Self-Regulatory Organizations; ICE Clear Europe Limited; Notice of Filing and Immediate Effectiveness of Proposed Rule Change Relating to Publication of a Circular Regarding the Interpretation of References to EU Legislation in the Clearing Rules Post-Brexit, 28372-28374 [2019-12786]
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28372
Federal Register / Vol. 84, No. 117 / Tuesday, June 18, 2019 / Notices
disapprove, the proposed rule change
(File No. SR–FINRA–2019–012).
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.8
Eduardo A. Aleman,
Deputy Secretary.
[FR Doc. 2019–12785 Filed 6–17–19; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[SEC File No. 270–255, OMB Control No.
3235–0305]
Proposed Collection; Comment
Request
Upon Written Request Copies Available
From: Securities and Exchange
Commission, Office of FOIA Services,
100 F Street NE, Washington, DC
20549–2736.
jbell on DSK3GLQ082PROD with NOTICES
Extension:
Rule 13e–1
Notice is hereby given that, pursuant
to the Paperwork Reduction Act of 1995
(44 U.S.C. 3501 et seq.), the Securities
and Exchange Commission
(‘‘Commission’’) is soliciting comments
on the collection of information
summarized below. The Commission
plans to submit this existing collection
of information to the Office of
Management and Budget for extension
and approval.
Rule 13e–1 (17 CFR 240.13e–1) under
the Securities Exchange Act of 1934 (15
U.S.C. 78 et seq.) makes it unlawful for
an issuer who has received notice that
it is the subject of a tender offer made
under Section 14(d)(1) of the Exchange
Act to purchase any of its equity
securities during the tender offer, unless
it first files a statement with the
Commission containing information
required by the rule. This rule is in
keeping with the Commission’s
statutory responsibility to prescribe
rules and regulations that are necessary
for the protection of investors. The
information filed under Rule 13e–1
must be filed with the Commission and
is publicly available. We estimate that it
takes approximately 10 burden hours
per response to provide the information
required under Rule 13e–1 and that the
information is filed by approximately 10
respondents. We estimate that 25% of
the 10 hours per response (2.5 hours) is
prepared by the company for a total
annual reporting burden of 25 hours (2.5
hours per response × 10 responses).
Written comments are invited on: (a)
Whether this proposed collection of
8 17
CFR 200.30–3(a)(31).
VerDate Sep<11>2014
18:40 Jun 17, 2019
Jkt 247001
information is necessary for the proper
performance of the functions of the
agency, including whether the
information will have practical utility;
(b) the accuracy of the agency’s estimate
of the burden imposed by the collection
of information; (c) ways to enhance the
quality, utility, and clarity of the
information collected; and (d) ways to
minimize the burden of the collection of
information on respondents, including
through the use of automated collection
techniques or other forms of information
technology. Consideration will be given
to comments and suggestions submitted
in writing within 60 days of this
publication.
An agency may not conduct or
sponsor, and a person is not required to
respond to, a collection of information
unless it displays a currently valid
control number.
Please direct your written comment to
Charles Riddle, Acting Director/Chief
Information Officer, Securities and
Exchange Commission, c/o Candace
Kenner, 100 F Street NE, Washington,
DC 20549 or send an email to: PRA_
Mailbox@sec.gov.
Dated: June 13, 2019.
Eduardo A. Aleman,
Deputy Secretary.
[FR Doc. 2019–12890 Filed 6–17–19; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[SEC File No. 270–069, OMB Control No.
3235–0069]
Proposed Collection; Comment
Request
Upon Written Request, Copies Available
From: Securities and Exchange
Commission, Office of FOIA Services,
100 F Street NE, Washington, DC
20549–2736.
Notice is hereby given that, pursuant
to the Paperwork Reduction Act of 1995
(44 U.S.C. 3501 et seq.), the Securities
and Exchange Commission
(‘‘Commission’’) is soliciting comments
on the collection of information
summarized below. The Commission
plans to submit this existing collection
of information to the Office of
Management and Budget for extension
and approval.
Industry Guides are used by
registrants in certain industries as
disclosure guidelines to be followed in
presenting information to investors in
Securities Act (15 U.S.C. 77a et seq.)
and Exchange Act (15 U.S.C. 78a et seq.)
Frm 00107
Fmt 4703
Dated: June 13, 2019.
Eduardo A. Aleman,
Deputy Secretary.
[FR Doc. 2019–12888 Filed 6–17–19; 8:45 am]
BILLING CODE 8011–01–P
Extension:
Industry Guides
PO 00000
registration statements and certain other
Exchange Act filings. The paperwork
burden from the Industry Guides is
imposed through the forms that are
subject to the disclosure requirements in
the Industry Guides and is reflected in
the analysis of these documents. To
avoid a Paperwork Reduction Act
inventory reflecting duplicative
burdens, for administrative convenience
the Commission estimates the total
annual burden imposed by the Industry
Guides to be one hour.
Written comments are invited on: (a)
Whether this proposed collection of
information is necessary for the proper
performance of the functions of the
agency, including whether the
information will have practical utility;
(b) the accuracy of the agency’s estimate
of the burden imposed by the collection
of information; (c) ways to enhance the
quality, utility, and clarity of the
information collected; and (d) ways to
minimize the burden of the collection of
information on respondents, including
through the use of automated collection
techniques or other forms of information
technology. Consideration will be given
to comments and suggestions submitted
in writing within 60 days of this
publication.
An agency may not conduct or
sponsor, and a person is not required to
respond to, a collection of information
unless it displays a currently valid
control number.
Please direct your written comment to
Charles Riddle, Acting Director/Chief
Information Officer, Securities and
Exchange Commission, c/o Remi PavlikSimon, 100 F Street NE, Washington,
DC 20549 or send an email to: PRA_
Mailbox@sec.gov.
Sfmt 4703
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–86092; File No. SR–ICEEU–
2019–008]
Self-Regulatory Organizations; ICE
Clear Europe Limited; Notice of Filing
and Immediate Effectiveness of
Proposed Rule Change Relating to
Publication of a Circular Regarding the
Interpretation of References to EU
Legislation in the Clearing Rules PostBrexit
June 12, 2019.
Pursuant to Section 19(b)(1) of the
Securities Exchange Act of 1934
E:\FR\FM\18JNN1.SGM
18JNN1
Federal Register / Vol. 84, No. 117 / Tuesday, June 18, 2019 / Notices
(‘‘Act’’),1 and Rule 19b–4 thereunder,2
notice is hereby given that on May 31,
2019, ICE Clear Europe Limited (‘‘ICE
Clear Europe’’ or the ‘‘Clearing House’’)
filed with the Securities and Exchange
Commission (‘‘Commission’’) the
proposed rule changes described in
Items I, II, and III below, which Items
have been primarily prepared by ICE
Clear Europe. ICE Clear Europe filed the
proposed rule change pursuant to
Section 19(b)(3)(A) of the Act 3 and Rule
19b–4(f)(1) thereunder,4 so that the
proposal was immediately effective
upon filing with the Commission. The
Commission is publishing this notice to
solicit comments on the proposed rule
change from interested persons.
I. Clearing Agency’s Statement of the
Terms of Substance of the Proposed
Rule Change
ICE Clear Europe is proposing to
publish a Circular, titled ICE Clear
Europe: Interpretation of References to
EU Legislation in the Clearing Rules
Post-Brexit (the ‘‘Circular’’), to provide
guidance as to the interpretation of
references to European Union (‘‘EU’’)
directives and regulations in the ICE
Clear Europe Clearing Rules and
Procedures in the event that the United
Kingdom (‘‘UK’’) ceases to be an EU
member state, in circumstances where
no withdrawal agreement stipulating
that EU laws will continue to apply in
the UK has been agreed between the UK
and the EU–27. The interpretation
contained in the Circular will only
apply under such circumstances.
II. Clearing Agency’s Statement of the
Purpose of, and Statutory Basis for, the
Proposed Rule Change
In its filing with the Commission, ICE
Clear Europe 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. ICE
Clear Europe has prepared summaries,
set forth in sections (A), (B), and (C)
below, of the most significant aspects of
such statements.
jbell on DSK3GLQ082PROD with NOTICES
(A) Clearing Agency’s Statement of the
Purpose of, and Statutory Basis for, the
Proposed Rule Change
(a) Purpose
The purpose of the proposed Circular
is to provide guidance with respect to
the interpretation of certain provisions
1 15
U.S.C. 78s(b)(1).
CFR 240.19b–4.
3 15 U.S.C. 78s(b)(3)(A).
4 17 CFR 240.19b–4(f)(1).
2 17
VerDate Sep<11>2014
17:23 Jun 17, 2019
Jkt 247001
in the Rules and Procedures in the event
that the UK ceases to be an EU member
state, in circumstances where no
withdrawal agreement has been agreed
between the UK and the EU–27
stipulating that EU laws will continue to
apply in the UK. In such circumstances,
directly applicable EU directives and
regulations will be incorporated into UK
law with modifications on ‘‘exit day’’
through the European Union
(Withdrawal) Act 2018 (the ‘‘EUWA’’),
which would result in there being two
versions of a directly applicable EU
legislative act which may be applicable
to the Rules: (1) The version as enacted
in the EU, directly applicable
throughout the EU (and, in certain
cases, the EEA); and (2) the version
incorporated into UK law (referred to as
‘‘on-shored’’).
There are various references to EU
directives and regulations in the Rules
and Procedures; others may arise by
implication by virtue of definitions such
as that of ‘‘Applicable Laws’’ or
‘‘Governmental Authority’’ (Rule 101).
ICE Clear Europe is proposing to
publish the Circular to provide guidance
as to the proper interpretation of such
references in the event of the UK leaving
the EU without withdrawal agreement
that provides for continued applicability
of EU law in the UK. The guidance is
intended to be consistent with the views
of legal practitioners in the UK with
respect to references to EU directives
and regulations in English law contracts
generally, but applied to the particular
definitions and situations that arise
under the Rules and Procedures.
The Circular sets out several
principles that will be applied by ICE
Clear Europe when interpreting
references to an EU regulation or
directive in its Rules:
1. Where the reference concerns an
obligation on, or otherwise applies to,
the Clearing House or a UK Clearing
Member:
Æ Where the reference is to an EU
regulation, it should be interpreted as
the regulation as it forms part of UK
domestic law through section 3 of the
EUWA, and as amended by UK law
from time to time; and
Æ Where the reference is to an EU
directive, it should be interpreted as the
UK domestic law corresponding to the
directive or provision thereof.
2. Where the reference concerns an
obligation on, or otherwise applies to,
an EU Clearing Member:
Æ Where the reference is to an EU
regulation, it should be interpreted as
the regulation as it applies in the EU,
and as amended by EU law from time
to time; and
PO 00000
Frm 00108
Fmt 4703
Sfmt 4703
28373
Æ Where the reference is to an EU
directive, it should be interpreted as the
EU directive, as amended by EU law
from time to time and as implemented
in the relevant member state of the EU
Clearing Member.
The Circular also addresses situations
where both sets of laws apply, for
example for entities established in the
UK with an EU branch (or vice versa) or
which continue to be regulated in both
systems under cross-border licenses, the
UK temporary permissions regime or
other grandfathering arrangements. By
way of example, it explains how Rule
requirements that Clearing Members
maintain sufficient capital and
segregated accounts would require UK
Clearing Members to comply with the
on-shored version of the applicable
regulatory requirements, while EU
Clearing Members would be required to
comply with the existing EU
regulations.
The Circular further sets out certain
exceptions to these general principles
relating to the following:
• A reference to an EU law relating to
emission allowance units issued under
the EU Emissions Trading Scheme
should be interpreted to continue to
refer to the EU law since the UK no
longer participates in the scheme;
• References to EU member state laws
transposing or implementing an EU
directive will be read to include UK
laws corresponding to that EU directive;
• Certain references relating to the
European Market Infrastructure
Regulation (Regulation (EU) No 648/
2012) and related EU authorities will be
read to continue to refer to relevant EU
law and authorities, for example in the
context of ICE Clear Europe’s status as
a third country central counterparty
thereunder; and
• References relating to EU data
protection legislation are excluded,
since these are addressed separately in
ICE Clear Europe Circular C19/053
dated March 15, 2019.
(b) Statutory Basis
ICE Clear Europe believes that the
proposed rule change is consistent with
the requirements of Section 17A of the
Act 5 and the regulations thereunder
applicable to it, including the standards
under Rule 17Ad–22.6 In particular,
Section 17A(b)(3)(F) of the Act 7
requires, among other things, that the
rules of a clearing agency be designed to
promote the prompt and accurate
clearance and settlement of securities
transactions and, to the extent
5 15
U.S.C. 78q–1.
CFR 240.17Ad–22.
7 15 U.S.C. 78q–1(b)(3)(F).
6 17
E:\FR\FM\18JNN1.SGM
18JNN1
28374
Federal Register / Vol. 84, No. 117 / Tuesday, June 18, 2019 / Notices
jbell on DSK3GLQ082PROD with NOTICES
applicable, derivative agreements,
contracts, and transactions, the
safeguarding of securities and funds in
the custody or control of the clearing
agency or for which it is responsible,
and the protection of investors and the
public interest. The proposed Circular
would provide guidance with respect to
the interpretation of the Rules that
would apply to EU and UK Clearing
Members and ICE Clear Europe upon
the UK departure from the EU if there
is no withdrawal agreement that
provides for EU law to continue to
apply in the UK. The interpretation
would thus facilitate continued clearing
by EU and UK Clearing Members in
compliance with applicable law in
relevant jurisdictions and promote the
prompt and accurate clearance and
settlement of transactions by such
persons. As such, the interpretation is
consistent with the safeguarding of
securities and funds in the custody or
control of the Clearing House or for
which it is responsible, the protection of
investors and the public interest.
Moreover, the interpretation is
consistent with Rule 17Ad–22(e)(1),8
which requires that each covered
clearing agency establish, implement,
maintain and enforce written policies
and procedures reasonably designed to
provide for a well-founded, clear,
transparent, and enforceable legal basis
for each aspect of its activities in all
relevant jurisdictions. As discussed
herein, the interpretation is designed to
ensure that references to EU legislation
in the Rules and Procedures are
properly interpreted should the UK
cease to be an EU member state with no
withdrawal agreement stipulating that
EU laws will continue to apply in the
UK. The guidance set out in the Circular
would facilitate continued clearing in
light of the requirements of UK and EU
law in those circumstances and would
minimize the potential for disputes and
legal uncertainty. ICE Clear Europe does
not expect that the interpretation will
adversely impact its ability to comply
with the Act or any standards under
Rule 17Ad–22.9
(B) Clearing Agency’s Statement on
Burden on Competition
ICE Clear Europe does not believe the
proposed guidance in the Circular
would have any impact, or impose any
burden, on competition not necessary or
appropriate in furtherance of the
purpose of the Act. The guidance is will
not change the substantive requirements
of any Rules or Procedures but will
clarify the proper interpretation of
8 17
9 17
CFR 240.17Ad–22(e)(1).
CFR 240.17Ad–22.
VerDate Sep<11>2014
17:23 Jun 17, 2019
references to EU legislation in order to
facilitate that the Clearing House and
EU and UK Clearing Members continue
to adhere to applicable laws and
regulations. ICE Clear Europe does not
believe the interpretation will in itself
materially affect the cost of, or access to,
clearing. As a result, ICE Clear Europe
does not believe the proposed the rule
change imposes any burden on
competition that is inappropriate in
furtherance of the purposes of the Act.
(C) Clearing Agency’s Statement on
Comments on the Proposed Rule
Change Received From Members,
Participants or Others
Written comments relating to the
proposed amendments have not been
solicited or received by ICE Clear
Europe. ICE Clear Europe will notify the
Commission of any comments received
with respect to the proposed rule
change.
III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
The foregoing rule change has become
effective pursuant to Section 19(b)(3)(A)
of the Act 10 and paragraph (f) of Rule
19b–4 11 thereunder. At any time within
60 days of the filing of the proposed rule
change, the Commission summarily may
temporarily suspend such rule change if
it appears to the Commission that such
action is necessary or appropriate in the
public interest, for the protection of
investors, or otherwise in furtherance of
the purposes of the Act.
IV. Solicitation of Comments
Interested persons are invited to
submit written data, views, and
arguments concerning the foregoing,
including whether the proposed rule
change is consistent with the Act.
Comments may be submitted by any of
the following methods:
Electronic Comments
• Use the Commission’s internet
comment form (https://www.sec.gov/
rules/sro.shtml) or
• Send an email to rule-comments@
sec.gov. Please include File Number SR–
ICEEU–2019–008 on the subject line.
Paper Comments
• Send paper comments in triplicate
to Secretary, Securities and Exchange
Commission, 100 F Street NE,
Washington, DC 20549–1090.
All submissions should refer to File
Number SR–ICEEU–2019–008. This file
number should be included on the
10 15
11 17
Jkt 247001
PO 00000
U.S.C. 78s(b)(3)(A).
CFR 240.19b–4(f).
Frm 00109
Fmt 4703
subject line if email is used. To help the
Commission process and review your
comments more efficiently, please use
only one method. The Commission will
post all comments on the Commission’s
internet website (https://www.sec.gov/
rules/sro.shtml). Copies of the
submission, all subsequent
amendments, all written statements
with respect to the proposed rule
change that are filed with the
Commission, and all written
communications relating to the
proposed rule change between the
Commission and any person, other than
those that may be withheld from the
public in accordance with the
provisions of 5 U.S.C. 552, will be
available for website viewing and
printing in the Commission’s Public
Reference Section, 100 F Street NE,
Washington, DC 20549, on official
business days between the hours of
10:00 a.m. and 3:00 p.m. Copies of such
filings will also be available for
inspection and copying at the principal
office of ICE Clear Europe and on ICE
Clear Europe’s website at https://
www.theice.com/clear-europe/
regulation.
All comments received will be posted
without change. Persons submitting
comments are cautioned that we do not
redact or edit personal identifying
information from comment submissions.
You should submit only information
that you wish to make available
publicly. All submissions should refer
to File Number SR–ICEEU–2019–008
and should be submitted on or before
July 9, 2019.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.12
Eduardo A. Aleman,
Deputy Secretary.
[FR Doc. 2019–12786 Filed 6–17–19; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Investment Company Act Release No.
33505; File No. 812–15000]
Vertical Capital Income Fund and
Oakline Advisors, LLC
June 12, 2019.
Securities and Exchange
Commission (‘‘Commission’’).
ACTION: Notice.
AGENCY:
Notice of an application under section
6(c) of the Investment Company Act of
1940 (‘‘Act’’) for an exemption from
section 19(b) of the Act and rule 19b–
12 17
Sfmt 4703
E:\FR\FM\18JNN1.SGM
CFR 200.30–3(a)(12).
18JNN1
]]>Agencies
[Federal Register Volume 84, Number 117 (Tuesday, June 18, 2019)]
[Notices]
[Pages 28372-28374]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2019-12786]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-86092; File No. SR-ICEEU-2019-008]
Self-Regulatory Organizations; ICE Clear Europe Limited; Notice
of Filing and Immediate Effectiveness of Proposed Rule Change Relating
to Publication of a Circular Regarding the Interpretation of References
to EU Legislation in the Clearing Rules Post-Brexit
June 12, 2019.
Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
[[Page 28373]]
(``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that
on May 31, 2019, ICE Clear Europe Limited (``ICE Clear Europe'' or the
``Clearing House'') filed with the Securities and Exchange Commission
(``Commission'') the proposed rule changes described in Items I, II,
and III below, which Items have been primarily prepared by ICE Clear
Europe. ICE Clear Europe filed the proposed rule change pursuant to
Section 19(b)(3)(A) of the Act \3\ and Rule 19b-4(f)(1) thereunder,\4\
so that the proposal was immediately effective upon filing with the
Commission. The Commission is publishing this notice to solicit
comments on the proposed rule change from interested persons.
---------------------------------------------------------------------------
\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
\3\ 15 U.S.C. 78s(b)(3)(A).
\4\ 17 CFR 240.19b-4(f)(1).
---------------------------------------------------------------------------
I. Clearing Agency's Statement of the Terms of Substance of the
Proposed Rule Change
ICE Clear Europe is proposing to publish a Circular, titled ICE
Clear Europe: Interpretation of References to EU Legislation in the
Clearing Rules Post-Brexit (the ``Circular''), to provide guidance as
to the interpretation of references to European Union (``EU'')
directives and regulations in the ICE Clear Europe Clearing Rules and
Procedures in the event that the United Kingdom (``UK'') ceases to be
an EU member state, in circumstances where no withdrawal agreement
stipulating that EU laws will continue to apply in the UK has been
agreed between the UK and the EU-27. The interpretation contained in
the Circular will only apply under such circumstances.
II. Clearing Agency's Statement of the Purpose of, and Statutory Basis
for, the Proposed Rule Change
In its filing with the Commission, ICE Clear Europe 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. ICE Clear Europe has prepared summaries,
set forth in sections (A), (B), and (C) below, of the most significant
aspects of such statements.
(A) Clearing Agency's Statement of the Purpose of, and Statutory Basis
for, the Proposed Rule Change
(a) Purpose
The purpose of the proposed Circular is to provide guidance with
respect to the interpretation of certain provisions in the Rules and
Procedures in the event that the UK ceases to be an EU member state, in
circumstances where no withdrawal agreement has been agreed between the
UK and the EU-27 stipulating that EU laws will continue to apply in the
UK. In such circumstances, directly applicable EU directives and
regulations will be incorporated into UK law with modifications on
``exit day'' through the European Union (Withdrawal) Act 2018 (the
``EUWA''), which would result in there being two versions of a directly
applicable EU legislative act which may be applicable to the Rules: (1)
The version as enacted in the EU, directly applicable throughout the EU
(and, in certain cases, the EEA); and (2) the version incorporated into
UK law (referred to as ``on-shored'').
There are various references to EU directives and regulations in
the Rules and Procedures; others may arise by implication by virtue of
definitions such as that of ``Applicable Laws'' or ``Governmental
Authority'' (Rule 101). ICE Clear Europe is proposing to publish the
Circular to provide guidance as to the proper interpretation of such
references in the event of the UK leaving the EU without withdrawal
agreement that provides for continued applicability of EU law in the
UK. The guidance is intended to be consistent with the views of legal
practitioners in the UK with respect to references to EU directives and
regulations in English law contracts generally, but applied to the
particular definitions and situations that arise under the Rules and
Procedures.
The Circular sets out several principles that will be applied by
ICE Clear Europe when interpreting references to an EU regulation or
directive in its Rules:
1. Where the reference concerns an obligation on, or otherwise
applies to, the Clearing House or a UK Clearing Member:
[cir] Where the reference is to an EU regulation, it should be
interpreted as the regulation as it forms part of UK domestic law
through section 3 of the EUWA, and as amended by UK law from time to
time; and
[cir] Where the reference is to an EU directive, it should be
interpreted as the UK domestic law corresponding to the directive or
provision thereof.
2. Where the reference concerns an obligation on, or otherwise
applies to, an EU Clearing Member:
[cir] Where the reference is to an EU regulation, it should be
interpreted as the regulation as it applies in the EU, and as amended
by EU law from time to time; and
[cir] Where the reference is to an EU directive, it should be
interpreted as the EU directive, as amended by EU law from time to time
and as implemented in the relevant member state of the EU Clearing
Member.
The Circular also addresses situations where both sets of laws
apply, for example for entities established in the UK with an EU branch
(or vice versa) or which continue to be regulated in both systems under
cross-border licenses, the UK temporary permissions regime or other
grandfathering arrangements. By way of example, it explains how Rule
requirements that Clearing Members maintain sufficient capital and
segregated accounts would require UK Clearing Members to comply with
the on-shored version of the applicable regulatory requirements, while
EU Clearing Members would be required to comply with the existing EU
regulations.
The Circular further sets out certain exceptions to these general
principles relating to the following:
A reference to an EU law relating to emission allowance
units issued under the EU Emissions Trading Scheme should be
interpreted to continue to refer to the EU law since the UK no longer
participates in the scheme;
References to EU member state laws transposing or
implementing an EU directive will be read to include UK laws
corresponding to that EU directive;
Certain references relating to the European Market
Infrastructure Regulation (Regulation (EU) No 648/2012) and related EU
authorities will be read to continue to refer to relevant EU law and
authorities, for example in the context of ICE Clear Europe's status as
a third country central counterparty thereunder; and
References relating to EU data protection legislation are
excluded, since these are addressed separately in ICE Clear Europe
Circular C19/053 dated March 15, 2019.
(b) Statutory Basis
ICE Clear Europe believes that the proposed rule change is
consistent with the requirements of Section 17A of the Act \5\ and the
regulations thereunder applicable to it, including the standards under
Rule 17Ad-22.\6\ In particular, Section 17A(b)(3)(F) of the Act \7\
requires, among other things, that the rules of a clearing agency be
designed to promote the prompt and accurate clearance and settlement of
securities transactions and, to the extent
[[Page 28374]]
applicable, derivative agreements, contracts, and transactions, the
safeguarding of securities and funds in the custody or control of the
clearing agency or for which it is responsible, and the protection of
investors and the public interest. The proposed Circular would provide
guidance with respect to the interpretation of the Rules that would
apply to EU and UK Clearing Members and ICE Clear Europe upon the UK
departure from the EU if there is no withdrawal agreement that provides
for EU law to continue to apply in the UK. The interpretation would
thus facilitate continued clearing by EU and UK Clearing Members in
compliance with applicable law in relevant jurisdictions and promote
the prompt and accurate clearance and settlement of transactions by
such persons. As such, the interpretation is consistent with the
safeguarding of securities and funds in the custody or control of the
Clearing House or for which it is responsible, the protection of
investors and the public interest.
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\5\ 15 U.S.C. 78q-1.
\6\ 17 CFR 240.17Ad-22.
\7\ 15 U.S.C. 78q-1(b)(3)(F).
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Moreover, the interpretation is consistent with Rule 17Ad-
22(e)(1),\8\ which requires that each covered clearing agency
establish, implement, maintain and enforce written policies and
procedures reasonably designed to provide for a well-founded, clear,
transparent, and enforceable legal basis for each aspect of its
activities in all relevant jurisdictions. As discussed herein, the
interpretation is designed to ensure that references to EU legislation
in the Rules and Procedures are properly interpreted should the UK
cease to be an EU member state with no withdrawal agreement stipulating
that EU laws will continue to apply in the UK. The guidance set out in
the Circular would facilitate continued clearing in light of the
requirements of UK and EU law in those circumstances and would minimize
the potential for disputes and legal uncertainty. ICE Clear Europe does
not expect that the interpretation will adversely impact its ability to
comply with the Act or any standards under Rule 17Ad-22.\9\
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\8\ 17 CFR 240.17Ad-22(e)(1).
\9\ 17 CFR 240.17Ad-22.
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(B) Clearing Agency's Statement on Burden on Competition
ICE Clear Europe does not believe the proposed guidance in the
Circular would have any impact, or impose any burden, on competition
not necessary or appropriate in furtherance of the purpose of the Act.
The guidance is will not change the substantive requirements of any
Rules or Procedures but will clarify the proper interpretation of
references to EU legislation in order to facilitate that the Clearing
House and EU and UK Clearing Members continue to adhere to applicable
laws and regulations. ICE Clear Europe does not believe the
interpretation will in itself materially affect the cost of, or access
to, clearing. As a result, ICE Clear Europe does not believe the
proposed the rule change imposes any burden on competition that is
inappropriate in furtherance of the purposes of the Act.
(C) Clearing Agency's Statement on Comments on the Proposed Rule Change
Received From Members, Participants or Others
Written comments relating to the proposed amendments have not been
solicited or received by ICE Clear Europe. ICE Clear Europe will notify
the Commission of any comments received with respect to the proposed
rule change.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
The foregoing rule change has become effective pursuant to Section
19(b)(3)(A) of the Act \10\ and paragraph (f) of Rule 19b-4 \11\
thereunder. At any time within 60 days of the filing of the proposed
rule change, the Commission summarily may temporarily suspend such rule
change if it appears to the Commission that such action is necessary or
appropriate in the public interest, for the protection of investors, or
otherwise in furtherance of the purposes of the Act.
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\10\ 15 U.S.C. 78s(b)(3)(A).
\11\ 17 CFR 240.19b-4(f).
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IV. Solicitation of Comments
Interested persons are invited to submit written data, views, and
arguments concerning the foregoing, including whether the proposed rule
change is consistent with the Act. Comments may be submitted by any of
the following methods:
Electronic Comments
Use the Commission's internet comment form (https://www.sec.gov/rules/sro.shtml) or
Send an email to [email protected]. Please include
File Number SR-ICEEU-2019-008 on the subject line.
Paper Comments
Send paper comments in triplicate to Secretary, Securities
and Exchange Commission, 100 F Street NE, Washington, DC 20549-1090.
All submissions should refer to File Number SR-ICEEU-2019-008. This
file number should be included on the subject line if email is used. To
help the Commission process and review your comments more efficiently,
please use only one method. The Commission will post all comments on
the Commission's internet website (https://www.sec.gov/rules/sro.shtml).
Copies of the submission, all subsequent amendments, all written
statements with respect to the proposed rule change that are filed with
the Commission, and all written communications relating to the proposed
rule change between the Commission and any person, other than those
that may be withheld from the public in accordance with the provisions
of 5 U.S.C. 552, will be available for website viewing and printing in
the Commission's Public Reference Section, 100 F Street NE, Washington,
DC 20549, on official business days between the hours of 10:00 a.m. and
3:00 p.m. Copies of such filings will also be available for inspection
and copying at the principal office of ICE Clear Europe and on ICE
Clear Europe's website at https://www.theice.com/clear-europe/regulation.
All comments received will be posted without change. Persons
submitting comments are cautioned that we do not redact or edit
personal identifying information from comment submissions. You should
submit only information that you wish to make available publicly. All
submissions should refer to File Number SR-ICEEU-2019-008 and should be
submitted on or before July 9, 2019.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\12\
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\12\ 17 CFR 200.30-3(a)(12).
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Eduardo A. Aleman,
Deputy Secretary.
[FR Doc. 2019-12786 Filed 6-17-19; 8:45 am]
BILLING CODE 8011-01-P
