceedings confidential Exhibit 5.4
10:00 a.m. and 3:00 p.m. Copies of the
to determine whether the proposed rule The proposed rule change does not
filing also will be available for require any changes to the text of OCC’s
change should be approved or inspection and copying at the principal
disapproved. By-Laws or Rules. All terms with initial
office of the Exchange. All comments capitalization that are not otherwise
10 17 CFR 240.19b–4(f)(6). As required under Rule
received will be posted without change. defined herein have the same meaning
19b–4(f)(6)(iii), the Exchange provided the
Persons submitting comments are as set forth in the OCC By-Laws and
Commission with written notice of its intent to file cautioned that we do not redact or edit Rules.5
the proposed rule change, along with a brief personal identifying information from
description and the text of the proposed rule
comment submissions. You should
sradovich on DSK3GMQ082PROD with NOTICES
14 17 CFR 200.30–3(a)(12).
change, at least five business days prior to the date
of filing of the proposed rule change, or such submit only information that you wish 1 15 U.S.C. 78s(b)(1).
shorter time as designated by the Commission. to make available publicly. All 2 17 CFR 240.19b–4.
11 17 CFR 240.19b–4(f)(6). 3 17 CFR 240.17Ad–22(e)(4)(ix) and (e)(13).
submissions should refer to File
12 17 CFR 240.19b–4(f)(6)(iii). 4 The Commission notes that Exhibit 5 is
Number SR–BatsBZX–2017–71 and
13 For purposes only of waiving the 30-day included in the filing, not in this Notice.
operative delay, the Commission has considered the should be submitted on or before 5 OCC’s By-Laws and Rules can be found on
proposed rule’s impact on efficiency, competition, November 22, 2017. OCC’s public Web site: http://optionsclearing.com/
and capital formation. See 15 U.S.C. 78c(f). about/publications/bylaws.jsp.
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![50708 Federal Register / Vol. 82, No. 210 / Wednesday, November 1, 2017 / Notices
II. Clearing Agency’s Statement of the any financial resources it may use covered clearing agency, including
Purpose of, and Statutory Basis for, the following a default or other event in under Rule 17Ad–22.16
Proposed Rule Change which use of such resources is The DM Policy describes the authority
In its filing with the Commission, contemplated’’ 12 and (ii) ensure that of OCC’s Board of Directors (‘‘Board’’) or
OCC included statements concerning OCC ‘‘has the authority and operational a Designated Officer 17 to summarily
the purpose of and basis for the capacity to take timely action to contain suspend a Clearing Member pursuant to
proposed rule change and discussed any losses and liquidity demands and OCC Rule 1102(a) in the event the
comments it received on the proposed continue to meet its obligations by, at a Clearing Member defaults. The DM
rule change. The text of these statements minimum, requiring [OCC’s] Policy further provides that, pursuant to
may be examined at the places specified participants and, when practicable, OCC Rule 707, OCC may suspend a
in Item IV below. OCC has prepared other stakeholders to participate in the Clearing Member that participates in a
summaries, set forth in sections (A), (B), testing and review of its default cross-margining program in the event of
and (C) below, of the most significant procedures, including any close-out a default regarding its cross-margining
aspects of these statements. procedure, at least annually and accounts. Upon any suspension of a
(A) Clearing Agency’s Statement of the following material changes thereto.’’ 13 Clearing Member, the DM Policy states
Purpose of, and Statutory Basis for, the OCC believes that the DM Policy that OCC would immediately notify a
Proposed Rule Change promotes compliance with these number of parties, including the
requirements under Rules 17Ad– suspended Clearing Member, regulatory
(1) Purpose 22(e)(4)(ix) and (e)(13), and an overview authorities, participant and other
Background of the DM Policy is provided below. exchanges (as applicable) in which the
suspended Clearing Member is a
On September 28, 2016, the Default Management Policy common member, other Clearing
Commission adopted amendments to
OCC proposes to formalize its DM Members,18 and OCC’s Board.19
Rule 17Ad–22 6 and added new Rule
17Ab2–2 7 pursuant to Section 17A of Policy, which would apply in the event In the event of a Clearing Member
the Securities Exchange Act of 1934, as of a default by a Clearing Member, suspension, the DM Policy provides that
amended, (‘‘Act’’) 8 and the Payment, settlement bank or a financial market OCC’s Financial Risk Management
Clearing, and Settlement Supervision utility with which OCC has a department (‘‘FRM’’) shall prepare an
Act of 2010 (‘‘Payment, Clearing and relationship (‘‘FMU’’).14 The purpose of exposure summary report to be
Settlement Supervision Act’’) 9 to the policy is to outline OCC’s default provided to OCC’s Management
establish enhanced standards for the management framework and describe Committee detailing, among other
operation and governance of those the default management steps that OCC things, the open obligations of the
clearing agencies registered with the has authority to take depending upon suspended Clearing Member, collateral
Commission that meet the definition of the facts and circumstances of a default. deposited by the Clearing Member,
a ‘‘covered clearing agency,’’ as defined The DM Policy focuses on Clearing obligations to other FMUs and a
by Rule 17Ad–22(a)(5) 10 (collectively, Member default, which OCC believes is summary of related entity exposure. The
the new and amended rules are herein appropriate because Clearing Member report summarizes the net settlement
referred to as the ‘‘CCA’’ rules). OCC default represents a substantial part of obligation of the suspended Clearing
meets the definition of a covered the overall default risk that is posed to Member at the time of default. The DM
clearing agency and is therefore subject OCC in connection with its central Policy further provides that a
to the requirements of the CCA rules.11 counterparty clearing services.15 recommendation as to any liquidity
needs requiring a draw on OCC’s credit
Relevance of OCC’s Default OCC notes that the DM Policy is part facilities would be provided to OCC’s
Management Policy to Rules 17Ad– of a broader framework used by OCC to Management Committee and
22(e)(4)(ix) and (e)(13) manage the default of a Clearing subsequently be authorized, as
Certain of the CCA rules relate to Member, settlement bank or FMU, applicable, by the Executive Chairman,
matters that, as described below, are including OCC’s By-Laws, Rules, and CAO, or COO, as provided for in Article
addressed by OCC’s Default other policies and procedures. The VIII, Section 5 of the By-Laws. These
Management Policy (‘‘DM Policy’’). broader framework is designed to practices ensure that OCC’s
Specifically, Rules 17Ad–22(e)(4)(ix) collectively ensure that OCC would Management Committee remains
and (e)(13) respectively require OCC to, appropriately manage any such default properly informed and can make
among other things, establish, consistent with OCC’s obligations as a
implement, maintain, and enforce 16 In this regard, the DM Policy provides that OCC
written policies and procedures 12 17 CFR 240.17Ad–22(e)(4)(ix). publishes key aspects of its default management
reasonably designed to: (i) Effectively 13 17 CFR 240.17Ad–22(e)(13). Rules and procedures on its Web site. The summary
identify, measure, and manage its credit 14 Examples of such FMUs contemplated by the is available at https://www.theocc.com/risk-
DM Policy are the following securities or management/default-rules/.
exposures to participants and those 17 For this purpose, the term Designated Officer
commodities clearing organizations: The Depository
arising from its payment, clearing and Trust Company, National Securities Clearing includes the Executive Chairman, Chief
settlement processes, including by Corporation, and the Chicago Mercantile Exchange. Administrative Officer (‘‘CAO’’), Chief Operating
‘‘describing [OCC’s] process to replenish In an event of default by one of these securities or Officer (‘‘COO’’), Chief Risk Officer (‘‘CRO’’) and
commodities clearing organizations, or by a Executive Vice President—Financial Risk
settlement bank, OCC has authority under certain Management (‘‘EVP–FRM’’).
sradovich on DSK3GMQ082PROD with NOTICES
6 Securities Exchange Act Release No. 78961
conditions pursuant to Article VIII, Section 18 OCC Rule 1103 requires OCC to notify all
(September 28, 2016), 81 FR 70786 (October 13,
1.(a)(vii) and 5.(b) of the By-Laws to manage the Clearing Members of the suspension as soon as
2016) (‘‘CCA Adopting Release’’); see also 17 CFR
default using Clearing Member contributions to the possible.
240.17Ad–22.
7 17 CFR 240.17Ab2–2.
Clearing Fund. 19 With respect to pending transactions of a
15 For purposes of the DM Policy, references to a suspended Clearing Member, the DM Policy
8 15 U.S.C. 78q–1.
Clearing Member suspension or default contemplate provides that these will be handled pursuant to
9 12 U.S.C. 5461 et. seq.
the circumstances specified in OCC Rule 1102, OCC Rule 1105, provided that OCC has no
10 17 CFR 240.17Ad–22(a)(5).
which constitute events of ‘‘default’’ under obligation to accept the trades effected by a
11 Id. Interpretation and Policy .01 to the Rule. suspended Clearing Member post-suspension.
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![Federal Register / Vol. 82, No. 210 / Wednesday, November 1, 2017 / Notices 50711
Clearing Member in a different manner Paper Comments SECURITIES AND EXCHANGE
than it were to close-out the open COMMISSION
positions of another Clearing Member, • Send paper comments in triplicate
such differences result from the risks to Secretary, Securities and Exchange [Release No. 34–81962; File No. SR–
posed to OCC by each Clearing Commission, 100 F Street NE., BatsBZX–2017–70]
Member’s respective positions. Washington, DC 20549–1090.
Moreover, the treatment of customer Self-Regulatory Organizations; Bats
All submissions should refer to File BZX Exchange, Inc.; Notice of Filing
versus proprietary positions in a default Number SR–OCC–2017–010. This file
scenario are not specifically addressed and Immediate Effectiveness of a
number should be included on the Proposed Rule Change To Reflect in
in the DM Policy, which as noted sets
subject line if email is used. To help the the Exchange’s Governing Documents,
forth a general framework for managing
Commission process and review your Rulebook and Fees Schedules, a Non-
defaults, but rather in OCC’s existing
By-Laws and Rules. Further, the comments more efficiently, please use Substantive Corporate Branding
proposed rule change would not affect only one method. The Commission will Change, Including Changes to the
Clearing Members’ access to OCC’s post all comments on the Commission’s Company’s Name, the Intermediate’s
services or impose any direct burdens Internet Web site (http://www.sec.gov/ Name, and the Exchange’s Name
on Clearing Members. rules/sro.shtml). Copies of the
October 26, 2017.
For the foregoing reasons, OCC submission, all subsequent
Pursuant to Section 19(b)(1) of the
believes that the proposed rule change amendments, all written statements
Securities Exchange Act of 1934 (the
is in the public interest, would be with respect to the proposed rule
‘‘Act’’),1 and Rule 19b–4 thereunder,2
consistent with the requirements of the change that are filed with the notice is hereby given that on October
Act applicable to clearing agencies, and Commission, and all written 16, 2017, Bats BZX Exchange, Inc. (the
would not impact or impose a burden communications relating to the ‘‘Exchange’’ or ‘‘BZX’’) filed with the
on competition. proposed rule change between the Securities and Exchange Commission
(C) Clearing Agency’s Statement on Commission and any person, other than (‘‘Commission’’) the proposed rule
Comments on the Proposed Rule those that may be withheld from the change as described in Items I and II
Change Received From Members, public in accordance with the below, which Items have been prepared
Participants or Others provisions of 5 U.S.C. 552, will be by the Exchange. The Commission is
available for Web site viewing and publishing this notice to solicit
Written comments on the proposed printing in the Commission’s Public comments on the proposed rule change
rule change were not and are not
Reference Room, 100 F Street NE., from interested persons.
intended to be solicited with respect to
Washington, DC 20549, on official
the proposed rule change and none have I. Self-Regulatory Organization’s
been received. business days between the hours of Statement of the Terms of Substance of
10:00 a.m. and 3:00 p.m. Copies of such the Proposed Rule Change
III. Date of Effectiveness of the filing also will be available for
Proposed Rule Change and Timing for inspection and copying at the principal The Exchange filed a proposed rule
Commission Action office of OCC and on OCC’s Web site at change with respect to amendments of
Within 45 days of the date of http://www.theocc.com/components/ the Second Amended and Restated
publication of this notice in the Federal docs/legal/rules_and_bylaws/sr_occ_17_ Certificate of Incorporation (the
Register or within such longer period ‘‘Company’s Certificate’’) and Third
010.pdf.
up to 90 days (i) as the Commission may Amended and Restated Bylaws (the ’’
All comments received will be posted Company’s Bylaws’’) of its parent
designate if it finds such longer period without change. Persons submitting
to be appropriate and publishes its corporation, CBOE Holdings, Inc.
comments are cautioned that the (‘‘CBOE Holdings’’ or the ‘‘Company’’)
reasons for so finding or (ii) as to which Commission does not redact or edit
the self-regulatory organization to change the name of the Company to
personal identifying information from Cboe Global Markets, Inc. With respect
consents, the Commission will:
(A) By order approve or disapprove comment submissions. You should to CBOE V, LLC, an intermediate
the proposed rule change, or submit only information that you wish Holding Company of the Exchange (the
(B) institute proceedings to determine to make available publicly. ‘‘Intermediate’’), the Exchange proposes
whether the proposed rule change All submissions should refer to File to amend the Certificate of Formation
should be disapproved. Number SR–OCC–2017–010 and should and Limited Liability Company
Operating Agreement of CBOE V, LLC
IV. Solicitation of Comments be submitted on or before November 22,
(the ‘‘Operating Agreement’’), in
2017.
Interested persons are invited to connection with a related name change
submit written data, views and For the Commission, by the Division of for the Intermediate. The Exchange also
arguments concerning the foregoing, Trading and Markets, pursuant to delegated proposes to amend its Amended and
including whether the proposed rule Authority.34 Restated Certificate of Incorporation (the
change is consistent with the Act. Eduardo A. Aleman, ‘‘Exchange Certificate’’), Sixth Amended
Comments may be submitted by any of Assistant Secretary. and Restated Bylaws of Bats BZX
the following methods: [FR Doc. 2017–23735 Filed 10–31–17; 8:45 am] Exchange, Inc. (the ‘‘Exchange
Bylaws’’), rulebook and fees schedules
sradovich on DSK3GMQ082PROD with NOTICES
Electronic Comments BILLING CODE 8011–01–P
(collectively ‘‘operative documents’’) in
• Use the Commission’s Internet connection with the name change of its
comment form (http://www.sec.gov/ parent Company, Intermediate, and the
rules/sro.shtml); or Exchange.
• Send an email to rule-comments@
sec.gov. Please include File Number SR– 1 15 U.S.C. 78s(b)(1).
OCC–2017–010 on the subject line. 34 17 CFR 200.30–3(a)(12). 2 17 CFR 240.19b–4.
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Document Created: 2017-11-01 02:03:11
Document Modified: 2017-11-01 02:03:11
| Category | Regulatory Information | |
| Collection | Federal Register | |
| sudoc Class | AE 2.7: GS 4.107: AE 2.106: | |
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| Section | Notices | |
| FR Citation | 82 FR 50707 |
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