Self-Regulatory Organizations; Fixed Income Clearing Corporation; Order Approving Proposed Rule Change Relating to the GSD and MBSD Schedules of Haircuts for Eligible Clearing Fund Securities, 78404-78407 [2023-25106]

Download as PDF 78404 Federal Register / Vol. 88, No. 219 / Wednesday, November 15, 2023 / Notices withhold entirely from publication submitted material that is obscene or subject to copyright protection. All submissions should refer to file number SR–NYSENAT–2023–25 and should be submitted on or before December 6, 2023. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.14 Sherry R. Haywood, Assistant Secretary. [FR Doc. 2023–25203 Filed 11–14–23; 8:45 am] BILLING CODE 8011–01–P SECURITIES AND EXCHANGE COMMISSION [Release No. 34–98882; File No. SR–FICC– 2023–014] Self-Regulatory Organizations; Fixed Income Clearing Corporation; Order Approving Proposed Rule Change Relating to the GSD and MBSD Schedules of Haircuts for Eligible Clearing Fund Securities November 8, 2023. I. Introduction On September 22, 2023, Fixed Income Clearing Corporation (‘‘FICC’’) filed with the Securities and Exchange Commission (‘‘Commission’’) proposed rule change SR–FICC–2023–014 to modify the GSD and MBSD Schedules of Haircuts for Eligible Clearing Fund Securities, and to remove them and the related concentration limits from the respective Rules, and make other clarifying changes (‘‘Proposed Rule Change’’), pursuant to section 19(b)(1) of the Securities Exchange Act of 1934 (‘‘Act’’) 1 and Rule 19b–4 thereunder.2 The Proposed Rule Change was published for comment in the Federal Register on October 4, 2023.3 The Commission has received no comments on the Proposed Rule Change. For the reasons discussed below, the Commission is approving the Proposed Rule Change.4 II. Background FICC is a central counterparty (‘‘CCP’’), which means it interposes 14 17 CFR 200.30–3(a)(12). U.S.C. 78s(b)(1). 2 17 CFR 240.19b–4. 3 See Securities Exchange Act Release No. 985925 (Sept. 28, 2023), 88 FR 68803 (Oct. 4, 2023) (File No. SR–FICC–2023–014) (‘‘Notice of Filing’’). 4 Capitalized terms not defined herein are defined in the GSD Rulebook (‘‘GSD Rules’’), available at https://www.dtcc.com/∼/media/Files/Downloads/ legal/rules/ficc_gov_rules.pdf, or the MBSD Rulebook (‘‘MBSD Rules’’), available at https:// www.dtcc.com/∼/media/Files/Downloads/legal/ rules/ficc_mbsd_rules.pdf. ddrumheller on DSK120RN23PROD with NOTICES1 1 15 VerDate Sep<11>2014 17:49 Nov 14, 2023 Jkt 262001 itself as the buyer to every seller and seller to every buyer for the financial transactions it clears. FICC’s Government Securities Division (‘‘GSD’’) provides CCP services for the U.S. Government securities market, and FICC’s Mortgage Backed-Securities Division (‘‘MBSD’’) provides CCP services for the U.S. mortgage-backed securities markets.5 As such, FICC is exposed to the risk that one or more of its members may fail to make a payment or to deliver securities. A key tool that FICC uses to manage its credit exposures to its members is the daily collection of margin (referred to as ‘‘Required Fund Deposit’’ in the GSD and MBSD Rules) from each member.6 The aggregated amount of all GSD and MBSD members’ margin constitutes the GSD Clearing Fund and MBSD Clearing Fund. The objective of the GSD and MBSD Clearing Funds is to mitigate potential losses to FICC associated with liquidating a member’s portfolio in the event FICC ceases to act for that member (hereinafter referred to as a ‘‘default’’).7 FICC would be able to access the Clearing Fund should a defaulting member’s own margin be insufficient to satisfy losses to FICC caused by the liquidation of that member’s portfolio. A member may provide its required margin in the form of cash or an open account indebtedness secured by Eligible Clearing Fund Securities.8 Eligible Clearing Fund Securities are defined to include certain agency, mortgage-backed, and Treasury securities.9 These securities are valued based on the prior Business Day’s closing market price, less a haircut, and may be subject to a concentration 5 GSD and MBSD maintain separate sets of rules, margin models, and clearing funds. 6 See GSD Rule 4 and MBSD Rule 4, supra note 4 (requiring members to make Required Fund Deposits to the GSD and MBSD Clearing Funds, as applicable, with the amount of each member’s deposit being determined by FICC in accordance with these rules). 7 The GSD Rules and MBSD Rules each identify when FICC may cease to act for a member and the types of actions FICC may take. For example, FICC may suspend a firm’s membership with FICC or prohibit or limit a member’s access to FICC’s services in the event that member defaults on a financial or other obligation to FICC. See GSD Rule 21 (Restrictions on Access to Services) and MBSD Rule 14 (Restrictions on Access to Services), supra note 4. 8 See GSD Rule 4, Section 3 (Form of Deposit) and MBSD Rule 4, Section 3 (Form of Deposit), supra note 4. 9 See GSD Rule 1 and MBSD Rule 1 (defining what constitutes Eligible Clearing Fund Securities and the components thereof, which are Eligible Clearing Fund Agency Securities, Eligible Clearing Fund Mortgage-Backed Securities, and Eligible Clearing Fund Treasury Securities), supra note 4. PO 00000 Frm 00122 Fmt 4703 Sfmt 4703 limit.10 FICC states that haircuts are used to protect FICC and its members from price fluctuations, i.e., if FICC is required to liquidate collateral of an insolvent member and such collateral is worth less at the time of liquidation than when it is pledged to FICC.11 FICC also states that concentration limits are intended to reduce FICC’s risk by limiting the percentage of certain types of Eligible Clearing Fund Securities pledged by members to secure the Clearing Fund deposits, because when a member’s portfolio contains large net unsettled positions in a particular group of securities with a similar risk profile or in a particular asset type, such securities could present additional risk to FICC.12 Currently, collateral haircuts applicable to relevant security types and remaining maturity terms are specified as fixed percentages in the Schedule of Haircuts for Eligible Clearing Fund Securities in the GSD Rules and MBSD Rules.13 According to FICC and set forth in its internal risk management procedures, the sufficiency of collateral haircuts is evaluated through use of back-tests, stress-tests and market observations.14 Specifically, FICC conducts daily backtesting analysis by comparing the collateral haircut for each member in simulated liquidations with the member’s actual collateral held on deposit at FICC.15 FICC escalates any exceptions that it observes to assess the root cause and determine whether further analysis and/or review would be appropriate, taking into account whether a particular security may present inherent volatility and/or liquidity risks that could likely result in an erosion in the value of the security exceeding the applicable collateral haircut.16 On a quarterly basis, FICC reviews the composition of the Eligible Clearing Fund Securities that members have pledged to secure their Required 10 See GSD Rule 4, Section 3b and MBSD Rule 4, Section 3b, supra note 4 (referencing the applicability of haircuts and concentration limits to certain types of Eligible Clearing Fund Securities). 11 Notice of Filing, supra note 3, 88 FR at 68804. 12 Id. 13 See Schedule of Haircuts for Eligible Clearing Fund Securities in the GSD Rules and MBSD Rules, supra note 4. The Schedule of Haircuts for Eligible Clearing Fund Securities in the GSD Rules and MBSD Rules was last modified in 2011 in order to harmonize with the increased haircuts on clearing fund collateral at the National Securities Clearing Corporation, an affiliate of FICC. See Securities Exchange Act Release No. 64488 (May 13, 2011), 76 FR 29018 (May 19, 2011) (SR–FICC–2011–03). 14 Notice of Filing, supra note 3, 88 FR at 68804. FICC also filed excerpts from its internal market risk management procedures as Confidential Exhibit 3b to its filing. 15 Id. 16 Id. E:\FR\FM\15NON1.SGM 15NON1 ddrumheller on DSK120RN23PROD with NOTICES1 Federal Register / Vol. 88, No. 219 / Wednesday, November 15, 2023 / Notices Fund Deposits in order to assess the sufficiency of the collateral haircuts applied and whether any haircut changes would be needed, taking into account backtesting results, any instances where the simulated losses from available historical stress testing scenario dates have exceeded the collateral haircut values, and market conditions.17 In addition to collateral haircuts, FICC applies concentration limits to certain Eligible Clearing Fund Securities set forth in the GSD and MBSD Rules. Under these limits, no more than 20 percent of a member’s Required Fund Deposit may be in the form of Eligible Clearing Fund Agency Securities that are of a single issuer and no member may post as eligible collateral Eligible Clearing Fund Agency Securities of which it is the issuer.18 In addition, any deposits of Eligible Clearing Fund Agency Securities or Eligible Clearing Fund Mortgage-Backed Securities in excess of 25 percent of a member’s Required Fund Deposit will be subject to a haircut that is twice the amount of the percentage noted in the haircut schedule, and a member may deposit Eligible Clearing Fund Mortgage-Backed Securities of which it is the issuer, however such securities will be subject to a premium haircut, with the initial haircut being 14 percent, and if a member also exceeds the 25 percent concentration limit, the haircut shall be 21 percent.19 Changes to the collateral haircuts and concentration limits are subject to FICC’s internal governance process.20 According to FICC and based on its internal risk management procedures, if FICC determines that, based on the analyses that it performs, there is insufficient/excessive collateral haircut/ concentration due to an identifiable cause that affected multiple members and such cause would likely persist based on FICC’s assessment of market conditions, such outcome or result could cause FICC to amend the haircuts/ concentration limits in the haircut schedule.21 If FICC determines that a change to the haircut schedule is warranted, it would document the recommendation and rationale for the change at the time of such determination and obtain approval from an executive director or above with a notice to the risk management 17 Id. at 68804–05. Rule 4, Section 3b(b) and MBSD Rule 4, Section 3c(b), supra note 4. 19 Schedule of Haircuts for Eligible Clearing Fund Securities in GSD and MBSD Rules, supra note 4. 20 Notice of Filing, supra note 3, 88 FR at 68805; see also note 14 supra. 21 Id. 18 GSD VerDate Sep<11>2014 17:49 Nov 14, 2023 Jkt 262001 committee.22 Before making adjustments to the haircut schedule, FICC measures the potential impact of such adjustments to ensure any impact is both necessary and appropriate. III. Description of the Proposed Rule Change In the Notice of Filing, FICC states that it has observed that under volatile market conditions with elevated frequency and magnitude of securities price movements, the collateral value of Eligible Clearing Fund Securities may shift in a relatively short period of time and the current haircuts may not sufficiently account for the change in value.23 When the erosion in the value of the Eligible Clearing Fund Securities exceeds the relevant haircuts, FICC is exposed to increased risk of potential losses associated with liquidating a member’s portfolio in the event of a member default when the defaulting member’s own margin is insufficient to satisfy losses to FICC caused by the liquidation of that member’s portfolio.24 Similarly, when a member’s portfolio contains large net unsettled positions in a particular group of securities with a similar risk profile or in a particular asset type, such securities could present additional risk to FICC.25 The additional risk exposures associated with liquidating a member’s portfolio in the event of a member default could lead to an increase in the likelihood that FICC would need to mutualize losses among non-defaulting members during the liquidation process.26 However, any changes to the haircuts and/or concentration limits currently requires a proposed rule change to be filed with the Commission. Therefore, to provide FICC with more flexibility in adjusting the haircuts and concentration limits so FICC can respond to changing market conditions more promptly in order to mitigate the additional risk exposure, FICC is proposing to remove the GSD and MBSD Schedules of Haircuts for Eligible Clearing Fund Securities and concentration limits from the respective Rules, and to publish the haircuts and concentration limits in a haircut schedule on FICC’s website.27 22 Id. 23 Notice of Filing, supra note 3, 88 FR at 68805. 78405 In addition, FICC is proposing to add language in Section 3b in GSD Rule 4 and Section 3c in MBSD Rule 4, respectively, that makes it clear that all Eligible Clearing Fund Securities pledged to secure Clearing Fund deposits shall, for collateral valuation purposes, be subject to a haircut and may be subject to a concentration limit. The proposed language would provide that FICC shall determine the applicable haircuts and any concentration limits from time to time in accordance with its internal policy and governance process, based on factors determined to be relevant by FICC, which may include, for example, backtesting results and FICC’s assessment of market conditions, in order to set appropriately conservative haircuts and/or concentration limits for the Eligible Clearing Fund Securities and minimize backtesting deficiency occurrences. The proposed language would also provide that the haircuts and any concentration limits prescribed by FICC shall be set forth in a haircut schedule that is published on FICC’s website. The proposed language would also state that it shall be the member’s responsibility to retrieve the haircut schedule, and that FICC would provide members with at a minimum one Business Day’s advance notice of any change in the haircut schedule. FICC states that the proposed change to move the haircuts and concentration limits from the Rules to the website would enable FICC to adjust the haircuts and concentration limits without undergoing a rule filing process (although it could still necessitate an advance notice under Title VIII of the Dodd-Frank Act, if a change materially affects the nature or level of risks presented by FICC).28 FICC states that by being able to make appropriate and timely adjustments to the haircuts and concentration limits, it would have the flexibility to respond to changing market conditions more promptly.29 Having the flexibility to respond to changing market conditions more promptly would in turn help better ensure that FICC collects sufficient margin from members as well as risk manages its credit exposures to its members.30 24 Id. 25 Id. 26 Id. 27 Specifically, FICC is proposing to delete subsections (a), (b) and (c) of Section 3b (Special Provisions Relating to Deposits of Eligible Clearing Fund Securities) in GSD Rule 4 and Section 3c (Special Provisions Relating to Deposits of Eligible Clearing Fund Securities) in MBSD Rule 4, respectively, to remove all haircuts and concentration limits from the Rules. FICC is also PO 00000 Frm 00123 Fmt 4703 Sfmt 4703 proposing to delete a sentence from Section 3b in GSD Rule 4 and Section 3c in MBSD Rule 4, respectively, that references haircuts set forth in the Rules, and add a general reference to applicable haircuts. 28 Notice of Filing, supra note 3, 88 FR at 68806 and n. 8 (citing 12 U.S.C. 5465(e)(1) and 17 CFR 240.19b–4(n)(1)(i)). 29 Id. 30 Id. E:\FR\FM\15NON1.SGM 15NON1 78406 Federal Register / Vol. 88, No. 219 / Wednesday, November 15, 2023 / Notices In its Notice of Filing, FICC also provides an overview regarding its changes to the categories relating to Treasury Inflation-Protected Securities (‘‘TIPS’’).31 FICC states that, as part of its daily backtesting regarding the adequacy of collateral haircuts, FICC has determined that in periods where the inflation rate fluctuates, the current haircut levels for TIPS have been inadequate to address the fluctuations from time to time.32 This is because TIPS are indexed to the inflation rate, and prices on TIPS move inversely to their yields, e.g., when the inflation rate increases, prices on TIPS decrease. When the decline in market value of TIPS exceeds the haircut for TIPS, FICC would be exposed to potential liquidation losses.33 Accordingly, FICC is planning to address haircuts for TIPS in a separate category, as opposed to as part of a category also including Treasury Bills, Notes, and Bonds, and to increase the haircut levels for TIPS to ensure that the haircut levels would be commensurate with the particular risk attributes of TIPS.34 FICC describes the new TIPS haircut categories as follows:35 Current (%) Maturity TIPS ........................................................................ FICC conducted an impact study for the period from September 1, 2021 through August 31, 2022 (‘‘Impact Study’’).36 The results of the Impact Study indicate that, if the haircut changes for TIPS had been in place, all 29 backtesting deficiencies would have been eliminated.37 IV. Discussion and Commission Findings ddrumheller on DSK120RN23PROD with NOTICES1 Section 19(b)(2)(C) of the Act 38 directs the Commission to approve a proposed rule change of a selfregulatory organization if it finds that such proposed rule change is consistent with the requirements of the Act and rules and regulations thereunder applicable to such organization. After carefully considering the Proposed Rule Change, the Commission finds that the Proposed Rule Change is consistent with the requirements of the Act and the rules and regulations thereunder applicable to FICC. In particular, the Commission finds that the Proposed Rule Change is consistent with section 17A(b)(3)(F) 39 of the Act and Rules 31 TIPS are a type of Treasury security issued by the U.S. government that are indexed to inflation such that the principal value of the security rises as inflation rises. 32 Notice of Filing, supra note 3, 88 FR at 68806. 33 Id. Specifically, during the period from September 1, 2021 to August 31, 2022, with TIPS comprising less than 10 percent of the total collateral value across the GSD and MBSD divisions at FICC, FICC has observed 29 backtesting deficiencies at FICC, 26 at GSD and 3 at MBSD, where the collateral value that FICC attributed to the TIPS that were posted by members as margin (inclusive of the applicable current haircuts) was insufficient to cover the liquidation of such securities by FICC without incurring a loss. Id. The 29 backtesting deficiencies represent a sum total of approximately $9.4 million across four days during VerDate Sep<11>2014 17:49 Nov 14, 2023 Jkt 262001 Zero to 1 year ........................................................ 1 year to 2 years .................................................... 2 years to 5 years .................................................. 5 years to 10 years ................................................ 10 years to 15 years .............................................. 15 years or greater ................................................ 17Ad–22(e)(5) and (e)(23), each promulgated under the Act.40 A. Consistency With Section 17A(b)(3)(F) of the Act Section 17A(b)(3)(F) of the Act 41 requires that the rules of a clearing agency, such as FICC, be designed to, among other things, promote the prompt and accurate clearance and settlement of securities transactions and assure the safeguarding of securities and funds which are in the custody or control of the clearing agency or for which it is responsible.42 The Commission believes that the Proposed Rule Change is consistent with section 17A(b)(3)(F) of the Act for the reasons stated below. As stated in Part II supra, a key tool that FICC uses to manage its credit exposures to its members is the daily collection of margin from each member described above, and FICC applies haircuts to securities collected as margin to protect FICC and its members from price fluctuations, i.e., if FICC is required to liquidate collateral of an insolvent member and such collateral is worth less at the time of liquidation than when it is pledged to FICC. the impact study period, less than 0.1% of the total collateral value at FICC on each of those days. Id. 34 Id. FICC also stated that its review of TIPS haircuts at other registered clearing agencies demonstrate that FICC’s current haircut levels for TIPS are generally lower than the TIPS haircuts required by other clearing agencies and foreign CCPs, particularly with respect to maturity ranges of 10 years or longer. Id. (summarizing and citing various other clearing agency rules). 35 Id. FICC also reflected the changes with respect to haircuts for TIPS on the haircut schedule filed as Exhibit 3c to the Notice of Filing, which would be posted to its website if the Proposed Rule Change were approved. 36 FICC filed this Impact Study as confidential Exhibit 3a to the Notice of Filing. PO 00000 Frm 00124 Fmt 4703 Sfmt 4703 Proposed (%) 2.0 2.0 3.0 4.0 6.0 6.0 2.0 3.0 5.0 7.0 7.0 10.0 By moving the location where collateral haircuts and concentration limits are published from FICC’s Rules to its website, the Proposed Rule change would add flexibility for FICC to make timely adjustments to collateral haircuts and concentration limits during a time of potentially deteriorating market or other conditions, while preserving notice requirements to ensure that members are aware of risk management changes. This added flexibility should allow FICC to continue to ensure that it can address changing market conditions rapidly and ensure that it is collecting sufficient margin to cover its credit exposures to members and minimizing exposures from members with large collateral positions in a particular group of securities with a similar risk profile or in a particular asset type.43 By helping FICC to collect sufficient margin, the Proposed Rule Change would better ensure that, in the event of a member default, FICC’s operation of its critical clearance and settlement services would not be disrupted because of insufficient financial resources. Accordingly, the Proposed Rule Change should help FICC to continue providing 37 Notice of Filing, supra note 3, 88 FR at 68807 (also providing a more detailed summary of the Impact Study). 38 15 U.S.C. 78s(b)(2)(C). 39 15 U.S.C. 78q–1(b)(3)(F). 40 17 CFR 240.17Ad–22(e)(5) and (e)(23). 41 15 U.S.C. 78q–1(b)(3)(F). 42 Id. 43 In addition, the Commission believes that the changes relating to the haircuts for TIPS would allow FICC to ensure that the haircut levels would be commensurate with the particular risk attributes of TIPS, and thereby assure the safeguarding of securities and funds that are in its custody or control. E:\FR\FM\15NON1.SGM 15NON1 Federal Register / Vol. 88, No. 219 / Wednesday, November 15, 2023 / Notices ddrumheller on DSK120RN23PROD with NOTICES1 prompt and accurate clearance and settlement of securities transactions, consistent with section 17A(b)(3)(F) of the Act.44 Moreover, because the Proposed Rule Change would continue to ensure that FICC collects sufficient margin from members, it should also help minimize the likelihood that FICC would have to access the Clearing Fund, thereby limiting non-defaulting members’ exposure to mutualized losses. By helping to limit the exposure of FICC’s non-defaulting members to mutualized losses, the Proposed Rule Change should help FICC assure the safeguarding of securities and funds which are in its custody or control, consistent with section 17A(b)(3)(F) of the Act.45 Finally, the proposed clarifying changes should help to ensure that FICC’s Rules are clear to members. When members better understand their rights and obligations regarding the Rules, members are more likely to act in accordance with the Rules, which should promote the prompt and accurate clearance and settlement of securities transactions. As such, the proposed clarifying changes are consistent with section 17A(b)(3)(F) of the Act.46 B. Consistency With Rule 17Ad–22(e)(5) Rule 17Ad–22(e)(5) under the Act 47 requires, in part, a covered clearing agency to establish, implement, maintain and enforce written policies and procedures reasonably designed to set and enforce appropriately conservative haircuts and concentration limits if the covered clearing agency requires collateral to manage its or its participants’ credit exposure. As described in Part II supra, the proposed changes to move the collateral haircuts and concentration limits from FICC’s Rules should provide FICC with more flexibility to respond to changing market conditions because adjustments to the haircuts and concentration limits would no longer require a rule change. By being able to make appropriate and timely adjustments to the haircuts and concentration limits, FICC would have the flexibility to respond to changing market conditions more promptly. Specifically, FICC would have the ability to promptly set and enforce conservative collateral haircuts and concentration limits that are reflective of the current market conditions. In this way, the proposed changes to move the collateral haircuts and concentration limits from the Rules to the website should help FICC set and enforce appropriately conservative collateral haircuts and concentration limits, consistent with the requirements of Rule 17Ad–22(e)(5) under the Act.48 proposed rule change SR–FICC–2023– 014, be, and hereby is, approved.54 C. Consistency With Rule 17Ad– 22(e)(23) [FR Doc. 2023–25106 Filed 11–14–23; 8:45 am] Rule 17Ad–22(e)(23)(i) and under the Act requires each covered clearing agency to establish, implement, maintain, and enforce written policies and procedures reasonably designed to, among other things, publicly disclose all relevant rules and material procedures; and provide sufficient information to enable participants to identify and evaluate the risks, fees, and other material costs they incur by participating in the covered clearing agency. Based on its review of the record, and for the reasons described below, the Commission finds that the proposed changes, taken together, are consistent with the requirements of Rule 17Ad–22(e)(23)(i) and (ii).50 By adopting rules that require FICC to provide prior notice through public disclosures on its website relating to information on collateral haircuts and concentration limits, FICC’s Rules would support the communication of information that its members may use to identify and evaluate the haircuts and concentration limits resulting from FICC’s processes. As such, the Proposed Rule Change is consistent with publicly disclosing all relevant rules and material procedures; and providing sufficient information to enable participants to identify and evaluate the risks, fees, and other material costs incurred with participation in the covered clearing agency. The Commission finds, therefore, that the Proposed Rule Change is consistent with the requirements of Rule 17Ad– 22(e)(23)(i) and (ii) under the Act.51 U.S.C. 78q–1(b)(3)(F). IV. Conclusion On the basis of the foregoing, the Commission finds that the Proposed Rule Change is consistent with the requirements of the Act and in particular with the requirements of section 17A of the Act 52 and the rules and regulations promulgated thereunder. It is therefore ordered, pursuant to section 19(b)(2) of the Act 53 that 48 Id. 51 Id. 46 Id. 47 17 CFR 240.17Ad–22(e)(23)(i) and (ii). 50 Id. 45 Id. 52 15 CFR 240.17Ad–22(e)(5). VerDate Sep<11>2014 17:49 Nov 14, 2023 53 15 Jkt 262001 For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.55 Sherry R. Haywood, Assistant Secretary. BILLING CODE 8011–01–P (ii) 49 49 17 44 15 78407 PO 00000 U.S.C. 78q–1. U.S.C. 78s(b)(2). Frm 00125 Fmt 4703 Sfmt 4703 SECURITIES AND EXCHANGE COMMISSION [Release No. 34–98891; File No. SR–NYSE– 2023–40] Self-Regulatory Organizations; New York Stock Exchange LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend Rule 7.31 November 8, 2023. Pursuant to section 19(b)(1) 1 of the Securities Exchange Act of 1934 (‘‘Act’’) 2 and Rule 19b–4 thereunder,3 notice is hereby given that on October 31, 2023, New York Stock Exchange LLC (‘‘NYSE’’ or the ‘‘Exchange’’) filed with the Securities and Exchange Commission (the ‘‘Commission’’) the proposed rule change as described in Items I, II, and III below, which Items have been prepared by the selfregulatory organization. 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 Rule 7.31 to provide for the use of ALO Reserve Orders. The proposed rule change is available on the Exchange’s website at www.nyse.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 self-regulatory organization 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 54 In approving the Proposed Rule Change, the Commission considered its impact on efficiency, competition, and capital formation. 15 U.S.C. 78c(f). 55 17 CFR 200.30–3(a)(12). 1 15 U.S.C. 78s(b)(1). 2 15 U.S.C. 78a. 3 17 CFR 240.19b–4. E:\FR\FM\15NON1.SGM 15NON1

Agencies

[Federal Register Volume 88, Number 219 (Wednesday, November 15, 2023)]
[Notices]
[Pages 78404-78407]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2023-25106]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-98882; File No. SR-FICC-2023-014]


Self-Regulatory Organizations; Fixed Income Clearing Corporation; 
Order Approving Proposed Rule Change Relating to the GSD and MBSD 
Schedules of Haircuts for Eligible Clearing Fund Securities

November 8, 2023.

I. Introduction

    On September 22, 2023, Fixed Income Clearing Corporation (``FICC'') 
filed with the Securities and Exchange Commission (``Commission'') 
proposed rule change SR-FICC-2023-014 to modify the GSD and MBSD 
Schedules of Haircuts for Eligible Clearing Fund Securities, and to 
remove them and the related concentration limits from the respective 
Rules, and make other clarifying changes (``Proposed Rule Change''), 
pursuant to section 19(b)(1) of the Securities Exchange Act of 1934 
(``Act'') \1\ and Rule 19b-4 thereunder.\2\ The Proposed Rule Change 
was published for comment in the Federal Register on October 4, 
2023.\3\ The Commission has received no comments on the Proposed Rule 
Change. For the reasons discussed below, the Commission is approving 
the Proposed Rule Change.\4\
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ See Securities Exchange Act Release No. 985925 (Sept. 28, 
2023), 88 FR 68803 (Oct. 4, 2023) (File No. SR-FICC-2023-014) 
(``Notice of Filing'').
    \4\ Capitalized terms not defined herein are defined in the GSD 
Rulebook (``GSD Rules''), available at https://www.dtcc.com/~/media/
Files/Downloads/legal/rules/ficc_gov_rules.pdf, or the MBSD Rulebook 
(``MBSD Rules''), available at https://www.dtcc.com/~/media/Files/
Downloads/legal/rules/ficc_mbsd_rules.pdf.
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II. Background

    FICC is a central counterparty (``CCP''), which means it interposes 
itself as the buyer to every seller and seller to every buyer for the 
financial transactions it clears. FICC's Government Securities Division 
(``GSD'') provides CCP services for the U.S. Government securities 
market, and FICC's Mortgage Backed-Securities Division (``MBSD'') 
provides CCP services for the U.S. mortgage-backed securities 
markets.\5\ As such, FICC is exposed to the risk that one or more of 
its members may fail to make a payment or to deliver securities.
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    \5\ GSD and MBSD maintain separate sets of rules, margin models, 
and clearing funds.
---------------------------------------------------------------------------

    A key tool that FICC uses to manage its credit exposures to its 
members is the daily collection of margin (referred to as ``Required 
Fund Deposit'' in the GSD and MBSD Rules) from each member.\6\ The 
aggregated amount of all GSD and MBSD members' margin constitutes the 
GSD Clearing Fund and MBSD Clearing Fund. The objective of the GSD and 
MBSD Clearing Funds is to mitigate potential losses to FICC associated 
with liquidating a member's portfolio in the event FICC ceases to act 
for that member (hereinafter referred to as a ``default'').\7\ FICC 
would be able to access the Clearing Fund should a defaulting member's 
own margin be insufficient to satisfy losses to FICC caused by the 
liquidation of that member's portfolio.
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    \6\ See GSD Rule 4 and MBSD Rule 4, supra note 4 (requiring 
members to make Required Fund Deposits to the GSD and MBSD Clearing 
Funds, as applicable, with the amount of each member's deposit being 
determined by FICC in accordance with these rules).
    \7\ The GSD Rules and MBSD Rules each identify when FICC may 
cease to act for a member and the types of actions FICC may take. 
For example, FICC may suspend a firm's membership with FICC or 
prohibit or limit a member's access to FICC's services in the event 
that member defaults on a financial or other obligation to FICC. See 
GSD Rule 21 (Restrictions on Access to Services) and MBSD Rule 14 
(Restrictions on Access to Services), supra note 4.
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    A member may provide its required margin in the form of cash or an 
open account indebtedness secured by Eligible Clearing Fund 
Securities.\8\ Eligible Clearing Fund Securities are defined to include 
certain agency, mortgage-backed, and Treasury securities.\9\ These 
securities are valued based on the prior Business Day's closing market 
price, less a haircut, and may be subject to a concentration limit.\10\ 
FICC states that haircuts are used to protect FICC and its members from 
price fluctuations, i.e., if FICC is required to liquidate collateral 
of an insolvent member and such collateral is worth less at the time of 
liquidation than when it is pledged to FICC.\11\ FICC also states that 
concentration limits are intended to reduce FICC's risk by limiting the 
percentage of certain types of Eligible Clearing Fund Securities 
pledged by members to secure the Clearing Fund deposits, because when a 
member's portfolio contains large net unsettled positions in a 
particular group of securities with a similar risk profile or in a 
particular asset type, such securities could present additional risk to 
FICC.\12\
---------------------------------------------------------------------------

    \8\ See GSD Rule 4, Section 3 (Form of Deposit) and MBSD Rule 4, 
Section 3 (Form of Deposit), supra note 4.
    \9\ See GSD Rule 1 and MBSD Rule 1 (defining what constitutes 
Eligible Clearing Fund Securities and the components thereof, which 
are Eligible Clearing Fund Agency Securities, Eligible Clearing Fund 
Mortgage-Backed Securities, and Eligible Clearing Fund Treasury 
Securities), supra note 4.
    \10\ See GSD Rule 4, Section 3b and MBSD Rule 4, Section 3b, 
supra note 4 (referencing the applicability of haircuts and 
concentration limits to certain types of Eligible Clearing Fund 
Securities).
    \11\ Notice of Filing, supra note 3, 88 FR at 68804.
    \12\ Id.
---------------------------------------------------------------------------

    Currently, collateral haircuts applicable to relevant security 
types and remaining maturity terms are specified as fixed percentages 
in the Schedule of Haircuts for Eligible Clearing Fund Securities in 
the GSD Rules and MBSD Rules.\13\ According to FICC and set forth in 
its internal risk management procedures, the sufficiency of collateral 
haircuts is evaluated through use of back-tests, stress-tests and 
market observations.\14\ Specifically, FICC conducts daily backtesting 
analysis by comparing the collateral haircut for each member in 
simulated liquidations with the member's actual collateral held on 
deposit at FICC.\15\ FICC escalates any exceptions that it observes to 
assess the root cause and determine whether further analysis and/or 
review would be appropriate, taking into account whether a particular 
security may present inherent volatility and/or liquidity risks that 
could likely result in an erosion in the value of the security 
exceeding the applicable collateral haircut.\16\ On a quarterly basis, 
FICC reviews the composition of the Eligible Clearing Fund Securities 
that members have pledged to secure their Required

[[Page 78405]]

Fund Deposits in order to assess the sufficiency of the collateral 
haircuts applied and whether any haircut changes would be needed, 
taking into account backtesting results, any instances where the 
simulated losses from available historical stress testing scenario 
dates have exceeded the collateral haircut values, and market 
conditions.\17\
---------------------------------------------------------------------------

    \13\ See Schedule of Haircuts for Eligible Clearing Fund 
Securities in the GSD Rules and MBSD Rules, supra note 4. The 
Schedule of Haircuts for Eligible Clearing Fund Securities in the 
GSD Rules and MBSD Rules was last modified in 2011 in order to 
harmonize with the increased haircuts on clearing fund collateral at 
the National Securities Clearing Corporation, an affiliate of FICC. 
See Securities Exchange Act Release No. 64488 (May 13, 2011), 76 FR 
29018 (May 19, 2011) (SR-FICC-2011-03).
    \14\ Notice of Filing, supra note 3, 88 FR at 68804. FICC also 
filed excerpts from its internal market risk management procedures 
as Confidential Exhibit 3b to its filing.
    \15\ Id.
    \16\ Id.
    \17\ Id. at 68804-05.
---------------------------------------------------------------------------

    In addition to collateral haircuts, FICC applies concentration 
limits to certain Eligible Clearing Fund Securities set forth in the 
GSD and MBSD Rules. Under these limits, no more than 20 percent of a 
member's Required Fund Deposit may be in the form of Eligible Clearing 
Fund Agency Securities that are of a single issuer and no member may 
post as eligible collateral Eligible Clearing Fund Agency Securities of 
which it is the issuer.\18\ In addition, any deposits of Eligible 
Clearing Fund Agency Securities or Eligible Clearing Fund Mortgage-
Backed Securities in excess of 25 percent of a member's Required Fund 
Deposit will be subject to a haircut that is twice the amount of the 
percentage noted in the haircut schedule, and a member may deposit 
Eligible Clearing Fund Mortgage-Backed Securities of which it is the 
issuer, however such securities will be subject to a premium haircut, 
with the initial haircut being 14 percent, and if a member also exceeds 
the 25 percent concentration limit, the haircut shall be 21 
percent.\19\
---------------------------------------------------------------------------

    \18\ GSD Rule 4, Section 3b(b) and MBSD Rule 4, Section 3c(b), 
supra note 4.
    \19\ Schedule of Haircuts for Eligible Clearing Fund Securities 
in GSD and MBSD Rules, supra note 4.
---------------------------------------------------------------------------

    Changes to the collateral haircuts and concentration limits are 
subject to FICC's internal governance process.\20\ According to FICC 
and based on its internal risk management procedures, if FICC 
determines that, based on the analyses that it performs, there is 
insufficient/excessive collateral haircut/concentration due to an 
identifiable cause that affected multiple members and such cause would 
likely persist based on FICC's assessment of market conditions, such 
outcome or result could cause FICC to amend the haircuts/concentration 
limits in the haircut schedule.\21\ If FICC determines that a change to 
the haircut schedule is warranted, it would document the recommendation 
and rationale for the change at the time of such determination and 
obtain approval from an executive director or above with a notice to 
the risk management committee.\22\ Before making adjustments to the 
haircut schedule, FICC measures the potential impact of such 
adjustments to ensure any impact is both necessary and appropriate.
---------------------------------------------------------------------------

    \20\ Notice of Filing, supra note 3, 88 FR at 68805; see also 
note 14 supra.
    \21\ Id.
    \22\ Id.
---------------------------------------------------------------------------

III. Description of the Proposed Rule Change

    In the Notice of Filing, FICC states that it has observed that 
under volatile market conditions with elevated frequency and magnitude 
of securities price movements, the collateral value of Eligible 
Clearing Fund Securities may shift in a relatively short period of time 
and the current haircuts may not sufficiently account for the change in 
value.\23\ When the erosion in the value of the Eligible Clearing Fund 
Securities exceeds the relevant haircuts, FICC is exposed to increased 
risk of potential losses associated with liquidating a member's 
portfolio in the event of a member default when the defaulting member's 
own margin is insufficient to satisfy losses to FICC caused by the 
liquidation of that member's portfolio.\24\ Similarly, when a member's 
portfolio contains large net unsettled positions in a particular group 
of securities with a similar risk profile or in a particular asset 
type, such securities could present additional risk to FICC.\25\ The 
additional risk exposures associated with liquidating a member's 
portfolio in the event of a member default could lead to an increase in 
the likelihood that FICC would need to mutualize losses among non-
defaulting members during the liquidation process.\26\ However, any 
changes to the haircuts and/or concentration limits currently requires 
a proposed rule change to be filed with the Commission.
---------------------------------------------------------------------------

    \23\ Notice of Filing, supra note 3, 88 FR at 68805.
    \24\ Id.
    \25\ Id.
    \26\ Id.
---------------------------------------------------------------------------

    Therefore, to provide FICC with more flexibility in adjusting the 
haircuts and concentration limits so FICC can respond to changing 
market conditions more promptly in order to mitigate the additional 
risk exposure, FICC is proposing to remove the GSD and MBSD Schedules 
of Haircuts for Eligible Clearing Fund Securities and concentration 
limits from the respective Rules, and to publish the haircuts and 
concentration limits in a haircut schedule on FICC's website.\27\
---------------------------------------------------------------------------

    \27\ Specifically, FICC is proposing to delete subsections (a), 
(b) and (c) of Section 3b (Special Provisions Relating to Deposits 
of Eligible Clearing Fund Securities) in GSD Rule 4 and Section 3c 
(Special Provisions Relating to Deposits of Eligible Clearing Fund 
Securities) in MBSD Rule 4, respectively, to remove all haircuts and 
concentration limits from the Rules. FICC is also proposing to 
delete a sentence from Section 3b in GSD Rule 4 and Section 3c in 
MBSD Rule 4, respectively, that references haircuts set forth in the 
Rules, and add a general reference to applicable haircuts.
---------------------------------------------------------------------------

    In addition, FICC is proposing to add language in Section 3b in GSD 
Rule 4 and Section 3c in MBSD Rule 4, respectively, that makes it clear 
that all Eligible Clearing Fund Securities pledged to secure Clearing 
Fund deposits shall, for collateral valuation purposes, be subject to a 
haircut and may be subject to a concentration limit. The proposed 
language would provide that FICC shall determine the applicable 
haircuts and any concentration limits from time to time in accordance 
with its internal policy and governance process, based on factors 
determined to be relevant by FICC, which may include, for example, 
backtesting results and FICC's assessment of market conditions, in 
order to set appropriately conservative haircuts and/or concentration 
limits for the Eligible Clearing Fund Securities and minimize 
backtesting deficiency occurrences. The proposed language would also 
provide that the haircuts and any concentration limits prescribed by 
FICC shall be set forth in a haircut schedule that is published on 
FICC's website. The proposed language would also state that it shall be 
the member's responsibility to retrieve the haircut schedule, and that 
FICC would provide members with at a minimum one Business Day's advance 
notice of any change in the haircut schedule.
    FICC states that the proposed change to move the haircuts and 
concentration limits from the Rules to the website would enable FICC to 
adjust the haircuts and concentration limits without undergoing a rule 
filing process (although it could still necessitate an advance notice 
under Title VIII of the Dodd-Frank Act, if a change materially affects 
the nature or level of risks presented by FICC).\28\ FICC states that 
by being able to make appropriate and timely adjustments to the 
haircuts and concentration limits, it would have the flexibility to 
respond to changing market conditions more promptly.\29\ Having the 
flexibility to respond to changing market conditions more promptly 
would in turn help better ensure that FICC collects sufficient margin 
from members as well as risk manages its credit exposures to its 
members.\30\
---------------------------------------------------------------------------

    \28\ Notice of Filing, supra note 3, 88 FR at 68806 and n. 8 
(citing 12 U.S.C. 5465(e)(1) and 17 CFR 240.19b-4(n)(1)(i)).
    \29\ Id.
    \30\ Id.

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

[[Page 78406]]

    In its Notice of Filing, FICC also provides an overview regarding 
its changes to the categories relating to Treasury Inflation-Protected 
Securities (``TIPS'').\31\ FICC states that, as part of its daily 
backtesting regarding the adequacy of collateral haircuts, FICC has 
determined that in periods where the inflation rate fluctuates, the 
current haircut levels for TIPS have been inadequate to address the 
fluctuations from time to time.\32\ This is because TIPS are indexed to 
the inflation rate, and prices on TIPS move inversely to their yields, 
e.g., when the inflation rate increases, prices on TIPS decrease. When 
the decline in market value of TIPS exceeds the haircut for TIPS, FICC 
would be exposed to potential liquidation losses.\33\
---------------------------------------------------------------------------

    \31\ TIPS are a type of Treasury security issued by the U.S. 
government that are indexed to inflation such that the principal 
value of the security rises as inflation rises.
    \32\ Notice of Filing, supra note 3, 88 FR at 68806.
    \33\ Id. Specifically, during the period from September 1, 2021 
to August 31, 2022, with TIPS comprising less than 10 percent of the 
total collateral value across the GSD and MBSD divisions at FICC, 
FICC has observed 29 backtesting deficiencies at FICC, 26 at GSD and 
3 at MBSD, where the collateral value that FICC attributed to the 
TIPS that were posted by members as margin (inclusive of the 
applicable current haircuts) was insufficient to cover the 
liquidation of such securities by FICC without incurring a loss. Id. 
The 29 backtesting deficiencies represent a sum total of 
approximately $9.4 million across four days during the impact study 
period, less than 0.1% of the total collateral value at FICC on each 
of those days. Id.
---------------------------------------------------------------------------

    Accordingly, FICC is planning to address haircuts for TIPS in a 
separate category, as opposed to as part of a category also including 
Treasury Bills, Notes, and Bonds, and to increase the haircut levels 
for TIPS to ensure that the haircut levels would be commensurate with 
the particular risk attributes of TIPS.\34\ FICC describes the new TIPS 
haircut categories as follows:\35\
---------------------------------------------------------------------------

    \34\ Id. FICC also stated that its review of TIPS haircuts at 
other registered clearing agencies demonstrate that FICC's current 
haircut levels for TIPS are generally lower than the TIPS haircuts 
required by other clearing agencies and foreign CCPs, particularly 
with respect to maturity ranges of 10 years or longer. Id. 
(summarizing and citing various other clearing agency rules).
    \35\ Id. FICC also reflected the changes with respect to 
haircuts for TIPS on the haircut schedule filed as Exhibit 3c to the 
Notice of Filing, which would be posted to its website if the 
Proposed Rule Change were approved.

 
----------------------------------------------------------------------------------------------------------------
                                                        Maturity               Current (%)        Proposed (%)
----------------------------------------------------------------------------------------------------------------
TIPS.......................................  Zero to 1 year...............                2.0                2.0
                                             1 year to 2 years............                2.0                3.0
                                             2 years to 5 years...........                3.0                5.0
                                             5 years to 10 years..........                4.0                7.0
                                             10 years to 15 years.........                6.0                7.0
                                             15 years or greater..........                6.0               10.0
----------------------------------------------------------------------------------------------------------------

    FICC conducted an impact study for the period from September 1, 
2021 through August 31, 2022 (``Impact Study'').\36\ The results of the 
Impact Study indicate that, if the haircut changes for TIPS had been in 
place, all 29 backtesting deficiencies would have been eliminated.\37\
---------------------------------------------------------------------------

    \36\ FICC filed this Impact Study as confidential Exhibit 3a to 
the Notice of Filing.
    \37\ Notice of Filing, supra note 3, 88 FR at 68807 (also 
providing a more detailed summary of the Impact Study).
---------------------------------------------------------------------------

IV. Discussion and Commission Findings

    Section 19(b)(2)(C) of the Act \38\ 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 rules and regulations thereunder applicable 
to such organization. After carefully considering the Proposed Rule 
Change, the Commission finds that the Proposed Rule Change is 
consistent with the requirements of the Act and the rules and 
regulations thereunder applicable to FICC. In particular, the 
Commission finds that the Proposed Rule Change is consistent with 
section 17A(b)(3)(F) \39\ of the Act and Rules 17Ad-22(e)(5) and 
(e)(23), each promulgated under the Act.\40\
---------------------------------------------------------------------------

    \38\ 15 U.S.C. 78s(b)(2)(C).
    \39\ 15 U.S.C. 78q-1(b)(3)(F).
    \40\ 17 CFR 240.17Ad-22(e)(5) and (e)(23).
---------------------------------------------------------------------------

A. Consistency With Section 17A(b)(3)(F) of the Act

    Section 17A(b)(3)(F) of the Act \41\ requires that the rules of a 
clearing agency, such as FICC, be designed to, among other things, 
promote the prompt and accurate clearance and settlement of securities 
transactions and assure the safeguarding of securities and funds which 
are in the custody or control of the clearing agency or for which it is 
responsible.\42\ The Commission believes that the Proposed Rule Change 
is consistent with section 17A(b)(3)(F) of the Act for the reasons 
stated below.
---------------------------------------------------------------------------

    \41\ 15 U.S.C. 78q-1(b)(3)(F).
    \42\ Id.
---------------------------------------------------------------------------

    As stated in Part II supra, a key tool that FICC uses to manage its 
credit exposures to its members is the daily collection of margin from 
each member described above, and FICC applies haircuts to securities 
collected as margin to protect FICC and its members from price 
fluctuations, i.e., if FICC is required to liquidate collateral of an 
insolvent member and such collateral is worth less at the time of 
liquidation than when it is pledged to FICC.
    By moving the location where collateral haircuts and concentration 
limits are published from FICC's Rules to its website, the Proposed 
Rule change would add flexibility for FICC to make timely adjustments 
to collateral haircuts and concentration limits during a time of 
potentially deteriorating market or other conditions, while preserving 
notice requirements to ensure that members are aware of risk management 
changes. This added flexibility should allow FICC to continue to ensure 
that it can address changing market conditions rapidly and ensure that 
it is collecting sufficient margin to cover its credit exposures to 
members and minimizing exposures from members with large collateral 
positions in a particular group of securities with a similar risk 
profile or in a particular asset type.\43\
---------------------------------------------------------------------------

    \43\ In addition, the Commission believes that the changes 
relating to the haircuts for TIPS would allow FICC to ensure that 
the haircut levels would be commensurate with the particular risk 
attributes of TIPS, and thereby assure the safeguarding of 
securities and funds that are in its custody or control.
---------------------------------------------------------------------------

    By helping FICC to collect sufficient margin, the Proposed Rule 
Change would better ensure that, in the event of a member default, 
FICC's operation of its critical clearance and settlement services 
would not be disrupted because of insufficient financial resources. 
Accordingly, the Proposed Rule Change should help FICC to continue 
providing

[[Page 78407]]

prompt and accurate clearance and settlement of securities 
transactions, consistent with section 17A(b)(3)(F) of the Act.\44\
---------------------------------------------------------------------------

    \44\ 15 U.S.C. 78q-1(b)(3)(F).
---------------------------------------------------------------------------

    Moreover, because the Proposed Rule Change would continue to ensure 
that FICC collects sufficient margin from members, it should also help 
minimize the likelihood that FICC would have to access the Clearing 
Fund, thereby limiting non-defaulting members' exposure to mutualized 
losses. By helping to limit the exposure of FICC's non-defaulting 
members to mutualized losses, the Proposed Rule Change should help FICC 
assure the safeguarding of securities and funds which are in its 
custody or control, consistent with section 17A(b)(3)(F) of the 
Act.\45\
---------------------------------------------------------------------------

    \45\ Id.
---------------------------------------------------------------------------

    Finally, the proposed clarifying changes should help to ensure that 
FICC's Rules are clear to members. When members better understand their 
rights and obligations regarding the Rules, members are more likely to 
act in accordance with the Rules, which should promote the prompt and 
accurate clearance and settlement of securities transactions. As such, 
the proposed clarifying changes are consistent with section 
17A(b)(3)(F) of the Act.\46\
---------------------------------------------------------------------------

    \46\ Id.
---------------------------------------------------------------------------

B. Consistency With Rule 17Ad-22(e)(5)

    Rule 17Ad-22(e)(5) under the Act \47\ requires, in part, a covered 
clearing agency to establish, implement, maintain and enforce written 
policies and procedures reasonably designed to set and enforce 
appropriately conservative haircuts and concentration limits if the 
covered clearing agency requires collateral to manage its or its 
participants' credit exposure. As described in Part II supra, the 
proposed changes to move the collateral haircuts and concentration 
limits from FICC's Rules should provide FICC with more flexibility to 
respond to changing market conditions because adjustments to the 
haircuts and concentration limits would no longer require a rule 
change. By being able to make appropriate and timely adjustments to the 
haircuts and concentration limits, FICC would have the flexibility to 
respond to changing market conditions more promptly. Specifically, FICC 
would have the ability to promptly set and enforce conservative 
collateral haircuts and concentration limits that are reflective of the 
current market conditions. In this way, the proposed changes to move 
the collateral haircuts and concentration limits from the Rules to the 
website should help FICC set and enforce appropriately conservative 
collateral haircuts and concentration limits, consistent with the 
requirements of Rule 17Ad-22(e)(5) under the Act.\48\
---------------------------------------------------------------------------

    \47\ 17 CFR 240.17Ad-22(e)(5).
    \48\ Id.
---------------------------------------------------------------------------

C. Consistency With Rule 17Ad-22(e)(23)

    Rule 17Ad-22(e)(23)(i) and (ii) \49\ under the Act requires each 
covered clearing agency to establish, implement, maintain, and enforce 
written policies and procedures reasonably designed to, among other 
things, publicly disclose all relevant rules and material procedures; 
and provide sufficient information to enable participants to identify 
and evaluate the risks, fees, and other material costs they incur by 
participating in the covered clearing agency. Based on its review of 
the record, and for the reasons described below, the Commission finds 
that the proposed changes, taken together, are consistent with the 
requirements of Rule 17Ad-22(e)(23)(i) and (ii).\50\
---------------------------------------------------------------------------

    \49\ 17 CFR 240.17Ad-22(e)(23)(i) and (ii).
    \50\ Id.
---------------------------------------------------------------------------

    By adopting rules that require FICC to provide prior notice through 
public disclosures on its website relating to information on collateral 
haircuts and concentration limits, FICC's Rules would support the 
communication of information that its members may use to identify and 
evaluate the haircuts and concentration limits resulting from FICC's 
processes. As such, the Proposed Rule Change is consistent with 
publicly disclosing all relevant rules and material procedures; and 
providing sufficient information to enable participants to identify and 
evaluate the risks, fees, and other material costs incurred with 
participation in the covered clearing agency. The Commission finds, 
therefore, that the Proposed Rule Change is consistent with the 
requirements of Rule 17Ad-22(e)(23)(i) and (ii) under the Act.\51\
---------------------------------------------------------------------------

    \51\ Id.
---------------------------------------------------------------------------

IV. Conclusion

    On the basis of the foregoing, the Commission finds that the 
Proposed Rule Change is consistent with the requirements of the Act and 
in particular with the requirements of section 17A of the Act \52\ and 
the rules and regulations promulgated thereunder.
---------------------------------------------------------------------------

    \52\ 15 U.S.C. 78q-1.
---------------------------------------------------------------------------

    It is therefore ordered, pursuant to section 19(b)(2) of the Act 
\53\ that proposed rule change SR-FICC-2023-014, be, and hereby is, 
approved.\54\
---------------------------------------------------------------------------

    \53\ 15 U.S.C. 78s(b)(2).
    \54\ In approving the Proposed Rule Change, the Commission 
considered its 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.\55\
---------------------------------------------------------------------------

    \55\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2023-25106 Filed 11-14-23; 8:45 am]
BILLING CODE 8011-01-P
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