
[Federal Register Volume 79, Number 150 (Tuesday, August 5, 2014)]
[Notices]
[Pages 45565-45570]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2014-18377]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-72701; File No. SR-ICC-2014-11]


Self-Regulatory Organizations; ICE Clear Credit LLC; Notice of 
Filing of Proposed Rule Change To Revise Rules To Provide for the 2014 
ISDA Definitions

July 29, 2014.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that 
on July 24, 2014, ICE Clear Credit LLC (``ICC'') filed with the 
Securities and Exchange Commission (``Commission'') the proposed rule 
change described in Items I, II and III below, which Items have been 
prepared primarily by ICC. The Commission is publishing this notice to 
solicit comments on the proposed rule change from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The principal purpose of the proposed change is to amend ICC rules 
to incorporate references to revised Credit Derivatives Definitions, as 
published by the International Swaps and Derivatives Association, Inc. 
(``ISDA'') on February 21, 2014 (the ``2014 ISDA Definitions''). 
Consistent with the approach being taken throughout the CDS market, the 
industry standard 2014 ISDA Definitions will be applicable to certain 
products cleared by ICC beginning on September 22, 2014.

[[Page 45566]]

II. Self-Regulatory Organization's Statement of the Purpose of, and 
Statutory Basis for, the Proposed Rule Change

    In its filing with the Commission, ICC 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. ICC has prepared summaries, set forth in sections A, B, 
and C below, of the most significant aspects of these statements.

A. Self-Regulatory Organization's Statement of the Purpose of, and 
Statutory Basis for, the Proposed Rule Change

1. Purpose
    ICC submits proposed amendments to the ICC Clearing Rules (the 
``ICC Rules'') to incorporate references to the 2014 ISDA Definitions 
to be effective by the industry implementation date of September 22, 
2014. ICC principally proposes to (i) revise the ICC Rules to make 
proper distinctions between the 2014 ISDA Definitions and the ISDA 
Credit Derivatives Definitions published previously in 2003 (as amended 
in 2009, the ``2003 ISDA Definitions'') and related documentation; and 
(ii) make conforming changes throughout the ICC Rules to reference 
provisions from the proper ISDA Definitions. ICC also submits the ICC 
Restructuring Procedures revised to reflect proper distinctions between 
the 2003 ISDA Definitions and the 2014 ISDA Definitions. Finally, the 
ICC Risk Management Framework has been revised to reflect appropriate 
portfolio treatment between CDS Contracts cleared under the 2003 and 
2014 ISDA Definitions.
    As described by ISDA, the 2014 Definitions make a number of changes 
from the 2003 ISDA Definitions to the standard terms for CDS Contracts, 
including (i) introduction of new terms applicable to credit events 
involving financial reference entities and settlement of such credit 
events, (ii) introduction of new terms applicable to credit events 
involving sovereign reference entities and settlement of such credit 
events, (iii) implementation of standard reference obligations 
applicable to certain reference entities, and (iv) various other 
improvements and drafting updates that reflect market experience and 
developments since the 2009 amendments to the 2003 ISDA Definitions.
    Commencing on the implementation date of September 22, 2014, ICC 
intends to accept for clearing new transactions in eligible contracts 
that reference the 2014 ISDA Definitions. In addition, the amendments 
will provide for the conversion of certain existing contracts (so-
called ``Converting Contracts'') currently based on the 2003 ISDA 
Definitions into contracts based on the 2014 ISDA Definitions. (This 
approach is consistent with expected industry practice for similar 
contracts not cleared by ICC, which will be subject to a multilateral 
amendment ``protocol'' sponsored by ISDA.) For contracts that are not 
Converting Contracts, ICC expects to continue to accept for clearing 
both new transactions referencing the 2014 ISDA Definitions and new 
transactions referencing the 2003 ISDA Definitions (and such contracts 
based on different definitions will not be fungible). The ISDA protocol 
implementation has been developed with a high level of industry 
involvement and consultation. ICC understands, through industry 
consensus, that ICC Participants plan to adhere to the ISDA protocol 
and would desire ICC to convert certain contracts cleared at ICC into 
contracts based on the 2014 ISDA Definitions, consistent with the ISDA 
protocol. Therefore, in an effort to achieve consistency across the CDS 
marketplace, ICC's implementation plan is intended to be fully 
consistent with the planned ISDA protocol implementation. ICC will 
publish on its Web site a list of Converting Contracts, which is 
expected to be the same as the list of contracts subject to the ISDA 
protocol. (Most ICC Contracts will be Converting Contracts with certain 
exceptions including CDS on sovereigns and certain financial reference 
entities.)
    ICC proposes to amend Chapters 20, 21, 22 and 26 of the ICC Rules 
and the ICC Restructuring Procedures and ICC Risk Management Framework 
to provide for the 2014 ISDA Definitions. All capitalized terms not 
defined herein are defined in the ICC Rules. Each of these changes is 
described in detail as follows.
    Chapter 20 of the ICC Rules (Credit Default Swaps), has been 
amended to provide new definitions for ``2003/2014 Changeover Effective 
Date,'' ``2003 Definitions,'' ``2003-Type CDS Contract,'' ``2014 
Definitions,'' ``2014-Type CDS Contract,'' ``Applicable Credit 
Derivatives Definitions'' and ``Converting Contacts.'' The new 
definitions accommodate the 2014 ISDA Definitions and provide terms 
that allow for distinctions between the 2014 ISDA Definitions and the 
2003 ISDA Definitions and have been applied throughout the ICC Rules. 
Additionally, the references in the definitions of ``CDS Restructuring 
Rules'' and ``DC Rules'' are updated. Rule 20-103 ``Interpretation 
Relating to Index CDS Contracts'' is added to clarify that the 
determination of whether the 2003 or 2014 ISDA Definitions applies may 
be made separately for each component transaction in the index. 
Finally, Rule 20-617(g) is revised to remove a cross-reference to the 
definition of ``SR Auction'' because SR Auction is defined as 
appropriate in multiple Subchapters, specifically, 26B, 26D and 26G.
    Chapter 21 (Regional CDS Committees and Dispute Resolution 
Procedures) and Chapter 22 (CDS Physical Settlement) of the ICC Rules 
have been revised to include references, as appropriate, to the 2014 
ISDA Definitions as well as the current 2003 ISDA Definitions. Within 
Chapter 21, ICC Rules 2101-02(a), (c), (d), (e), (f), 2103-02(c) and 
2106-04 are updated to make reference to the parallel provisions of the 
2014 ISDA Definitions in conjunction with the existing references to 
specific provisions of the 2003 ISDA Definitions. In addition, those 
rules are updated to incorporate certain new concepts in the 2014 ISDA 
Definitions, particularly the concept of Asset Package Credit Events 
for financial and sovereign reference entities. Such events may result 
in the delivery of a specified asset package in lieu of an otherwise 
qualifying deliverable obligation, and the revised rules provide for 
certain decisions that may need to be taken with respect to such asset 
packages in such circumstances. In Chapter 22, ICC Rules 2202(d) and 
2203(a) also are updated to make parallel reference to the provisions 
of the 2014 ISDA Definitions in conjunction with the existing 
references to specific provisions of the 2003 ISDA Definitions.
    Chapter 26 of the ICC Rules (Cleared CDS Products) is revised as 
applicable to implement the definitional changes in Chapter 20 of the 
ICC Rules and the 2014 ISDA Definitions. These changes include 
clarification of reference to provisions within the DC Rules, 
clarification as to whether previous references to ``Credit Derivatives 
Definitions'' are to the 2003 ISDA Definitions or the 2014 ISDA 
Definitions and the addition of provisions consistent with the 2014 
ISDA Definitions. The revisions to Chapter 26 are intended to ensure 
that all ICC Cleared CDS Products are treated consistently with the 
Applicable ISDA Definitions in effect from time to time, as is in 
practice today.
    Subchapter 26A (CDX Untranched North American IG/HY/XO) is revised 
as follows. In ICC Rule 26A-102 (Definitions), the definition of 
``CDX.NA

[[Page 45567]]

Untranched Terms Supplement'' is updated to include a reference to the 
new ``CDX Untranched Transactions Standard Terms Supplement'' expected 
to be published by Markit North America, Inc. on or about September 20, 
2014 to incorporate the 2014 ISDA Definitions, in addition to the 
existing references to the CDX Untranched Standard Terms Supplements 
published on March 20, 2008 and January 31, 2011. Additionally in ICC 
Rule 26A-102 (Definitions), the definition of ``List of Eligible CDX.NA 
Untranched Indexes'' is revised in part (e) to state that the List of 
Eligible CDX.NA Untranched Indexes will specify the Applicable Credit 
Derivatives Definitions for each component of the Index, if applicable. 
ICC Rule 26A-316 (Updating Index Version of Fungible Contracts After a 
Credit Event or a Succession Event; Updating Relevant Untranched 
Standard Terms Supplement) is revised in part (a) to add parallel 
references to Successor determinations under the 2014 ISDA Definitions 
and in part (d) to provide that CDX.NA Untranched Contracts that are 
Converting Contracts will be deemed amended as of the 2003/2014 
Changeover Date to reference the updated CDX Untranched Standard Terms 
Supplement. ICC Rule 26A-317 (Terms of CDX.NA Untranched Contracts) is 
revised to add references to provisions of the proper ISDA Definitions 
and Relevant CDX Untranched Terms Supplement versions for the CDX 
Untranched Contracts that ICC clears. Corresponding changes to 
provision numbering are made as necessary. Specifically, ICC Rule 26A-
317(a) reorganizes and consolidates existing provisions that apply to 
each CDX.NA Untranched Contract or component thereof to which the 2003 
ISDA Definitions apply. ICC Rule 26A-317(a)(ix) was previously 26A-
317(j) and has been reproduced with amended reference to the 2003 ISDA 
Definitions and the correct provisions within the 2003 ISDA 
Definitions. Correspondingly, ICC Rule 26A-317(b) is added to the ICC 
Rules to provide analogous terms that apply to each CDX.NA Untranched 
Contract or component thereof to which the 2014 ISDA Definitions apply. 
ICC Rule 26A-317(c) was previously the first sentence of 26A-317(i) and 
is unchanged and applies consistently to each CDX.NA Untranched 
Contract (whether under the 2003 or 2014 ISDA Definitions). ICC Rule 
26A-317(d) is renumbered and the reference to the CDX.NA Untranched 
Terms Supplement is generalized, but otherwise remains unchanged.
    Subchapter 26B (Standard North American Corporate (``SNAC'') Single 
Name) is revised as follows: In ICC Rule 26B-102 (Definitions), the 
definitions of ``Eligible SNAC Reference Obligations,'' ``List of 
Eligible SNAC Reference Entities'' and ``SNAC Contract Reference 
Obligations'' are updated to include reference to the Applicable Credit 
Derivatives Definitions and to provide for the use of Standard 
Reference Obligations, Financial Reference Entity Terms and eligible 
Seniority Levels under the 2014, ISDA Definitions, where applicable. 
The restrictions on ``self-referencing'' transactions in ICC Rules 26B-
203 (Restriction on Activity) and 26B-206 (Notices Required of 
Participants with Respect to SNAC Contracts) are revised to cover, in 
addition to transactions referencing CDS Participants, also 
transactions referencing Non-Participant Parties for whom such CDS 
Participant is acting. ICC Rule 26B-309 (Acceptance of SNAC Contracts 
by ICE Clear Credit) is revised in part (b)(iii) to add ``Relevant'' to 
the definition of Restructuring Credit Event (reflecting the use of 
that defined term in Subchapter 26E of the ICC Rules) and in part (e) 
to address relevant successor or other events under both 2003 and 2014-
Type CDS Contracts. ICC Rule 26B-315 (Terms of the Cleared SNAC 
Contract) is revised to provide reference to provisions of the proper 
ISDA Definitions, and corresponding changes to provision numbering are 
made as necessary. Specifically, ICC Rule 26B-315(d) reorganizes and 
consolidates existing provisions that apply to each SNAC Contract to 
which the 2003 ISDA Definitions apply. Correspondingly, ICC Rule 26B-
315(e) is added to the ICC Rules to provide analogous provisions that 
apply to each SNAC Contract to which the 2014 ISDA Definitions apply. 
ICC Rule 26B-315(f) was previously the first sentence of 26B-315(h) and 
is unchanged (and applies to both SNAC Contracts under both the 2003 
and 2014 ISDA Definitions). ICC Rule 26B-315(g) is revised to refer to 
the Applicable Credit Derivatives Definitions, as appropriate, 
including, in the case of 2014-Type CDS Contracts, any supplemental or 
additional provisions or Financial Reference Entity Terms specified as 
applicable in the List of Eligible SNAC Reference Entities. ICC Rule 
26B-616 (Contract Modification) is revised in part (a) to provide for 
successors to SNAC Contracts and Standard Reference Obligations, as 
applicable under the ISDA Definitions, and part (b) is added to provide 
that SNAC Contracts that are Converting Contracts will be deemed 
amended as of the 2003/2014 Changeover Effective Date to be 2014-Type 
CDS Contracts.
    Subchapter 26C (CDX Untranched Emerging Markets) is revised as 
follows: In ICC Rule 26C-102 (Definitions), the definition of ``CDX.EM 
Untranched Terms Supplement'' is updated to include a reference to the 
new ``CDX Emerging Markets Untranched Transactions Standard Terms 
Supplement'' expected to be published by Markit North America, Inc. on 
or about September 20, 2014 to incorporate the 2014 ISDA Definitions, 
in addition to the existing reference to the CDX.EM Untranched Standard 
Terms Supplement published on January 31, 2011. Additionally in ICC 
Rule 26C-102 (Definitions), the definition of ``List of Eligible CDX.EM 
Untranched Indexes'' is revised in part (e) to state that the List of 
Eligible CDX.EM Untranched Indexes will specify reference to the 
Applicable Credit Derivatives Definitions for each component of the 
Index, if applicable. ICC Rule 26C-316 (Updating Index Version of 
Fungible Contracts After a Credit Event or a Succession Event; Updating 
Relevant Untranched Standard Terms Supplement) is revised in part (a) 
to add parallel references to Successor determinations under the 2014 
ISDA Definitions and in part (d) to provide that CDX.EM Untranched 
Contracts that are Converting Contracts will be deemed amended as of 
the 2003/2014 Changeover Date to reference the updated CDX.EM 
Untranched Terms Supplement. ICC Rule 26C-317 (Terms of CDX.EM 
Untranched Contracts) is revised to add references to provisions of the 
proper ISDA Definitions and Relevant CDX.EM Untranched Terms Supplement 
versions for the CDX.EM Untranched Contracts that ICC clears. 
Corresponding changes to provision numbering are made as necessary. 
Specifically, ICC Rule 26C-317(a) reorganizes and consolidates existing 
provisions that apply to each CDX.EM Untranched Contract or component 
thereof to which the 2003 ISDA Definitions apply. Correspondingly, ICC 
Rule 26C-317(b) is added to the ICC Rules to provide analogous terms 
that apply to each CDX.EM Untranched Contract or component thereof to 
which the 2014 ISDA Definitions apply. ICC Rule 26C-317(c) was 
previously the first sentence of 26C-317(g) and is unchanged and 
applies consistently to each CDX.NA Untranched Contract. ICC Rule 26C-
317(d) was previously the first sentence of 26C-317(i) and is 
generalized to apply consistently to each CDX.EM Untranched Contract 
(whether under the 2003 or 2014 ISDA Definitions). ICC Rule 26C-317(e) 
is

[[Page 45568]]

generalized to apply to both the 2003 and 2014 ISDA Definitions with 
the same effect of stating that the Reference Obligation for a 
Restructured Entity will be specified by ICC following consultation 
with the ICC Risk Committee.
    Subchapter 26D (Standard Emerging Sovereign (``SES'') Single Name) 
is revised as follows. In ICC Rule 26D-102 (Definitions), the 
definition of ``Eligible SES Reference Entities'' is revised to correct 
a typo and correctly identify the reference entity for a cleared 
product as the Bolivarian Republic of Venezuela and the definitions of 
``Eligible SES Reference Obligations,'' ``List of Eligible SES 
Reference Entities'' and ``SES Contract Reference Obligations'' are 
updated to include reference to the Applicable Credit Derivatives 
Definitions and to provide for the use of a Standard Reference 
Obligation under the 2014 ISDA Definitions, where applicable. The 
restrictions on ``self-referencing'' transactions in ICC Rules 26D-203 
(Restriction on Activity) and 26D-206 (Notices Required of Participants 
with Respect to SES Contracts) are revised to cover, in addition to 
transactions referencing CDS Participants, also transactions 
referencing Non-Participant Parties for whom such CDS Participant is 
acting. ICC Rule 26D-309 (Acceptance of SES Contracts by ICE Clear 
Credit) is revised in part (b)(iii) to add ``Relevant'' to the 
definition of Restructuring Credit Event (reflecting the use of that 
defined term in Subchapter 26E of the ICC Rules), in part (c) to, in 
addition to CDS Participant, also provide for Non-Participant Parties 
for whom such CDS Participant is acting and in part (e) to address 
relevant successor or other events under both 2003 and 2014-Type CDS 
Contracts. ICC Rule 26D-315 (Terms of the Cleared SES Contract) is 
revised to provide reference to provisions of the proper ISDA 
Definitions, and corresponding changes to provision numbering are made 
as necessary. Specifically, ICC Rule 26D-315(d) reorganizes and 
consolidates existing provisions that apply to each SES Contract to 
which the 2003 ISDA Definitions apply. Correspondingly, ICC Rule 26D-
315(e) is added to the ICC Rules to provide analogous provisions that 
apply to each SES Contract to which the 2014 ISDA Definitions apply. 
ICC Rule 26D-315(f) was previously the first sentence of 26D-315(h) and 
is unchanged (and applies to both 2003 and 2014-Type CDS Contracts. ICC 
Rule 26D-315(g) remains unchanged; the previous reference was 26D-
315(k). ICC Rule 26D-315(h) is revised to refer to the Applicable 
Credit Derivatives Definitions, as appropriate. ICC Rule 26D-616 
(Contract Modification) is revised in part (a) to provide for 
successors to SES Contracts and Standard Reference Obligations, as 
applicable under the relevant ISDA Definitions, and part (b) is added 
to provide that SES Contracts that are Converting Contracts will be 
deemed amended as of the 2003/2014 Changeover Effective Date to be 
2014-Type CDS Contracts.
    Subchapter 26E is updated to provide for the differences in the 
treatment of Relevant Restructuring Contracts under the 2003 ISDA 
Definitions and 2014 ISDA Definitions. Specifically, in ICC Rule 26E-
102 (Definitions) the definitions of ``Matched Restructuring Pair,'' 
``Relevant Restructuring Contract,'' ``Relevant Restructuring Credit 
Event'' and ``Restructuring CDS Contract'' are updated to allow for 
application of either the 2003 ISDA Definitions or the 2014 ISDA 
Definitions as relevant. Additionally, the definition of ``Triggered 
Restructuring CDS Contract'' as well as ICC Rules 26E-104(a) and (b) 
are updated to include provisions consistent with the 2014 ISDA 
Definitions.
    Subchapter 26F (iTraxx Europe) is revised as follows: In ICC Rule 
26F-102 (Definitions), the definition of ``iTraxx Europe Untranched 
Terms Supplement'' is updated to include reference to the new ``iTraxx 
Europe Untranched Standard Terms Supplement'' expected to be published 
by Markit North America, Inc. on or about September, 20 2014 to 
incorporate the 2014 ISDA Definitions, in addition to the existing 
reference to the iTraxx Europe Untranched Standard Terms Supplement 
published on November 23, 2009. Additionally in ICC Rule 26F-102 
(Definitions), the definition of ``List of Eligible iTraxx Europe 
Untranched Indexes'' is revised in part (e) to state that the List of 
Eligible iTraxx Europe Untranched Indexes will include reference to the 
Applicable Credit Derivatives Definitions for each component of the 
Index, if applicable. ICC Rule 26F-309 (Acceptance of iTraxx Europe 
Untranched Contracts by ICE Clear Credit) is revised to correct a typo 
from ``clauses'' to ``clause.'' ICC Rule 26F-316 (Updating Index 
Version of Fungible Contracts After a Credit Event or a Succession 
Event; Updating Relevant Untranched Standard Terms Supplement) is 
revised in part (a) to add parallel references to Successor 
determinations under the 2014 ISDA Definitions and in part (d) to 
provide that iTraxx Europe Untranched Contracts that are Converting 
Contracts will be deemed amended as of the 2003/2014 Changeover Date to 
reference the updated iTraxx Europe Untranched Terms Supplement. ICC 
Rule 26F-317 (Terms of iTraxx Europe Untranched Contracts) is revised 
to add references to provisions of the proper ISDA Definitions and 
Relevant iTraxx Europe Untranched Terms Supplement versions for the 
iTraxx Europe Untranched Contracts that ICC clears. Corresponding 
changes to provision numbering are made as necessary. Specifically, ICC 
Rule 26F-317(a) reorganizes and consolidates existing provisions that 
apply to each iTraxx Europe Untranched Contract or component thereof to 
which the 2003 ISDA Definitions apply. Correspondingly, ICC Rule 26F-
317(b) is added to the ICC Rules to provide analogous terms that apply 
to each iTraxx Europe Untranched Contract or component thereof to which 
the 2014 ISDA Definitions apply. ICC Rule 26F-317(c) was previously the 
first sentence of ICC Rule 26F-317(f) and is unchanged and applies 
consistently to each iTraxx Europe Untranched Contract (whether under 
the 2003 or 2014 ISDA Definitions). ICC Rule 26F-317(d), which provides 
for the determination of a Reference Obligation for a Restructured 
Entity, is revised slightly to accommodate a Standard Reference 
Obligation, if applicable. ICC Rule 26F-317(e)(vi) is generalized to 
provide for the Relevant iTraxx Europe Untranched Terms Supplement.
    Subchapter 26G (Standard European Corporate (``STEC'') Single Name) 
is revised throughout to change ``SDEC'' to ``STEC'' to follow the 
industry standard acronym, and as follows: In ICC Rule 26G-102 
(Definitions), the definitions of ``Eligible STEC Reference 
Obligations,'' ``List of Eligible STEC Reference Entities'' and ``STEC 
Contract Reference Obligations'' are updated to include reference to 
the Applicable Credit Derivatives Definitions and to provide for the 
use of a Standard Reference Obligation under the 2014 ISDA Definitions 
and eligible Seniority Levels, where applicable. The restrictions on 
``self-referencing'' transactions in ICC Rules 26G-203 (Restriction on 
Activity) and 26G-206 (Notices Required of Participants with Respect to 
STEC Contracts) are revised to cover, in addition to transactions 
referencing a CDS Participant, also transactions referencing Non-
Participant Parties for whom such CDS Participant is acting. ICC Rule 
26G-309 (Acceptance of STEC Contracts by ICE Clear Credit) is revised 
in part (b)(iii) to add ``Relevant'' to the definition of

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Restructuring Credit Event (reflecting the use of that defined term in 
Subchapter 26E of the ICC Rules) and in part (e) to address relevant 
successor or other events under both 2003 and 2014-Type CDS Contracts. 
ICC Rule 26G-315 (Terms of the Cleared STEC Contract) is revised to 
provide reference to provisions of the proper ISDA Definitions, and 
corresponding changes to provision numbering are made as necessary. 
Specifically, ICC Rule 26G-315(d) reorganizes and consolidates existing 
provisions that apply to each STEC Contract to which the 2003 ISDA 
Definitions apply. Correspondingly, ICC Rule 26G-315(e) is added to the 
ICC Rules to provide analogous terms that apply to each STEC Contract 
to which the 2014 ISDA Definitions apply. ICC Rule 26G-315(f) was 
previously the first sentence of 26G-315(h) and is unchanged (and 
applies to both 2003 and 2014-Type CDS Contracts). ICC Rule 26G-315(g) 
remains unchanged; the previous reference was 26G-315(k). ICC Rule 26G-
315(h) is revised to refer to the Applicable Credit Derivatives 
Definitions and eligible Seniority Level, as appropriate. ICC Rule 26G-
616 (Contract Modification) is revised in part (a) to provide for 
successors to STEC Contracts and Standard Reference Obligations, as 
applicable under the relevant ISDA Definitions, and part (b) is added 
to provide that STEC Contracts that are Converting Contracts will be 
deemed amended as of the 2003/2014 Changeover Effective Date to be 
2014-Type CDS Contracts.
    Subchapter 26H (Standard European Financial Corporate (``STEFC'') 
Single Name) is added to the ICC Rules to provide for the clearance of 
STEFC Single Names. Such contracts will be subject only to the 2014 
ISDA Definitions. STEFC Contracts have similar terms to the Standard 
European Corporate Single Name CDS contracts (``STEC Contracts'') 
currently cleared by ICC and governed by Section 26G of the ICC Rules, 
the Standard Emerging Sovereign CDS contracts (``SES Contracts'') 
currently cleared by ICC and governed by Section 26D of the Rules. 
Accordingly, the proposed rules found in Section 26H largely mirror the 
ICC rules for STEC Contracts in Section 26G, with certain modifications 
that reflect differences in terms and market conventions between those 
contracts and STEFC Contracts (including that STEFC Contracts 
incorporate additional Financial Reference Entity terms under the 2014 
ISDA Definitions). STEFC Contracts will be denominated in Euros. Rule 
26H-102 (Definitions) sets forth the definitions used for the STEFC 
Contracts. The definitions are substantially similar to the definitions 
found in Subchapter 26G of the ICC Rulebook, but contain reference only 
to the 2014 ISDA Definitions and contain other conforming changes. 
Rules 26H-203 (Restriction on Activity), 26H-206 (Notices Required of 
Participants with respect to STEFC Contracts), 26H-303 (STEFC Contract 
Adjustments), 26H-309 (Acceptance of STEFC Contracts by ICE Clear 
Credit), 26H-315 (Terms of the Cleared STEFC Contract), 26H-316 
(Relevant Physical Settlement Matrix Updates), 26H-502 (Specified 
Actions), and 26H-616 (Contract Modification) reflect or incorporate 
the basic contract specifications for STEFC Contracts and are 
substantially similar to corresponding sections of Subchapter 26G of 
the ICC Rulebook.
    The ICC Restructuring Procedures supplement the provisions of 
Subchapter 26E of the ICC Rules with respect to Relevant Restructuring 
Contracts. The ICC Restructuring Procedures are amended throughout to 
reflect revisions to defined terms in the ICC Rules including 
``Relevant Restructuring Contract,'' ``Relevant Restructuring Credit 
Event,'' and ``Applicable Credit Derivatives Definitions'' as defined 
in ICC Rules 26E-102 (Definitions) and 20-102 (Definitions) and to make 
appropriate distinctions between the applicability of the 2003 ISDA 
Definitions and the 2014 ISDA Definitions and provisions therein.
    The ICC Risk Management Framework has been revised to provide for 
appropriate portfolio treatment between CDS Contracts cleared under the 
2003 and 2014 Definitions. In the ICC Risk Management Framework, each 
index, sub-index or underlying single name is deemed a separate ``Risk 
Factor.'' The revisions to the ICC Risk Management Framework introduce 
a ``Risk Sub-Factor'' as a specific single name and any unique 
combination of instrument attributes (e.g., restructuring clause, 2003 
or 2014 ISDA Definitions, debt tier, etc). The union of all Risk Sub-
Factors that share the same underlying single name form a single name 
Risk Factor. The portfolio treatment at the Risk Sub-Factor level is 
provided for in the Risk Management Framework, as appropriate. 
Additionally, the ICC Risk Management Framework has been revised to 
include long and short positions of Risk Sub-Factors for a single name 
Risk Factor into the Jump-to-Default requirement. Finally, the ICC Risk 
Management Framework has been revised to include other cleanup and 
clarification changes (e.g., to address the difference in risk time 
horizon between North American and European instruments).
2. Statutory Basis
    Section 17A(b)(3)(F) of the Act \3\ 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 applicable, derivative agreements, contracts and 
transactions and to comply with the provisions of the Act and the rules 
and regulations thereunder. ICC believes that the proposed rule change 
is consistent with the requirements of the Act and the rules and 
regulations thereunder applicable to ICC, in particular, to Section 
17A(b)(3)(F) \4\ and Rule 17Ad-22,\5\ because ICC believes that the 
proposed rule change will assure the prompt and accurate clearance and 
settlement of securities transactions, derivatives agreements, 
contracts, and transactions. ICC believes the proposed change to the 
ICC Rules, Restructuring Procedures and Risk Management Framework 
conforms to the Applicable Credit Definitions as published by ISDA in 
conjunction with an industry-wide effort. As part of this effort, CDS 
market participants have developed the 2014 ISDA Definitions to reflect 
market experience since the ISDA Credit Derivatives Definitions were 
last significantly amended in 2009 (including credit events involving 
financial and sovereign entities), and to make various related 
improvements and clarifications to the terms of CDS contracts and the 
operation of the CDS market. The change to the ICC Rules thus 
incorporates references to the 2014 ISDA Definitions in order to permit 
clearing of contracts referencing the new definitions, and 
distinguishes where applicable between the 2014 ISDA Definitions and 
the 2003 ISDA Definitions. ICC plans to accept for clearing contracts 
referencing the industry standard 2014 ISDA Definitions beginning with 
the planned industry-wide implementation on September 22, 2014 (and to 
convert certain existing contracts to the new definitions as of that 
date). ICC believes the revisions to the ICC Rules, Restructuring 
Procedures and Risk Management Framework are necessary in order to 
permit clearing of contracts on the new terms, and to provide the 
market with the necessary assurances that ICC plans to implement the 
Applicable Credit Definitions consistent

[[Page 45570]]

with industry practice. As such, the proposed rule change is designed 
to promote the prompt and accurate clearance and settlement of 
securities transactions, derivatives agreements, contracts, and 
transactions within the meaning of Section 17A(b)(3)(F) \6\ of the Act.
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    \3\ 15 U.S.C. 78q-1(b)(3)(F).
    \4\ Id.
    \5\ 17 CFR 240.17Ad-22.
    \6\ 15 U.S.C. 78q-1(b)(3)(F).
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B. Self-Regulatory Organization's Statement on Burden on Competition

    The proposed change to the ICC Rules in order to incorporate 
references to the 2014 ISDA Definitions will apply consistently across 
all Participants and Non-Participant Parties and facilitates changes 
sought to be made by the industry throughout the CDS market. ICC does 
not expect that the proposed change will affect access to clearing for 
Participants or their customers, or materially affect the cost of 
clearing. As a result, ICC does not believe the proposed rule change 
would have any impact, or impose any burden, on competition not 
appropriate in furtherance of the purposes of the Act.

C. Self-Regulatory Organization's Statement on Comments on the Proposed 
Rule Change Received From Members, Participants or Others

    Written comments relating to the proposed rule change have not been 
solicited by ICC. ICC will notify the Commission of any written 
comments received by ICC.

III. Date of Effectiveness of the Proposed Rule Change and Timing for 
Commission Action

    Within 45 days of the date of publication of this notice in the 
Federal Register or within such longer period up to 90 days (i) as the 
Commission may designate if it finds such longer period to be 
appropriate and publishes its reasons for so finding or (ii) as to 
which the self-regulatory organization consents, the Commission will:
    (A) by order approve or disapprove such proposed rule change, or
    (B) institute proceedings to determine whether the proposed rule 
change should be disapproved.

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views, and 
arguments concerning the foregoing, including whether the proposed rule 
change is consistent with the Act. Comments may be submitted by any of 
the following methods:

Electronic Comments

     Use the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml) or
     Send an email to rule-comments@sec.gov. Please include 
File Number SR-ICC-2014-11 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-ICC-2014-11. This file 
number should be included on the subject line if email is used. To help 
the Commission process and review your comments more efficiently, 
please use only one method. The Commission will post all comments on 
the Commission's Internet Web site (http://www.sec.gov/rules/sro.shtml). Copies of the submission, all subsequent amendments, all 
written statements with respect to the proposed rule change that are 
filed with the Commission, and all written communications relating to 
the proposed rule change between the Commission and any person, other 
than those that may be withheld from the public in accordance with the 
provisions of 5 U.S.C. 552, will be available for Web site viewing and 
printing in the Commission's Public Reference Room, 100 F Street NE., 
Washington, DC 20549, on official business days between the hours of 
10:00 a.m. and 3:00 p.m. Copies of such filings also will be available 
for inspection and copying at the principal office of ICC and on ICC's 
Web site at https://www.theice.com/clear-credit/regulation.
    All comments received will be posted without change; the Commission 
does not edit personal identifying information from submissions. You 
should submit only information that you wish to make available 
publicly. All submissions should refer to File Number SR-ICC-2014-11 
and should be submitted on or before August 26, 2014.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\7\
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    \7\ 17 CFR 200.30-3(a)(12).
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Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2014-18377 Filed 8-4-14; 8:45 am]
BILLING CODE 8011-01-P


