Self-Regulatory Organizations; ICE Clear Credit LLC; Order Approving Proposed Rule Change Relating to ICC's Treasury Operations Policies and Procedures, 50124-50127 [2018-21585]

Download as PDF 50124 Federal Register / Vol. 83, No. 193 / Thursday, October 4, 2018 / Notices The U.S. Nuclear Regulatory Commission (NRC) is providing public notice of the termination of Source Materials License No. SNM–00033. The NRC has terminated the license of the decommissioned Westinghouse Electric Company, LLC Hematite facility in Festus, Missouri and has approved the site for unrestricted release. DATES: Notice of termination of Source Materials License No. SNM–00033 was issued on September 26, 2018. ADDRESSES: Please refer to Docket ID NRC–2018–0223 or NRC Docket No. 070–00036 when contacting the NRC about the availability of information regarding this document. You may obtain publicly-available information related to this document using any of the following methods: • Federal Rulemaking website: Go to https://www.regulations.gov and search for Docket ID NRC–2018–0223. Address questions about Docket IDs in Regulations.gov to Jennifer Borges; telephone: 301–287–9127; email: Jennifer.Borges@nrc.gov. For technical questions, contact the individual listed in the FOR FURTHER INFORMATION CONTACT section of this document. • NRC’s Agencywide Documents Access and Management System (ADAMS): You may obtain publiclyavailable documents online in the ADAMS Public Documents collection at https://www.nrc.gov/reading-rm/ adams.html. To begin the search, select ‘‘Begin Web-based ADAMS Search.’’ For problems with ADAMS, please contact the NRC’s Public Document Room (PDR) reference staff at 1–800–397–4209, 301– 415–4737, or by email to pdr.resource@ nrc.gov. The ADAMS accession number for each document referenced (if that document is available in ADAMS) is provided the first time that a document is referenced. • NRC’s PDR: You may examine and purchase copies of public documents at the NRC’s PDR, Room O1–F21, One White Flint North, 11555 Rockville Pike, Rockville, Maryland 20852. FOR FURTHER INFORMATION CONTACT: James Smith, Office of Nuclear Material Safety and Safeguards, U.S. Nuclear Regulatory Commission, Washington DC 20555–0001; telephone: 301–415–6103, email: James.Smith@nrc.gov. SUPPLEMENTARY INFORMATION: By letter dated December 20, 2017, the NRC received a request from Westinghouse Electric Company, LLC (Westinghouse) to terminate NRC Source Materials License No. SNM–00033 (ADAMS Accession No. ML17355A043). In this request, Westinghouse stated that it has completed decommissioning and decontamination of the Hematite facility daltland on DSKBBV9HB2PROD with NOTICES SUMMARY: VerDate Sep<11>2014 17:43 Oct 03, 2018 Jkt 247001 located at 3300 State Road P, Festus, Missouri, in accordance with its approved Decommissioning Plan (ADAMS Accession No. ML112101699). On the basis of decommissioning activities carried out by Westinghouse, the NRC evaluation of the Final Status Surveys (FSS) and Final Status Survey Report (FSSR), combined with the results of NRC’s independent and confirmatory surveys, and on-site inspections, the NRC staff concluded that the site radiological levels meet the requirements in part 20 of title 10 of the Code of Federal Regulations (10 CFR), ‘‘Standards for Protection Against Radiation,’’ section 20.1402, ‘‘Radiological criteria for unrestricted use.’’ A safety evaluation report (SER) documenting the NRC staff’s review of Westinghouse’s remediation activities, the FSS, and the FSSR of the Hematite site are available in ADAMS under Accession No. ML18241A066. This SER, coupled with Westinghouse providing NRC form 314 and the records required by 10 CFR 70.51(a), documents that the requirements of 10 CFR 20.1402 and 10 CFR 70.38(k) have been met. As such, the NRC considers the site acceptable for unrestricted use, and Source Materials License No. SNM–00033 has been terminated. Dated at Rockville, Maryland, on September 28, 2018. For the Nuclear Regulatory Commission. Andrea Kock, Acting Director, Division of Decommissioning, Uranium Recovery, and Waste Programs, Office of Nuclear Material Safety and Safeguards. [FR Doc. 2018–21583 Filed 10–3–18; 8:45 am] BILLING CODE 7590–01–P SECURITIES AND EXCHANGE COMMISSION [Release No. 34–84312; File No. SR–ICC– 2018–009] Self-Regulatory Organizations; ICE Clear Credit LLC; Order Approving Proposed Rule Change Relating to ICC’s Treasury Operations Policies and Procedures (SR–ICC–2018–009) to revise the ICC Treasury Operations Policies and Procedures (‘‘Treasury Policy’’).3 The proposed rule change was published in the Federal Register on August 16, 2018.4 The Commission did not receive comments on the proposed rule change. For the reasons discussed below, the Commission is approving the proposed rule change. II. Description of the Proposed Rule Change The proposed rule change would amend the Treasury Policy. In accordance with CFTC Regulation 1.25,5 the Treasury Policy currently prohibits ICC from investing both Eurodenominated and U.S. Dollardenominated cash posted by Clearing Participants (‘‘CPs’’) for their margin requirements related to client positions (‘‘Customer Origin Cash’’) in foreign sovereign debt. ICC may hold U.S. Dollar-denominated cash in its account at the Federal Reserve Bank of Chicago. ICC’s default position is to hold U.S. Dollar-denominated cash, including both Customer Origin Cash and cash posted by CPs for their Guaranty Fund (‘‘GF’’) and margin requirements related to their own positions (‘‘House Origin Cash’’) in its Federal Reserve account. ICC cannot hold Euro-denominated Cash in its Federal Reserve account, however, and therefore holds such cash elsewhere. Specifically, Eurodenominated House Cash is either invested in certain sovereign debt (currently, German, French, Dutch, or Finnish debt) pursuant to ICC’s current Euro Investment Guidelines or at commercial banks in unsecured demand deposit accounts subject to the credit risk of the commercial bank. Until recently, CFTC Regulation 1.25 prohibited Euro-denominated Customer Cash from being invested in foreign sovereign debt, and so was held exclusively at commercial banks in unsecured demand deposit accounts. However, the Commodities Futures Trading Commission (‘‘CFTC’’) recently issued an exemptive order 6 (the ‘‘CFTC Order’’) permitting ICC to invest, subject to certain conditions, Euro-denominated September 28, 2018. I. Introduction On July 31, 2018, ICE Clear Credit LLC (‘‘ICC’’) filed with the Securities and Exchange Commission (‘‘Commission’’), pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (‘‘Act’’),1 and Rule 19b–4 thereunder,2 a proposed rule change 1 15 2 17 PO 00000 U.S.C. 78s(b)(1). CFR 240.19b–4. Frm 00062 Fmt 4703 Sfmt 4703 3 Capitalized terms used herein but not otherwise defined have the meaning set forth in the ICC Rules or the Treasury Policy. Available at https:// www.theice.com/publicdocs/clear_credit/ICE_ Clear_Credit_Rules.pdf. 4 Securities Exchange Act Release No. 34–83819 (August 10, 2018), 83 FR 40813 (August 16, 2018) (SR–ICC–2018–009) (‘‘Notice’’). 5 17 CFR 1.25. 6 Order Granting Exemption From Certain Provisions of the Commodity Exchange Act Regarding Investment of Customer Funds and From Certain Related Commission Regulations, 83 FR 35241 (July 25, 2018) (‘‘CFTC Order’’). E:\FR\FM\04OCN1.SGM 04OCN1 Federal Register / Vol. 83, No. 193 / Thursday, October 4, 2018 / Notices Customer Origin Cash in French and German sovereign debt.7 Accordingly, the proposed rule change would update the Treasury Policy in light of the CFTC Order. Specifically, as described in more detail below, the proposed rule change would, among other things, amend the Treasury Policy to permit ICC to invest Eurodenominated Customer Cash in certain foreign sovereign debt. daltland on DSKBBV9HB2PROD with NOTICES A. Changes Relating to Customer Origin Cash and House Origin Cash To implement the change described above in response to the CFTC Order, the proposed rule change would (1) allow ICC to invest Customer Origin Cash in accordance with the Treasury Policy’s guidelines for investing House Origin Cash; (2) revise those investment guidelines to provide for the investment of Euro-denominated Customer Origin Cash in French and German sovereign debt in accordance with the requirements of CFTC Regulation 1.25 8 and the CFTC Order; (3) separate the ‘ICC Investment of Guaranty Fund and Margin Cash’ subsection into USD and Euro headings and make additional edits under those headings; and (4) amend provisions regarding ICC’s use of its Federal Reserve Account. First, the proposed rule change would allow ICC to invest Customer Origin Cash in the same manner as House Origin Cash in accordance with the Treasury Policy’s investment guidelines (proposed changes to treatment of House Origin Cash are described below) by adding a new ‘Investment of Client Margin Cash’ subsection within the ‘Treasury Management for Client Business’ section, which would state that ICC will invest Customer Origin Cash in accordance with Sections III.B.2 and III.B.3 of the Treasury Policy, which describe how ICC invests House Origin Cash.9 The proposed rule change would specify that any such investment will be executed in compliance with CFTC Regulation 1.25 10 and any applicable exemptive orders, including, without limitation, the conditions in CFTC Regulation 1.25 11 related to the investment of Customer Origin Cash in non-U.S. sovereign debt.12 Second, the proposed rule change would revise the Treasury Policy’s Euro investment guidelines to allow ICC, or an Investment Manager acting on its behalf, to invest Euro-denominated 7 Notice, 83 FR at 40814. CFR 1.25. 9 Notice, 83 FR at 40814. 10 17 CFR 1.25. 11 Id. 12 Notice, 83 FR at 40814. 8 17 VerDate Sep<11>2014 17:43 Oct 03, 2018 Jkt 247001 Customer Origin Cash.13 Currently, the Euro investment guidelines only provide for the investment of Eurodenominated House Origin Cash. In light of the fact that the CFTC Order would permit ICC to now invest Eurodenominated Customer Origin Cash in French and German sovereign debt, the proposed rule change would apply the Euro investment guidelines to Customer Origin Cash to allow for such investment.14 In accordance with the CFTC Order,15 the proposed rule change would amend the Euro investment guidelines to limit permissible investment, directly and through reverse repurchase agreements (‘‘reverse repo’’), to French and German sovereign debt.16 If 100% of the allocated cash cannot be placed in overnight reverse repo, the investment guidelines would provide for backup investments in term reverse repo 17 and then direct investment in the sovereign debt.18 The proposed rule change would apply these changes to both Eurodenominated Customer Origin Cash and Euro-denominated House Origin Cash. Previously the Euro investment guidelines permitted investment of Euro-denominated House Origin Cash in Dutch and Finnish sovereign debt, in addition to French and German. To be consistent with ICC’s treatment of Customer Origin Cash, the proposed rule change would also limit investment of House Origin Cash to French and German sovereign debt. With respect to Euro-denominated Customer Origin Cash only, however, the proposed rule change would require that investments comply with any applicable conditions or restrictions set forth in CFTC Regulation 1.25 19 including any applicable exemptive orders.20 The proposed rule change would also provide that should conditions change so that the French or German sovereign debt no longer meets the conditions or restrictions of CFTC Regulation 1.25,21 the outside investment manager shall discontinue making any additional investments in such sovereign debt issuers.22 These limitations would be necessary to comply with the terms of the CFTC 13 Id. 14 CFTC Order, 83 FR at 35244–35245. 15 Id. 16 Notice, 83 FR at 40814. respect to Customer Origin Cash, an investment in term reverse repo would only be permissible if the Client has the right of optional early termination upon demand. 18 Notice, 83 FR at 40814. 19 17 CFR 1.25. 20 Notice, 83 FR at 40814. 21 17 CFR 1.25. 22 Notice, 83 FR at 40814. 17 With PO 00000 Frm 00063 Fmt 4703 Sfmt 4703 50125 Order.23 Because the CFTC Order only applies to Customer Origin Cash, it is not necessary to apply these changes to House Origin Cash.24 Third, in response to the exemptive relief permitting ICC to invest Eurodenominated customer funds in French and German sovereign debt, the proposed rule change would separate the ‘ICC Investment of Guaranty Fund and Margin Cash’ subsection into USD and Euro headings. The proposed rule change would add a proposed ‘Euro’ heading, which would permit ICC’s Treasury Department to directly invest Euro-denominated Customer Origin Cash and House Origin Cash. Under the proposed rule change, Eurodenominated House Origin Cash and Customer Origin Cash would be (1) held in bank deposits, (2) allocated to outside investment managers, or (3) directly held/invested by the ICC Treasury Department.25 Under scenarios (2) and (3), the investment managers or the ICC Treasury Department, as applicable, would invest the Euro-denominated House Origin Cash and Eurodenominated Customer Origin Cash pursuant to the Euro investment guidelines (changes to which are described above). Fourth, the proposed rule change would also move the reference to ICC’s default position of holding U.S. Dollardenominated Customer Origin Cash and House Origin Cash in its Federal Reserve Account from the ‘Investment Strategy’ subsection to the amended ‘ICC Investment of Guaranty Fund and Margin Cash’ subsection under the proposed USD heading.26 This change would allow ICC to consolidate, under the proposed USD heading, all of the provisions relating to ICC’s use of the Federal Reserve Account for holding U.S. Dollar-denominated Customer Origin Cash and House Origin Cash. As described above, the proposed rule change would also apply this ‘ICC Investment of Guaranty Fund and Margin Cash’ subsection to Customer Origin Cash. Further in the proposed ‘USD’ heading, ICC would note that if it is unable to deposit U.S. Dollardenominated Customer Origin Cash and House Origin Cash in its Federal Reserve Account, ICC’s Treasury Department would be able to hold or invest such cash as specified within the Treasury Policy.27 The proposed rule 23 CFTC Order, 83 FR at 35244–35245. 24 Id. 25 Notice, 26 Notice, 83 FR at 40814. 83 FR at 40814. 27 Id. E:\FR\FM\04OCN1.SGM 04OCN1 50126 Federal Register / Vol. 83, No. 193 / Thursday, October 4, 2018 / Notices change would also correct a typographical error by adding the verb ‘‘has’’ to the phrase ‘‘ICE Clear Credit arrangements.’’ 28 B. Changes Relating to Outside Investment Managements and Clean-Up Changes To reflect ICC’s engagement of multiple outside investment managers the proposed rule change would remove reference to a specific outside investment manager in the ‘Outside Investment Management of Guaranty Fund and Margin Cash’ subsection.29 The proposed rule change would also correct certain typographical errors in this section to improve readability, including removing the indefinite article ‘‘an’’ in the phrase ‘‘an alternative or additional outside investment managers’’, adding the definite article ‘‘the’’ to the phrase ‘‘Investment Manager’s investment’’, and changing ‘‘Directory of Treasury’’ to ‘‘Director of Treasury’’ in a footnote.30 The proposed rule change would also remove language from the ‘Treasury Management for Client Business’ section that references the introduction of client trades to clarify that ICC has already commenced client clearing.31 III. Discussion and Commission Findings Section 19(b)(2)(C) of the Act directs the Commission to approve a proposed rule change of a self-regulatory organization if it finds that such proposed rule change is consistent with the requirements of the Act and the rules and regulations thereunder applicable to such organization.32 For the reasons given below, the Commission finds that the proposal is consistent with Section 17A(b)(3)(F) of the Act 33 and Rules 17Ad–22(b)(2), 17Ad–22(b)(3), and 17Ad–22(d)(3) thereunder.34 A. Consistency With Section 17A(b)(3)(F) of the Act daltland on DSKBBV9HB2PROD with NOTICES Section 17A(b)(3)(F) of the Act requires, among other things, that the rules of ICC be designed to assure the safeguarding of securities and funds which are in the custody or control of ICC or for which it is responsible, and, in general, to protect investors and the public interest.35 28 Id. 29 Id. 30 Notice, 83 FR at 40814. 31 Id. 32 15 U.S.C. 78s(b)(2)(C). U.S.C. 78q–1(b)(3)(F). 34 17 CFR 240.17Ad–22(b)(2), (b)(3), and (d)(3). 35 15 U.S.C. 78q–1(b)(3)(F). 33 15 VerDate Sep<11>2014 17:43 Oct 03, 2018 Jkt 247001 As discussed above, the proposed rule change would update the Treasury Policy in light of the CFTC Order permitting ICC to invest, subject to certain conditions, Euro-denominated Customer Origin Cash in French and German sovereign debt. Currently, ICC cannot hold Euro-denominated cash in its Federal Reserve account. Therefore ICC invests Euro-denominated House Origin Cash in certain foreign sovereign debt, but holds Euro-denominated Customer Cash at commercial banks in unsecured demand deposit accounts. By providing ICC an alternative to holding Euro-denominated Customer Origin Cash at commercial banks, where such cash is subject to the credit risk of the commercial bank, the proposed rule change would help ICC ensure the reliable investment of assets in ICC’s control while at the same time avoiding subjecting such cash to the credit risk of the commercial bank, thereby providing ICC with an important alternative for the protection and safeguarding of Customer Origin Cash and House Origin Cash. And permitting ICC to use multiple outside investment managers to invest Euro-denominated Customer Origin and House Origin Cash on behalf of ICC would further help facilitate the safeguarding of such cash by allowing ICC to employ as many managers as it may need to make its investments and remove investment managers who underperform, which would facilitate ICC’s ability to invest such cash in accordance with the Treasury Policy. The Commission believes that, when compared to credit risk at commercial banks, French and German sovereign debt is a reasonably safe investment, and therefore investment by ICC in such debt provides a safe alternative to deposit in commercial banks and would help assure the safeguarding of Eurodenominated House Origin Cash and Customer Origin Cash. We note that, although permitting ICC to invest Customer Origin Cash through a reverse repo still exposes ICC to the credit risk of the counterparty to the reverse repo transaction, unlike placing the cash in an unsecured demand deposit account at a commercial bank, ICC would receive German and French Sovereign Debt as collateral against the repo counterparty’s credit risk, thereby helping to mitigate the risk. Similarly, to the extent a custodian holding the collateral in connection with a reverse repo transaction entered insolvency proceedings, ICC would have a claim to specific securities rather than a general claim against the assets of the custodian, as it would have with respect to cash on deposit at a commercial bank account, PO 00000 Frm 00064 Fmt 4703 Sfmt 4703 which could put ICC in a better position to recover losses in case of insolvency proceedings. For these reasons, the Commission believes that ICC’s investment of Euro-denominated Customer Origin Cash and House Origin Cash in French and German sovereign debt, under the conditions of the proposed rule change, would help ICC ensure the reliable investment of assets in ICC’s control while at the same time helping to assure the safeguarding of such cash by reducing the exposure to counterparty credit risk from commercial banks. By helping to assure the safeguarding of Customer Origin Cash and House Origin Cash, which CPs post to satisfy their clients’ margin requirements and their own margin and GF requirements, the Commission also believes the proposed changes could help reduce risks to ICC’s margin system and Guaranty Fund, which in turn could help ensure that ICC is able to continue providing its critical central counterparty services in the event of a CP default. By ensuring that the assets that comprise the margin and Guaranty Fund collected by ICC, in the form of Customer Origin Cash and House Origin Cash, are safely invested and held in a manner that will allow ICC to access such assets when needed, the Commission believes that the propose rule change would help improve the overall effectiveness of ICC’s margin system and Guaranty Fund as risk management tools. For the same reasons, the Commission believes the proposed rule change would, in general, help protect investors and the public interest. Therefore, the Commission finds that the proposed rule change would assure the safeguarding of securities and funds in ICC’s custody and control, and, in general, protect investors and the public interest, consistent with the Section 17A(b)(3)(F) of the Act.36 B. Consistency With Rules 17Ad– 22(b)(2) and 17Ad–22(b)(3) Rule 17Ad–22(b)(2) requires that ICC establish, implement, maintain and enforce written policies and procedures reasonably designed to use margin requirements to limit its credit exposures to participants under normal market conditions and use risk-based models and parameters to set margin requirements and review such margin requirements and the related risk-based models and parameters at least monthly.37 Rule 17Ad–22(b)(3) requires that ICC establish, implement, maintain 36 15 37 17 E:\FR\FM\04OCN1.SGM U.S.C. 78q–1(b)(3)(F). CFR 240.17Ad–22(b)(2). 04OCN1 Federal Register / Vol. 83, No. 193 / Thursday, October 4, 2018 / Notices daltland on DSKBBV9HB2PROD with NOTICES and enforce written policies and procedures reasonably designed to maintain sufficient financial resources to withstand, at a minimum, a default by the two participant families to which it has the largest exposures in extreme but plausible market conditions.38 As discussed above, the Commission believes that the proposed changes facilitating the investment of Eurodenominated Customer Origin Cash and House Origin Cash in French and German sovereign debt would improve the safeguarding of such cash, and would thereby help reduce risks to ICC’s margin system and GF. As described above, the proposed rule change would provide ICC two reasonably safe investments for such cash—French and German sovereign debt—which ICC could use to maintain and preserve the cash in ICC’s margin system and GF, which in turn could help ICC to maintain margin requirements to limit its credit exposures to participants under normal market conditions. Likewise, by improving the safeguarding and investment of the cash in the GF, which ICC collects from CPs to maintain such sufficient financial resources, the Commission believes the proposed rule change would help ICC to maintain sufficient financial resources to withstand, at a minimum, a default by the two participant families to which it has the largest exposures in extreme but plausible market conditions. Therefore, for these reasons, the Commission finds that the proposed rule change is consistent with Rules 17Ad–22(b)(2) and 17Ad–22(b)(3).39 C. Consistency With Rule 17Ad–22(d)(3) Rule 17Ad–22(d)(3) requires that ICC establish, implement, maintain and enforce written policies and procedures reasonably designed to hold assets in a manner that minimizes risk of loss or of delay in its access to them and invest assets in instruments with minimal credit, market and liquidity risk.40 As described above, the proposed rule change would allow the investment of Euro-denominated Customer Origin Cash and House Origin Cash in French and German sovereign debt, allowing ICC to avoid holding such cash in demand deposits at commercial banks. Moreover, the proposed rule change would prohibit investment in French and German sovereign debt when such investment would not comply with the conditions and restrictions set forth in CFTC Regulation 1.25,41 the CFTC 38 17 CFR 240.17Ad–22(b)(3). CFR 240.17Ad–22(b)(2), (b)(3). 40 17 CFR 240.17Ad–22(d)(3). 41 17 CFR 1.25. 39 17 VerDate Sep<11>2014 17:43 Oct 03, 2018 Jkt 247001 Order, and any other applicable exemptive orders. Such conditions and restrictions would, among other things, prohibit investment if the two year credit default spread of France or Germany exceeds 45 basis points (which the CFTC considered to approximate the risk level of the United States).42 Finally, the Treasury Policy’s Euro investment guidelines would set a target of 100% of investment through overnight reverse repos, meaning a reverse repo transaction for which the agreed upon repurchase date is the business day immediately following the purchase date. For all the reasons discussed above, the Commission believes that in facilitating investment in French and German sovereign debt with minimal credit risk and creating risk controls surrounding such investments, the proposed rule change would allow ICC to hold Customer Origin Cash and House Origin Cash in a manner that minimizes risk of loss or of delay in ICC’s access to them and would allow ICC to invest such funds in instruments with minimal credit, market and liquidity risk. Therefore, for these reasons, the Commission finds that the proposed rule change is consistent with Rule 17Ad–22(d)(3).43 IV. Conclusion On the basis of the foregoing, the Commission finds that the proposal is consistent with the requirements of the Act, and in particular, with the requirements of Section 17A(b)(3)(F) of the Act 44 and Rules 17Ad–22(b)(2), 17Ad–22(b)(3), and 17Ad–22(d)(3) thereunder.45 It is therefore ordered pursuant to Section 19(b)(2) of the Act 46 that the proposed rule change (SR–ICC–2018– 009) be, and hereby is, approved.47 For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.48 Eduardo A. Aleman, Assistant Secretary. [FR Doc. 2018–21585 Filed 10–3–18; 8:45 am] BILLING CODE 8011–01–P 42 CFTC Order, 83 FR at 35243–35245. CFR 240.17Ad–22(d)(3). 44 15 U.S.C. 78q–1(b)(3)(F). 45 17 CFR 240.17Ad–22(b)(2), (b)(3), and (d)(3). 46 15 U.S.C. 78s(b)(2). 47 In approving the proposed rule change, the Commission considered the proposal’s impact on efficiency, competition, and capital formation. 15 U.S.C. 78c(f). 48 17 CFR 200.30–3(a)(12). 43 17 PO 00000 Frm 00065 Fmt 4703 Sfmt 4703 50127 SECURITIES AND EXCHANGE COMMISSION [Release No. 34–84317; File No. SR– NASDAQ–2018–075] Self-Regulatory Organizations; The Nasdaq Stock Market LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend Rules 7039, 7047, 7049, 7055, and 7061 To Update the Definition of the Term FINRA/Nasdaq Trade Reporting Facility September 28, 2018. Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (‘‘Act’’),1 and Rule 19b–4 thereunder,2 notice is hereby given that on September 19, 2018, The Nasdaq Stock Market LLC (‘‘Nasdaq’’ or ‘‘Exchange’’) filed with the Securities and Exchange Commission (‘‘Commission’’) the proposed rule change as described in Items I and II below, which Items have been prepared by the Exchange. The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons. I. Self-Regulatory Organization’s Statement of the Terms of Substance of the Proposed Rule Change The Exchange proposes to amend Rules 3 7039, 7047, 7049, 7055, and 7061 to update the definition of the term ‘‘FINRA/Nasdaq Trade Reporting Facility (‘TRF’)’’ for Nasdaq Basic, Nasdaq Last Sale (‘‘NLS’’), Nasdaq InterACT, the Short Sale Monitor and the Limit Locator to reflect approval of a second FINRA/Nasdaq TRF in Chicago, as described in further detail below. The text of the proposed rule change is available on the Exchange’s website at https://nasdaq.cchwallstreet.com, at the principal office of the Exchange, and at the Commission’s Public Reference Room. II. Self-Regulatory Organization’s Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change In its filing with the Commission, the Exchange included statements concerning the purpose of and basis for the proposed rule change and discussed any comments it received on the proposed rule change. The text of these statements may be examined at the places specified in Item IV below. The Exchange has prepared summaries, set forth in sections A, B, and C below, of 1 15 U.S.C. 78s(b)(1). CFR 240.19b–4. 3 References to rules are to Nasdaq rules, unless otherwise noted. 2 17 E:\FR\FM\04OCN1.SGM 04OCN1

Agencies

[Federal Register Volume 83, Number 193 (Thursday, October 4, 2018)]
[Notices]
[Pages 50124-50127]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2018-21585]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-84312; File No. SR-ICC-2018-009]


Self-Regulatory Organizations; ICE Clear Credit LLC; Order 
Approving Proposed Rule Change Relating to ICC's Treasury Operations 
Policies and Procedures

September 28, 2018.

I. Introduction

    On July 31, 2018, ICE Clear Credit LLC (``ICC'') filed with the 
Securities and Exchange Commission (``Commission''), pursuant to 
Section 19(b)(1) of the Securities Exchange Act of 1934 (``Act''),\1\ 
and Rule 19b-4 thereunder,\2\ a proposed rule change (SR-ICC-2018-009) 
to revise the ICC Treasury Operations Policies and Procedures 
(``Treasury Policy'').\3\ The proposed rule change was published in the 
Federal Register on August 16, 2018.\4\ The Commission did not receive 
comments on the proposed rule change. For the reasons discussed below, 
the Commission is approving the proposed rule change.
---------------------------------------------------------------------------

    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ Capitalized terms used herein but not otherwise defined have 
the meaning set forth in the ICC Rules or the Treasury Policy. 
Available at https://www.theice.com/publicdocs/clear_credit/ICE_Clear_Credit_Rules.pdf.
    \4\ Securities Exchange Act Release No. 34-83819 (August 10, 
2018), 83 FR 40813 (August 16, 2018) (SR-ICC-2018-009) (``Notice'').
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II. Description of the Proposed Rule Change

    The proposed rule change would amend the Treasury Policy. In 
accordance with CFTC Regulation 1.25,\5\ the Treasury Policy currently 
prohibits ICC from investing both Euro-denominated and U.S. Dollar-
denominated cash posted by Clearing Participants (``CPs'') for their 
margin requirements related to client positions (``Customer Origin 
Cash'') in foreign sovereign debt. ICC may hold U.S. Dollar-denominated 
cash in its account at the Federal Reserve Bank of Chicago. ICC's 
default position is to hold U.S. Dollar-denominated cash, including 
both Customer Origin Cash and cash posted by CPs for their Guaranty 
Fund (``GF'') and margin requirements related to their own positions 
(``House Origin Cash'') in its Federal Reserve account. ICC cannot hold 
Euro-denominated Cash in its Federal Reserve account, however, and 
therefore holds such cash elsewhere. Specifically, Euro-denominated 
House Cash is either invested in certain sovereign debt (currently, 
German, French, Dutch, or Finnish debt) pursuant to ICC's current Euro 
Investment Guidelines or at commercial banks in unsecured demand 
deposit accounts subject to the credit risk of the commercial bank. 
Until recently, CFTC Regulation 1.25 prohibited Euro-denominated 
Customer Cash from being invested in foreign sovereign debt, and so was 
held exclusively at commercial banks in unsecured demand deposit 
accounts. However, the Commodities Futures Trading Commission 
(``CFTC'') recently issued an exemptive order \6\ (the ``CFTC Order'') 
permitting ICC to invest, subject to certain conditions, Euro-
denominated

[[Page 50125]]

Customer Origin Cash in French and German sovereign debt.\7\
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    \5\ 17 CFR 1.25.
    \6\ Order Granting Exemption From Certain Provisions of the 
Commodity Exchange Act Regarding Investment of Customer Funds and 
From Certain Related Commission Regulations, 83 FR 35241 (July 25, 
2018) (``CFTC Order'').
    \7\ Notice, 83 FR at 40814.
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    Accordingly, the proposed rule change would update the Treasury 
Policy in light of the CFTC Order. Specifically, as described in more 
detail below, the proposed rule change would, among other things, amend 
the Treasury Policy to permit ICC to invest Euro-denominated Customer 
Cash in certain foreign sovereign debt.

A. Changes Relating to Customer Origin Cash and House Origin Cash

    To implement the change described above in response to the CFTC 
Order, the proposed rule change would (1) allow ICC to invest Customer 
Origin Cash in accordance with the Treasury Policy's guidelines for 
investing House Origin Cash; (2) revise those investment guidelines to 
provide for the investment of Euro-denominated Customer Origin Cash in 
French and German sovereign debt in accordance with the requirements of 
CFTC Regulation 1.25 \8\ and the CFTC Order; (3) separate the `ICC 
Investment of Guaranty Fund and Margin Cash' subsection into USD and 
Euro headings and make additional edits under those headings; and (4) 
amend provisions regarding ICC's use of its Federal Reserve Account.
---------------------------------------------------------------------------

    \8\ 17 CFR 1.25.
---------------------------------------------------------------------------

    First, the proposed rule change would allow ICC to invest Customer 
Origin Cash in the same manner as House Origin Cash in accordance with 
the Treasury Policy's investment guidelines (proposed changes to 
treatment of House Origin Cash are described below) by adding a new 
`Investment of Client Margin Cash' subsection within the `Treasury 
Management for Client Business' section, which would state that ICC 
will invest Customer Origin Cash in accordance with Sections III.B.2 
and III.B.3 of the Treasury Policy, which describe how ICC invests 
House Origin Cash.\9\ The proposed rule change would specify that any 
such investment will be executed in compliance with CFTC Regulation 
1.25 \10\ and any applicable exemptive orders, including, without 
limitation, the conditions in CFTC Regulation 1.25 \11\ related to the 
investment of Customer Origin Cash in non-U.S. sovereign debt.\12\
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    \9\ Notice, 83 FR at 40814.
    \10\ 17 CFR 1.25.
    \11\ Id.
    \12\ Notice, 83 FR at 40814.
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    Second, the proposed rule change would revise the Treasury Policy's 
Euro investment guidelines to allow ICC, or an Investment Manager 
acting on its behalf, to invest Euro-denominated Customer Origin 
Cash.\13\ Currently, the Euro investment guidelines only provide for 
the investment of Euro-denominated House Origin Cash. In light of the 
fact that the CFTC Order would permit ICC to now invest Euro-
denominated Customer Origin Cash in French and German sovereign debt, 
the proposed rule change would apply the Euro investment guidelines to 
Customer Origin Cash to allow for such investment.\14\
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    \13\ Id.
    \14\ CFTC Order, 83 FR at 35244-35245.
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    In accordance with the CFTC Order,\15\ the proposed rule change 
would amend the Euro investment guidelines to limit permissible 
investment, directly and through reverse repurchase agreements 
(``reverse repo''), to French and German sovereign debt.\16\ If 100% of 
the allocated cash cannot be placed in overnight reverse repo, the 
investment guidelines would provide for backup investments in term 
reverse repo \17\ and then direct investment in the sovereign debt.\18\ 
The proposed rule change would apply these changes to both Euro-
denominated Customer Origin Cash and Euro-denominated House Origin 
Cash. Previously the Euro investment guidelines permitted investment of 
Euro-denominated House Origin Cash in Dutch and Finnish sovereign debt, 
in addition to French and German. To be consistent with ICC's treatment 
of Customer Origin Cash, the proposed rule change would also limit 
investment of House Origin Cash to French and German sovereign debt.
---------------------------------------------------------------------------

    \15\ Id.
    \16\ Notice, 83 FR at 40814.
    \17\ With respect to Customer Origin Cash, an investment in term 
reverse repo would only be permissible if the Client has the right 
of optional early termination upon demand.
    \18\ Notice, 83 FR at 40814.
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    With respect to Euro-denominated Customer Origin Cash only, 
however, the proposed rule change would require that investments comply 
with any applicable conditions or restrictions set forth in CFTC 
Regulation 1.25 \19\ including any applicable exemptive orders.\20\ The 
proposed rule change would also provide that should conditions change 
so that the French or German sovereign debt no longer meets the 
conditions or restrictions of CFTC Regulation 1.25,\21\ the outside 
investment manager shall discontinue making any additional investments 
in such sovereign debt issuers.\22\ These limitations would be 
necessary to comply with the terms of the CFTC Order.\23\ Because the 
CFTC Order only applies to Customer Origin Cash, it is not necessary to 
apply these changes to House Origin Cash.\24\
---------------------------------------------------------------------------

    \19\ 17 CFR 1.25.
    \20\ Notice, 83 FR at 40814.
    \21\ 17 CFR 1.25.
    \22\ Notice, 83 FR at 40814.
    \23\ CFTC Order, 83 FR at 35244-35245.
    \24\ Id.
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    Third, in response to the exemptive relief permitting ICC to invest 
Euro-denominated customer funds in French and German sovereign debt, 
the proposed rule change would separate the `ICC Investment of Guaranty 
Fund and Margin Cash' subsection into USD and Euro headings. The 
proposed rule change would add a proposed `Euro' heading, which would 
permit ICC's Treasury Department to directly invest Euro-denominated 
Customer Origin Cash and House Origin Cash. Under the proposed rule 
change, Euro-denominated House Origin Cash and Customer Origin Cash 
would be (1) held in bank deposits, (2) allocated to outside investment 
managers, or (3) directly held/invested by the ICC Treasury 
Department.\25\ Under scenarios (2) and (3), the investment managers or 
the ICC Treasury Department, as applicable, would invest the Euro-
denominated House Origin Cash and Euro-denominated Customer Origin Cash 
pursuant to the Euro investment guidelines (changes to which are 
described above).
---------------------------------------------------------------------------

    \25\ Notice, 83 FR at 40814.
---------------------------------------------------------------------------

    Fourth, the proposed rule change would also move the reference to 
ICC's default position of holding U.S. Dollar-denominated Customer 
Origin Cash and House Origin Cash in its Federal Reserve Account from 
the `Investment Strategy' subsection to the amended `ICC Investment of 
Guaranty Fund and Margin Cash' subsection under the proposed USD 
heading.\26\ This change would allow ICC to consolidate, under the 
proposed USD heading, all of the provisions relating to ICC's use of 
the Federal Reserve Account for holding U.S. Dollar-denominated 
Customer Origin Cash and House Origin Cash. As described above, the 
proposed rule change would also apply this `ICC Investment of Guaranty 
Fund and Margin Cash' subsection to Customer Origin Cash.
---------------------------------------------------------------------------

    \26\ Notice, 83 FR at 40814.
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    Further in the proposed `USD' heading, ICC would note that if it is 
unable to deposit U.S. Dollar-denominated Customer Origin Cash and 
House Origin Cash in its Federal Reserve Account, ICC's Treasury 
Department would be able to hold or invest such cash as specified 
within the Treasury Policy.\27\ The proposed rule

[[Page 50126]]

change would also correct a typographical error by adding the verb 
``has'' to the phrase ``ICE Clear Credit arrangements.'' \28\
---------------------------------------------------------------------------

    \27\ Id.
    \28\ Id.
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B. Changes Relating to Outside Investment Managements and Clean-Up 
Changes

    To reflect ICC's engagement of multiple outside investment managers 
the proposed rule change would remove reference to a specific outside 
investment manager in the `Outside Investment Management of Guaranty 
Fund and Margin Cash' subsection.\29\ The proposed rule change would 
also correct certain typographical errors in this section to improve 
readability, including removing the indefinite article ``an'' in the 
phrase ``an alternative or additional outside investment managers'', 
adding the definite article ``the'' to the phrase ``Investment 
Manager's investment'', and changing ``Directory of Treasury'' to 
``Director of Treasury'' in a footnote.\30\
---------------------------------------------------------------------------

    \29\ Id.
    \30\ Notice, 83 FR at 40814.
---------------------------------------------------------------------------

    The proposed rule change would also remove language from the 
`Treasury Management for Client Business' section that references the 
introduction of client trades to clarify that ICC has already commenced 
client clearing.\31\
---------------------------------------------------------------------------

    \31\ Id.
---------------------------------------------------------------------------

III. Discussion and Commission Findings

    Section 19(b)(2)(C) of the Act directs the Commission to approve a 
proposed rule change of a self-regulatory organization if it finds that 
such proposed rule change is consistent with the requirements of the 
Act and the rules and regulations thereunder applicable to such 
organization.\32\ For the reasons given below, the Commission finds 
that the proposal is consistent with Section 17A(b)(3)(F) of the Act 
\33\ and Rules 17Ad-22(b)(2), 17Ad-22(b)(3), and 17Ad-22(d)(3) 
thereunder.\34\
---------------------------------------------------------------------------

    \32\ 15 U.S.C. 78s(b)(2)(C).
    \33\ 15 U.S.C. 78q-1(b)(3)(F).
    \34\ 17 CFR 240.17Ad-22(b)(2), (b)(3), and (d)(3).
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A. Consistency With Section 17A(b)(3)(F) of the Act

    Section 17A(b)(3)(F) of the Act requires, among other things, that 
the rules of ICC be designed to assure the safeguarding of securities 
and funds which are in the custody or control of ICC or for which it is 
responsible, and, in general, to protect investors and the public 
interest.\35\
---------------------------------------------------------------------------

    \35\ 15 U.S.C. 78q-1(b)(3)(F).
---------------------------------------------------------------------------

    As discussed above, the proposed rule change would update the 
Treasury Policy in light of the CFTC Order permitting ICC to invest, 
subject to certain conditions, Euro-denominated Customer Origin Cash in 
French and German sovereign debt. Currently, ICC cannot hold Euro-
denominated cash in its Federal Reserve account. Therefore ICC invests 
Euro-denominated House Origin Cash in certain foreign sovereign debt, 
but holds Euro-denominated Customer Cash at commercial banks in 
unsecured demand deposit accounts. By providing ICC an alternative to 
holding Euro-denominated Customer Origin Cash at commercial banks, 
where such cash is subject to the credit risk of the commercial bank, 
the proposed rule change would help ICC ensure the reliable investment 
of assets in ICC's control while at the same time avoiding subjecting 
such cash to the credit risk of the commercial bank, thereby providing 
ICC with an important alternative for the protection and safeguarding 
of Customer Origin Cash and House Origin Cash. And permitting ICC to 
use multiple outside investment managers to invest Euro-denominated 
Customer Origin and House Origin Cash on behalf of ICC would further 
help facilitate the safeguarding of such cash by allowing ICC to employ 
as many managers as it may need to make its investments and remove 
investment managers who underperform, which would facilitate ICC's 
ability to invest such cash in accordance with the Treasury Policy. The 
Commission believes that, when compared to credit risk at commercial 
banks, French and German sovereign debt is a reasonably safe 
investment, and therefore investment by ICC in such debt provides a 
safe alternative to deposit in commercial banks and would help assure 
the safeguarding of Euro-denominated House Origin Cash and Customer 
Origin Cash.
    We note that, although permitting ICC to invest Customer Origin 
Cash through a reverse repo still exposes ICC to the credit risk of the 
counterparty to the reverse repo transaction, unlike placing the cash 
in an unsecured demand deposit account at a commercial bank, ICC would 
receive German and French Sovereign Debt as collateral against the repo 
counterparty's credit risk, thereby helping to mitigate the risk. 
Similarly, to the extent a custodian holding the collateral in 
connection with a reverse repo transaction entered insolvency 
proceedings, ICC would have a claim to specific securities rather than 
a general claim against the assets of the custodian, as it would have 
with respect to cash on deposit at a commercial bank account, which 
could put ICC in a better position to recover losses in case of 
insolvency proceedings. For these reasons, the Commission believes that 
ICC's investment of Euro-denominated Customer Origin Cash and House 
Origin Cash in French and German sovereign debt, under the conditions 
of the proposed rule change, would help ICC ensure the reliable 
investment of assets in ICC's control while at the same time helping to 
assure the safeguarding of such cash by reducing the exposure to 
counterparty credit risk from commercial banks.
    By helping to assure the safeguarding of Customer Origin Cash and 
House Origin Cash, which CPs post to satisfy their clients' margin 
requirements and their own margin and GF requirements, the Commission 
also believes the proposed changes could help reduce risks to ICC's 
margin system and Guaranty Fund, which in turn could help ensure that 
ICC is able to continue providing its critical central counterparty 
services in the event of a CP default. By ensuring that the assets that 
comprise the margin and Guaranty Fund collected by ICC, in the form of 
Customer Origin Cash and House Origin Cash, are safely invested and 
held in a manner that will allow ICC to access such assets when needed, 
the Commission believes that the propose rule change would help improve 
the overall effectiveness of ICC's margin system and Guaranty Fund as 
risk management tools. For the same reasons, the Commission believes 
the proposed rule change would, in general, help protect investors and 
the public interest.
    Therefore, the Commission finds that the proposed rule change would 
assure the safeguarding of securities and funds in ICC's custody and 
control, and, in general, protect investors and the public interest, 
consistent with the Section 17A(b)(3)(F) of the Act.\36\
---------------------------------------------------------------------------

    \36\ 15 U.S.C. 78q-1(b)(3)(F).
---------------------------------------------------------------------------

B. Consistency With Rules 17Ad-22(b)(2) and 17Ad-22(b)(3)

    Rule 17Ad-22(b)(2) requires that ICC establish, implement, maintain 
and enforce written policies and procedures reasonably designed to use 
margin requirements to limit its credit exposures to participants under 
normal market conditions and use risk-based models and parameters to 
set margin requirements and review such margin requirements and the 
related risk-based models and parameters at least monthly.\37\ Rule 
17Ad-22(b)(3) requires that ICC establish, implement, maintain

[[Page 50127]]

and enforce written policies and procedures reasonably designed to 
maintain sufficient financial resources to withstand, at a minimum, a 
default by the two participant families to which it has the largest 
exposures in extreme but plausible market conditions.\38\
---------------------------------------------------------------------------

    \37\ 17 CFR 240.17Ad-22(b)(2).
    \38\ 17 CFR 240.17Ad-22(b)(3).
---------------------------------------------------------------------------

    As discussed above, the Commission believes that the proposed 
changes facilitating the investment of Euro-denominated Customer Origin 
Cash and House Origin Cash in French and German sovereign debt would 
improve the safeguarding of such cash, and would thereby help reduce 
risks to ICC's margin system and GF. As described above, the proposed 
rule change would provide ICC two reasonably safe investments for such 
cash--French and German sovereign debt--which ICC could use to maintain 
and preserve the cash in ICC's margin system and GF, which in turn 
could help ICC to maintain margin requirements to limit its credit 
exposures to participants under normal market conditions. Likewise, by 
improving the safeguarding and investment of the cash in the GF, which 
ICC collects from CPs to maintain such sufficient financial resources, 
the Commission believes the proposed rule change would help ICC to 
maintain sufficient financial resources to withstand, at a minimum, a 
default by the two participant families to which it has the largest 
exposures in extreme but plausible market conditions.
    Therefore, for these reasons, the Commission finds that the 
proposed rule change is consistent with Rules 17Ad-22(b)(2) and 17Ad-
22(b)(3).\39\
---------------------------------------------------------------------------

    \39\ 17 CFR 240.17Ad-22(b)(2), (b)(3).
---------------------------------------------------------------------------

C. Consistency With Rule 17Ad-22(d)(3)

    Rule 17Ad-22(d)(3) requires that ICC establish, implement, maintain 
and enforce written policies and procedures reasonably designed to hold 
assets in a manner that minimizes risk of loss or of delay in its 
access to them and invest assets in instruments with minimal credit, 
market and liquidity risk.\40\
---------------------------------------------------------------------------

    \40\ 17 CFR 240.17Ad-22(d)(3).
---------------------------------------------------------------------------

    As described above, the proposed rule change would allow the 
investment of Euro-denominated Customer Origin Cash and House Origin 
Cash in French and German sovereign debt, allowing ICC to avoid holding 
such cash in demand deposits at commercial banks. Moreover, the 
proposed rule change would prohibit investment in French and German 
sovereign debt when such investment would not comply with the 
conditions and restrictions set forth in CFTC Regulation 1.25,\41\ the 
CFTC Order, and any other applicable exemptive orders. Such conditions 
and restrictions would, among other things, prohibit investment if the 
two year credit default spread of France or Germany exceeds 45 basis 
points (which the CFTC considered to approximate the risk level of the 
United States).\42\ Finally, the Treasury Policy's Euro investment 
guidelines would set a target of 100% of investment through overnight 
reverse repos, meaning a reverse repo transaction for which the agreed 
upon repurchase date is the business day immediately following the 
purchase date.
---------------------------------------------------------------------------

    \41\ 17 CFR 1.25.
    \42\ CFTC Order, 83 FR at 35243-35245.
---------------------------------------------------------------------------

    For all the reasons discussed above, the Commission believes that 
in facilitating investment in French and German sovereign debt with 
minimal credit risk and creating risk controls surrounding such 
investments, the proposed rule change would allow ICC to hold Customer 
Origin Cash and House Origin Cash in a manner that minimizes risk of 
loss or of delay in ICC's access to them and would allow ICC to invest 
such funds in instruments with minimal credit, market and liquidity 
risk.
    Therefore, for these reasons, the Commission finds that the 
proposed rule change is consistent with Rule 17Ad-22(d)(3).\43\
---------------------------------------------------------------------------

    \43\ 17 CFR 240.17Ad-22(d)(3).
---------------------------------------------------------------------------

IV. Conclusion

    On the basis of the foregoing, the Commission finds that the 
proposal is consistent with the requirements of the Act, and in 
particular, with the requirements of Section 17A(b)(3)(F) of the Act 
\44\ and Rules 17Ad-22(b)(2), 17Ad-22(b)(3), and 17Ad-22(d)(3) 
thereunder.\45\
---------------------------------------------------------------------------

    \44\ 15 U.S.C. 78q-1(b)(3)(F).
    \45\ 17 CFR 240.17Ad-22(b)(2), (b)(3), and (d)(3).
---------------------------------------------------------------------------

    It is therefore ordered pursuant to Section 19(b)(2) of the Act 
\46\ that the proposed rule change (SR-ICC-2018-009) be, and hereby is, 
approved.\47\
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    \46\ 15 U.S.C. 78s(b)(2).
    \47\ In approving the proposed rule change, the Commission 
considered the proposal's impact on efficiency, competition, and 
capital formation. 15 U.S.C. 78c(f).

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\48\
Eduardo A. Aleman,
Assistant Secretary.
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    \48\ 17 CFR 200.30-3(a)(12).
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[FR Doc. 2018-21585 Filed 10-3-18; 8:45 am]
 BILLING CODE 8011-01-P
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