2016-14035

Federal Register, Volume 81 Issue 116 (Thursday, June 16, 2016)

[Federal Register Volume 81, Number 116 (Thursday, June 16, 2016)]

[Proposed Rules]

[Pages 39505-39536]

From the Federal Register Online via the Government Publishing Office [www.gpo.gov]

[FR Doc No: 2016-14035]

[[Page 39505]]

Vol. 81

Thursday,

No. 116

June 16, 2016

Part VI

Commodity Futures Trading Commission

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17 CFR Part 50

Clearing Requirement Determination Under Section 2(h) of the CEA for

Interest Rate Swaps; Proposed Rule

Federal Register / Vol. 81 , No. 116 / Thursday, June 16, 2016 /

Proposed Rules

[[Page 39506]]

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COMMODITY FUTURES TRADING COMMISSION

17 CFR Part 50

RIN 3038-AE20

Clearing Requirement Determination Under Section 2(h) of the CEA

for Interest Rate Swaps

AGENCY: Commodity Futures Trading Commission.

ACTION: Notice of proposed rulemaking.

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SUMMARY: The Commodity Futures Trading Commission (Commission or CFTC)

is proposing to amend the Commission's rules to establish a new

clearing requirement under the pertinent section of the Commodity

Exchange Act (CEA). The amended regulation would require that interest

rate swaps denominated in certain currencies or having certain

termination dates, as described herein, be submitted for clearing by

persons required to do so under the pertinent section of the CEA to a

derivatives clearing organization (DCO) that is registered under the

CEA (registered DCO) or a DCO that has been exempted from registration

under the CEA (exempt DCO).

DATES: Comments must be received on or before July 18, 2016.

ADDRESSES: You may submit comments, identified by RIN number 3038-AE20,

by any of the following methods:

CFTC Web site: http://comments.cftc.gov. Follow the

instructions for submitting comments through the Comments Online

process on the Web site.

Mail: Send to Christopher Kirkpatrick, Secretary of the

Commission, Commodity Futures Trading Commission, Three Lafayette

Centre, 1155 21st Street NW., Washington, DC 20581.

Hand Delivery/Courier: Same as Mail, above.

Federal eRulemaking Portal: http://www.regulations.gov.

Follow the instructions for submitting comments.

Please submit your comments using only one method.

All comments must be submitted in English, or if not, accompanied

by an English translation. Comments will be posted as received to

http://www.cftc.gov. You should submit only information that you wish

to make available publicly. If you wish the Commission to consider

information that you believe is exempt from disclosure under the

Freedom of Information Act (FOIA), a petition for confidential

treatment of the exempt information may be submitted according to the

procedures established in Sec. 145.9 of the Commission's

regulations.\1\

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\1\ 17 CFR 145.9. Commission regulations referred to herein are

found on the Commission's Web site at http://www.cftc.gov/LawRegulation/CommodityExchangeAct/index.htm.

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The Commission reserves the right, but shall have no obligation, to

review, pre-screen, filter, redact, refuse or remove any or all of your

submission from http://www.cftc.gov that it may deem to be

inappropriate for publication, such as obscene language. All

submissions that have been redacted or removed that contain comments on

the merits of the rulemaking will be retained in the public comment

file and will be considered as required under the Administrative

Procedure Act and other applicable laws, and may be accessible under

the FOIA.

FOR FURTHER INFORMATION CONTACT: Sarah E. Josephson, Deputy Director,

Division of Clearing and Risk (DCR), at 202-418-5684 or

[email protected]; Peter A. Kals, Special Counsel, DCR, at 202-418-

5466 or [email protected]; Melissa A. D'Arcy, Special Counsel, DCR, at

202-418-5086 or [email protected]; Meghan A. Tente, Special Counsel, DCR,

at 202-418-5785 or [email protected]; Michael A. Penick, Economist,

Office of the Chief Economist (OCE), at 202-418-5279 or

[email protected]; or Lihong McPhail, Research Economist, OCE, at 202-

418-5722 or [email protected], in each case at the Commodity Futures

Trading Commission, Three Lafayette Centre, 1155 21st Street NW.,

Washington, DC 20581.

SUPPLEMENTARY INFORMATION:

Table of Contents

I. Background

A. The Commission's First Clearing Requirement Determination

B. Clearing Requirements in Other Jurisdictions

C. Regulatory Background

D. Commission Processes for Review and Surveillance of DCOs

II. Review of Swap Submissions

A. General Description of Information Considered

B. Proposed Determination Analysis

III. Proposed Amended Regulation 50.4(a)

IV. Proposed Implementation Schedule

V. Cost Benefit Considerations

A. Statutory and Regulatory Background

B. Overview of Swap Clearing

C. Consideration of the Costs and Benefits of the Commission's

Action

D. Costs and Benefits of the Proposed Rule as Compared to

Alternatives

E. Section 15(a) Factors

VI. Related Matters

A. Regulatory Flexibility Act

B. Paperwork Reduction Act

I. Background

A. The Commission's First Clearing Requirement Determination

In December 2012, pursuant to section 2(h)(1)(A) of the CEA, which

was added to the CEA by section 723 of Title VII of the Dodd-Frank Wall

Street Reform and Consumer Protection Act (Dodd-Frank Act), the

Commission published its first clearing requirement determination

(First Clearing Requirement Determination).\2\ The First Clearing

Requirement Determination was implemented between March 2013 and

October 2013 based on the schedule described in regulation 50.25 and

the preamble to the First Clearing Requirement Determination.\3\

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\2\ Clearing Requirement Determination Under Section 2(h) of the

CEA, 77 FR 74284 (Dec. 13, 2012) (codified at 17 CFR 50.1 through

50.10).

\3\ See 17 CFR 50.25; 77 FR at 74319-21.

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The First Clearing Requirement Determination required the clearing

of swaps within four classes of interest rate swaps and two classes of

credit default swaps (CDS) that meet certain specifications. The

Commission focused on these interest rate swaps and CDS in the First

Clearing Requirement Determination because of the size of these markets

relative to the derivatives market overall and because these swaps were

already widely being cleared.\4\

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\4\ See 77 FR at 74287.

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The four classes of interest rate swaps required to be cleared by

the First Clearing Requirement Determination were: (i) Fixed-to-

floating swaps; (ii) basis swaps; (iii) overnight index swaps (OIS);

and (iv) forward rate agreements (FRAs). As set forth in regulation

50.4(a), each class is limited to swaps having certain specifications

pertaining to: (i) The currency in which the notional and payment

amounts are specified; (ii) the floating rate index referenced in the

swap; (iii) the stated termination date; (iv) optionality; (v) dual

currencies; and (vi) conditional notional amounts.

With respect to the currency specification, the Commission limited

the interest rate swaps required to be cleared to those denominated in

U.S. dollars (USD), Euros (EUR), British pounds (GBP), and Japanese yen

(JPY). In coming to this decision, the Commission noted that the

interest rate swaps denominated in these currencies accounted for an

outsized portion of the entire interest rate swap market in terms of

both notional amounts outstanding and trading volumes compared to

interest rate swaps denominated in other currencies.\5\ The Commission

also noted that it expected to publish a

[[Page 39507]]

clearing requirement determination for interest rate swaps denominated

in additional currencies in the future.\6\ For the reasons discussed

below, the clearing requirement determination proposed today would

amend the First Clearing Requirement Determination to add a requirement

to clear fixed-to-floating interest rate swaps denominated in nine

additional currencies in which Chicago Mercantile Exchange, Inc. (CME),

Eurex Clearing AG (Eurex), LCH.Clearnet Ltd. (LCH), and Singapore

Exchange Derivatives Clearing Ltd. (SGX), each a Commission-registered

DCO, clear interest rate swaps.\7\ These additional currencies are

Australian dollar (AUD), Canadian dollar (CAD), Hong Kong dollar (HKD),

Mexican peso (MXN), Norwegian krone (NOK), Polish zloty (PLN),

Singapore dollar (SGD), Swedish krona (SEK), and Swiss franc (CHF)

(collectively, the nine additional currencies).\8\ The clearing

requirement determination proposed today also would require the

clearing of certain basis swaps denominated in AUD, which are currently

cleared by CME and LCH. Under the First Clearing Requirement

Determination, certain basis swaps denominated in USD, EUR, GBP, and

JPY must be cleared. The proposal also would require the clearing of

certain AUD-, NOK-, PLN-, and SEK-denominated FRAs. Under the First

Clearing Requirement Determination, certain FRAs denominated in USD,

EUR, GBP, and JPY must be cleared.

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\5\ Id. at 74308.

\6\ Id. at 74309. In the First Clearing Requirement

Determination, the Commission also stated that it intended to

consider other swaps submitted by DCOs, such as agricultural,

energy, and equity indices, as well as additional classes of CDS for

a possible clearing requirement determination. See id. at 74287 and

n.24. The Commission is committed to reviewing all swaps submitted

by DCOs to determine whether such swaps should be required to be

cleared, although it is possible that the Commission may determine

that certain of these swaps are not appropriate for required

clearing at this time. Finally, the Commission also may consider

other classes of swaps for a clearing requirement determination,

including additional types of CDS, as well as certain foreign

exchange swaps, such as non-deliverable forwards.

\7\ Two DCOs that the Commission has exempted from registration,

ASX Clear (Futures) Pty Ltd. (Australia) and OTC Clearing Hong Kong

Ltd., clear some of the swaps covered by this proposed determination

(AUD- and HKD-denominated interest rate swaps, respectively).

Pursuant to Commission orders, these two DCOs are permitted to clear

for U.S. proprietary accounts but not for U.S. customers. In

addition, these DCOs have not submitted filings under Commission

regulation 39.5(b). Consequently, this proposal addresses only those

registered DCOs that have submitted swaps for consideration under

CFTC regulations.

\8\ See Table 1 for information as to which registered DCOs

clear fixed-to-floating interest rate swaps denominated in which

currencies.

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With respect to the stated termination date specification, which

also is referred to as the maturity of an interest rate swap, the First

Clearing Requirement Determination stated that, for OIS denominated in

USD, EUR, and GBP, the range of termination dates subject to the

clearing requirement was 7 days to 2 years. At the time, the Commission

found that OIS with termination dates within this range warranted a

clearing requirement determination because they had sufficient notional

outstanding and trading liquidity necessary for a DCO to successfully

risk manage and price them.\9\

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\9\ Id. at 74310.

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When the First Clearing Requirement Determination was published,

CME had not yet begun clearing OIS with termination dates greater than

two years, and, although LCH had been offering such OIS for clearing,

LCH data did not show any outstanding notional for these OIS.\10\ Both

LCH and CME now clear OIS out to 30 years, and Eurex offers to clear

OIS out to 30 years as well. For the reasons discussed herein, the

clearing requirement determination proposed today also would amend the

First Clearing Requirement Determination to require the clearing of OIS

with termination dates out to three years. Finally, the clearing

requirement determination proposed today also would require the

clearing of OIS denominated in AUD and CAD.

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\10\ Id.

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B. Clearing Requirements in Other Jurisdictions

Following is a summary of actions taken by other jurisdictions

towards implementing clearing requirements for interest rate swaps

denominated in the nine additional currencies. The Commission believes

that it is important to harmonize its swap clearing requirement with

clearing requirements promulgated in other jurisdictions. For example,

if a non-U.S. jurisdiction issued a clearing requirement and a swap

dealer (SD) located in the U.S. were not subject to that non-U.S.

clearing requirement, then a swap market participant located in the

non-U.S. jurisdiction might be able to avoid the non-U.S. clearing

requirement by entering into a swap with the SD located in the U.S.

As the Commission reviewed the regulation 39.5(b) submissions from

DCOs, it considered whether those products offered for clearing at DCOs

were subject, or were likely to be subject, to a clearing requirement

in another jurisdiction. For those products that were the subject of a

clearing requirement rule or proposal outside of the U.S., the

Commission reviewed the product specifications of the products and the

processes used by non-U.S. regulators. In addition, the Commission

reviewed data produced in connection with any rule proposals or final

rules implementing a clearing requirement in non-U.S. jurisdictions.

Finally, the Commission considered comments submitted in response to

clearing determination rule proposals in non-U.S. jurisdictions and any

subsequent changes that regulators made to final rules implementing a

clearing requirement. The Commission was informed by its review of non-

U.S. jurisdictions' clearing requirement determinations and considered

those determinations in preparing this proposed determination.

Accordingly, the scope of the swaps included in this proposal

reflects the Commission's desire to harmonize with our counterparts

abroad and is informed by the work of those regulators, as described

below. In addition, the specifications of the swaps included in this

proposed determination are intended to be consistent with those

referenced in clearing requirements published by the Commission's

counterparts abroad.

i. Australia

The Australian Securities and Investments Commission (ASIC) has

published regulations that will require certain Australian and non-

Australian entities to clear AUD-, USD-, GBP-, EUR-, and JPY-

denominated fixed-to-floating interest rate swaps, basis swaps, and

FRAs, as well as AUD-, USD-, GBP-, and EUR-denominated OIS.\11\ The

regulations' swap classes are co-extensive to those described in

existing Commission regulation 50.4(a) except for the addition of AUD-

denominated swaps. The Commission's clearing requirement proposal would

make its AUD-denominated swaps in the fixed-to-floating interest rate

swap, basis swap, FRA, and OIS classes consistent with the AUD-

denominated swaps required to be cleared by ASIC. The Australian

clearing requirement commenced for certain financial entities in April

2016.\12\

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\11\ ASIC Derivative Transaction Rules (Clearing) 2015,

available at: https://www.comlaw.gov.au/Details/F2015L01960.

\12\ According to section 1.2.7 of the ASIC Derivative

Transaction Rules (Clearing) 2015, the clearing requirement

commenced on April 4, 2016, the first ``Clearing Start Date.''

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ii. Canada

In 2015, the Canadian Office of the Superintendent of Financial

Institutions (OSFI) issued a ``guideline'' requiring certain Canadian

financial institutions, as well as Canadian branches of non-

[[Page 39508]]

Canadian financial institutions, to clear ``standardized derivatives

where practicable.'' \13\ Also, in 2015, Canada's provincial securities

regulators published a draft rule that would require certain

derivatives to be cleared.\14\ On February 24, 2016, the Canadian

provincial securities regulators published a revised draft rule that

proposes subjecting the following classes of interest rate swaps to a

clearing mandate: CAD-, USD-, EUR-, and GBP-denominated fixed-to-

floating interest rate swaps, basis swaps, and FRAs, as well as CAD-,

USD-, EUR-, and GBP-denominated OIS.\15\ The Canadian provincial

securities regulators' revised rule is expected to be finalized in

2016. The CAD-denominated swaps included in the Commission's proposal

are covered by the Canadian provincial securities regulators' revised

rule.

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\13\ Derivatives Sound Practices Guideline, available at: http://www.osfi-bsif.gc.ca/Eng/fi-if/rg-ro/gdn-ort/gl-ld/Pages/b7.aspx#toc3.

\14\ Draft National Instrument 94-101 respecting Mandatory

Central Counterparty Clearing of Derivatives. Summary available at:

http://www.albertasecurities.com/Regulatory%20Instruments/5022685-v5-Proposed_NI_94-101_package.pdf.

\15\ Draft Regulation 94-101 respecting Mandatory Central

Counterparty Clearing of Derivatives (2nd Publication). Summary

available at: http://www.lautorite.qc.ca/files/pdf/reglementation/instruments-derives/reglements/94-101/2016-02-24/2016fev24-94-101-avis-cons-en.pdf.

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iii. European Union

On August 6, 2015, the European Commission adopted an interest rate

swap clearing requirement that the European Securities and Markets

Authority (ESMA) developed pursuant to the European Market

Infrastructure Regulation (EMIR).\16\ The European interest rate swap

class is coextensive with current Commission regulation 50.4(a), except

that with respect to OIS, the European class covers OIS with a

termination date range of up to three years instead of two. Like

current regulation 50.4(a), the European class covers interest rate

swaps denominated in USD, EUR, GBP, and JPY, not in any of the nine

additional currencies.\17\ Compliance with the European clearing

requirement will be phased in between 2016 and 2018 depending on the

type of counterparty.\18\

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\16\ European Commission press release announcing the European

Clearing Obligation, available at: http://europa.eu/rapid/press-release_IP-15-5459_en.htm.

\17\ Regulation (EU) No. 648/2012. See Revised Opinion, Draft

RTS on the Clearing Obligation on Interest Rate Swaps, Annex I,

pages 24-25 (Mar. 6, 2015), available at: https://www.esma.europa.eu/sites/default/files/library/2015/11/2015-511_revised_opinion_on_draft_rts_on_the_clearing_obligation.pdf.

\18\ Id. at 21-23 (Articles 2-5).

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In November 2015, following the close of a comment period, ESMA

recommended to the European Commission that the European Union Clearing

Obligation be expanded to cover NOK-, PLN-, and SEK-denominated fixed-

to-floating interest rate swaps and FRAs.\19\ The NOK-, PLN-, and SEK-

denominated fixed-to-floating interest rate swaps and FRAs included in

the Commission's proposal are covered by ESMA's recommendation to the

European Commission.\20\

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\19\ https://www.esma.europa.eu/sites/default/files/library/2015/11/esma-2015-1629_-final_report_clearing_obligation_irs_other_currencies.pdf.

\20\ Poland and Sweden are members of the European Union, but

Norway is not.

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iv. Hong Kong

On February 5, 2016, the Hong Kong Securities and Futures

Commission and the Hong Kong Monetary Authority jointly published

conclusions to a consultation paper proposing mandatory clearing for

certain interest rate swaps.\21\ The regulators submitted draft rules

to the Legislative Council to implement a clearing requirement covering

fixed-to-floating interest rate swaps and basis swaps denominated in

USD, GBP, EUR, JPY, and HKD, as well as OIS denominated in USD, GBP,

and EUR.\22\ The legislative process has been completed, and the final

rules are to take effect in September 2016.\23\ The HKD-denominated

interest rate swaps included in the Commission's proposal are covered

by the Hong Kong Securities and Futures Commission and the Hong Kong

Monetary Authority's final rules.

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\21\ Consultation Conclusions and Further Consultation on

Introducing Mandatory Clearing and Expanding Mandatory Reporting,

available at: http://www.sfc.hk/edistributionWeb/gateway/EN/consultation/conclusion?refNo=15CP4.

\22\ Id. See also Securities and Futures (OTC Derivative

Transactions--Clearing and Record Keeping Obligations and

Designation of Central Counterparties) Rules, The Government of the

Hong Kong Special Administrative Region Gazette, available at:

http://www.gld.gov.hk/egazette/pdf/20162005/es22016200528.pdf.

\23\ Id.

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v. Mexico

In 2015, Banco de Mexico, the Mexican central bank, published a

clearing requirement mandating that certain Mexican financial

institutions clear MXN-denominated fixed-to-floating interest rate

swaps having a termination date range of approximately two months to 30

years and that reference the Mexican ``Interbank Equilibrium Interest

Rate'' (TIIE).\24\ The clearing requirement became effective for

certain Mexican counterparties on April 1, 2016. The clearing

requirement will commence for certain non-Mexican counterparties

executing swaps opposite Mexican counterparties during the second half

of 2016.\25\ The MXN-denominated interest rate swaps included in the

Commission's proposal are covered by the Banco de Mexico's clearing

requirement.

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\24\ Rules for Derivatives Transactions (Circular 4/2012), Banco

de M[eacute]xico, available at: http://www.banxico.org.mx/disposiciones/circulares/%7BD7250B17-13A4-B0B7-F4E5-04AF29F37014%7D.pdf.

\25\ See Financial Stability Board, Ninth Progress Report on

Implementation, OTC Derivatives Market Reforms, Appendix D

(Timetable for Implementation of Central Clearing Commitment) (July

24, 2015), available at: http://www.financialstabilityboard.org/wp-content/uploads/OTC-Derivatives-Ninth-July-2015-Progress-Report.pdf

[hereinafter ``Ninth Progress Report on Implementation''], at

Appendix D.

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vi. Singapore

In 2015, the Monetary Authority of Singapore (MAS) published

proposed regulations that would require the clearing of SGD-denominated

fixed-to-floating interest rate swaps referencing the Swap Offer Rate

(SOR) and USD-denominated fixed-to-floating interest rate swaps

referencing LIBOR.\26\ The SGD-denominated interest rate swaps included

in the Commission's proposal are covered by the MAS's proposed

regulations.

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\26\ Summary published by MAS available at: http://www.mas.gov.sg/News-and-Publications/Media-Releases/2015/MAS-Consults-on-Proposed-Regulations-for-Mandatory-Clearing-of-OTC-Derivatives.aspx. See also Ninth Progress Report on Implementation,

at Appendix D.

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vii. Switzerland

In 2015, the Swiss parliament adopted legislation providing a

framework for a swap clearing requirement. A clearing requirement is

expected to be phased in during the second half of 2016. It is not yet

known which products such a clearing requirement would cover.\27\

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\27\ See Ninth Progress Report on Implementation, at Appendix D.

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C. Regulatory Background

Like the First Clearing Requirement Determination, the clearing

requirement proposed herein would require the clearing of certain

interest rate swaps pursuant to section 2(h) of the CEA. Under section

2(h)(1)(A) of the CEA, it is unlawful for any person to engage in a

swap unless that person submits such swap for clearing to a DCO that is

registered under the CEA or a DCO that is exempt from registration

under the CEA if the swap is required to be cleared. A clearing

requirement determination may be initiated by a swap submission from a

registered DCO.\28\ Section 2(h)(2)(B)(i) of the CEA

[[Page 39509]]

requires a DCO to submit to the Commission each swap, or any group,

category, type, or class of swaps that it plans to accept for clearing

and provide notice to its members of the submission. Regulation 39.5(b)

implements the procedural elements of section 2(h)(2)(B)-(C) by

establishing the procedures for the submission of swaps by a DCO to the

Commission for a clearing requirement determination.\29\

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\28\ Section 2(h)(2) of the CEA provides the Commission with

authority to issue a determination that a swap is required to be

cleared pursuant to two separate review processes. CEA section

2(h)(2)(A) provides for a Commission-initiated review process

whereby the Commission, on an ongoing basis, must review swaps (or a

group, category, type or class of swaps) to make a determination as

to whether a swap (or group, category, type or class of swaps)

should be required to be cleared. The other process provided under

section 2(h)(2)(B) of the CEA entails the Commission's review of

swaps that are submitted by DCOs. Specifically, CEA section

2(h)(2)(B)(i) requires that each DCO submit to the Commission each

swap (or group, category, type or class of swaps) that it plans to

accept for clearing. The swaps subject to this proposed

determination were submitted by DCOs pursuant to CEA section

2(h)(2)(B)(i) and Commission regulation 39.5.

\29\ Section 2(h)(2)(B)-(C) of the CEA describes the process

pursuant to which the Commission is required to review swap

submissions from DCOs to determine whether the swaps should be

subject to the clearing requirement.

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D. Commission Processes for Review and Surveillance of DCOs

i. Part 39 Regulations Set Forth Standards for Compliance

Section 5b(c)(2) of the CEA sets forth 18 core principles with

which DCOs must comply to be registered and to maintain registration.

The core principles address numerous issues, including financial

resources, participant and product eligibility, risk management,

settlement procedures, default management, system safeguards,

reporting, recordkeeping, public information, and legal risk.

Each of the DCOs that submitted the interest rate swaps that are

the subject of this proposed determination are registered with the

Commission. The DCOs' regulation 39.5(b) submissions discussed herein

identify swaps that the DCOs are currently clearing. Consequently, the

Commission has been reviewing and monitoring compliance by the DCOs

with the core principles for clearing the submitted swaps.

The primary objective of the Commission's supervisory program is to

ensure compliance with applicable provisions of the CEA and

implementing regulations, and, in particular, the core principles

applicable to DCOs. A primary concern of the program is to monitor and

mitigate potential risks that can arise in derivatives clearing

activities for the DCO, its members, and entities using the DCO's

services. Accordingly, the Commission's supervisory program takes a

risk-based approach.

In addition to the core principles set forth in section 5b(c)(2) of

the CEA, section 5c(c) of the CEA governs the procedures for review and

approval of new products, new rules, and rule amendments submitted to

the Commission by DCOs. Part 39 of the Commission's regulations

implements sections 5b and 5c(c) of the CEA by establishing specific

requirements for compliance with the core principles, as well as

procedures for registration, for implementing DCO rules, and for

clearing new products. Part 40 of the Commission's regulations sets

forth additional provisions applicable to a DCO's submission of rule

amendments and new products to the Commission.

The Commission has means to enforce compliance, including the

Commission's ability to sue the DCO in federal court for civil monetary

penalties,\30\ issue a cease and desist order,\31\ or suspend or revoke

the registration of the DCO.\32\ In addition, any deficiencies or other

compliance issues observed during ongoing monitoring or an examination

are frequently communicated to the DCO and various measures are used by

the Commission to ensure that the DCO appropriately addresses such

issues, including escalating communications within the DCO management

and requiring the DCO to demonstrate, in writing, timely correction of

such issues.

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\30\ See section 6c of the CEA.

\31\ See section 6b of the CEA.

\32\ See section 5e of the CEA.

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ii. Initial Registration Application Review and Periodic In-Depth

Reviews

Section 5b of the CEA requires a DCO to register with the

Commission. In order to do so, an organization must submit an

application demonstrating that it complies with the core principles.

During the review period, the Commission generally conducts an on-site

review of the prospective DCO's facilities, asks a series of questions,

and reviews all documentation received. The Commission may ask the

applicant to make changes to its rules to comply with the CEA and the

Commission's regulations.

After registration, the Commission conducts examinations of DCOs to

determine whether the DCO is in compliance with the CEA and Commission

regulations. The examination consists of a planning phase where staff

reviews information the Commission has on hand to determine whether the

information raises specific issues and to develop an examination plan.

The examination team participates in a series of meetings with the DCO

at its facility. Commission staff also communicates with relevant DCO

staff, including senior management, and reviews documentation. Data

produced by the DCO is independently tested. Finally, when relevant,

walk-through testing is conducted for key DCO processes.

Commission staff also reviews DCOs that are systemically important

(SIDCOs) at least once a year. CME has been determined to be a SIDCO.

iii. Commission Daily Risk Surveillance

Commission risk surveillance staff monitors the risks posed to and

by DCOs, clearing members, and market participants, including market

risk, liquidity risk, credit risk, and concentration risk. The analysis

includes review of daily, large trader reporting data obtained from

market participants, clearing members, and DCOs, which is available at

the trader, clearing member, and DCO levels. Relevant margin and

financial resources information also is included within the analysis.

Commission staff regularly conducts back testing to review margin

coverage at the product level and follows up with the relevant DCO

regarding any exceptional results. Independent stress testing of

portfolios is conducted on a daily, weekly, and ad hoc basis. The

independent stress tests may lead to individual trader reviews and/or

futures commission merchant (FCM) risk reviews to gain a deeper

understanding of a trading strategy, risk philosophy, risk controls and

mitigants, and financial resources at the trader and/or FCM level. The

traders and FCMs that have a higher risk profile are then reviewed

during the Commission's on-site review of a DCO's risk management

procedures.

Given the importance of DCOs within the financial system and the

heightened scrutiny as more transactions are moved into central

clearing, the goal of the Commission risk surveillance staff is: (1) To

identify positions in cleared products subject to the Commission's

jurisdiction that pose significant financial risk; and (2) to confirm

that these risks are being appropriately managed. Commission risk

surveillance staff undertakes these tasks at the trader level, the

clearing member level, and the DCO level. That is, staff identifies

both traders that pose risks to clearing members and clearing members

that pose risks to the DCO. Staff then evaluates the financial

resources and risk management practices of traders, clearing members,

and DCOs in relation to those risks. Commission risk

[[Page 39510]]

surveillance staff routinely monitors conditions in assigned markets

throughout the day. Because of the work done in identifying accounts of

interest, analysts are able to focus their efforts on those traders

whose positions warrant heightened scrutiny under current conditions.

To gain insight into how markets operate during stressed market

conditions, an essential technique in evaluating risk is the use of

stress testing. Stress testing is the practice of determining the

potential loss (or gain) to a position or portfolio based on a

hypothetical price change or a hypothetical change in a price input

such as option volatility. Commission risk surveillance staff conducts

a wide array of stress tests. Some stress tests are based on the

greatest price move over a specified period of time such as the last

five years or the greatest historical price change. Another stress

testing technique is the use of ``event based'' stress testing that

replicates the price changes on a particular date in history, such as

September 11, 2001, or Hurricane Katrina. Price changes can be measured

as a dollar amount or a percentage change. This flexibility can be

helpful when price levels have changed by a large amount over time. For

example, the actual price changes in equity indices in October 1987 are

not particularly large at today's market levels but the percentage

changes are meaningful.

The general standard in designing stress tests is to use ``extreme

but plausible'' market moves. After identifying accounts at risk and

estimating the size of the risk, the third step is to compare that risk

to the assets available to cover it. Because stress testing, by

definition, involves extreme moves, hypothetical results will exceed

initial margin requirements on a product basis, i.e., the price moves

will be in the 1% tail. Many large traders, however, carry portfolios

of positions with offsetting characteristics. In addition, many traders

and clearing members deposit excess initial margin in their accounts.

Therefore, even under stressed conditions, in many instances the total

initial margin available may exceed potential losses or the shortfall

may be relatively small.

Each DCO maintains a financial resources package that protects the

DCO against clearing member defaults. If a clearing member defaults on

its obligations, the first layer of protection against a DCO default is

the defaulting clearing member's initial margin as well as the

defaulting clearing member's guaranty fund contribution. The second

layer of protection against a DCO default, after the defaulting

clearing member's initial margin and guaranty fund contribution, is the

DCO's capital contribution. The third layer of protection against a DCO

default is the DCO's mutualized resources, which often include guaranty

fund contributions of non-defaulting clearing members and assessments

of non-defaulting clearing members. These layers of protection comprise

the DCO's financial resources package.

Commission risk surveillance staff compares the level of risk posed

by clearing members to a DCO's financial resources package on an

ongoing basis. Pursuant to Commission regulation 39.11(a), a DCO must

have sufficient financial resources to cover a default by the clearing

member posing the largest risk to the DCO. Pursuant to Commission

regulation 39.33(a), a systemically important DCO must have sufficient

financial resources to cover defaults by the clearing members posing

the two largest risks to the DCO. Commission risk surveillance staff

periodically compares stress test results with DCOs to assess their

financial capacity.

Commission risk surveillance staff frequently discusses the risks

of particular accounts or positions with relevant DCOs. For example, as

a follow-up to a trader review, Commission risk surveillance staff

might compare its stress test results with those of the DCO. As also

noted above, in the case of FCMs, there have been instances where, as a

result of Commission risk surveillance staff comments or inquiries,

DCOs have taken action to revise their stress tests and/or financial

resources package to align with Commission risk surveillance staff's

recommendations.

II. Review of Swap Submissions

A. General Description of Information Considered

CME and LCH provided the Commission with regulation 39.5(b)

submissions relating to: Fixed-to-floating interest rate swaps

denominated in the nine additional currencies; AUD-denominated basis

swaps; and USD-, EUR-, and GBP-denominated OIS with termination dates

of up to 30 years. CME and LCH provided Sec. 39.5(b) submissions

pertaining to the FRAs and OIS listed in Table 1, below. CME and SGX

provided submissions relating to MXN- and SGD-denominated fixed-to-

floating interest rate swaps, respectively. Eurex provided a submission

relating to CHF-denominated fixed-to-floating interest rate swaps and

OIS denominated in USD, EUR, and GBP with terms up to 30 years plus 10

business days.\33\ Based on representations made by LCH to the

Commission, LCH will begin offering MXN-denominated fixed-to-floating

interest rate swaps during 2016. CME, Eurex, LCH, and SGX are eligible

to clear interest rate swaps.\34\

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\33\ The Sec. 39.5(b) submissions are available on the

Commission's Web site at: http://www.cftc.gov/IndustryOversight/IndustryFilings/index.htm. Submission materials that a submitting

DCO marked for confidential treatment are not available for public

review, pursuant to regulations 39.5(b)(5) and 145.9(d).

\34\ A DCO is presumed eligible to accept for clearing swaps

that are of the group, category, type, or class that the DCO already

clears. See 17 CFR 39.5(a)(1).

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Table 1 summarizes the relevant interest rate swaps submitted by

CME, Eurex, LCH, and SGX.

[[Page 39511]]

Table 1--Summary of Interest Rate Swap Submissions Under Regulation 39.5(b)

----------------------------------------------------------------------------------------------------------------

Maximum stated

Currency Floating rate termination date CME Eurex LCH SGX

index (years)

----------------------------------------------------------------------------------------------------------------

Fixed-to-Floating Interest Rate Swaps

----------------------------------------------------------------------------------------------------------------

AUD........................... BBSW............. 30 Yes...... No....... Yes...... No

CAD........................... CDOR............. 30 Yes...... No....... Yes...... No

CHF........................... LIBOR............ 30 Yes...... Yes...... Yes...... No

HKD........................... HIBOR............ 10 Yes...... No....... Yes...... No

MXN........................... TIIE-BANXICO..... 21 Yes...... No....... No \35\.. No

NOK........................... NIBOR............ 10 Yes...... No....... Yes...... No

PLN........................... WIBOR............ 10 Yes...... No....... Yes...... No

SGD........................... SOR-VWAP......... 10 Yes...... No....... Yes...... Yes

SEK........................... STIBOR........... 30 Yes...... No....... Yes...... No

----------------------------------------------------------------------------------------------------------------

Basis Swap

----------------------------------------------------------------------------------------------------------------

AUD........................... BBSW............. 30 Yes...... No....... Yes...... No

----------------------------------------------------------------------------------------------------------------

Overnight Index Swaps

----------------------------------------------------------------------------------------------------------------

USD........................... FedFunds......... 30 Yes...... Yes...... Yes...... No

EUR........................... EONIA............ 30 Yes...... Yes...... Yes...... No

GBP........................... SONIA............ 30 Yes...... Yes...... Yes...... No

AUD........................... AONIA-OIS........ 5.5 No....... No....... Yes...... No

CAD........................... CORRA-OIS........ 2 No....... No....... Yes...... No

----------------------------------------------------------------------------------------------------------------

Forward Rate Agreements

----------------------------------------------------------------------------------------------------------------

AUD........................... BBSW............. 3 Yes...... No....... No....... No

NOK........................... NIBOR............ 2 Yes...... No....... Yes...... No

PLN........................... WIBOR............ 2 Yes...... No....... Yes...... No

SEK........................... STIBOR........... 3 Yes...... No....... Yes...... No

----------------------------------------------------------------------------------------------------------------

The Commission notes that these interest rate swaps are all single

currency swaps without optionality, as defined by the applicable DCO.

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\35\ LCH plans to offer clearing of MXN-denominated fixed-to-

floating interest rate swaps in 2016.

---------------------------------------------------------------------------

The submissions from CME, Eurex, LCH, and SGX provided the

information required by regulation 39.5(b)(3)(i)-(viii), which, along

with other information, has assisted the Commission in making a

quantitative and qualitative assessment that these swaps should be

subject to a clearing requirement determination.\36\ In making this

proposed clearing requirement determination, the Commission considered

the ability of CME, Eurex, LCH, and SGX to clear a given swap, as well

as data supplied cumulatively from each DCO for these swaps. The

Commission also reviewed the existing rule frameworks and risk

management policies of each DCO.

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\36\ In their submissions, CME and LCH stated that they had

provided notice of the submissions to members as required by

regulation 39.5(b)(3)(viii). SGX stated that its Sec. 39.5(b)

submission was published on its Web site. Eurex stated that it will

forward its Sec. 39.5(b) submission to its members so that they may

comment.

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Additionally, the Commission considered industry data, as

available, as well as other publicly available data sources, including

information that has been made publicly available pursuant to part 43

of the Commission's regulations (part 43 data).\37\ This notice of

proposed rulemaking also reflects consultation with the staff of the

Securities and Exchange Commission, U.S. prudential regulators, and

international regulatory authorities. Finally, as regulation 39.5(b)(5)

provides for a 30-day comment period for any clearing requirement

determination, the Commission will consider public comment before

making any final clearing requirement determination.

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\37\ The Commission notes that it also has access to data

pursuant to part 45 of the Commission's regulations (part 45 data)

that is used in the cost benefit considerations in section V below.

For the purposes of this proposal, the Commission decided to use the

part 43 data in the determination analysis in section II.B below to

enable commenters to review the same data that the Commission

reviewed in making the determination. The Commission may in the

future rely on aggregated, anonymized part 45 data in making such

determinations.

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B. Proposed Determination Analysis

i. Background Information on Interest Rate Swaps

Interest rate swaps generally are agreements wherein counterparties

agree to exchange payments based on a series of cash flows over a

specified period of time, typically calculated using two different

rates, multiplied by a notional amount. As of June 2015, according to

an estimate by the Bank for International Settlements (BIS), there was

approximately $435 trillion in outstanding notional of interest rate

swaps, which represents approximately 79% of the total outstanding

notional of all derivatives.\38\

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\38\ Semi-Annual OTC Derivatives Statistics at End-June 2015,

published December 2015 available at: https://www.bis.org/statistics/derstats.htm. The BIS data provides the broadest market-

wide estimates of interest rate swap activity available to the

Commission. The Commission receives swaps market information

pursuant to Parts 43 and 45 of the Commission's regulations. See

also Swap Data Recordkeeping and Reporting Requirements, 77 FR 2136

(Jan. 13, 2012); Real-Time Public Reporting of Swap Transaction

Data, 77 FR 1182 (Jan. 9, 2012). However, this data only includes

swaps subject to the Commission's jurisdiction, i.e., those swaps

subject to the Dodd-Frank Act. The BIS data represents the broader

swaps market, some of which is not reportable to the Commission

under the Dodd-Frank Act.

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Section 2(h)(2)(A)(i) of the CEA provides that the Commission shall

review each swap, or any group, category, type, or class of swaps to

make a determination as to whether the swap or group, category, type,

or class of swaps should be required to be cleared. The proposed

clearing requirement determination would amend the four classes of

interest rate swaps that the

[[Page 39512]]

Commission defined in the First Clearing Requirement Determination:

1. Fixed-to-floating swaps: Swaps in which the payment or payments

owed for one leg of the swap is calculated using a fixed rate and the

payment or payments owed for the other leg are calculated using a

floating rate.

2. Basis swaps: Swaps for which the payments for both legs are

calculated using floating rates.

3. Forward rate agreements: Swaps in which payments are exchanged

on a pre-determined date for a single specified period and one leg of

the swap is calculated using a fixed rate and the other leg is

calculated using a floating rate that is set on a pre-determined date.

4. Overnight Index Swaps: Swaps for which one leg of the swap is

calculated using a fixed rate and the other leg is calculated using a

floating rate based on a daily overnight rate.

Interest rate swaps within the classes described above are required

to be cleared according to the First Clearing Requirement Determination

if they meet certain specifications: (i) Currency in which notional and

payment amounts of a swap are specified; (ii) floating rate index

referenced in the swap; and (iii) stated termination date of the swap.

The Commission also included the following three ``negative''

specifications: \39\ (i) no optionality; (ii) no dual currencies; and

(iii) no conditional notional amounts.\40\ The clearing requirement

determination proposed today analyzes the additional interest rate

swaps submitted by CME, Eurex, LCH, and SGX according to these

classifications and specifications.

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\39\ The negative specifications are product specifications that

are explicitly excluded from the clearing requirement. All

specifications are listed in regulation 50.4.

\40\ The First Clearing Requirement Determination described the

term ``conditional notional amount'' as ``notional amounts that can

change over the term of a swap based on a condition established by

the parties upon execution such that the notional amount of the swap

is not a known number or schedule of numbers, but may change based

on the occurrence of some future event. This term does not include

what are commonly referred to as `amortizing' or `roller coaster'

notional amounts for which the notional amount changes over the term

of the swap based on a schedule of notional amounts known at the

time the swap is executed. Furthermore, it would not include a swap

containing early termination events or other terms that could result

in an early termination of the swap if a DCO clears the swap with

those terms.'' See 77 FR at 74302 n. 108.

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ii. Consistency With Core Principles for Derivatives Clearing

Organizations

Section 2(h)(2)(D)(i) of the CEA requires the Commission to

determine whether a clearing requirement determination would be

consistent with the core principles for registered DCOs set forth in

section 5b(c)(2) of the CEA and implemented in part 39 of the

Commission's regulations.\41\ CME, Eurex, LCH, and SGX, each a

registered DCO, already clear the swaps identified in the regulation

39.5(b) submissions described above.\42\ Accordingly, CME, Eurex, LCH,

and SGX already are required to comply with the DCO core principles

with respect to the interest rate swaps being considered by the

Commission as part of this clearing requirement determination.

Moreover, each of these DCOs is subject to the Commission's review and

surveillance procedures with respect to these swaps.

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\41\ The core principles address numerous issues, including

financial resources, participant and product eligibility, risk

management, settlement procedures, default management, system

safeguards, reporting, recordkeeping, public information, and legal

risk. See CEA section 5b(c)(2)(A)-(R); 17 CFR part 39, subparts B

and C.

\42\ Currently, CME is the only registered DCO clearing MXN-

denominated fixed-to-floating interest rate swaps. LCH intends to

file a Sec. 39.5(b) submission regarding this swap in 2016. LCH

does not anticipate that it will need to make a change to its risk

management framework in order to commence clearing MXN-denominated

fixed-to-floating interest rate swaps.

---------------------------------------------------------------------------

For the purposes of reviewing whether the regulation 39.5(b)

submissions are consistent with the DCO core principles, the Commission

has relied on both the information received in the regulation 39.5(b)

submissions and, as discussed above, its ongoing review and risk

surveillance programs.

The Commission believes that CME, Eurex, LCH, and SGX would be

capable of maintaining compliance with the DCO core principles

following a clearing requirement determination for the interest rate

swaps that they currently clear. The Commission has not found any

evidence to conclude that subjecting any of the interest rates swaps

identified herein to a clearing requirement would alter compliance by

CME, Eurex, LCH, or SGX with the DCO core principles. Accordingly, the

Commission believes that each of the regulation 39.5(b) submissions

discussed herein is consistent with section 5b(c)(2) of the CEA.

Request for Comment

The Commission requests comment as to whether the proposed clearing

requirement determination would adversely affect CME's, Eurex's, LCH's,

or SGX's ability to comply with the DCO core principles.

iii. Consideration of the Five Statutory Factors for Clearing

Requirement Determinations

Section 2(h)(2)(D)(ii)(I)-(V) of the CEA identifies five factors

that the Commission must ``take into account'' in making a clearing

requirement determination.\43\ In regulation 39.5(b), the Commission

developed a process for reviewing DCO swap submissions to determine

whether such swaps should be subject to a clearing requirement

determination. The following is the Commission's consideration of the

five factors as they relate to (a) fixed-to-floating interest rate

swaps denominated in the nine additional currencies, (b) AUD-

denominated basis swaps, (c) AUD-, NOK-, PLN-, and SEK-denominated

FRAs, (d) USD-, EUR-, and GBP-denominated OIS with termination dates of

up to three years, and (e) AUD- and CAD-denominated OIS, as submitted

by CME, Eurex, LCH, and SGX pursuant to regulation 39.5(b).

---------------------------------------------------------------------------

\43\ The factors are:

(1) The existence of significant outstanding notional exposures,

trading liquidity, and adequate pricing data;

(2) The availability of rule framework, capacity, operational

expertise and resources, and credit support infrastructure to clear

the contract on terms that are consistent with the material terms

and trading conventions on which the contract is then traded;

(3) The effect on the mitigation of systemic risk, taking into

account the size of the market for such contract and the resources

of the DCO available to clear the contract;

(4) The effect on competition, including appropriate fees and

charges applied to clearing; and

(5) The existence of reasonable legal certainty in the event of

the insolvency of the relevant DCO or one or more of its clearing

members with regard to the treatment of customer and swap

counterparty positions, funds, and property.

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One particular topic that the Commission considered as it reviewed

the five statutory factors for this clearing requirement is the effect

a new clearing mandate would have on a DCO's ability to withstand

stressed market conditions. The post-financial crisis reforms that have

increased the use of central clearing also have increased the

importance of ensuring that central counterparties are resilient,

particularly in times of stress. The Commission has been working with

other domestic and international regulators to make sure that adequate

measures are taken to address the potential financial stability risks

posed by central counterparties. The Commission is focused on the

financial stability of DCOs and is committed to monitoring all

potential risks they face, including those related to increased

clearing due to a new clearing requirement. Accordingly, how DCOs

manage risk during times of market stress, as well as whether DCOs

could manage the incremental risk in stressed market conditions that

may result from the Commission mandating these products for clearing,

are critical factors that the Commission considered in issuing this

proposal.

[[Page 39513]]

a. Factor (I)--Outstanding notional exposures, trading liquidity,

and adequate pricing data.

The first of the five factors requires the Commission to consider

``the existence of significant outstanding notional exposures, trading

liquidity, and adequate pricing data'' related to ``a submission made

[by a DCO].'' \44\ As explained in the proposal for the First Clearing

Determination, there is no single source of data for notional exposures

and trading liquidity for individual products within the global

interest rate swap market.\45\ The Commission has considered multiple

sources of data \46\ on the interest rate swap market that provide the

information the Commission needs to evaluate the first factor,

including: (1) Publicly available real time data disseminated by DTCC

Data Repository (DDR), a provisionally-registered swap data repository

(SDR),\47\ pursuant to part 43 data; (2) data from CME, Eurex, LCH, and

SGX in their capacities as DCOs; (3) data from the BIS; (4) data from

the International Swaps and Derivatives Association (ISDA); and (5)

data from the Futures Industry Association (FIA).\48\

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\44\ See CEA section 2(h)(2)(D)(ii).

\45\ See 77 FR 47170, 47193 and n. 100, Aug. 7, 2012 (citing

Bank of England, ``Thoughts on Determining Central Clearing

Eligibility of OTC Derivatives,'' Financial Stability Paper No. 14,

March 2012, at 11, available at: http://www.bankofengland.co.uk/financialstability/Documents/fpc/fspapers/fs_paper14.pdf.) As

discussed above, the Commission receives data regarding swaps

subject to its jurisdiction pursuant to parts 43 and 45 of the

Commission's regulations. The Commission also receives regular

reporting from registered DCOs, as well as its registered entities.

\46\ The Commission reviews part 43 data, as well as data from

CME, Eurex, LCH, and SGX, on an ongoing basis. Although the part 43

data that is included below in section II.B.iii.a is dated as of the

Second Quarter 2015, Commission staff has not observed significant

changes in the level of trading activity that would cause the

Commission to change its finding that there is regular trading

activity in these markets, as well as a measurable amount of data,

leading the Commission to believe that there are significant

outstanding notional exposures and trading liquidity in the products

that are the subject of this proposal. In addition, although the

data from DCOs presented below in section II.B.iii.a is dated as of

the Second Quarter 2015, Commission staff has not observed

significant changes in the notional amounts outstanding or the

aggregate notional values of swaps being cleared that would cause

the Commission to change its finding that there are significant

outstanding notional exposures and trading liquidity in the interest

rate swaps that are the subject of this proposal.

\47\ CME SDR and Bloomberg SDR, each a registered SDR, collect

data regarding interest rate swaps but have not collected data

relevant to this proposed determination. ICE Trade Vault, another

registered SDR, does not accept interest rate swaps.

\48\ In the First Clearing Requirement Determination, the

Commission also considered (i) market data published weekly by

TriOptima that covered swap trade information submitted voluntarily

by 14 large derivatives dealers and (ii) trade-by-trade data

provided voluntarily by the 14 dealers to the OTC Derivatives

Supervisors Group (ODSG). See 77 FR at 74307. The Commission is not

using these sources for the determination proposed today because

TriOptima no longer collects its data, and the ODSG data was a one-

time exercise conducted between June and August 2010.

---------------------------------------------------------------------------

The Commission invites market participants to submit data from any

available data sources that it has not considered.

1. Outstanding notional exposures and trading liquidity: Fixed-to-

floating interest rate swaps denominated in the nine additional

currencies.

In assessing the extent of outstanding notional exposures and

trading liquidity for a particular swap, the Commission reviews various

data series to ascertain whether there is an active market for the

swap, including whether the swap is traded on a regular basis as

reflected by trade count, and whether there is a measurable amount of

notional exposures, such that a DCO can adequately risk manage the

swap. In particular, the Commission reviewed the aggregate notional

exposure and the trade count data from a number of sources for each

swap subject to this proposal. While there is no defined standard for

an active market, the Commission believes the data indicates that there

are sufficient outstanding notional exposures and trading liquidity for

fixed-to-floating interest rate swaps denominated in the nine

additional currencies to support a clearing requirement determination.

The part 43 data presented in Table 2 generally demonstrates that there

is significant activity in new fixed-to-floating interest rate swap

trades denominated in each of the nine additional currencies. Table 2

presents aggregate notional values and trade counts of fixed-to-

floating interest rate swaps denominated in these currencies that were

executed during the three-month period from April 1 to June 30,

2015.\49\

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\49\ The data on notional amounts the Commission receives for

interest rate swaps pursuant to part 43 is subject to caps, which

vary based on currency, reference rate, swap class (e.g., FRA vs.

OIS), and maturity of the underlying swap. As a result, the data in

Table 2 will underestimate the amount of notional outstanding for

the reported trades, as around 25% of the trades contained capped

notional amounts. See 17 CFR 43.4(h). According to the adopting

release accompanying part 43, the Commission caps notional amounts

to ensure the anonymity of the parties to a large swap and maintain

the confidentiality of business transactions and market positions.

See Real-Time Public Reporting of Swap Transaction Data, 77 FR 1182,

1213 (Jan. 9, 2012). The rules were amended in May 2013 as they

relate to caps. See Procedures to Establish Appropriate Minimum

Block Sizes for Large Notional Off-Facility Swaps and Block Trades,

78 FR 32866, May 13, 2013.

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The Commission notes the market for any swap is global. Even if the

bulk of the activity in a particular swap occurs between counterparties

located in a single jurisdiction, Table 2 demonstrates that there is

significant participation by U.S. persons in each of the swaps covered

by this proposed determination.\50\

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\50\ Under the Commission's general policy, neither part 43

reporting nor the clearing requirement apply to a swap where neither

counterparty is a U.S. person (although these requirements generally

would apply, with the possibility of substituted compliance, to

certain swaps involving foreign branches of U.S. SDs or major swap

participants (MSPs), or non-U.S. persons that are guaranteed by or

affiliate conduits of U.S. persons). See Interpretive Guidance and

Policy Statement Regarding Compliance With Certain Swap Regulations,

78 FR 45292, 45369-70 (July 26, 2013).

\51\ This table reflects data that was publically disseminated

by DDR and reported to it by the reporting counterparty, a SEF, or

designated contract market (DCM) pursuant to part 43. As such, the

Commission did not independently verify the accuracy of the swap

data. The transactions disseminated to the public were rounded

pursuant to regulation 43.4(g). As a result, this table may

underestimate the amount of notional outstanding for the reported

trades. This table does not include cancelled and corrected swaps

that counterparties reported under part 43. The Commission converted

the notional amounts to USD according to the exchange rates of June

30, 2015. Two other SDRs provisionally registered with the

Commission, CME SDR and Bloomberg SDR, also collect information

pursuant to part 43. During the second quarter of 2015, neither of

those SDRs collected information pertaining to the interest rate

swaps that are the subject of this proposed determination.

Table 2--Part 43 Data Fixed-to-Floating Interest Rate Swaps Aggregate

Notional Amounts and Trade Counts Reported Second Quarter 2015 \51\

------------------------------------------------------------------------

Notional reported Trade

Currency (USD) count

------------------------------------------------------------------------

MXN........................................ 403,621,757,132 15,492

CAD........................................ 318,497,173,863 4,125

AUD........................................ 322,042,446,624 4,898

SEK........................................ 82,092,397,444 1,779

PLN........................................ 47,267,162,195 1,463

NOK........................................ 23,974,272,144 659

SGD........................................ 45,618,398,397 995

CHF........................................ 48,986,953,725 899

HKD........................................ 21,704,787,338 469

------------------------------------------------------------------------

[[Page 39514]]

Table 3.1 demonstrates the notional amounts outstanding of fixed-

to-floating interest rate swaps, denominated in each of the nine

additional currencies except for MXN, cleared at LCH as of July 17,

2015.\52\

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\52\ As mentioned above, LCH intends to commence clearing fixed-

to-floating interest rate swaps denominated in MXN in 2016.

Table 3.1--LCH Data Fixed-to-Floating Interest Rate Swaps Notional

Amounts Outstanding as of July 17, 2015 \53\

------------------------------------------------------------------------

Outstanding notional

Currency \54\ (USD)

------------------------------------------------------------------------

CAD............................................... $3,479,830,407,148

AUD............................................... 3,311,898,621,627

CHF............................................... 1,110,123,528,868

SEK............................................... 942,508,451,280

SGD............................................... 735,450,982,935

PLN............................................... 500,992,688,256

NOK............................................... 402,746,575,455

HKD............................................... 385,067,416,327

------------------------------------------------------------------------

Table 3.2 describes the aggregate notional values and trade counts

of fixed-to-floating interest rate swaps denominated in these

currencies that were cleared at LCH during the three-month period from

April 1 to June 30, 2015.

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\53\ Data includes zero coupon swaps, variable notional swaps,

and inflation swaps. Data excludes basis swaps, FRAs, and OIS. LCH

converted values to USD. All data from LCH cited in this notice of

proposed rulemaking is ``single-sided'' such that notional amounts

correspond to the notional amounts of swaps submitted for clearing.

LCH publishes outstanding notional amounts of the swaps it has

cleared. See LCH's Web site, available at: http://www.swapclear.com/what/clearing-volumes.html.

\54\ As mentioned above, LCH intends to commence clearing fixed-

to-floating interest rate swaps denominated in MXN in 2016.

Table 3.2--LCH Data Fixed-to-Floating Interest Rate Swaps Aggregate

Notional Amounts Cleared and Trade Counts \55\ Second Quarter 2015

------------------------------------------------------------------------

Aggregate notional

Currency \56\ (USD) Trade count

------------------------------------------------------------------------

AUD......................... $747,580,867,222 11,675

CAD......................... 591,935,914,049 8,097

SEK......................... 192,434,187,521 5,827

SGD......................... 188,573,379,738 4,872

CHF......................... 175,203,370,522 3,659

PLN......................... 99,184,390,887 4,249

NOK......................... 72,569,065,080 2,855

HKD......................... 65,655,762,520 1,868

------------------------------------------------------------------------

Table 4.1 demonstrates the notional amounts outstanding of fixed-

to-floating interest rate swaps, denominated in each of the nine

additional currencies, cleared at CME as of July 17, 2015.

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\55\ Like the outstanding notional data, this data includes zero

coupon swaps, variable notional swaps, and inflation swaps.

\56\ The aggregate notional amounts cleared at LCH will appear

to be greater than that reflected in the part 43 data because the

part 43 data only captures swap data subject to the Dodd-Frank Act,

while LCH, a UK entity, clears swaps for participants who may not be

subject to the Commission's jurisdiction. The fact that LCH's

notional amounts are higher supports this proposed clearing

requirement determination because it suggests that there may be

extensive liquidity in these swaps outside the U.S., of which DCOs

could take advantage in order successfully to risk manage and price

these swaps.

Table 4.1--CME Data Fixed-to-Floating Interest Rate Swaps--Open Interest

\57\ as of July 17, 2015 \58\

------------------------------------------------------------------------

Currency Open interest (USD)

------------------------------------------------------------------------

CAD............................................... $295,213,937,641

MXN............................................... 283,989,842,748

AUD............................................... 192,208,979,188

SEK............................................... 30,834,434,233

NOK............................................... 25,396,100,018

CHF............................................... 18,322,872,584

PLN............................................... 4,157,627,521

HKD............................................... 1,937,495,645

SGD............................................... 1,014,201,616

------------------------------------------------------------------------

Table 4.2 describes the aggregate notional values of fixed-to-

floating interest rate swaps denominated in these currencies that were

cleared at CME during the three-month period from April 1 to June 30,

2015.

---------------------------------------------------------------------------

\57\ CME uses the term ``open interest'' to refer to notional

outstanding. CME converted the values to USD. All data from CME

cited in this notice of proposed rulemaking is ``single-sided'' such

that notional amounts correspond to the notional amounts of swaps

submitted for clearing.

\58\ Data excludes basis swaps, FRAs, and OIS. CME publishes

open interest amounts of the swaps it has cleared. See CME's Web

site, available at: http://www.cmegroup.com/trading/interest-rates/cleared-otc/#data.

[[Page 39515]]

Table 4.2--CME Data Fixed-to-Floating Interest Rate Swaps Aggregate

Notional Amounts Cleared and Trade Counts Second Quarter 2015

------------------------------------------------------------------------

Aggregate notional

Currency (USD) Trade count

------------------------------------------------------------------------

MXN............................... $193,941,151,671 7,749

AUD............................... 51,591,005,387 1,194

CAD............................... 91,523,261,511 2,995

SEK............................... 9,712,957,726 998

NOK............................... 5,298,232,932 422

CHF............................... 2,665,840,791 173

PLN............................... 1,097,490,552 577

SGD............................... 355,136,534 32

HKD............................... 211,815,688 16

------------------------------------------------------------------------

As of July 17, 2015, the notional amount of SGD-denominated fixed-

to-floating interest rate swaps cleared at SGX was $58.5 billion.\59\

---------------------------------------------------------------------------

\59\ SGX converted this value from SGD to USD. This figure is

``single-sided'' such that the notional amount corresponds to the

notional amounts of swaps submitted for clearing. SGX publishes

outstanding notional amounts on its Web site, available at: http://www.sgx.com.

---------------------------------------------------------------------------

As another data source, the Commission looked to BIS data. BIS'

most recent triennial central bank survey for interest rate swaps

describes the daily average notional values of interest rate swaps,

including fixed-to-floating interest rate swaps, on a worldwide basis,

denominated in each of the nine additional currencies.

Table 5--Excerpt From BIS Triennial Central Bank Survey 2013 \60\ Over-

the-Counter Single Currency Interest Rate Derivatives Turnover

------------------------------------------------------------------------

Daily average

notional of swaps

(including fixed-

Currency to-floating),

worldwide (USD)

\61\

------------------------------------------------------------------------

AUD.................................................. $62,854,000,000

CAD.................................................. 26,794,000,000

SEK.................................................. 14,618,000,000

MXN.................................................. 9,285,000,000

CHF.................................................. 5,335,000,000

SGD.................................................. 3,349,000,000

NOK.................................................. 2,560,000,000

PLN.................................................. 2,138,000,000

HKD.................................................. 1,992,000,000

------------------------------------------------------------------------

More recently, BIS has published statistics showing significant

outstanding notional amounts for CAD-, CHF-, and SEK-denominated

interest rate swaps: Approximately $10.3 trillion CAD-denominated,

approximately $3.2 trillion CHF-denominated, and approximately $2.4

trillion SEK-denominated.\62\

---------------------------------------------------------------------------

\60\ BIS Triennial Central Bank Survey, Interest Rate

Derivatives Market Turnover in 2013, Tables 1 and 2.1-2.6 (December

2013), available at: http://www.bis.org/publ/rpfxf13irt.pdf.

\61\ Data as of April 2013. BIS converted the figures to USD.

\62\ Interest rate derivatives by instrument, counterparty, and

currency. Notional amounts outstanding, expressed in USD, at end

June 2015, available at: http://stats.bis.org/statx/srs/table/d7?p=20151&c=. This report does not provide data specific to

interest rate swaps denominated in the rest of the nine additional

currencies.

---------------------------------------------------------------------------

On a daily basis, using data collected from DDR, ISDA's

``SwapsInfo'' report publishes the notional value and trade counts of

fixed-to-floating interest rate swaps denominated in four of the nine

additional currencies.\63\ For example, Table 6 shows the aggregate

notional values and trade counts of such swaps entered into on

September 15, 2015.

---------------------------------------------------------------------------

\63\ SwapsInfo provides data from DDR and Bloomberg SDR

``required to be disclosed under U.S. regulatory guidelines.''

SwapsInfo does not provide information specific to interest rate

swaps denominated in the rest of the nine additional currencies. The

SwapsInfo referenced in Table 6 only includes information from DDR.

See SwapsInfo Web site, available at: http://www.swapsinfo.org/charts/derivatives/price-transaction.

Table 6--Excerpt From ISDA SwapsInfo Interest Rate Derivatives--Price/

Transaction Data Fixed-to-Floating Interest Rate Swaps

------------------------------------------------------------------------

Approximate

aggregate Aggregate trade

notional amount count executed on

Currency executed on September 15,

September 15, 2015

2015 (USD) \64\

------------------------------------------------------------------------

AUD............................... $2,143,376,093 51

CAD............................... 1,515,366,916 30

[[Page 39516]]

 

MXN............................... 283,339,847 142

PLN............................... 141,249,743 19

------------------------------------------------------------------------

The Commission also reviewed data published by the FIA, in its

``SEF Tracker'' report,\65\ consisting of weekly aggregate notional

values of interest rate swaps, including FRAs, denominated in various

currencies, including five of the nine additional currencies, which

have been transacted on 12 swap execution facilities (SEFs) that are

now registered with the Commission.\66\ Table 7 shows the aggregate

notional values of interest rate swaps denominated in AUD, CAD, MXN,

PLN, and SEK executed on SEFs during the week of May 25, 2015, as well

as such swaps denominated in CHF, HKD, and NOK.\67\

---------------------------------------------------------------------------

\64\ The Commission converted the values to USD as of Sept. 18,

2015. ISDA SwapsInfo does not provide data for CHF-, HKD-, NOK-,

SEK-, or SGD-denominated interest rate swaps.

\65\ SEF Tracker is published periodically on FIA's Web site,

available at: https://fia.org/sef-tracker.

\66\ The SEFs include: BGC; Bloomberg; DW; GFI; Javelin; ICAP;

IGDL; LatAm; Tradition; trueEx; Tullet Prebon; and TW. The

Commission recognizes that under section 2(h)(8) of the CEA and

regulations 37.10 and 38.12, the adoption of the clearing

requirement proposed herein could result in a trade execution

requirement for some or all of the interest rate swaps discussed in

this proposal.

\67\ The published report does not contain information for CHF-,

HKD-, and NOK-denominated interest rate swaps. FIA provided figures

for those swaps to the Commission. According to FIA, no SGD-

denominated interest rate swaps were transacted on SEFs during the

week of May 25, 2015. During the week of July 26, 2015, the

aggregate notional amount of SGD-denominated interest rate swaps

executed on SEFs was $7,305,402.

Table 7--FIA Data Weekly Notional Volume of Interest Rate Swaps

(Including FRAs) by Currency \68\

------------------------------------------------------------------------

Aggregate weekly

notional volume

Currency executed on SEFs

Week of May 25,

2015 (USD) \69\

------------------------------------------------------------------------

AUD.................................................. $36,194,670,000

MXN.................................................. 19,526,810,000

CAD.................................................. 12,527,450,000

CHF.................................................. 6,686,971,251

SEK.................................................. 5,958,000,000

PLN.................................................. 1,420,000,000

NOK.................................................. 1,403,918,860

HKD.................................................. 51,589,605

------------------------------------------------------------------------

In summary, the data indicates varying levels of activity, measured

by outstanding notional amounts and trade counts, in fixed-to-floating

interest rate swaps denominated in the nine additional currencies. The

Commission also acknowledges that the data comes from various, limited

periods of time that do not explicitly include periods of market

stress. However, the Commission believes that the data demonstrates

sufficient regular trading activity and outstanding notional exposures

in the swaps to provide the liquidity necessary for DCOs to

successfully risk manage these products and to support a clearing

requirement.

---------------------------------------------------------------------------

\68\ May 2015 edition of FIA SEF Tracker, available at: https://fia.org/articles/fia-releases-sef-tracker-report-may.

\69\ FIA converted the values to USD.

---------------------------------------------------------------------------

Request for Comment

The Commission requests comment regarding whether there are

sufficient outstanding notional exposures and trading liquidity in

fixed-to-floating interest rate swaps denominated in any or all of the

nine additional currencies, during both stressed and non-stressed

market conditions, to support a clearing requirement.

2. Outstanding notional exposures and trading liquidity: AUD-

denominated basis swaps.

The First Clearing Requirement Determination required the clearing

of certain USD-, EUR-, GBP-, and JPY-denominated basis swaps. As part

of the proposed clearing requirement determination, the Commission is

proposing to amend the basis swap class to include AUD-denominated

basis swaps.

According to part 43 data, 366 new AUD-denominated basis swaps were

executed during the three-month period from April 1 to June 30, 2015.

The aggregate notional value of these swaps was $32,559,762,900.\70\

Also, during this period, there was no volume of AUD-denominated basis

swaps cleared at CME, but the outstanding notional in such swaps

cleared at CME as of June 30, 2015 was $69,662,645,400. During the

second quarter of 2015, 786 new AUD-denominated basis swaps were

cleared at LCH. The aggregate notional

[[Page 39517]]

value of these swaps was $74,012,261,949. As of July 17, 2015, the

outstanding notional value of AUD-denominated basis swaps cleared at

CME and LCH was $183,995,548,759 and $443,819,944,145,

respectively.\71\

---------------------------------------------------------------------------

\70\ This figure comes from data that was publically

disseminated by DDR and reported to it by the reporting

counterparty, a SEF, or designated contract market (DCM) pursuant to

part 43. As such, the Commission did not independently verify the

accuracy of the swap data. The transactions disseminated to the

public were rounded pursuant to regulation 43.4(g). As a result,

this figure may underestimate the amount of notional outstanding for

the reported trades. This figure does not include cancelled and

corrected swaps that counterparties reported under part 43. The

Commission converted the aggregate notional amount to USD according

to the exchange rates of June 30, 2015.

\71\ CME and LCH converted these figures to USD.

---------------------------------------------------------------------------

While the data considered above comes from limited periods of time

that do not explicitly include periods of market stress, the Commission

believes that the data demonstrates sufficient regular trading activity

and outstanding notional exposures in AUD-denominated basis swaps to

provide the liquidity necessary for DCOs to successfully risk manage

these products and to support a clearing requirement.

Request for Comment

The Commission requests comment regarding whether there are

sufficient outstanding notional exposures and trading liquidity in AUD-

denominated basis swaps, during both stressed and non-stressed market

conditions, to support a clearing requirement.

3. Outstanding notional exposures and trading liquidity: AUD, NOK-,

PLN-, and SEK-denominated FRAs.

The First Clearing Requirement Determination required the clearing

of certain USD-, EUR-, GBP-, and JPY-denominated FRAs. As part of the

proposed clearing requirement determination, the Commission is

proposing to amend the FRA class to include AUD-, NOK-, PLN-, and SEK-

denominated FRAs.

Table 8 presents aggregate notional values and trade counts of AUD-

, NOK-, PLN-, and SEK-denominated FRAs executed during the second

quarter of 2015, collected by DDR.

Table 8--Part 43 Data FRAs Aggregate Notional Amounts and Trade Count

Reported Second Quarter 2015 \72\

------------------------------------------------------------------------

Aggregate

Currency notional reported Trade count

(USD)

------------------------------------------------------------------------

AUD............................... $225,910,666,800 1,058

SEK............................... 183,646,587,508 514

NOK............................... 105,087,098,253 397

PLN............................... 14,455,487,594 103

------------------------------------------------------------------------

Table 9.1 presents the notional amounts outstanding of NOK-, PLN-,

and SEK-denominated FRAs cleared at LCH as of July 17, 2015.

---------------------------------------------------------------------------

\72\ This table reflects data that was publically disseminated

by DDR and reported to it by the reporting counterparty, a SEF, or

DCM pursuant to part 43. As such, the Commission did not

independently verify the accuracy of the swap data. The transactions

disseminated to the public were rounded pursuant to regulation

43.4(g). As a result, this table may underestimate the amount of

notional outstanding for the reported trades. This table does not

include cancelled and corrected swaps that counterparties reported

under part 43. The Commission converted the notional amounts to USD

according to the exchange rates of June 30, 2015.

Table 9.1--LCH Data FRAs Notional Outstanding as of July 17, 2015

------------------------------------------------------------------------

Notional reported

Currency (USD)

------------------------------------------------------------------------

SEK.................................................. $706,370,365,302

NOK.................................................. 544,670,239,925

PLN.................................................. 274,120,726,256

------------------------------------------------------------------------

Table 9.2 presents the aggregate notional values and trade counts

of NOK-, PLN-, and SEK-denominated FRAs cleared at LCH during the

second quarter of 2015.

Table 9.2--LCH Data FRAs Aggregate Notional Amounts Cleared and Trade

Count Second Quarter 2015

------------------------------------------------------------------------

Notional reported

Currency (USD) Trade count

------------------------------------------------------------------------

SEK............................... $369,900,226,814 1,600

NOK............................... 348,764,102,890 1,874

PLN............................... 232,246,791,831 1,029

------------------------------------------------------------------------

Table 10.1 presents the notional amounts outstanding of AUD-, NOK-,

PLN-, and SEK-denominated FRAs cleared at CME as of July 17, 2015.

Table 10.1--CME Data FRAs Open Interest as of July 17, 2015

------------------------------------------------------------------------

Notional reported

Currency (USD)

------------------------------------------------------------------------

SEK.................................................. $1,448,168,085

PLN.................................................. 360,386,524

[[Page 39518]]

 

NOK.................................................. 122,512,986

AUD.................................................. 0

------------------------------------------------------------------------

Table 10.2 presents the aggregate notional values and trade counts

of AUD-, NOK-, PLN-, and SEK-denominated FRAs cleared at CME during the

second quarter of 2015.

Table 10.2--CME Data FRAs Aggregate Notional Amounts Cleared and Trade

Count Second Quarter 2015 \73\

------------------------------------------------------------------------

Notional reported

Currency (USD) Trade count

------------------------------------------------------------------------

SEK............................... $1,504,300,488 6

AUD............................... 0 0

NOK............................... 0 0

PLN............................... 0 0

------------------------------------------------------------------------

The Commission recognizes that the part 43 data provided in Table 8

comes from a limited period of time that does not explicitly include

periods of market stress. The Commission also notes the absence of any

clearing activity in AUD-denominated FRAs and the absence of clearing

activity at CME in NOK, PLN, and SEK during the second quarter of 2015.

However, the Commission believes that the part 43 data provided in

Table 8 demonstrates sufficient regular trading activity and

outstanding notional exposures in AUD-, NOK-, PLN-, and SEK-denominated

FRAs to provide the liquidity necessary for DCOs to successfully risk

manage these products and to support a clearing requirement. Moreover,

the Australian clearing requirement, which took effect in April 2016,

covers AUD-denominated FRAs.\74\

---------------------------------------------------------------------------

\73\ Although there was no clearing activity in NOK- or PLN-

denominated FRAs during the second quarter of 2015, CME continues to

offer clearing of these products. During the fourth quarter of 2015,

CME cleared an aggregate notional amount of $4.1 billion in AUD-

denominated FRAs.

\74\ See section I.B.

---------------------------------------------------------------------------

Request for Comment

The Commission requests comment regarding whether there are

sufficient outstanding notional exposures and trading liquidity in AUD-

, NOK-, PLN, and SEK-denominated FRAs, during both stressed and non-

stressed market conditions, to support a clearing requirement.

4. Outstanding notional exposures and trading liquidity: OIS with

termination dates of up to three years.

The First Clearing Requirement Determination required the clearing

of certain USD-, EUR- and GBP-denominated OIS with a stated termination

date range of seven days to two years. Interest rate swaps are often

multi-year contracts with termination dates out to 50 years or more

depending on the class and currency of the swap. As part of the

proposed clearing requirement determination, the Commission is

proposing to amend the maximum termination date to three years for USD-

, EUR- and GBP-denominated OIS that have been required to be cleared

pursuant to the First Clearing Requirement Determination. This would

make the Commission's OIS clearing requirement consistent with the one

that will take effect in the European Union in 2016.\75\

---------------------------------------------------------------------------

\75\ See discussion of the pending European Union Clearing

Obligation in section I.B.

---------------------------------------------------------------------------

Table 11 presents aggregate notional values and trade counts of

USD-, EUR-, and GBP-denominated OIS with terms of two to three years

executed during the second quarter of 2015, collected by DDR.

Table 11--Part 43 Data 2-3 Year OIS Aggregate Notional Amounts and Trade

Count Reported \76\ Second Quarter 2015

------------------------------------------------------------------------

Aggregate

Currency notional (USD) Trade count

------------------------------------------------------------------------

EUR............................... $7,582,189,400 47

USD............................... 4,611,000,000 32

GBP............................... 1,377,942,400 15

------------------------------------------------------------------------

Tables 12 and 13 present the notional amounts outstanding, the

aggregate notional values cleared and trade counts, of USD-, EUR-, and

GBP-denominated OIS with terms of two to three years.

---------------------------------------------------------------------------

\76\ This table reflects data that was publically disseminated

by DDR and reported to it by the reporting counterparty, SEF, or DCM

pursuant to part 43. As such, the Commission did not independently

verify the accuracy of the swaps. The transactions disseminated to

the public were rounded pursuant to regulation 43.4(g). As a result,

this table may underestimate the amount of notional outstanding for

the reported trades. This table does not include cancelled and

corrected swaps that counterparties reported under part 43. The

Commission converted the notional amounts to USD according to the

exchange rates of June 30, 2015.

\77\ LCH converted the EUR and GBP values to USD.

[[Page 39519]]

Table 12--LCH Data 2-3 Year OIS Notional Outstanding, Aggregate Notional Cleared, and Trade Count \77\

----------------------------------------------------------------------------------------------------------------

Notional Aggregate

outstanding as notional cleared Trade count

Currency of July 17, 2015 second quarter second quarter

(USD) 2015 (USD) 2015

----------------------------------------------------------------------------------------------------------------

EUR.................................................... $456,729,830,424 $369,018,669,593 1,252

GBP.................................................... 91,417,244,109 64,071,802,837 187

USD.................................................... 90,058,657,103 46,523,581,500 120

----------------------------------------------------------------------------------------------------------------

Table 13--CME Data 2-3 Year OIS Open Interest, Aggregate Notional Cleared, and Trade Count \78\

----------------------------------------------------------------------------------------------------------------

Aggregate

Open interest as notional cleared Trade count

Currency of July 17, 2015 second quarter second quarter

(USD) 2015 (USD) 2015

----------------------------------------------------------------------------------------------------------------

EUR.................................................... $53,456,578,566 $6,888,346,279 12

USD.................................................... 151,923,747,195 9,334,544,737 6

GBP.................................................... 27,764,067,455 857,520,000 4

----------------------------------------------------------------------------------------------------------------

As part of the proposed clearing requirement determination, the

Commission also is proposing to add AUD- and CAD-denominated OIS to the

OIS class included in regulation 50.4(a). This would make the

Commission's OIS clearing requirement consistent with the one that is

in effect in Australia and that is expected to take effect in Canada in

2017.\79\

---------------------------------------------------------------------------

\78\ CME converted the EUR and GBP values to USD.

\79\ See discussion of the Australian and proposed Canadian swap

clearing requirements in section I.B.

---------------------------------------------------------------------------

Table 14 presents aggregate notional values and trade counts of

AUD- and CAD-denominated OIS executed during the second quarter of 2015

collected by DDR.

Table 14--Part 43 Data AUD- and CAD-OIS Aggregate Notional Amounts and

Trade Count Reported \80\ Second Quarter 2015

------------------------------------------------------------------------

Aggregate

Currency notional (USD) Trade count

------------------------------------------------------------------------

AUD............................... $307,048,016,016 537

CAD............................... 51,645,589,883 107

------------------------------------------------------------------------

Tables 15.1 and 15.2 present the notional amounts outstanding, as

well as aggregate notional values cleared and trade counts, of AUD- and

CAD-denominated OIS cleared at LCH.

---------------------------------------------------------------------------

\80\ This table reflects data that was publically disseminated

by DDR and reported to it by the reporting counterparty, SEF, or DCM

pursuant to part 43. As such, the Commission did not independently

verify the accuracy of the swaps. The transactions disseminated to

the public were rounded pursuant to regulation 43.4(g). As a result,

this table may underestimate the amount of notional outstanding for

the reported trades. This table does not include cancelled and

corrected swaps that counterparties reported under part 43. The

Commission converted the notional amounts to USD according to the

exchange rates of June 30, 2015.

Table 15.1--LCH Data AUD-Denominated OIS Notional Outstanding, Aggregate Notional Cleared, and Trade Count \81\

----------------------------------------------------------------------------------------------------------------

Notional Aggregate

outstanding as of notional cleared Trade count

Currency January 15, 2016 January 4-15, January 4-15,

\82\ (USD) 2016 (USD) 2016

----------------------------------------------------------------------------------------------------------------

AUD.................................................... $25,739,497,700 $26,199,691,300 25

----------------------------------------------------------------------------------------------------------------

Table 15.2--LCH Data CAD-Denominated OIS Notional Outstanding, Aggregate Notional Cleared, and Trade Count \83\

----------------------------------------------------------------------------------------------------------------

Notional Aggregate

outstanding as of notional cleared Trade count

Currency July 17, 2015 second quarter second quarter

(USD) 2015 (USD) 2015

----------------------------------------------------------------------------------------------------------------

CAD.................................................... $506,221,411,997 $216,524,096,571 260

----------------------------------------------------------------------------------------------------------------

[[Page 39520]]

While the Commission recognizes that the data considered above

comes from limited periods of time that do not explicitly include

periods of market stress, the Commission believes that the data

demonstrates sufficient regular trading activity and outstanding

notional exposures in USD-, GBP-, and EUR-denominated OIS with a

termination date range of two to three years, as well as AUD- and CAD-

denominated OIS, to provide the necessary liquidity for DCOs to

successfully risk manage these products and to support a clearing

requirement.

---------------------------------------------------------------------------

\81\ LCH converted the AUD values to USD.

\82\ LCH began clearing AUD-denominated OIS on January 4, 2016.

\83\ LCH converted the CAD values to USD.

---------------------------------------------------------------------------

Request for Comment

The Commission requests comment regarding whether there are

sufficient outstanding notional exposures and trading liquidity in the

OIS covered by this proposed determination, during both stressed and

non-stressed market conditions, to support a clearing requirement.

5. Pricing data: Fixed-to-floating swaps denominated in the nine

additional currencies; AUD-denominated basis swaps; AUD-, NOK-, PLN-,

and SEK-denominated FRAs; USD-, GBP, and EUR-OIS with termination dates

of up to three years; and AUD- and CAD-OIS.

The Commission regularly reviews pricing data on the interest rate

swaps that are the subject of this proposal and has determined that

these swaps are capable of being priced off of deep and liquid markets.

Commission staff receives and reviews margin model information from

CME, Eurex, LCH, and SGX that addresses how such DCOs would follow

particular procedures to ensure that market liquidity exists in order

to exit a position in a stressed market, including the products subject

to this proposal. In particular, Commission staff analyzes the level of

liquidity in the specific product markets and assesses the time

required to determine a price. Based on this information, the

Commission staff has no reason to believe that there is, or will be,

difficulty pricing the products subject to this proposal in a stressed

environment.

Because of the stability of access to pricing data from these

markets, the pricing data for non-exotic interest rate swaps that are

currently being cleared is generally viewed as reliable. Therefore, the

Commission believes that there is adequate pricing data to support a

proposed clearing requirement determination.

In addition, CME, Eurex, LCH, and SGX provided information that

supports the Commission's conclusion that there is adequate pricing

data to warrant a clearing requirement determination in the products

subject to this proposal. LCH and CME believe there is adequate pricing

data for risk and default management. CME publicly represents that its

interest rate swap valuations are fully transparent and rely on pricing

inputs obtained from wire service feeds. In its Sec. 39.5(b)

submission, SGX asserted that the valuation rate sources it uses, and

the manner in which it determines mark-to-market prices, are in

alignment with industry practices. CME, Eurex, LCH, and SGX obtain

daily prices from third-party data providers, clearing members, and/or

major banks.

As discussed above, the Commission reviews margin models and

related pricing data submitted by CME, Eurex, LCH, and SGX. One source

of information that they use to determine adequate pricing data is a

regular survey of swap traders that asks the traders to estimate what

it would cost to liquidate positions of different sizes in different

currencies. The information obtained during these market participant

surveys is incorporated into to each of CME, Eurex, LCH, and SGX's

internal margin models so that each is confident that it will be able

to withstand stressed market conditions. Establishing accurate pricing

data is one component of each of CME, Eurex, LCH, and SGX's ability to

risk manage their interest rate swaps offered for clearing. The

Commission believes that the methods used by these DCOs provide

information on pricing that is accurate and demonstrates the ability to

price the products subject to this proposal successfully, now and if

they are subject to a clearing requirement.

Request for Comment

The Commission requests comment regarding whether there is adequate

pricing data for DCO risk and default management of the products

subject to this proposal.

Based on the existence of significant outstanding notional

exposures, trading liquidity, and adequate pricing data, the Commission

proposes to require that interest rate swaps with the specifications

shown in Table 16 be cleared.\84\

---------------------------------------------------------------------------

\84\ This information also appears in revised regulation

50.4(a). See section III.

Table 16--Specifications for Interest Rate Swaps To Be Cleared in Sec. 50.4(a)

--------------------------------------------------------------------------------------------------------------------------------------------------------

 

--------------------------------------------------------------------------------------------------------------------------------------------------------

Specification Fixed-to-floating swap class

--------------------------------------------------------------------------------------------------------------------------------------------------------

1. Currency..................... Australian Dollar Canadian Dollar Euro (EUR)........ Hong Kong Dollar Mexican Peso (MXN) Norwegian Krone

(AUD). (CAD). (HKD). (NOK).

2. Floating Rate Indexes........ BBSW.............. CDOR.............. EURIBOR........... HIBOR............. TIIE.............. NIBOR.

3. Stated Termination Date Range 28 days to 30 28 days to 30 28 days to 50 28 days to 10 28 days to 21 28 days to 10

years. years. years. years. years. years.

4. Optionality.................. No................ No................ No................ No................ No................ No.

5. Dual Currencies.............. No................ No................ No................ No................ No................ No.

6. Conditional Notional Amounts. No................ No................ No................ No................ No................ No.

--------------------------------------------------------------------------------------------------------------------------------------------------------

--------------------------------------------------------------------------------------------------------------------------------------------------------

 

--------------------------------------------------------------------------------------------------------------------------------------------------------

Specification Fixed-to-floating swap class

--------------------------------------------------------------------------------------------------------------------------------------------------------

1. Currency.................. Polish Zloty Singapore Dollar Swedish Krona Swiss Franc Sterling (GBP). U.S. Dollar Yen (JPY).

(PLN). (SGD). (SEK). (CHF). (USD).

2. Floating Rate Indexes..... WIBOR........... SOR-VWAP........ STIBOR.......... LIBOR........... LIBOR.......... LIBOR.......... LIBOR.

3. Stated Termination Date 28 days to 10 28 days to 10 28 days to 15 28 days to 30 28 days to 50 28 days to 50 28 days to 30

Range. years. years. years. years. years. years. years.

4. Optionality............... No.............. No.............. No.............. No.............. No............. No............. No.

5. Dual Currencies........... No.............. No.............. No.............. No.............. No............. No............. No.

[[Page 39521]]

 

6. Conditional Notional No.............. No.............. No.............. No.............. No............. No............. No.

Amounts.

--------------------------------------------------------------------------------------------------------------------------------------------------------

--------------------------------------------------------------------------------------------------------------------------------------------------------

 

--------------------------------------------------------------------------------------------------------------------------------------------------------

Specification Basis swap class

--------------------------------------------------------------------------------------------------------------------------------------------------------

1. Currency........................ Australian Dollar Euro (EUR)............ Sterling (GBP)....... U.S. Dollar (USD).... Yen (JPY).

(AUD).

2. Floating Rate Indexes........... BBSW.................. EURIBOR............... LIBOR................ LIBOR................ LIBOR.

3. Stated Termination Date Range... 28 days to 30 years... 28 days to 50 years... 28 days to 50 years.. 28 days to 50 years.. 28 days to 30 years.

4. Optionality..................... No.................... No.................... No................... No................... No.

5. Dual Currencies................. No.................... No.................... No................... No................... No.

6. Conditional Notional Amounts.... No.................... No.................... No................... No................... No.

--------------------------------------------------------------------------------------------------------------------------------------------------------

----------------------------------------------------------------------------------------------------------------

 

----------------------------------------------------------------------------------------------------------------

Specification Forward rate agreement class

----------------------------------------------------------------------------------------------------------------

1. Currency..................... Australian Dollar Euro (EUR)........ Polish Zloty (PLN) Norwegian Krone

(AUD). (NOK).

2. Floating Rate Indexes........ BBSW.............. EURIBOR........... WIBOR............. NIBOR.

3. Stated Termination Date Range 3 days to 3 years. 3 days to 3 years. 3 days to 2 years. 3 days to 2 years.

4. Optionality.................. No................ No................ No................ No.

5. Dual Currencies.............. No................ No................ No................ No.

6. Conditional Notional Amounts. No................ No................ No................ No.

----------------------------------------------------------------------------------------------------------------

----------------------------------------------------------------------------------------------------------------

 

----------------------------------------------------------------------------------------------------------------

Specification Forward rate agreement class

----------------------------------------------------------------------------------------------------------------

1. Currency..................... Swedish Krona Sterling (GBP).... U.S. Dollar (USD). Yen (JPY).

(SEK).

2. Floating Rate Indexes........ STIBOR............ LIBOR............. LIBOR............. LIBOR.

3. Stated Termination Date Range 3 days to 3 years. 3 days to 3 years. 3 days to 3 years. 3 days to 3 years.

4. Optionality.................. No................ No................ No................ No.

5. Dual Currencies.............. No................ No................ No................ No.

6. Conditional Notional Amounts. No................ No................ No................ No.

----------------------------------------------------------------------------------------------------------------

--------------------------------------------------------------------------------------------------------------------------------------------------------

 

--------------------------------------------------------------------------------------------------------------------------------------------------------

Specification Overnight index swap class

--------------------------------------------------------------------------------------------------------------------------------------------------------

1. Currency........................ Australian Dollar Canadian Dollar (CAD). Euro (EUR)........... Sterling (GBP)....... U.S. Dollar (USD).

(AUD).

2. Floating Rate Indexes........... AONIA-OIS............. CORRA-OIS............. EONIA................ SONIA................ FedFunds.

3. Stated Termination Date Range... 7 days to 2 years..... 7 days to 2 years..... 7 days to 3 years.... 7 days to 3 years.... 7 days to 3 years.

4. Optionality..................... No.................... No.................... No................... No................... No.

5. Dual Currencies................. No.................... No.................... No................... No................... No.

6. Conditional Notional Amounts.... No.................... No.................... No................... No................... No.

--------------------------------------------------------------------------------------------------------------------------------------------------------

Request for Comment

The Commission requests comment as to whether it should consider

other data to determine whether outstanding notional exposures, trading

liquidity, or adequate pricing data are sufficient to support this

proposed clearing requirement. If so, please provide or identify any

additional data that may assist the Commission in this regard.

The Commission also requests comment as to whether fixed-to-

floating interest rate swaps denominated in certain of the nine

additional currencies are more or less suitable for a clearing

requirement in terms of outstanding notional values, trading liquidity,

or pricing data. In addition, the Commission requests comment regarding

whether other evidence or criteria should inform the Commission's

assessment that the swaps covered by this proposal are suitable for

clearing.

Finally, the Commission requests comment about the types of swap

counterparties that would be affected by the proposed determination.

For example, as noted above, under the Commission's general policy the

clearing requirement would not apply to swaps involving non-U.S.

counterparties in certain situations.\85\ The Commission also notes

that the exception and exemptions that currently apply to the existing

swap clearing requirement would also apply to the proposed clearing

requirement.\86\

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\85\ See section II.B.iii.a.1. Under the Commission's general

policy, the clearing requirement does not apply to a swap where

neither counterparty is a U.S. person (although these requirements

generally would apply, with the possibility of substituted

compliance, to certain swaps involving foreign branches of U.S. swap

dealers or major swap participants, or non-U.S. persons that are

guaranteed by or affiliate conduits of U.S. persons). See

Interpretive Guidance and Policy Statement Regarding Compliance With

Certain Swap Regulations, 78 FR 45292, 45369-70 (July 26, 2013).

\86\ The exception and exemptions to the clearing requirement

are codified in subpart C to part 50 of the Commission's

regulations.

---------------------------------------------------------------------------

b. Factor (II)--Availability of rule framework, capacity,

operational expertise and resources, and credit support infrastructure.

Section 2(h)(2)(D)(ii)(II) of the CEA requires the Commission to

take into account the availability of rule framework, capacity,

operational expertise and resources, and credit support infrastructure

to clear the proposed classes of swaps on terms that are consistent

with the material terms and trading conventions on which they are now

traded. The Commission believes that CME, Eurex, LCH, and SGX have

developed rule frameworks, capacity, operational expertise and

resources, and credit support infrastructure to clear the interest rate

swaps they currently clear, including those products subject to this

proposal, on terms that are consistent with the material terms and

trading conventions on which those swaps are being traded.

The Commission subjects CME, Eurex, LCH, and SGX to ongoing review

and risk surveillance programs to ensure compliance with the core

principles for

[[Page 39522]]

the submitted swaps.\87\ As discussed above, as part of a registered

DCO's initial registration review and periodic in-depth reviews

thereafter, the Commission reviews the DCO's rule framework, capacity,

and operational expertise and resources to clear the submitted swaps.

The Commission may request that the DCO or DCO applicant change its

rules to comply with the CEA and Commission regulations.

---------------------------------------------------------------------------

\87\ Section 5c(c) of the CEA governs the procedures for review

and approval of new products, new rules, and rule amendments

submitted to the Commission by DCOs. Parts 39 and 40 of the

Commission's regulations implement section 5c(c) by: (i)

Establishing specific requirements for compliance with the core

principles as well as procedures for registration, implementing DCO

rules, and clearing new products; and (ii) establishing provisions

for a DCO's submission of rule amendments and new products to the

Commission.

---------------------------------------------------------------------------

After registration, the Commission conducts examinations of DCOs to

determine whether the DCO is in compliance with the CEA and Commission

regulations. Moreover, Commission risk surveillance staff monitors the

risks posed to and by the DCO, in ways that include regularly

conducting back testing to review margin coverage at the product level

and following up with the DCO and its clearing members regarding any

exceptional results.

CME, Eurex, LCH, and SGX have procedures pursuant to which they

regularly review their clearing of the interest rate swaps subject to

this proposal in order to confirm, or make adjustments to, margins and

other risk management tools. When reviewing CME, Eurex, LCH, and SGX's

risk management tools, the Commission considers whether the DCO is able

to manage risk during stressed market conditions to be one of the most

significant considerations.

CME, Eurex, LCH, and SGX have developed detailed risk-management

practices, including a description of the risk factors considered when

establishing margin levels such as historical volatility, intraday

volatility, seasonal volatility, liquidity, open interest, market

concentration, and potential moves to default, among other risks.\88\

The Commission reviews and oversees CME's, Eurex's, LCH's, and SGX's

risk management practices and development of margin models. Margin

models are further refined by stress testing and daily back testing.

When assessing whether CME, Eurex, LCH, and SGX can clear swaps safely

during stressed market conditions, stress testing and back testing are

key tools the Commission considers as well.

---------------------------------------------------------------------------

\88\ Each of CME, Eurex, LCH, and SGX has published a document

outlining its compliance with the Principles for Financial Market

Infrastructures (``PFMIs'') published by the Committee on Payments

and Market Infrastructures (``CPMI'' formerly CPSS) and the

International Organization of Securities Commissions (``IOSCO'').

See CME Clearing: Principles for Financial Market Infrastructures

Disclosure, available at: http://www.cmegroup.com/clearing/risk-management/files/cme-clearing-principles-for-financial-market-infrastructures-disclosure.pdf. See Assessment of Eurex Clearing

AG's compliance against the CPSS-IOSCO Principles for financial

market infrastructures (PFMI) and disclosure framework associated to

the PFMIs, available at: http://www.eurexclearing.com/blob/148684/58e6fe89e3f54ebe169e530ac2235b43/data/cpss-iosco-pfmi_assessment_2014_en.pdf. See LCH's CPMI-IOSCO Self Assessment

2014, available at: http://www.lchclearnet.com/documents/731485/762558/CPMI_IOSCO_Assessment_of_LCH+ClearnetLtd+2014.pdf/45876bd6-3818-4b76-a463-2952a613c326. See SGX PFMI Disclosure Documents,

available at: http://www.sgx.com/wps/portal/sgxweb/home/clearing/derivatives/pfmi_disclosure.

---------------------------------------------------------------------------

CME, Eurex, LCH, and SGX design stress tests to simulate ``extreme

but plausible'' market conditions based on historical analysis of

product movements and/or based on hypothetical forward-looking

scenarios that are created with the assistance of market experts and

participants. Commission staff monitors and oversees the use and

development of these stress tests. CME, Eurex, LCH, and SGX conduct

stress tests daily. In addition, CME, Eurex, LCH, and SGX conduct

reverse stress testing to ensure that their default funds are sized

appropriately. Reverse stress testing uses plausible market movements

that could deplete guaranty funds and cause large losses for top

clearing members.\89\ These four DCOs analyze the results of stress

tests and reverse stress tests to determine if any changes to their

financial resources or margin models are necessary. Commission risk

surveillance staff also monitors markets in real-time and also performs

stress tests against the DCOs' margin models as an additional level of

oversight, and may recommend changes to a margin model.

---------------------------------------------------------------------------

\89\ For example, CME, Eurex, LCH, and SGX may use scenarios for

stress testing and reverse stress testing that capture, among other

things, historical price volatilities, shifts in price determinants

and yield curves, multiple defaults over various time horizons, and

simultaneous pressures in funding and asset markets.

---------------------------------------------------------------------------

CME, Eurex, LCH, and SGX conduct back testing on a daily basis to

ensure that the margin models capture market movements for member

portfolios. Back testing serves two purposes: it tests margin models to

determine whether they are performing as intended and it checks whether

the margin models produce margin coverage levels that meet the DCO's

established standards. CME conducts daily back testing for each major

asset class, and SGX performs daily back testing on a contract level to

examine margin models in more detail. LCH may call additional margin

from clearing members if back testing demonstrates margin erosion. The

back testing process helps CME, Eurex, LCH, and SGX determine whether

their clearing members satisfy the required margin coverage levels and

liquidation time frame.

Before offering a new product for clearing, such as the interest

rate swaps subject to this proposal, CME, Eurex, LCH, and SGX take

stress tests and back testing results into account to determine whether

the clearinghouse has sufficient financial resources to offer new

clearing services. In addition, the Commission reviews margin models

and default resources to ensure that the DCOs can risk manage their

portfolio of products offered for clearing. The Commission believes

that this combination of stress testing and back testing in

anticipation of offering new products for clearing provides CME, Eurex,

LCH, and SGX with greater certainty that new product offerings will be

risk-managed appropriately. The process of stress testing and back

testing also gives the DCOs practice incorporating the new product into

their models.

In addition to the Commission's surveillance and oversight, CME,

Eurex, LCH, and SGX continue to monitor and test their margin models

over time so that they can operate effectively in stressed and non-

stressed market environments. CME, Eurex, LCH, and SGX review and

validate their margin models regularly and in the case of CME and SGX,

no less than annually. CME and LCH use the following additional

measures to risk manage their margin coverage levels for interest rate

swaps denominated in various currencies, including: Regularly surveying

traders to estimate what it would cost to liquidate positions of

different sizes in different currencies and then incorporating those

costs into the amount of initial margin that a clearing member is

required to post, and tailoring their margin models to account for

several attributes specific to various currencies.

Finally, aside from margin coverage requirements, CME, Eurex, LCH,

and SGX can monitor and manage credit risk exposure by asset class,

clearing member, account, or even by individual customers. They manage

credit risk by establishing position and concentration limits based on

product type or counterparty. The Commission recognizes that these

limits reduce potential market risks so that DCOs are better able to

withstand stressed market conditions. CME, Eurex, LCH, and SGX

[[Page 39523]]

monitor exposure concentrations and may require additional margin

deposits for clearing members with weak credit scores, with large or

concentrated positions, with positions that are illiquid or exhibit

correlation with the member itself, and/or where the member has

particularly large exposures under stress scenarios. The ability to

call for any additional margin, on top of collecting initial and

variation margin, to meet the current DCO exposure is another tool that

CME, Eurex, LCH, and SGX may use to protect against stressed market

conditions.

In support of its ability to clear the products subject to this

proposal, CME's Sec. 39.5(b) submission cites to its rulebook to

demonstrate the availability of rule framework, capacity, operational

expertise and resources, and credit support infrastructure to clear

interest rate swap contracts on terms that are consistent with the

material terms and trading conventions on which the contracts are then

traded. LCH's submissions state that LCH has the capability and

expertise not only to manage the risks inherent in the current book of

interest rate swaps cleared, but also to manage the increased volume

that a clearing requirement for additional currently clearable products

could generate. SGX's submission states that SGD-denominated fixed-to-

floating interest rate swaps are cleared under an established rule

framework and operational infrastructure that has been accepted by

SGX's clearing members. SGX asserted further that it has the

appropriate risk management, operations, and technology capabilities in

place to ensure that it is able to liquidate positions in these swaps

in an orderly manner should a default occur. Similarly, Eurex's

submission states that it clears interest rate swaps pursuant to its

well-developed rule framework and support infrastructure.

Importantly, the Commission notes that CME, Eurex, LCH, and SGX

each developed their interest rate swap clearing offerings in

conjunction with market participants and in response to the specific

needs of the marketplace. In this manner, CME's, Eurex's, LCH's, and

SGX's clearing services are designed to be consistent with the material

terms and trading conventions of a bilateral, uncleared market.

When assessing whether CME, Eurex, LCH, and SGX can clear the swaps

subject to this proposed clearing requirement determination safely

during times of market stress, the Commission reviewed the public

disclosures published by CME, Eurex, LCH, and SGX. In addition, the

Commission reviewed the risk management practices used by these DCOs,

and the Commission has determined that the application of such

practices to the products subject to this proposed clearing requirement

determination should ensure that the products can be cleared safely

during times of market stress.

Therefore, the Commission is proposing this clearing requirement

determination.

Request for Comment

The Commission requests comments concerning all aspects of this

factor, including whether commenters agree that CME, Eurex, LCH, and

SGX can satisfy the factor's requirements. In particular, the

Commission seeks comment regarding whether CME, Eurex, LCH, and SGX

have the ability to clear the swaps subject to this proposed clearing

requirement during times of market stress.

c. Factor (III)--Effect on the mitigation of systemic risk.

Section 2(h)(2)(D)(ii)(III) of the CEA requires the Commission to

take into account the effect of the clearing requirement on the

mitigation of systemic risk, taking into account the size of the market

for such contract and the resources of the DCO available to clear the

contract. The Commission believes that the market for the swaps covered

by this proposed determination is significant and that mitigating

counterparty risk through clearing likely would reduce systemic risk in

that market generally. Data collected by SDRs demonstrates that

Commission-registered SDs are counterparties to an overwhelming

majority of swaps reported to the Commission. Because only SDs with a

significant volume of swaps activity are required to register with the

Commission,\90\ by expanding the swap clearing requirement, a greater

percentage of an SD's swap activity will be centrally cleared and risk

managed. For example, central clearing reduces the interconnectedness

of the swap positions of SDs, and other swap market participants,

because the DCO, an independent third party that takes no market risk,

guarantees the collateralization of swap counterparties' exposures.

Mitigating counterparty credit risk for SDs with systemically important

swap positions through clearing likely would reduce systemic risk in

the swap market and the financial system as a whole.\91\

---------------------------------------------------------------------------

\90\ See definition of SD, codified in Commission regulation

1.3(ggg).

\91\ In its Sec. 39.5(b) submission, SGX asserts that central

clearing reduces counterparty credit risk because the central

counterparty interposes itself between the initial buyer and seller

and because clearing creates efficiencies through the consolidation

of collateral management.

---------------------------------------------------------------------------

In addition to managing counterparty credit risk, centrally

clearing the swaps covered by this proposal through a DCO will reduce

systemic risk through the following means: Providing counterparties

with daily mark-to-market valuations and exchange of variation margin

pursuant to a risk management framework; requiring posting of initial

margin to cover potential future exposures in the event of a default;

offering multilateral netting to substantially reduce the number and

notional amount of outstanding bilateral positions; reducing swap

counterparties' operational burden by consolidating collateral

management and cash flows; eliminating the need for novations or tear-

ups because clearing members may offset opposing positions; and

increasing transparency.

The Commission recognizes that the recently issued margin

requirements for uncleared swaps for SDs and MSPs will require some

market participants to post and collect margin for those swaps not

subject to the Commission's clearing requirement.\92\ This margin

requirement was not finalized at the time the Commission issued the

First Clearing Requirement Determination. As a result, the Commission

considered the clearing requirement in light of existing market

practice. Going forward, the requirement to margin uncleared swaps in

certain instances will mitigate the accumulation of risk between

counterparties in a manner similar to that of central clearing.

However, the Commission believes that central clearing, including

required clearing such as that proposed herein, offers greater risk

mitigation than bilateral margining for swaps that are sufficiently

standardized and meet the Commission's other requirements for

suitability. First, absent any applicable exception or exemption,\93\

this clearing requirement would apply to all transactions in the swaps

covered by this proposal, whereas the uncleared margin requirements

apply only to swaps executed by SDs, MSPs, and certain ``financial end-

users.'' \94\ Second, this clearing requirement would require all swap

counterparties to post initial margin with a DCO, whereas under the

uncleared swap margin requirements, for certain swaps, specifically

those

[[Page 39524]]

between an SD or MSP and a financial end-user, initial margin is

required to be posted and collected only if the financial end-user

(together with its affiliates) has over $8 billion in gross notional

exposures for uncleared swaps.\95\ Third, swaps transacted through a

DCO are secured by the DCO's guaranty fund and other available

financial resources, which are intended to cover extraordinary losses

that would not be covered by initial margin (``tail risk''), whereas

swaps subject to the uncleared margin requirements are not secured by a

guaranty fund or other financial resources available to the DCO but

covered by unencumbered assets of the counterparty.

---------------------------------------------------------------------------

\92\ Margin Requirements for Uncleared Swaps for SDs and MSPs

(final rule), 81 FR 636 (Jan. 6, 2016) (codified in subpart E of

part 23 of the Commission's regulations).

\93\ The exception and exemptions to the clearing requirement

are codified in subpart C to part 50 of the Commission's

regulations.

\94\ Regulations 23.152 and 23.153.

\95\ Regulation 23.152.

---------------------------------------------------------------------------

In their Sec. 39.5(b) submissions, CME, Eurex, and LCH submit that

subjecting interest rate swaps to central clearing helps mitigate

systemic risk. According to LCH, if all clearable swaps are required to

be cleared, then from a systemic risk perspective there will be a less

disparate marketplace. CME believes that the 2008 financial crisis

demonstrated the potential for systemic risk arising from the

interconnectedness of over-the-counter (OTC) derivatives market

participants and believes that centralized clearing will reduce

systemic risk.

While a clearing requirement removes a large portion of the

interconnectedness of current OTC markets that leads to systemic risk,

the Commission notes that central clearing, by its very nature,

concentrates risk in a handful of entities. Similarly, SGX noted that

the risk reducing and other benefits of central clearing must be

weighed against the concentration of risk in a few clearinghouses.

However, the Commission observes that central clearing was developed

and designed to handle such concentration of risk. Moreover, as

discussed at length above, the Commission's review and risk

surveillance programs monitor and attempt to mitigate potential risks

that can arise in derivatives clearing activities for the DCO, its

members, and other entities using the DCO's services.

Part of a DCO's risk management framework includes procedures for

responding in stressed circumstances, such as a clearing member's

default on its obligations. As discussed below, each of CME, Eurex,

LCH, and SGX has a procedure for closing out and/or transferring a

defaulting clearing member's positions and collateral.\96\ Transferring

customer positions to solvent clearing members in the event of a

default is critical to reducing systemic risk. DCOs are designed to

withstand defaulting positions and to prevent a defaulting clearing

member's loss from spreading further and triggering additional

defaults. If the introduction of this clearing requirement for interest

rate swaps increases the number of clearing members and market

participants in the swap market, then DCOs may find it easier to

transfer positions from defaulting clearing members if there is a

larger pool of potential clearing members to receive the positions. If

this were to occur, then the Commission's interest rate swap clearing

requirement proposal would reduce systemic risk by increasing the

number of clearing members and market participants in these swaps,

which is expected to provide DCOs with additional recipients for

defaulting clearing members' positions in the event of a default.

---------------------------------------------------------------------------

\96\ For further discussion of treatment of customer and swap

counterparty positions, funds and property in the event of a the

insolvency of a DCO or one or more of its clearing members, please

see Factor (V)--Legal certainty in the event of insolvency. See

section II.B.iii.e.

---------------------------------------------------------------------------

Each DCO has experience risk managing interest rate swaps, and the

Commission has determined that each of CME, Eurex, LCH, and SGX has the

necessary resources available to clear the swaps that are the subject

of its submission.

Accordingly, the Commission believes that CME, Eurex, LCH, and SGX

would be able to manage the risk posed by clearing the additional swaps

that would be required to be cleared by virtue of this expanded

clearing requirement. In addition, the Commission believes that the

central clearing of the interest rate swaps that are the subject of

this proposal would serve to mitigate counterparty credit risk, and

might increase the number of clearing members and market participants

in these swaps, thereby potentially reducing systemic risk. Having

taken into account the likely effect on the mitigation of systemic

risk, the Commission is proposing this clearing requirement.

Request for Comment

The Commission requests comments concerning the proposed clearing

requirement's effect on reducing systemic risk. Would the proposed

clearing requirement increase the risk to CME, Eurex, LCH, SGX, or any

other entity? If so, please explain why. The Commission also requests

comment on whether CME, Eurex, LCH, and SGX are each capable of

handling any increased risk that would result from the proposed

clearing requirement, including in stressed market conditions.

d. Factor (IV)--Effect on competition.

Section 2(h)(2)(D)(ii)(IV) of the CEA requires the Commission to

take into account the effect on competition, including appropriate fees

and charges applied to clearing. As discussed above, of particular

concern to the Commission is whether this proposed determination would

harm competition by creating, enhancing, or entrenching market power in

an affected product or service market, or facilitating the exercise of

market power. Market power is viewed as the ability to raise price,

including clearing fees and charges, reduce output, diminish

innovation, or otherwise harm customers as a result of diminished

competitive constraints or incentives.

The Commission has identified one putative service market as

potentially affected by this proposed clearing determination: A DCO

service market encompassing those clearinghouses that currently clear

the interest rate swaps subject to this proposal, i.e., CME, Eurex,

LCH, and SGX. Without defining the precise contours of this market at

this time, the Commission recognizes that, depending on the interplay

of several factors, this proposed clearing requirement potentially

could impact competition within the affected market. Of particular

importance to whether any impact is, overall, positive or negative, is:

(1) Whether the demand for these clearing services and swaps is

sufficiently elastic that a small but significant increase above

competitive levels would prove unprofitable because users of the

interest rate swap products and DCO clearing services would substitute

other clearing services co-existing in the same market(s); and (2) the

potential for new entry into this market. The availability of

substitute clearing services to compete with those encompassed by this

proposed determination, and the likelihood of timely, sufficient new

entry in the event prices do increase above competitive levels, each

operate independently to constrain anticompetitive behavior.

Any competitive import likely would stem from the fact that the

proposed determination would remove the alternative of not clearing for

interest rate swaps subject to this proposal. The proposed

determination would not specify who may or may not compete to provide

clearing services for the interest rate swaps subject to this proposal

(as well as those not required to be cleared).

Removing the uncleared option through this proposed rulemaking is

not determinative of negative competitive impact. Other factors--

including the availability of other substitutes within

[[Page 39525]]

the market or potential for new entry into the market--may constrain

market power. The Commission does not foresee that the proposed

determination constructs barriers that would deter or impede new entry

into a clearing services market.\97\ Indeed, there is some basis to

expect that the determination could foster an environment conducive to

new entry. For example, the proposed clearing determinations, and the

prospect that more may follow, is likely to reinforce, if not

encourage, growth in demand for clearing services. Demand growth, in

turn, can enhance the sales opportunity, a condition hospitable to new

entry.\98\

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\97\ That said, the Commission recognizes that (1) to the extent

the clearing services market for the interest rate swaps identified

in this proposal, after foreclosing uncleared swaps, would be

limited to a concentrated few participants with highly aligned

incentives, and (2) the clearing services market is insulated from

new competitive entry through barriers--e.g., high sunk capital cost

requirements; high switching costs to transition from embedded

incumbents; and access restrictions--the proposed determination

could have a negative competitive impact by increasing market

concentration.

\98\ See, e.g., U.S. Dep't. of Justice & Fed. Trade Comm'n.,

Horizontal Merger Guidelines (2010) section 9.2 (entry likely if it

would be profitable which is in part a function of ``the output

level the entrant is likely to obtain''). In addition, the

Commission notes that there are clearing organizations that clear

the products subject to the determination proposed today that are

not Commission-registered DCOs: (1) OTC Clearing Hong Kong Ltd.,

which the Commission has exempted from DCO registration and clears

HKD-denominated interest rate swaps; (2) ASX Clear (Futures) Pty

Ltd. (Australia), which the Commission has also exempted from DCO

registration and clears AUD-denominated interest rate swaps; and (3)

Asigna (Mexico), which clears MXN-denominated interest rate swaps.

---------------------------------------------------------------------------

Request for Comment

The Commission requests comment on the extent to which: (1) Entry

barriers currently do or do not exist with respect to a clearing

services market for the interest rate swaps subject to this proposal;

(2) the proposed determinations may lessen or increase these barriers;

and (3) the proposed determinations otherwise may encourage,

discourage, facilitate, and/or dampen new entry into the market. In

addition to what is noted above, the Commission requests comment, and

quantifiable data, on whether the required clearing of any or all of

these swaps will create conditions that create, increase, or facilitate

an exercise of: (1) Clearing services market power in CME, Eurex, LCH,

SGX, and/or any other clearing service market participant, including

conditions that would dampen competition for clearing services and/or

increase the cost of clearing services; and/or (2) market power in any

product markets for interest rate swaps, including conditions that

would dampen competition for these product markets and/or increase the

cost of interest rate swaps identified in this proposal. The Commission

seeks comment, and quantifiable data, on the likely cost increases

associated with clearing, particularly those fees and charges imposed

by DCOs, and the effects of such increases on counterparties currently

participating in the market. The Commission also seeks comment

regarding the effect of competition on DCO risk management. The

Commission also welcomes comment on any other aspect of this factor.

e. Factor (V)--Legal certainty in the event of insolvency.

Section 2(h)(2)(D)(ii)(V) of the CEA requires the Commission to

take into account the existence of reasonable legal certainty in the

event of the insolvency of the relevant DCO or one or more of its

clearing members with regard to the treatment of customer and swap

counterparty positions, funds, and property. The Commission is

proposing this clearing requirement based on its view that there is

reasonable legal certainty with regard to the treatment of customer and

swap counterparty positions, funds, and property in connection with

cleared swaps, namely the fixed-to-floating interest rate swaps, basis

swap, OIS, and FRAs subject to this proposal, in the event of the

insolvency of the relevant DCO (CME, LCH, or SGX) or one or more of the

DCO's clearing members.\99\

---------------------------------------------------------------------------

\99\ The Commission is not discussing Eurex in terms of this

factor because Eurex's DCO registration order does not currently

permit Eurex to clear for customers. See Eurex DCO registration

order, available at: http://www.cftc.gov/idc/groups/public/@otherif/documents/ifdocs/orgdcoeurexclrorder212016.pdf.

---------------------------------------------------------------------------

The Commission concludes that, in the case of a clearing member

insolvency at CME, where the clearing member is the subject of a

proceeding under the U.S. Bankruptcy Code, subchapter IV of Chapter 7

of the U.S. Bankruptcy Code (11 U.S.C. 761-767) and parts 22 and 190 of

the Commission's regulations would govern the treatment of customer

positions.\100\ Pursuant to section 4d(f) of the CEA, a clearing member

accepting funds from a customer to margin a cleared swap must be a

registered FCM. Pursuant to 11 U.S.C. 761-767 and part 190 of the

Commission's regulations, the customer's interest rate swap positions,

carried by the insolvent FCM, would be deemed ``commodity contracts.''

\101\ As a result, neither a clearing member's bankruptcy nor any order

of a bankruptcy court could prevent CME from closing out/liquidating

such positions. However, customers of clearing members would have

priority over all other claimants with respect to customer funds that

had been held by the defaulting clearing member to margin swaps, such

as the interest rate swaps subject to this proposal.\102\ Thus,

customer claims would have priority over proprietary claims and general

creditor claims. Customer funds would be distributed to swap customers,

including interest rate swap customers, in accordance with Commission

regulations and section 766(h) of the Bankruptcy Code. Moreover, the

Bankruptcy Code and the Commission's rules thereunder (in particular 11

U.S.C. 764(b) and 17 CFR 190.06) permit the transfer of customer

positions and collateral to solvent clearing members.

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\100\ The Commission observes that a FCM or DCO also may be

subject to resolution under Title II of the Dodd-Frank Act to the

extent it would qualify as covered financial company (as defined in

section 201(a)(8) of the Dodd-Frank Act). Under Title II, different

rules would apply to the resolution of an FCM or DCO. Discussion in

this section relating to what might occur in the event an FCM or DCO

defaults or becomes insolvent describes procedures and powers that

exist in the absence of a Title II receivership.

\101\ If an FCM is also registered as a broker-dealer, certain

issues related to its insolvency proceeding would also be governed

by the Securities Investor Protection Act.

\102\ Claims seeking payment for the administration of customer

property would share this priority.

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Similarly, 11 U.S.C. 761-767 and part 190 would govern the

bankruptcy of a DCO where the DCO is the subject of a proceeding under

the U.S. Bankruptcy Code, in conjunction with DCO rules providing for

the termination of outstanding contracts and/or return of remaining

clearing member and customer property to clearing members.

With regard to LCH, the Commission understands that the default of

a clearing member of LCH would be governed by the rules of that DCO.

LCH, a DCO based in the United Kingdom, has represented that pursuant

to European Union law, LCH's rules would supersede English insolvency

laws.\103\ Under its rules, LCH would be permitted to close out and/or

transfer positions of a defaulting clearing member that is an FCM

pursuant to the U.S. Bankruptcy Code and part 190 of the Commission's

regulations. According to LCH's submission, the insolvency of LCH

itself would be

[[Page 39526]]

governed by English insolvency law, which protects the enforceability

of the default-related provisions of LCH's rulebook, including in

respect of compliance with applicable provisions of the U.S. Bankruptcy

Code and part 190 of the Commission's regulations. LCH has obtained,

and shared with the Commission, legal opinions that support the

existence of such legal certainty in relation to the protection of

customer and swap counterparty positions, funds, and property in the

event of the insolvency of one or more of its clearing members.\104\

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\103\ The U.K. is bound by European Union legislation, including

the Settlement Finality Directive (Council Directive 98/26/EC). The

U.K.'s implementing legislation (The Financial Markets and

Insolvency (Settlement Finality) Regulations 1999) acts to disapply,

in certain instances, national U.K. insolvency law in favor of the

rules of a designated system, and LCH has been so designated.

\104\ Letters of counsel on file with the Commission.

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With regard to SGX, the Commission understands that the default of

an SGX clearing member, or SGX itself, would be governed by Singapore

law, except for certain SGX rules relating to cleared swaps customer

collateral, as part 22 of the Commission's regulations defines that

term, which are governed by U.S. law. Like LCH, SGX has obtained, and

shared with the Commission, a legal opinion that support the existence

of such legal certainty.\105\

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\105\ Letter of counsel on file with the Commission.

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Request for Comment

The Commission requests comment as to whether there is reasonable

legal certainty, in the event of an insolvency of CME, LCH, SGX, or one

or more of any of these DCO's clearing members, with regard to the

treatment of customer and swap counterparty positions, funds, and

property. Specifically, the Commission requests comment on whether U.S.

swap counterparties have concerns about the applicability of English or

Singapore law to U.S. persons clearing swaps at LCH or SGX.

III. Proposed Amended Regulation 50.4(a)

The Commission promulgated regulation 50.4 as part of the First

Clearing Requirement Determination.\106\ Regulation 50.4 sets forth the

basic specifications of the classes of swaps that the Commission has

required to be cleared in order to allow counterparties contemplating

entering into a swap to quickly determine whether or not the particular

swap may be subject to a clearing requirement.\107\ Paragraph (a) of

regulation 50.4 sets forth the four classes of interest rate swaps that

are currently required to be cleared pursuant to the First Clearing

Requirement Determination.

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\106\ Clearing Requirement Determination Under Section 2(h) of

the CEA, 77 FR 74284 (Dec. 13, 2012).

\107\ Id.

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For the reasons discussed above, the Commission is proposing to

amend regulation 50.4(a) as follows: (i) Adding fixed-to-floating

interest rate swaps denominated in the nine additional currencies; (ii)

adding AUD-denominated basis swaps; (iii) adding AUD-, NOK-, PLN-, and

SEK-denominated FRAs; (iv) changing the maximum stated termination date

for USD-, GBP-, and EUR-denominated OIS to three years from two years;

and (v) adding AUD- and CAD-denominated OIS. The specifications of the

swaps set forth in revised regulation 50.4(a) are consistent with those

that are the subject of clearing requirements proposed or issued by

other jurisdictions.\108\

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\108\ See discussion of clearing requirements in other

jurisdictions in section I.B.

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IV. Proposed Implementation Schedule

The Commission phased in compliance with the First Clearing

Requirement Determination according to the schedule contained in

regulation 50.25.\109\ Under this schedule, compliance was phased in by

the type of market participant entering into a swap subject to the new

determination. The phase-in took place during a period of 270 days

following publication of the final version of the clearing requirement

determination in the Federal Register. The Commission proposes not to

phase in compliance with the proposed expanded fixed-to-floating swap,

basis swap, FRA, and OIS classes.

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\109\ See Swap Transaction Compliance and Implementation

Schedule: Clearing Requirement Under Section 2(h) of the CEA, 77 FR

44441 (July 30, 2012).

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Regulation 50.25 provides the Commission with the discretion to

phase in compliance. Regulation 50.25(b) provides that upon issuing a

clearing requirement determination under section 2(h)(2) of the Act,

the Commission may determine, based on the group, category, type, or

class of swaps subject to such determination, that the specified

schedule for compliance with the requirements of section 2(h)(1)(A) of

the Act shall apply. The Commission believes that most market

participants that would be subject to the proposed clearing requirement

already clear the types of interest rate swaps subject to the existing

clearing requirement. The Commission does not expect that these market

participants would need to connect to DCOs, document new client

clearing arrangements, or otherwise prepare themselves and their

customers in order to comply with the proposed clearing requirement as

they may have needed to do in order to comply with the First Clearing

Requirement Determination.

In addition, whereas upon publication of the First Clearing

Requirement Determination, the Commission was uncertain as to whether

various types of market participants were ready to submit swaps for

clearing,\110\ currently a cross-section of market participants clear

swaps. Therefore, the Commission believes that it would be reasonable

to expect market participants to comply with the proposed clearing

requirement 60 days after the final determination is published in the

Federal Register. That would be consistent with the effective date of

most Commission regulations.

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\110\ Id. at 44442.

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As described above, the Commission recognizes that multiple non-

U.S. jurisdictions have taken steps to promulgate clearing requirements

for the interest rate swaps covered by this proposal.\111\ The

Commission also understands that most of the other non-U.S. clearing

requirements discussed in this proposal will take effect before the end

of 2016. However, given that each jurisdiction must follow its own law

and practice, the Commission cannot be certain precisely when some non-

U.S. clearing requirements will take effect.

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\111\ See section I.B describing existing and potential clearing

requirements in other jurisdictions.

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Due to the fact that each of those other clearing requirements is

being implemented on a different schedule, and each schedule involves

multiple steps, the Commission is considering two alternative

implementation scenarios. The Commission seeks to create an

implementation schedule that results in workable adoption of the swaps

clearing requirements discussed in this proposal and is requesting

comment and feedback on each of the proposed scenarios below.

A. Implementation Scenario I--Simultaneous Effective Date

First, the Commission is considering publishing a final rule to

implement the clearing requirement for all products discussed in this

proposal at the same time. Market participants subject to the

Commission's jurisdiction would be required to comply with the clearing

requirement for these interest rate swaps products 60 days after the

Commission's final rule is published in the Federal Register. Under

this scenario, some interest rate swaps products could be subject to a

clearing requirement in the U.S. before there is an analogous clearing

requirement in a non-U.S. jurisdiction.

As noted earlier, for all swaps subject to this proposal, the

Commission

[[Page 39527]]

expects that a similar clearing requirement in the non-U.S.

jurisdiction will be forthcoming. As of the date of this proposal, the

clearing requirements have become effective for the (i) AUD-denominated

fixed-to-floating, basis, FRA, and OIS swaps, and (ii) MXN-denominated

fixed-to-floating swaps. For these categories of swaps, there will be

an analogous swap clearing requirement in at least one non-U.S.

jurisdiction that is in effect at the time the Commission's mandate

would take effect. For the other categories of swaps, effective dates

have been proposed in some but not all cases, and the proposed

effective dates could change. In addition, it is likely to be a few

months before the Commission could finalize a rule. Thus, for each

other category, it is possible that a Commission rule could take effect

before or after the effective date in the specified jurisdiction. The

Commission currently expects that if it finalizes this rule later this

year, the effective date for the expanded termination date range for

the OIS swaps denominated in EUR, GBP, and USD, would probably coincide

with or lag behind the European Union's implementation by a short time

period. By contrast, the effective date for a Commission clearing

requirement for the fixed-to-floating swaps denominated in CAD, HKD-,

NOK, PLN, SEK, SGD, and CHF, as well as the FRA denominated in NOK-,

PLN, and SEK, and the CAD-denominated OIS, could precede the effective

date of the analogous clearing requirement in the relevant non-U.S.

jurisdiction.

The primary benefit of implementing the clearing requirement for

all products subject to this proposal on a single date is that it

provides market participants with certainty and makes it easier for

industry members to update relevant policies and procedures at one

time.

B. Implementation Scenario II--Alternative Compliance Dates To

Coordinate Implementation With Non-U.S. Jurisdictions

Second, the Commission is considering proposing a compliance date

for the clearing requirement that will take place on the earlier of (i)

the date 60 days after the effective date of an analogous clearing

requirement that has been adopted by a regulator in a non-U.S.

jurisdiction, provided that any such date for any swap covered by the

final rule shall not be earlier than the date which is 60 days after

the Commission's final rule is published, or (ii) the date two years

after the Commission's final rule is published in the Federal Register.

Under this scenario, compliance with the Commission's clearing

requirement will be required for certain interest rate swaps products

as non-U.S. jurisdictions make analogous clearing requirements

effective, but in all cases compliance with the Commission's clearing

requirements will be required no later than two years after the final

rule is published.

This implementation scenario blends flexibility with certainty by

giving market participants the opportunity to implement clearing for

these interest rate swap products over time, while providing a date

certain by which market participants will be expected to clear all

products subject to this proposal.

The Commission notes that under this scenario, the compliance date

for the (i) AUD-denominated fixed-to-floating, basis, FRA, and OIS

swaps, and (ii) MXN-denominated fixed-to-floating swaps, would be 60

days after the publication of the final rule in the Federal Register

because the clearing requirements for these swaps products are

effective in non-U.S. jurisdictions currently. Market participants

subject to the Commission's jurisdiction would not be required to

comply with the swap clearing requirements for the expanded termination

dates for the OIS swaps denominated in EUR, GBP, and USD, until 60 days

after the later of (i) June 21, 2016 (or such later date when the

European Union's clearing requirement for these products first becomes

effective) or (ii) the publication date of the final rule in the

Federal Register, but in no event would the compliance date be later

than two years after publication of the final rule in the Federal

Register.

In order to manage expectations for implementation under the second

scenario, the Commission proposes to wait no longer than two years

after the final rule is adopted to require clearing for all of the

swaps products subject to this proposal.

Request for Comment

The Commission requests comment on not using regulation 50.25 to

phase in compliance with the proposed clearing requirement. In

addition, the Commission requests comment on the two proposed

implementation scenarios, the advantages and disadvantages of each of

the options discussed above and whether market participants have a

preference for one over the other. In particular, the Commission is

seeking feedback on whether all proposed clearing requirements should

become effective at the same time or whether the compliance date for a

clearing requirement should be related to the date that an analogous

clearing requirement becomes effective in a non-U.S. jurisdiction.

V. Cost Benefit Considerations

A. Statutory and Regulatory Background

Proposed revised regulation 50.4(a) identifies certain swaps that

would be required to be cleared under section 2(h)(1)(A) of the CEA in

addition to those currently required to be cleared by existing

regulations 50.2 and 50.4(a). The clearing requirement proposed herein

is designed to standardize and reduce counterparty risk associated with

swaps, and in turn, mitigate the potential systemic impact of such

risks and reduce the likelihood for swaps to cause or exacerbate

instability in the financial system. The Commission believes this

proposal is consistent with one of the fundamental premises of the

Dodd-Frank Act and the 2009 commitments by G20 nations: The use of

central clearing can reduce systemic risk.

Regulation 39.5 provides an outline for the Commission's review of

swaps for required clearing. Regulation 39.5 allows the Commission to

review swaps submitted by DCOs. Under section 2(h)(2)(D) of the CEA, in

reviewing swaps for a clearing requirement determination, the

Commission must take into account the following factors: (1)

Significant outstanding notional exposures, trading liquidity and

adequate pricing data; (2) the availability of rule framework,

capacity, operational expertise and credit support infrastructure to

clear the contract on terms that are consistent with the material terms

and trading conventions on which the contract is then traded; (3) the

effect on the mitigation of systemic risk; (4) the effect on

competition; and (5) the existence of reasonable legal certainty in the

event of the insolvency of the DCO or one or more of its clearing

members.\112\ Regulation 39.5 also directs DCOs to provide to the

Commission other information, such as product specifications,

participant eligibility standards, pricing sources, risk management

procedures, a description of the manner in which the DCO has provided

notice of the submission to its members and any additional information

requested by the Commission.\113\ This information is designed to

assist the Commission in identifying those swaps that are required to

be cleared.

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\112\ Section 2(h)(2)(D) of the CEA.

\113\ Regulation 39.5(b)(3)(ii).

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[[Page 39528]]

The following discussion is a consideration of the costs and

benefits of the Commission's proposed actions pursuant to the

regulatory requirements above.

B. Overview of Swap Clearing

i. How Clearing Reduces Risk

When a bilateral swap is cleared, the DCO becomes the counterparty

to each original participant to the swap. This arrangement mitigates

counterparty risk to the extent that the clearinghouse may be a more

creditworthy counterparty than the original swap participants. Central

clearing reduces the interconnectedness of the swap positions of SDs,

and other swap market participants, because the DCO, an independent

third party that takes no market risk, guarantees the collateralization

of swap counterparties' exposures. DCOs have demonstrated resilience in

the face of past market stress. DCOs remained financially sound and

effectively settled positions in the midst of turbulent financial

conditions in 2007-2008 that threatened the financial health and

stability of many other types of entities.

The Commission believes that DCOs will continue to be some of the

most creditworthy counterparties in the swap markets because DCOs have

various tools available that are effective in monitoring and managing

counterparty risk. These tools include the contractual right to: (1)

Collect initial and variation margin associated with outstanding swap

positions; (2) mark positions to market regularly, usually multiple

times per day, and issue margin calls whenever the margin in a

customer's account has dropped below predetermined levels set by the

DCO; (3) adjust the amount of margin that is required to be held

against swap positions in light of changing market circumstances, such

as increased volatility in the underlying product; and (4) close out

the swap positions of a customer that does not meet margin calls within

a specified period of time.

Moreover, in the event that a clearing member defaults on its

obligations to the DCO, the DCO has numerous remedies available to

manage risk, including transferring the swap positions of the defaulted

member to another clearing member, and covering any losses that may

have accrued with the defaulting member's margin on deposit. In order

to transfer the swap positions of a defaulting member and manage the

risk of those positions, the DCO has the ability to take a number of

steps, including: (1) Hedge the portfolio of positions of the

defaulting member to limit future losses; (2) partition the portfolio

into smaller pieces; and (3) auction off the pieces of the portfolio,

together with their corresponding hedges, to other members of the DCO.

In order to cover the losses associated with such a default, the DCO

would typically draw from: (1) The initial margin posted by the

defaulting member; (2) the guaranty fund contribution of the defaulting

member; (3) the DCO's own capital contribution; (4) the guaranty fund

contributions of non-defaulting members; and (5) an assessment on the

non-defaulting members. These mutualized risk mitigation capabilities

are largely unique to clearinghouses and help to ensure that they

remain solvent and creditworthy swap counterparties even when clearing

members default or there are stressed market circumstances.

ii. The Clearing Requirement and Role of the Commission

With the passage of the Dodd-Frank Act, Congress gave the

Commission the responsibility for determining which swaps would be

required to be cleared pursuant to section 2(h)(1)(A) of the CEA.

Therefore, the costs and benefits associated with a clearing

requirement are attributable to both the CEA, as amended by the Dodd-

Frank Act, and the Commission acting in accordance with the CEA. As a

result, it is difficult to distinguish between the costs associated

with the Dodd-Frank Act itself, and the costs associated with the

Commission exercising the authority granted to it by the Dodd-Frank

Act.

There also is evidence that the interest rate swaps market has been

migrating into clearing for multiple years in response to market

incentives, in anticipation of the Dodd-Frank Act's clearing

requirement, and as a result of the First Clearing Requirement

Determination. This shift can be seen in the volumes of interest rate

swaps currently being cleared by CME and LCH, the two DCOs that

submitted a significant portion of the information contained in this

proposal. The open notional value of interest rate swaps cleared at CME

has increased from approximately $2.2 trillion to over $5.5 trillion

between June 10, 2013 and September 10, 2013, two implementation dates

for the First Clearing Requirement Determination.\114\ Because the

volume of interest rate swaps being cleared also has increased

voluntarily, it is impossible to precisely determine the extent to

which any increased use of clearing would result from statutory or

regulatory requirements, as compared to the desire of swap market

participants to clear swaps for the risk-mitigating benefits.\115\

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\114\ See CME comment letter of Sept. 16, 2013 in response the

Commission's notice of proposed rulemaking concerning DCOs and

International Standards, 78 FR 50260, Aug. 16, 2013. The CME comment

letter is available on the Commission's Web site at: http://comments.cftc.gov/PublicComments/CommentList.aspx?id=1391.

\115\ It is also possible that some market participants would

respond to the proposed rule's requirement that certain interest

rate swaps be cleared by decreasing their use of such swaps. This

possibility contributes to the uncertainty regarding how the

proposed rule will affect the quantity of swaps that are cleared.

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For these reasons, the Commission has determined that the costs and

benefits related to the required clearing of the interest rate swaps

subject to this proposal are attributable, in part to (1) Congress's

stated goal of reducing systemic risk by, among other things, requiring

clearing of swaps and (2) the Commission's exercise of its discretion

in selecting swaps or classes of swaps to achieve those ends. The

Commission will discuss the costs and benefits of the overall move from

voluntary clearing to required clearing for the swaps subject to this

proposal below.

Request for Comment

The Commission requests comment concerning its assumption that a

shift towards clearing may be due to the Dodd-Frank Act's general

clearing requirement or other motivations including independent

business reasons and incentives from other regulators, such as

prudential authorities.

C. Consideration of the Costs and Benefits of the Commission's Action

i. CEA Section 15(a)

Section 15(a) of the CEA requires the Commission to consider the

costs and benefits of its actions before promulgating a regulation

under the CEA or issuing certain orders. Section 15(a) further

specifies that the costs and benefits shall be evaluated in light of

the following five broad areas of market and public concern: (1)

Protection of market participants and the public; (2) efficiency,

competitiveness and financial integrity; (3) price discovery; (4) sound

risk management practices; and (5) other public interest considerations

(collectively referred to herein as the Section 15(a) Factors.)

Accordingly, the Commission considers the costs and benefits associated

with the proposed clearing requirement determination in light of the

Section 15(a) Factors.

In the sections that follow, the Commission considers: (1) The

costs and benefits of required clearing for the swaps identified in

this proposed rule; (2) the alternatives contemplated by the

[[Page 39529]]

Commission and their costs and benefits; (3) the impact of required

clearing for the proposed swaps on the Section 15(a) Factors.

ii. Costs and Benefits of Required Clearing Under the Proposed Clearing

Requirement Determination

Market participants may incur certain costs in order to clear the

interest rate swaps included in the proposed rule. For example, market

participants that are not already clearing interest rate swaps either

voluntarily or pursuant to the First Clearing Requirement Determination

may incur certain startup and ongoing costs related to developing

technology and infrastructure, updating or creating new legal

agreements, service provider fees, and collateralization of the cleared

positions. The per-entity costs described above are likely to vary

widely depending on the needs of each market participant. Such costs

likely will be lower for the market participants who have used the

interest rate swaps covered by this proposal in the past and who

currently execute and clear the interest rate swaps covered by the

First Clearing Requirement Determination. The opposite likely would be

true for market participants that start clearing because of the

proposed clearing requirement. The costs of collateralization, on the

other hand, are likely to vary depending on whether or not an entity is

subject to the margin requirements for uncleared swaps,\116\ whether or

not an entity is subject to capital requirements, and the differential

between the cost of capital for the assets they use as collateral, and

the returns realized on those assets.

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\116\ The Commission's margin requirements for uncleared swaps

are codified in subpart E of part 23 of the Commission's

regulations.

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Market participants that would begin clearing the interest rate

swaps subject to this proposal also would obtain the benefits

associated with clearing. These benefits include reduced and

standardized counterparty risk, increased transparency, and easier

access to the swap markets. Together, these benefits will contribute

significantly to the stability and efficiency of the financial system.

However, these benefits are difficult to quantify with any degree of

precision, and market participants already clearing these swaps already

realize the benefits of clearing.

Request for Comment

The Commission requests comment concerning the costs of clearing

described above for various market participants. The Commission

requests comment from both U.S. and non-U.S. swap counterparties that

may be affected by the proposed determination.\117\ The Commission also

requests comment as to the benefits that market participants could

realize as a result of the proposed rule.

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\117\ See section II.B.iii.a.1 discussing how the Commission has

considered the swap clearing requirement to apply in a cross-border

context.

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a. Technology, Infrastructure, and Legal Costs

Market participants already clearing their swaps may incur costs in

making necessary changes to technology systems to support the clearing

required by the proposed rule. Market participants that are not

currently clearing swaps may incur costs if they need to implement

middleware technology to connect to FCMs that will clear their

transactions. Similarly, legal costs will vary depending on the extent

to which a market participant is already clearing swaps. The Commission

does not have the information necessary to determine either the costs

associated with entities that need to establish relationships with one

or more FCMs or the costs associated with entities that already have

relationships with one or more FCMs but need to revise their

agreements.\118\ The costs are likely to depend on the specific

business needs of each entity and would therefore vary widely among

market participants. As a general matter, the Commission would expect

that most market participants already will have undertaken the steps

necessary to accommodate the clearing of required swaps, and that the

burden associated with these additional interest rate swap products

should be minimal.

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\118\ The Commission does not have current information regarding

such fees; commenters are requested to provide the necessary data

where available. In the First Clearing Requirement Determination (77

FR 74284 at 74324), the Commission noted that it had been estimated

that it would cost smaller financial institutions between $2,500 and

$25,000 to review and negotiate legal agreements to establish a new

business relationship with an FCM (citing comment letters from

Chatham Financial and Webster Bank submitted to the Commission in

2012 in response to the Commission's request for comment concerning

the cost benefit analysis regarding a potential clearing exception

for certain small financial institutions under the end-user

exception, available at: http://comments.cftc.gov/PublicComments/ViewComment.aspx?id=58077 and http://comments.cftc.gov/PublicComments/ViewComment.aspx?id=58076).

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Request for Comment

The Commission requests comment, including any quantifiable data

and analysis, on the changes that market participants will have to make

to their technological and legal infrastructures in order to clear the

interest rate swaps that are subject to the proposed clearing

requirement. In particular, the Commission requests comment concerning

the following questions: How many market participants may have to

establish new relationships with FCMs, or significantly upgrade those

relationships based on the inclusion of these additional products to

the clearing requirement?

b. Ongoing Costs Related to FCMs and Other Service Providers

In addition to costs associated with technological and legal

infrastructures, market participants transacting in swaps subject to

the proposed clearing requirement will face ongoing costs associated

with fees charged by FCMs. DCOs typically charge FCMs an initial

transaction fee for each cleared interest rate swap its customers

enter, as well as an annual maintenance fee for each open position. In

addition, the Commission understands that customers that occasionally

transact in swaps are typically required to pay a monthly or annual fee

to each FCM.\119\

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\119\ The Commission does not have current information regarding

such fees; commenters are requested to provide the necessary data

where available. In the First Clearing Requirement Determination (77

FR 74284 at 74325), the Commission noted that customers that

occasionally transact in swaps are typically required to pay a

monthly or annual fee to each FCM that ranges from $75,000 to

$125,000 per year (citing comment letters from Chatham Financial and

Webster Bank).

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As discussed above, it is difficult to predict precisely how the

proposed requirement to clear the additional swaps covered by this

proposed rule will increase the use of swap clearing, as compared to

the use of clearing that would occur in the absence of the requirement.

The Commission expects that the proposed clearing requirement generally

would increase the use of clearing, leading in most cases to an

incremental increase in the transaction costs noted above. However, the

Commission would expect that most market participants already will have

undertaken the steps necessary to accommodate the clearing of required

swaps, and that the burden associated with the additional interest rate

swap products should be minimal.

Request for Comment

The Commission requests additional comment, data, and analysis

regarding the fee structures of FCMs in general, and in particular as

they relate to the clearing of the types of swaps covered by the

proposed rule.

[[Page 39530]]

c. Costs Related to Collateralization of Cleared Swap Positions

Market participants that enter into the interest rate swaps subject

to the proposed rule will be required to post initial margin at a DCO.

The Commission understands that some of the swaps subject to this

proposal are currently being cleared on a voluntary basis.

Specifically, the Commission estimates the following.

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\120\ The Commission used part 45 data to make these estimates

based on swap activity occurring during the second quarter of 2015.

The data set does not include swaps entered into by affiliated

counterparties. Data from the third and fourth quarters of 2015 were

used to calculate the estimates for EUR-, GBP-, and USD-denominated

OIS with terms of two to three years. Data from January 2016 was

used to calculate the estimates for AUD- and CAD-denominated OIS.

Table 17--Part 45 Data Estimated Percentages of the Interest Rate Swap

Market Cleared Voluntarily Second Quarter 2015 \120\

------------------------------------------------------------------------

Percentage of

Product market cleared

------------------------------------------------------------------------

AUD-denominated fixed-to-floating interest rate swap.... 65

CAD-denominated fixed-to-floating interest rate swap.... 72

CHF-denominated fixed-to-floating interest rate swap.... 83

HKD-denominated fixed-to-floating interest rate swap.... 49

MXN-denominated fixed-to-floating interest rate swap.... 25

NOK-denominated fixed-to-floating interest rate swap.... 40

PLN-denominated fixed-to-floating interest rate swap.... 66

SEK-denominated fixed-to-floating interest rate swap.... 45

SGD-denominated fixed-to-floating interest rate swap.... 24

AUD-denominated basis swap.............................. 28

AUD-denominated FRA..................................... 0

NOK-denominated FRA..................................... 94

PLN-denominated FRA..................................... 32

SEK-denominated FRA..................................... 25

EUR-denominated OIS (2-3 year term)..................... 100

GBP-denominated OIS (2-3 year term)..................... 100

USD-denominated OIS (2-3 year term)..................... 100

AUD-denominated OIS..................................... 18

CAD-denominated OIS..................................... 88

------------------------------------------------------------------------

With information provided by CME, LCH, and SGX, the Commission has

estimated the amounts of initial margin currently on deposit at these

three DCOs with respect to the swaps that are the subject of this

proposed determination. Using this information, the Commission

estimates that this clearing requirement determination would require

market participants to post the following amounts of additional initial

margin for each of the interest rate swaps covered by this proposed

determination.\121\

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\121\ The Commission made these calculations using the following

formula:

X/Y-X.

X = Current value of margin on deposit at DCOs for an interest

rate swap denominated in a particular currency.

Y = Percentage of the market for that swap that is currently

cleared.

Table 18--Estimated Additional Amounts of Initial Margin Due to Proposed

Clearing Requirement

------------------------------------------------------------------------

Amount of margin

Swap USD equivalent

------------------------------------------------------------------------

AUD-denominated Fixed-to-floating interest rate swap. $1,107,287,108

CAD-denominated Fixed-to-floating interest rate swap. 419,208,078

CHF-denominated Fixed-to-floating interest rate swap. 105,963,972

HKD-denominated Fixed-to-floating interest rate swap. 216,677,823

MXN-denominated Fixed-to-floating interest rate swap. 1,867,370,001

NOK-denominated Fixed-to-floating interest rate swap. 241,288,835

PLN-denominated Fixed-to-floating interest rate swap. 84,789,768

SEK-denominated Fixed-to-floating interest rate swap. 603,185,677

SGD-denominated Fixed-to-floating interest rate swap. 1,113,041,264

AUD-denominated basis swap........................... 612,166,597

AUD-denominated FRA.................................. \122\ N/A

NOK-denominated FRA.................................. 10,746,747

PLN-denominated FRA.................................. 186,238,075

SEK-denominated FRA.................................. 942,845,508

EUR-denominated OIS with terms of 2-3 years.......... 0

GBP-denominated OIS with terms of 2-3 years.......... 0

USD-denominated OIS with terms of 2-3 years.......... 0

AUD-denominated OIS.................................. 84,254,007

CAD-denominated OIS.................................. 6,630,342

------------------

Total............................................ 7,601,693,801

------------------------------------------------------------------------

 

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\122\ The amount of additional margin required for AUD-

denominated FRAs cannot currently be estimated.

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The Commission believes that these estimates may be higher than the

actual amounts of initial margin that would need to be posted as a

result of this proposed rule because these estimates are based on

several assumptions. First, the estimates assume that none of the swaps

that are currently executed on an uncleared basis are currently

collateralized. By contrast, an ISDA survey reported that as of

December 31, 2014, 88.9% of all uncleared fixed income derivative

transactions are subject to a credit support annex.\123\

[[Page 39531]]

Moreover, uncleared swaps between certain SDs, MSPs, and ``financial

end-users,'' will be subject to initial and variation margin

requirements pursuant to the Commission's margin regulations for

uncleared swaps, as discussed further below.\124\ Second, the estimates

listed in Table 18 are based on the assumption that none of the swaps,

when entered into on an uncleared basis, are priced to include implicit

contingent liabilities and counterparty risk borne by the counterparty

to the swap. Third, not all swaps having the additional denominations

or maturities proposed herein will necessarily be eligible for clearing

if they are not otherwise covered by the clearing requirement (i.e.,

the specifications set forth in proposed revised regulation 50.4(a)) or

if the swaps have terms which prevent them from being cleared. Finally,

certain entities may elect an exception or exemption from the clearing

requirement, which would not require such an entity to clear the swaps

covered by this proposal.\125\

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\123\ See ISDA Margin Survey 2015 at page 12, Table 6, available

at: http://www2.isda.org/functional-areas/research/surveys/margin-surveys/. Although it is unclear exactly how many of the derivatives

covered by this survey are swaps, it is reasonable to assume that a

large part of them are.

\124\ Margin Requirements for Uncleared Swaps for Swap Dealers

and Major Swap Participants; Final Rule, 81 FR 636 (Jan. 6, 2016)

(hereinafter ``uncleared swap margin regulations''). The U.S.

prudential regulators finalized similar regulations in Oct. 2015.

\125\ See subpart C of part 50 (Exceptions and Exemptions to the

Clearing Requirement). There also is a possibility that the

estimates listed in Table 18 are lower than the actual figures

because certain market participants with directional portfolios may

be unable to benefit from margin offsets that could come from

clearing. However, the Commission believes that the estimates listed

in Table 18 are more likely to overstate the required additional

margin amounts than to underestimate them.

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The amounts of initial margin that the Commission estimates would

be required to be posted due to this proposed rule (listed in Table 18)

do not include the costs that some market participants may incur to

obtain this collateral. Some entities may have to raise funds to

acquire assets that a DCO accepts as initial margin. The greater the

funding cost relative to the rate of return on the asset used as

initial margin, the greater the cost of procuring this asset.

Quantifying this cost with any precision is challenging because

different entities may have different funding costs and may choose

assets with different rates of return. One way to estimate the funding

cost of procuring assets to be used as initial margin is to compare the

rate of return, or yield, on an asset that is usually accepted by a DCO

for initial margin with the cost of funding the asset with debt

financing. Based on the Commission's experience and understanding, the

Commission has decided to estimate this cost using an average borrowing

cost of 4.4% \126\ and then subtracting the 1.8% return that a 5-year

U.S. Treasury bond yields.\127\ This calculation produces an estimated

funding cost of 2.6%. By multiplying the total estimated initial margin

amount of $7,601,693,801 (Table 18) by 2.6%, the Commission estimates

that the cost of funding the total initial margin that would be

required to be posted due to this proposed rule is approximately

$197,644,039. It also should be noted that some entities, such as

pension funds and asset managers, may use as initial margin assets that

they already own. In these cases, the market participants would not

incur a funding cost in order to post initial margin.

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\126\ Bank of America Merrill Lynch U.S. Corporate BBB effective

yield for December 2015.

\127\ In December 2015, a 5-year U.S. treasury bond yielded

1.8%.

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The Commission requests comments on all aspects of quantifying the

cost of funding initial margin that would be required to be posted

pursuant to this proposed rule. In particular, the Commission requests

comment on funding costs that market participants may face due to

interest rates on bonds issued by a sovereign nation that also issues

the currency in which a swap subject to this proposed determination is

denominated. The Commission recognizes that CME and LCH accept as

initial margin bonds issued by several sovereigns and that market

participants may post such bonds as initial margin if the Commission

adopted this proposed rule.

The Commission recognizes further that the new initial margin

amounts that would be required to be posted as a result of this

proposed clearing requirement will, for entities required to post

initial margin under both the clearing requirement and the uncleared

swap margin regulations, replace the initial margin amount that will be

required pursuant to the uncleared swap margin regulations. The

uncleared swap margin regulations require SDs, MSPs, and certain

``financial end-users'' to post and collect initial and variation

margin for uncleared swaps, subject to various conditions and

limitations.\128\ The Commission expects that the initial margin that

would be required to be posted for a cleared swap subject to this

proposed determination would typically be less than the initial margin

that would be required to be posted for uncleared swaps pursuant to the

uncleared swap margin regulations. Whereas the initial margin

requirement for cleared swaps must be established according to a margin

period of risk of at least five days,\129\ under the uncleared swap

margin regulations, the minimum initial margin requirement is set with

a margin period of risk of 10-days or, under certain circumstances,

less or no initial margin for inter-affiliate transactions.\130\ The

uncleared swap margin regulations will be phased in between September

1, 2016 and September 1, 2020.

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\128\ See subpart E of part 23 of the Commission's regulations.

Swap clearing requirements under part 50 of the Commission's

regulations apply to a broader scope of market participants than the

uncleared swap margin regulations. For example, under subpart E of

part 23, a financial end-user that does not have ``material swaps

exposure'' (as defined by regulation 23.151) is not required to post

initial margin, but such an entity may be subject to the swap

clearing requirement.

\129\ Commission regulation 39.13(g)(2)(ii)(C).

\130\ Commission regulations 23.154(b)(2)(i) and 23.159. See

also Margin and Capital Requirements for Covered Swap Entities, 80

FR 77840 (Nov. 30, 2015).

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With respect to swaps that would be subject to this proposed

clearing requirement determination, but not subject to the uncleared

swap margin regulations, the Commission believes that the new initial

margin amounts that would be deposited would be a displacement of a

cost that is currently embedded in the prices and fees for transacting

the swaps on an uncleared and uncollateralized basis rather than a new

cost. Entering into a swap is costly for any market participant because

of the default risk posed by its counterparty, whether the counterparty

is a DCO, SD, MSP, or other market participant. When a market

participant faces the DCO, the DCO accounts for that counterparty

credit risk by requiring collateral to be posted, and the cost of

capital for the collateral is part of the cost that is necessary to

maintain the swap position. When a market participant faces an SD or

other counterparty in an uncleared swap, however, the uncleared swap

contains an implicit line of credit upon which the market participant

effectively draws when its swap position is out of the money.

Counterparties charge for this implicit line of credit in the spread

they offer on uncollateralized, uncleared swaps. It has been argued

that the cash flows of an uncollateralized swap (i.e., a swap with an

implicit line of credit) are, over time, substantially equivalent to

the cash flows of a collateralized swap with an explicit line of

credit.\131\ And because the counterparty credit risk created by the

implicit line of credit

[[Page 39532]]

is the same as the counterparty risk that would result from an explicit

line of credit provided to the same market participant, to a first

order approximation, the charge for each should be the same as

well.\132\ This means that the cost of capital for additional

collateral posted as a consequence of requiring uncollateralized swaps

to be cleared takes a cost that is implicit in an uncleared,

uncollateralized swap and makes it explicit. This observation applies

to capital costs associated with both initial margin and variation

margin.

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\131\ See Antonio S. Mello and John E. Parsons, ``Margins,

Liquidity, and the Cost of Hedging.'' MIT Center for Energy and

Environmental Policy Research, May 2012, available at: http://dspace.mit.edu/bitstream/handle/1721.1/70896/2012-005.pdf?sequence=1.

\132\ See id., Mello and Parsons state in their paper:

``[h]edging is costly. But the real source of the cost is not the

margin posted, but the underlying credit risk that motivates

counterparties to demand that margin be posted.'' Id. at 12. They go

on to demonstrate that, ``[t]o a first approximation, the cost

charged for the non-margined swap must be equal to the cost of

funding the margin account. This follows from the fact that the non-

margined swap just includes funding of the margin account as an

embedded feature of the package.'' Id. at 15-16.

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In addition, the proposed rule may result in added operational

costs. With uncleared swaps, counterparties may agree not to collect

variation margin until certain thresholds of exposure are reached, thus

reducing or entirely eliminating the need to exchange variation margin

as exposure changes. DCOs, on the other hand, collect and pay variation

margin on a daily basis and sometimes more frequently. As a

consequence, increased required clearing may increase certain

operational costs associated with exchanging variation margin with the

DCO (although the exchange of variation margin may be expected to

provide the benefit of lowering the build-up of current exposure). On

the other hand, increased clearing also could lead to reduced

operational costs related to valuation disputes about posted

collateral, as parties to cleared swaps agree to post collateral that

is less susceptible to valuation disputes.

The proposed rule also may result in additional costs for clearing

members in the form of guaranty fund contributions. However, it also

could decrease guaranty fund contributions for certain clearing

members. Once the proposed clearing requirement takes effect, market

participants that currently transact swaps bilaterally must either

become clearing members of a DCO or submit such swaps for clearing

through an existing clearing member. A market participant that becomes

a direct clearing member must make a guaranty fund contribution, while

a market participant that clears its swaps through a clearing member

may pay higher fees if the clearing member passes the costs of the

guaranty fund contribution to its customers. While the addition of new

clearing members and new customers for existing clearing members may

result in an increase in guaranty fund requirements, it should be noted

that if (1) new clearing members are not among the two clearing members

used to calculate the guaranty fund and (2) any new customers trading

through a clearing member do not increase the size of uncollateralized

risks at either of the two clearing members used to calculate the

guaranty fund, all else held constant, existing clearing members may

experience a decrease in their guaranty fund requirement.

Request for Comment

The Commission invites further comment regarding the total amount

of additional collateral that would be posted due to required clearing

of the interest rate swaps covered by this proposed clearing

requirement determination. Furthermore, the Commission invites comment

regarding the cost of capital and returns on capital for that

collateral. The Commission also invites comment on the effects of

required clearing on the capital requirements for financial

institutions. Finally, the Commission invites comment regarding the

costs and benefits associated with operational differences related to

the collateralization of uncleared versus cleared swaps. Please supply

quantifiable data and analysis regarding these subjects, if possible.

d. Benefits of Clearing

As noted above, the benefits of swap clearing are generally

significant. The Commission believes that while the requirement to

margin uncleared swaps in certain circumstances will also mitigate

counterparty credit risk, such risk is mitigated further for swaps that

are cleared through a central counterparty. Moreover, as discussed

above, the proposed clearing determination would apply to a larger set

of market participants than the uncleared swaps margin requirements.

Thus, to the extent that the proposed clearing requirement for

additional interest rate swaps leads to increased clearing, these

benefits are likely to result. As is the case for the costs noted

above, it is impossible to predict the precise extent to which the use

of clearing will increase as a result of the proposed rule, and

therefore the benefits of the proposed rule cannot be precisely

quantified. However, the Commission believes that the benefits of

increased clearing resulting from the proposed rule will be

substantial, because the additional swaps required to be cleared by the

proposed rule have significant volumes within the overall interest rate

swap market.

The proposed rule's requirement that certain swaps be cleared is

expected to increase the number of swaps in which market participants

will face a DCO, and therefore, will face a highly creditworthy

counterparty. As discussed above, DCOs are some of the most

creditworthy counterparties in the swap market because of the risk

management tools they have available.

Request for Comment

The Commission requests comment on whether benefits will result

from the proposed rule, and, if so, the expected magnitude of such

benefits.

Also, would the proposed rule provide benefits by furthering

international harmonization of clearing requirements? As noted above,

if a non-U.S. jurisdiction were to proceed with a swap clearing

requirement determination for an interest rate swap denominated in a

particular currency, and the Commission's clearing requirement did not

cover that swap, the market participants might be able to avoid the

non-U.S. jurisdiction's requirement by entering into the swap in the

U.S.\133\

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\133\ See section I.B. discussing clearing requirements in non-

U.S. jurisdictions.

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D. Costs and Benefits of the Proposed Rule as Compared to Alternatives

The proposed rule is a function of both the market importance of

these products and the fact that they already are widely cleared. The

Commission believes these interest rate swaps are appropriate to

require to be cleared because they are widely used and already have a

blueprint for clearing and risk management.

Given the implementation of the Commission's First Clearing

Requirement Determination for interest rate swaps, and the widespread

use of clearing for the additional products included in this proposal,

DCOs, FCMs, and market participants already have experience clearing

the types of swaps proposed for required clearing. The Commission

therefore expects that DCOs and FCMs are prepared to handle the

increases in volumes and outstanding notional amounts in these swaps

that are likely to result from the proposed rule. Because of the wide

use of these swaps and their importance to the market, and because

these swaps are already successfully being cleared, the Commission is

proposing to subject

[[Page 39533]]

certain additional interest rate swaps to the clearing requirement.

The Commission is considering two alternative implementation

scenarios. First, the Commission is considering a scenario under which

the clearing requirement for all products subject to this proposal

would take effect at the same time, regardless of whether an analogous

clearing requirement has been promulgated by an authority of a non-U.S.

jurisdiction. Implementing the clearing requirement for all products

subject to this proposal on a single date would give market

participants certainty and make it easier for industry members to

update relevant policies and procedures at one time.

Second, the Commission is considering a scenario under which

compliance with the clearing requirement will be required upon the

earlier of (i) the date 60 days after the effective date of an

analogous clearing requirement that has been adopted by a regulator in

a non-U.S. jurisdiction, provided that any such date for any swap

covered by the final rule shall not be earlier than the date which is

60 days after the Commission's final rule is published, or (ii) the

date two years after the Commission's final rule is published in the

Federal Register. This scenario would allow the Commission to

coordinate compliance dates with the effective dates set by non-U.S.

jurisdictions in order to promote international harmonization of

clearing requirements while maintaining certainty that compliance with

all proposed clearing requirements will be required within a specific

time period (i.e., all products subject to this proposal will be

subject to a clearing requirement no later than two years after the

final rule is published).

Request for Comment

The Commission requests comment on the costs and benefits of adding

nine currencies to the fixed-to-floating interest rate swap class,

adding AUD-denominated basis swaps to the basis swap class, adding AUD-

, NOK-, PLN-, SEK-denominated FRA swaps to the FRA class, extending the

termination date range for the USD, GBP, and EUR-OIS covered by the OIS

class, and adding AUD- and CAD-denominated OIS to the OIS class. In

addition, the Commission requests comment regarding the costs and

benefits of the two alternative proposals for the finalization and

implementation of the clearing requirements. The Commission requests

that, if possible, commenters quantify costs and benefits that may

result either from the approach proposed by the Commission or from

alternatives that commenters believe the Commission should consider.

E. Section 15(a) Factors

As noted above, the requirement to clear the fixed-to-floating

interest rate swaps, basis swaps, FRAs, and OIS covered by this

proposed rule is expected to result in increased use of clearing,

although it is impossible to quantify with certainty the extent of that

increase. Thus, this section discusses the expected results from an

overall increase in the use of swap clearing in terms of the factors

set forth in section 15(a) of the CEA.

i. Protection of Market Participants and the Public

As described above, required clearing of the interest rate swaps

identified in this proposed rule is expected to most likely reduce

counterparty risk for market participants that clear those swaps

because they will face the DCO rather than another market participant

that lacks the full array of risk management tools that the DCO has at

its disposal. This also reduces uncertainty in times of market stress

because market participants facing a DCO are less concerned with the

impact of such stress on the solvency of their counterparty for cleared

trades.

By proposing to require clearing of certain interest rate swaps,

all of which are already available for clearing, the Commission expects

to encourage a smooth transition by creating an opportunity for market

participants to work out challenges related to required clearing of

swaps while operating in familiar terrain. More specifically, the DCOs

currently clearing these interest rate swaps, CME, Eurex, LCH, and SGX

will clear an increased volume of swaps that they already understand

and have experience managing. Similarly, FCMs likely will realize

increased customer and transaction volume as the result of the

requirement, but will not have to simultaneously learn how to

operationalize clearing for the covered interest rate swaps. The

experience of FCMs with these products also is likely to benefit

customers that are new to clearing, as the FCM guides them through

initial experiences with cleared swaps.

In addition, uncleared swaps subject to collateral agreements can

be the subject of valuation disputes. These valuation disputes

sometimes require several months or longer to resolve. Potential future

exposures can grow significantly and even beyond the amount of initial

margin posted during that time, leaving one of the two counterparties

exposed to counterparty credit risk. DCOs virtually eliminate valuation

disputes for cleared swaps, as well as the risk that uncollateralized

exposure can develop and accumulate during the time when such a dispute

would have otherwise occurred, thus providing additional protection to

market participants who transact in swaps that are required to be

cleared.

As far as costs are concerned, market participants that do not

currently have established clearing relationships with an FCM will have

to set up and maintain such a relationship in order to clear swaps that

are required to be cleared. As discussed above, market participants

that conduct a limited number of swaps per year likely will be required

to pay monthly or annual fees that FCMs charge to maintain both the

relationship and outstanding swap positions belonging to the customer.

In addition, the FCM is likely to pass along fees charged by the DCO

for establishing and maintaining open positions.

It is expected that most market participants already will have had

experience complying with prior clearing requirements and that the

incremental burdens associated with clearing these additional products

should be minimal, especially given the similarities that these

products have to those already included within the prior clearing

determination and the fact that they are already widely cleared

products.

ii. Efficiency, Competitiveness, and Financial Integrity of Swap

Markets

Swap clearing, in general, is expected to reduce uncertainty

regarding counterparty risk in times of market stress and promote

liquidity and efficiency during those times. Increased liquidity

promotes the ability of market participants to limit losses by exiting

positions effectively and efficiently when necessary in order to manage

risk during a time of market stress.

In addition, to the extent that positions move from facing multiple

counterparties in the bilateral market to being cleared through a

smaller number of clearinghouses, clearing facilitates increased

netting. This reduces the amount of collateral that that a party must

post in margin accounts.

As discussed above, in setting forth this proposed clearing

requirement determination, the Commission took into account a number of

specific factors that relate to the financial integrity of the swap

markets. Specifically, the discussion above includes an assessment of

whether CME, Eurex, LCH, and SGX, each of which currently clear

interest rate swaps, have the rule framework, capacity, operational

[[Page 39534]]

expertise and resources, and credit support infrastructure to clear

these swaps on terms that are consistent with the material terms and

trading conventions on which the contract is then traded. This proposed

clearing requirement determination also considered the resources of

DCOs to handle additional clearing during stressed and non-stressed

market conditions, as well as the existence of reasonable legal

certainty in the event of a clearing member or DCO insolvency.\134\

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\134\ See section II.B.iii.b and section II.B.ii i.e.

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As discussed above, bilateral swaps create counterparty risk that

may lead market participants to discriminate among potential

counterparties based on their creditworthiness. Such discrimination is

expensive and time consuming insofar as market participants must

conduct due diligence in order to evaluate a potential counterparty's

creditworthiness. Requiring certain types of swaps to be cleared

reduces the number of transactions for which such due diligence is

necessary, thereby contributing to the efficiency of the swap markets.

In proposing a clearing requirement for interest rate swaps, the

Commission must consider the effect on competition, including

appropriate fees and charges applied to clearing. As discussed in more

detail in section II.B.iii.d, there are a number of potential outcomes

that may result from required clearing. Some of these outcomes may

impose costs, such as if a DCO possessed market power and exercised

that power in an anticompetitive manner, and some of the outcomes would

be positive, such as if the clearing requirement facilitated a stronger

entry opportunity for competitors.

iii. Price Discovery

Clearing, in general, encourages better price discovery because it

eliminates the importance of counterparty creditworthiness in pricing

swaps cleared through a given DCO. That is, by making the counterparty

creditworthiness of all swaps of a certain type essentially the same,

prices should reflect factors related to the terms of the swap, rather

than the idiosyncratic risk posed by the entities trading it.

As discussed in section II.B.iii.a above, CME, Eurex, LCH, and SGX

obtain adequate pricing data for the interest rate swaps that they

clear. Each of these DCOs establishes a rule framework for its pricing

methodology and rigorously tests its pricing models to ensure that the

cornerstone of its risk management regime is as sound as possible.

iv. Sound Risk Management Practices

If a firm enters into uncleared and uncollateralized swaps to hedge

certain positions and then the counterparty to those swaps defaults

unexpectedly, the firm could be left with large outstanding exposures.

Even for uncleared swaps that are subject to the Commission's uncleared

swap margin regulations, some counterparty credit risk remains.\135\ As

stated above, when a swap is cleared the DCO becomes the counterparty

facing each of the two original participants in the swap. This

standardizes and reduces counterparty risk for each of the two original

participants. To the extent that a market participant's hedges comprise

swaps that are required to be cleared, the requirement enhances their

risk management practices by reducing their counterparty risk.

---------------------------------------------------------------------------

\135\ For example, there is a small risk of a sudden price move

so large that a counterparty would be unable to post sufficient

variation margin to cover the loss, which may exceed the amount of

initial margin posted, and could be forced into default.

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In addition, required clearing reduces the complexity of unwinding

or transferring swap positions from large entities that default.

Procedures for transfer of swap positions and mutualization of losses

among DCO members are already in place, and the Commission anticipates

that they are much more likely to function in a manner that enables

rapid transfer of defaulted positions than legal processes that would

surround the enforcement of bilateral contracts for uncleared

swaps.\136\

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\136\ As discussed in sections II.A and V.B., sound risk

management practices are critical for all DCOs, especially those

offering clearing for interest rate swaps. In section II.B.ii, the

Commission considered whether each Sec. 39.5(b) submission under

review was consistent with the core principles for DCOs. In

particular, the Commission considered the DCO submissions in light

of Core Principle D, which relates to risk management. See also

section II.B.iii for a discussion of the effect on the mitigation of

systemic risk in the interest rate swap market, as well as the

protection of market participants during insolvency events at either

the clearing member or DCO level.

---------------------------------------------------------------------------

Central clearing has evolved since the 2009 G20 Pittsburgh Summit,

when G20 leaders committed to central clearing of all standardized

swaps. The percentage of the swap market that is centrally cleared has

increased significantly, clearinghouses have expanded their offerings,

and the range of banks and other financial institutions that submit

swaps to clearinghouses has broadened. At the same time, the numbers of

swap clearinghouses and swap clearing members has remained highly

concentrated. This has created concerns about a concentration of credit

and liquidity risk at clearinghouses that could have systemic

implications.\137\ However, the Commission believes that DCOs are

capable of risk managing the swaps that are the subject of this

proposed determination. Moreover, because only a very small percentage

of the swap market would be affected by this proposed clearing

requirement determination and because significant percentages of the

swaps covered by this proposed determination are already cleared

voluntarily, this proposed determination would only marginally increase

the extent to which credit risk and liquidity risk is concentrated at

DCOs. The Commission requests comments on this issue.

---------------------------------------------------------------------------

\137\ See Dietrich Domanski, Leonardo Gambacorta, and Cristina

Picillo, ``Central clearing: Trends and current issues,'' BIS

Quarterly Review, Dec. 2015, available at: http://www.bis.org/publ/qtrpdf/r_qt1512g.pdf. and 2015 Financial Stability Report published

by the Office of Financial Research of the U.S. Department of the

Treasury, available at: http://financialresearch.gov/financial-stability-reports/files/OFR_2015-Financial-Stability-Report_12-15-2015.pdf.

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v. Other Public Interest Considerations

In September 2009, the President and the other leaders of the G20

nations met in Pittsburgh and committed to a program of action that

includes, among other things, central clearing of all standardized

swaps.\138\ The Commission believes that this clearing requirement

would represent another step toward the fulfillment of the G20's

commitment.

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\138\ The G20 Leaders Statement made in Pittsburgh is available

at: http://www.g20.utoronto.ca/2009/2009communique0925.html.

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VI. Related Matters

A. Regulatory Flexibility Act

The Regulatory Flexibility Act (RFA) requires agencies to consider

whether the rules they propose will have a significant economic impact

on a substantial number of small entities and, if so, provide a

regulatory flexibility analysis respecting the impact.\139\ The

proposed clearing requirement determination contained in this proposed

rulemaking will not affect any small entities, as the RFA uses that

term. Pursuant to section 2(e) of the CEA, only eligible contract

participants (ECPs) may enter into swaps, unless the swap is listed on

a DCM. The Commission has previously determined that ECPs are not small

entities for purposes of the RFA.\140\ The proposed clearing

requirement determination would only affect ECPs because all

[[Page 39535]]

persons that are not ECPs are required to execute their swaps on a DCM,

and all contracts executed on a DCM must be cleared by a DCO, as

required by statute and regulation, not by operation of any clearing

requirement determination. Therefore, the Chairman, on behalf of the

Commission, hereby certifies pursuant to 5 U.S.C. 605(b) that this

proposed rulemaking will not have a significant economic impact on a

substantial number of small entities.

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\139\ 5 U.S.C. 601 et seq.

\140\ 66 FR 20740, 20743 (Apr. 25, 2001).

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B. Paperwork Reduction Act

The Paperwork Reduction Act (PRA) \141\ imposes certain

requirements on federal agencies, including the Commission, in

connection with conducting or sponsoring any collection of information

as defined by the PRA. This rulemaking will not require a new

collection of information from any persons or entities.

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\141\ 44 U.S.C. 3507(d).

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List of Subjects in 17 CFR Part 50

Business and industry, Clearing, Swaps.

For the reasons set forth in the preamble, the Commodity Futures

Trading Commission proposes to amend 17 CFR part 50 as follows:

PART 50--CLEARING REQUIREMENT AND RELATED RULES

0

1. The authority citation for part 50 continues to read as follows:

Authority: 7 U.S.C. 2(h) and 7a-1 as amended by Pub. L. 111-203,

124 Stat. 1376.

0

2. Revise Sec. 50.4(a) to read as follows:

Sec. 50.4 Classes of swaps required to be cleared.

(a) Interest rate swaps. Swaps that have the following

specifications are required to be cleared under section 2(h)(1) of the

Act, and shall be cleared pursuant to the rules of any derivatives

clearing organization eligible to clear such swaps under Sec. 39.5(a)

of this chapter.

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Specification Fixed-to-Floating Swap Class

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1. Currency..................... Australian Dollar Canadian Dollar Euro (EUR)........ Hong Kong Dollar Mexican Peso (MXN) Norwegian Krone

(AUD). (CAD). (HKD). (NOK).

2. Floating Rate Indexes........ BBSW.............. CDOR.............. EURIBOR........... HIBOR............. TIIE.............. NIBOR.

3. Stated Termination Date Range 28 days to 30 28 days to 30 28 days to 50 28 days to 10 28 days to 21 28 days to 10

years. years. years. years. years. years.

4. Optionality.................. No................ No................ No................ No................ No................ No.

5. Dual Currencies.............. No................ No................ No................ No................ No................ No.

6. Conditional Notional Amounts. No................ No................ No................ No................ No................ No.

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Specification Fixed-to-Floating Swap Class

--------------------------------------------------------------------------------------------------------------------------------------------------------

1. Currency.................. Polish Zloty Singapore Dollar Swedish Krona Swiss Franc Sterling (GBP). U.S. Dollar Yen (JPY).

(PLN). (SGD). (SEK). (CHF). (USD).

2. Floating Rate Indexes..... WIBOR........... SOR-VWAP........ STIBOR.......... LIBOR........... LIBOR.......... LIBOR.......... LIBOR.

3. Stated Termination Date 28 days to 10 28 days to 10 28 days to 15 28 days to 30 28 days to 50 28 days to 50 28 days to 30

Range. years. years. years. years. years. years. years.

4. Optionality............... No.............. No.............. No.............. No.............. No............. No............. No.

5. Dual Currencies........... No.............. No.............. No.............. No.............. No............. No............. No.

6. Conditional Notional No.............. No.............. No.............. No.............. No............. No............. No.

Amounts.

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Specification Basic Swap Class

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1. Currency........................ Australian Dollar Euro (EUR)............ Sterling (GBP)....... U.S. Dollar (USD).... Yen (JPY).

(AUD).

2. Floating Rate Indexes........... BBSW.................. EURIBOR............... LIBOR................ LIBOR................ LIBOR.

3. Stated Termination Date Range... 28 days to 30 years... 28 days to 50 years... 28 days to 50 years.. 28 days to 50 years.. 28 days to 30 years.

4. Optionality..................... No.................... No.................... No................... No................... No.

5. Dual Currencies................. No.................... No.................... No................... No................... No.

6. Conditional Notional Amounts.... No.................... No.................... No................... No................... No.

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Specification Forward Rate Agreement Class

----------------------------------------------------------------------------------------------------------------

1. Currency..................... Australian Dollar Euro (EUR)........ Polish Zloty (PLN) Norwegian Krone

(AUD). (NOK).

2. Floating Rate Indexes........ BBSW.............. EURIBOR........... WIBOR............. NIBOR.

3. Stated Termination Date Range 3 days to 3 years. 3 days to 3 years. 3 days to 2 years. 3 days to 2 years.

4. Optionality.................. No................ No................ No................ No.

5. Dual Currencies.............. No................ No................ No................ No.

6. Conditional Notional Amounts. No................ No................ No................ No.

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[[Page 39536]]

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Specification Forward Rate Agreement Class

----------------------------------------------------------------------------------------------------------------

1. Currency..................... Swedish Krona Sterling (GBP).... U.S. Dollar (USD). Yen (JPY).

(SEK).

2. Floating Rate Indexes........ STIBOR............ LIBOR............. LIBOR............. LIBOR.

3. Stated Termination Date Range 3 days to 3 years. 3 days to 3 years. 3 days to 3 years. 3 days to 3 years.

4. Optionality.................. No................ No................ No................ No.

5. Dual Currencies.............. No................ No................ No................ No.

6. Conditional Notional Amounts. No................ No................ No................ No.

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Specification Overnight Index Swap Class

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1. Currency........................ Australian Dollar Canadian Dollar (CAD). Euro (EUR)........... Sterling (GBP)....... U.S. Dollar (USD).

(AUD).

2. Floating Rate Indexes........... AONIA-OIS............. CORRA-OIS............. EONIA................ SONIA................ FedFunds.

3. Stated Termination Date Range... 7 days to 2 years..... 7 days to 2 years..... 7 days to 3 years.... 7 days to 3 years.... 7 days to 3 years.

4. Optionality..................... No.................... No.................... No................... No................... No.

5. Dual Currencies................. No.................... No.................... No................... No................... No.

6. Conditional Notional Amounts.... No.................... No.................... No................... No................... No.

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* * * * *

Issued in Washington, DC, on June 9, 2016, by the Commission.

Christopher J. Kirkpatrick,

Secretary of the Commission.

Note: The following appendix will not appear in the Code of

Federal Regulations.

Appendix to Clearing Requirement Determination Under Section 2(h) of

the CEA for Interest Rate Swaps--Commission Voting Summary

On this matter, Chairman Massad and Commissioners Bowen and

Giancarlo voted in the affirmative. No Commissioner voted in the

negative.

[FR Doc. 2016-14035 Filed 6-15-16; 8:45 am]

BILLING CODE 6351-01-P

 

Last Updated: June 16, 2016