[Federal Register Volume 84, Number 201 (Thursday, October 17, 2019)]
[Notices]
[Pages 55649-55656]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2019-22593]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-87275; File No. SR-ICEEU-2019-020]


Self-Regulatory Organizations; ICE Clear Europe Limited; Notice 
of Filing and Immediate Effectiveness of Proposed Rule Change Relating 
to the ICE Clear Europe Clearing Rules and Procedures

October 10, 2019.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that 
on September 30, 2019, ICE Clear Europe Limited (``ICE Clear Europe'' 
or the ``Clearing House'') filed with the Securities and Exchange 
Commission (``Commission'') the proposed rule changes described in 
Items I, II, and III below, which Items have been primarily prepared by 
ICE Clear Europe. ICE Clear Europe filed the proposed rule change 
pursuant to Section 19(b)(3)(A) of the Act \3\ and Rule 19b-4(f)(6) \4\ 
thereunder, such that the proposed rule change was immediately 
effective upon filing with the Commission. The Commission is publishing 
this notice to solicit

[[Page 55650]]

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.
    \3\ 15 U.S.C. 78s(b)(3)(A).
    \4\ 17 CFR 240.19b-4(f)(6).
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I. Clearing Agency's Statement of the Terms of Substance of the 
Proposed Rule Change

    ICE Clear Europe proposes to amend its Clearing Rules (the 
``Rules'') and Procedures to make various drafting updates, 
clarifications and corrections, including to remove obsolete 
provisions, to reflect changes to the names of trading venues cleared 
by the Clearing House and facilities and systems used by the Clearing 
House, and to better reflect certain current operational practices.\5\
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    \5\ Capitalized terms used but not defined herein have the 
meaning specified in the ICE Clear Europe Clearing Rules.
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II. Clearing Agency's Statement of the Purpose of, and Statutory Basis 
for, the Proposed Rule Change

    In its filing with the Commission, ICE Clear Europe included 
statements concerning the purpose of and basis for the proposed rule 
change and discussed any comments it received on the proposed rule 
change. The text of these statements may be examined at the places 
specified in Item IV below. ICE Clear Europe has prepared summaries, 
set forth in sections (A), (B), and (C) below, of the most significant 
aspects of such statements.

(A) Clearing Agency's Statement of the Purpose of, and Statutory Basis 
for, the Proposed Rule Change

(a) Purpose
    ICE Clear Europe proposes to amend its Rules and Procedures to make 
various drafting updates, clarifications and corrections, including to 
various references throughout the Rules and Procedures to the names of 
trading venues for which ICE Clear Europe provides clearing services, 
to delivery facilities and information systems used by the Clearing 
House, and to certain contracts cleared by the Clearing House. Certain 
changes are also being made to use more generic references to trading 
facilities and contracts to limit the need for future changes to the 
ICE Clear Europe Rules as a result of non-substantive changes to names 
and other corporate events.
    Specifically, ICE Clear Europe proposes to make amendments to Parts 
1, 2, 4, 5, 8, 9, 11, 12, 15, 16, 19, 20 and 22 of the Rules, the 
Standard Terms annexes contained in the Exhibits to the Rules, and to 
the Clearing Procedures, Finance Procedures, Delivery Procedures, CDS 
Procedures, FX Procedures, Business Continuity Procedures, Contract 
Terms Procedures and Membership Procedures. The text of the proposed 
amendments to the Rules and Procedures is attached in Exhibit 5, with 
additions underlined and deletions in strikethrough text. The proposed 
amendments are described in detail as follows.
1. Removal of References to LIFFE
    The amendments would remove throughout the Rules unused references 
to the LIFFE market (and related terms referencing LIFFE or LIFFE 
contracts). Trading in all LIFFE contracts was transitioned to ICE 
Futures Europe in 2014,\6\ and LIFFE is no longer an operational 
exchange. The LIFFE exchange has since been de-recognized as a 
recognized investment exchange under UK law and the corporate vehicle 
has been wound up. The Rules and Procedures nonetheless retain certain 
outdated references to LIFFE and related terms that would now be 
deleted. These include the definitions of ``LIFFE'', ``LIFFE Block 
Contract'', ``LIFFE Block Trade Facility'', ``LIFFE Block 
Transaction'', ``LIFFE Clearing Member'', ``LIFFE Contract'', ``LIFFE 
Matched Contract'', ``LIFFE Matched Transaction'' and ``LIFFE Rules'' 
in Rule 101 (and related uses of such definitions throughout the Rules, 
including in the definitions of ``Financials & Softs'', ``Financials & 
Softs Clearing Member'', ``Financials & Softs Transaction'' and 
``Market''). Corresponding changes have also been proposed to the 
Delivery Procedures to remove references to ``LIFFE'' and the ``LIFFE 
Rules'' in relation to Financials & Softs Contracts that are now traded 
on ICE Futures Europe. These changes have been made in paragraphs 8 and 
15 of the general provisions of the Delivery Procedures and in the 
product-specific sections as follows: Part O, paragraphs 1.1-1.3; Part 
O, Delivery Timetable; Part Q, paragraphs 1.1-1.3; Part Q, Delivery 
Timetable; Part R, paragraphs 1.1-1.3; Part R, Delivery Timetable; Part 
T, paragraphs 1.3 and 1.11; Part U, paragraphs 1.2, 1.4 and 1.5; and 
Part U, Delivery Timetables.
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    \6\ See Exchange Act Release No. 34-73348 (SR-ICEEU-2014-017) 
(Oct. 14, 2014); 79 FR 62688 (Oct. 20, 2014); see also ICE Futures 
Europe's `LIFFE to ICE Futures Europe Transition Notice' dated 
September 2014, available at https://www.theice.com/publicdocs/circulars/14108_attach.pdf.
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2. Corporate Reorganization of Endex Markets
    A number of changes to the Rules are proposed to reflect changes in 
the corporate structure of the ICE Endex markets cleared by ICE Clear 
Europe. Specifically, ICE Endex Gas B.V. (which operated the spot 
market, and was referred to in the Rules as ``ICE Endex Continental'') 
was merged into ICE Endex Derivatives B.V. (which operated the 
regulated market, and was referred to in the Rules as ``ICE Endex''), 
with the surviving entity renamed ICE Endex Markets B.V.\7\ 
Accordingly, the defined term ``ICE Endex'' in the Rules would be 
revised to refer to ICE Endex Markets B.V. As a result of the 
transaction, ICE Endex now operates two markets, its regulated market 
and the ICE Endex Spot Market (formerly the ICE Endex Continental 
market). In Rule 101 the following definitions would be revised 
accordingly: ``Energy'', ``Energy Transaction'', ``ICE Endex'', ``ICE 
Endex Block Transaction'', ``ICE Endex Matched Transaction'', ``ICE 
Endex Rules'' and ``Market''. In addition, the defined terms ``ICE 
Endex Continental'' and ``ICE Endex Continental Rules'' are to be 
replaced with ``ICE Endex Spot Market'' and ``ICE Endex Spot Market 
Rules''. The definitions of ``ICE Natural Gas Continental Spot'', ``ICE 
Natural Gas Continental Spot Contract'', ``ICE Natural Gas Continental 
Spot Matched Contract'', ``ICE Natural Gas Continental Spot Matched 
Transaction'' and ``ICE Natural Gas Continental Spot Transaction'' are 
to be replaced with ``ICE Endex Spot Market Transaction'' and ``ICE 
Endex Spot Market Contract.'' Corresponding changes would be made 
throughout the Rules and Procedures, including in Rules 201, 404 and 
1906 and in the Delivery Procedures in paragraph 5.1 and Part J. A new 
Rule 401(r) would be added to clarify that a Contract will only arise 
in relation to an ICE Endex Spot Market Transaction where the product 
is designated by ICE Endex Spot Market as a cleared product. This 
clarification is needed because not all products traded on the ICE 
Endex Spot Market are cleared by ICE Clear Europe; some are held on an 
over-the-counter basis Parts 20 and 22 of the Rules would be deleted as 
no longer necessary, as those Parts provided transitional rules 
relating to various ICE Endex contracts at the time of the transition 
of these contracts to the Clearing House from another clearing house in 
2013. All affected contracts have now expired.
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    \7\ This merger is described in more detail in ICE Endex 
Circular E16/045 of 30 November 2016, available at https://www.theice.com/publicdocs/endex/circulars/E16045.pdf.
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3. Removal of Unused Participating Exchange Link Provisions
    The Rules currently contain a number of defined terms and other 
provisions

[[Page 55651]]

relating to linkages between ICE exchanges and non-ICE exchanges 
(referred to in the Rules as ``Participating Exchanges''), principally 
set out in current Rule 410. Although such linkages at one time existed 
between LIFFE and two Japanese exchanges, and were briefly on-boarded 
by the Clearing House after the LIFFE transition in 2014, they have 
been terminated, there are no such linkages currently in effect, and 
none are contemplated at this time. As a result, ICE Clear Europe 
proposes to delete Rule 410. ICE Clear Europe further proposes to 
delete references to Participating Exchanges, and related terms and 
provisions, throughout the Rules, including in Rules 102(j)(ii), 
106(a)(iv), 401(a)(xiv), 405(b), 408(a)(vi), 905(a)(iii), 905(b)(xix), 
1201(f)(xii), 1201(l), 1201(n), 1202(b)(ix)-(x), 1202(m), 1202(n), 
1202(o)(xi) (which will become 1202(m)(xi)), 1203(k), 1204(a)(v), 
1204(j) and 1205(d).
4. References to Delivery Facilities
    The definition of ``Delivery Facility'' in Rule 101 would be 
amended to reflect the full range of delivery mechanisms and providers 
used in connection with various cleared Contracts, including balancing 
systems, gas networks, securities settlement systems, custodians, 
vessels, terminals, ports and emissions registries. The broader 
definition reflects current practice for the facilities used for 
delivery under the diversity of contracts cleared by the Clearing 
House, and is intended to reduce the need to change the rules for the 
launch of new deliverable contracts. Relatedly, Rule 106(a)(xiv) would 
be amended to delete the references to obligations under the specific 
rules of each particular delivery facility and replace these with a 
generic reference to obligations under ``the rules or terms of a 
Delivery Facility or as [are] needed to comply with any obligation or 
to exercise any right under these Rules''. This would make use of the 
broadened ``Delivery Facility'' definition. A similar change is 
proposed to Rule 404(a)(x) to use the generic ``Delivery Facility'' 
defined term.
5. General References to Markets
    Related to the amendments discussed above relating to LIFFE and ICE 
Endex, ICE Clear Europe proposes to replace other individual references 
to specific markets for which it clears, throughout the Rules and 
Procedures, with the more general term ``Market.'' The definition of 
``Market'' in Rule 101 would be amended so that it covers the specified 
ICE trading venues for which arrangements already exist ``and any other 
Exchange for which the Clearing House provides or may provide Clearing 
services''. These changes would simplify various references throughout 
the Rules to exchanges, trading facilities and markets generally 
(without need to identify each such facility), and in particular will 
allow for certain references to ``Exchange'' to be amended to 
``Market'' throughout the Rules and Procedures, resulting in greater 
consistency. This will also reduce documentation risks associated with 
corporate reorganizations at exchange level, as occurred for LIFFE and 
ICE Endex (discussed above). The proposed changes also remove the 
various references to market-specific rules (for example, to the rules 
of ICE Futures Europe) and replace these with a more generic definition 
of ``Market Rules'' where possible. The definition of ``Market Rules'' 
in Rule 101 would be amended to refer more generically to ``the rules, 
regulations, procedures of, and agreements governing, a Market''. New 
definitions of ``EFRP'', ``Energy Block Trade Facility'', ``Energy 
Block Transaction'', ``F&O Block Contract'', ``F&O Block Transaction'', 
F&O Matched Contract'' and ``F&O Matched Transaction'' would be added 
to remove the need to refer to trading venue-specific contracts and 
transactions throughout the Rules. For example, the definition of ``F&O 
Matched Transaction'' would cover all F&O Transactions occurring on a 
Market (without need to use separate defined terms to refer to F&O 
Transactions occurring on each of ICE Endex, ICE Endex UK, ICE Futures 
Europe and ICE Futures US). Similarly, the proposed ``F&O Block 
Transaction'' defined term covers all Financials & Softs Block 
Transactions and Energy Block Transactions. Corresponding changes will 
be made to the definitions of ``Basis Trades'', ``Bclear'', ``Business 
Day'', ``Contract Terms'', ``EFPs'', ``EFSs'', ``Financials & Softs 
Block Trade Facility'', ``Financials & Softs Block Transaction'' and 
``Soft Commodity EFRP'' in Rule 101 and also at Rules 102(f), 
111(c)(ii), 201(a)(ii)-(iv), 401(a)(i)-(v), 401(n), 405(b)(i), 
1201(f)(x), 1202(b)(iii), 1202(h) and 1202(m)(vi). Similar changes are 
also proposed to paragraphs 2.4(c), 6.2(b)(iii) and 6.4(b) of the 
Clearing Procedures and paragraph 1.1(c) of the Delivery Procedures. It 
will still be necessary to list the Markets cleared by the Clearing 
House in Rule 101; these changes merely reduce the complexity of any 
future changes in those Markets.
6. Changes to Delivery Procedures
    In the Delivery Procedures, various drafting changes are proposed 
to ensure that the Delivery Procedures are consistent with the Rules 
and with the current operational practices of ICE Clear Europe. The 
proposed changes would include replacing outdated references to the 
``Market Delivery Settlement Price'' (MDSP) with references to the 
``Exchange Delivery Settlement Price'' (EDSP), which is the term now 
used in the Rules to refer to the settlement price for F&O Contracts. 
In addition, a small change is proposed to remove a requirement to mark 
delivery documentation as ``urgent'' (as this is not done, and is not 
necessary, in operational practice). A number of drafting improvements 
have also been proposed to address inconsistencies and errata from 
previous changes to the Delivery Procedures and to align the document 
with current operational models, system functionality and system names. 
The relevant changes are to be made to paragraph 2 of the general 
provisions of the Delivery Procedures and to the following product-
specific sections: Part A, paragraphs 2.2, 7.3 and 8; Part B, 
paragraphs 1.2, 5.1, 5.2 and 5.5; Part C, paragraph 2.3; Part D, 
paragraph 7.1; Part N, paragraph 2.3; Part O, paragraph 1.2; Part P, 
paragraphs 1.1-1.3 and Delivery Timetable; Part Q, paragraph 1.2; Part 
R, paragraph 1.2; Part T, paragraph 1.3; Part U, paragraphs 1.3 and 
1.6; and Part BB, paragraph 1.2. In addition, changes to paragraph 1.2 
of the general provisions of the Delivery Procedures are proposed to 
refer to the ``clearing operations department'' of ICE Clear Europe, 
which is the correct name of the relevant department.
    In paragraph 5.4 of the general provisions of the Delivery 
Procedures, the words ``of such Transferor/Transferee'' are to be added 
at the end of the last sentence to clarify that the relevant form must 
be signed by an authorized signatory of the Transferor or Transferee 
(as applicable). Changes are also proposed to paragraph 17.5 of the 
Delivery Procedures to refer more generally to the provisions of 
``Contract Terms'' and ``Market Rules'' that apply following non-
performance of contractual obligations, rather than just the ICE 
Futures Europe Rules (since ICE Clear Europe provides clearing services 
to various Markets). In addition, the reference to the specific 
provisions of the ICE Futures Rules would be updated to refer to the 
correct provisions.
    Various changes have also been proposed to the Delivery Procedures 
to remove references to certain products that are no longer cleared by 
ICE Clear

[[Page 55652]]

Europe following de-listings by the relevant exchange. These include 
ICE Futures ERU Futures Contracts, ICE UK Base Electricity Futures 
Contracts (EFA), ICE UK Peak Electricity Futures Contracts (EFA), ICE 
Endex TTF Natural Gas Working Days Next Week (WDNW) Futures Contracts, 
ICE Endex GASPOOL Natural Gas Daily Futures Contracts, ICE Endex NCG 
Natural Gas Daily Futures Contracts, ICE Endex ZTP Natural Gas Daily 
Futures Contracts and Japanese Government Bond Contracts. In addition, 
for Equity Futures/Options Contracts changes have been proposed to 
reflect the fact that Turkish securities are not available as an 
underlying. In the case of the ICE Futures ERU Futures Contracts, the 
changes proposed involve not only deleting references to the contracts 
but also removing all defined terms relating to Emission Reduction 
Units (``ERUs''), for example ``Emission Reduction Unit'', ``ERU 
Contract'', ``ERU Delivery Amount'' and ``ERU Transfer Request'', and 
the instances in which these appear, because such units are no longer 
valid deliverables for the relevant contracts. The relevant changes are 
to be made to paragraphs 5.1, 6.1 and 11 of the general provisions of 
the Delivery Procedures and to the following product-specific sections: 
Part A, heading and preamble; Part A, paragraphs 1.1, 2.1-2.4, 3.2, 
5.1, 6.1, 8 and 9.1; Part F, heading and paragraphs 1.1(j), 3.3, 
3.5(a), 3.6, 6.1, 7.1 and 9.1; Part G, heading and paragraphs 1.1(j), 
2.2, 2.4-2.5, 5.2, 6.2 and 8.2; Part H, heading and paragraphs 1.1(f), 
2.3, 2.5-2.6, 5.2, 6.2 and 8.2; Part I, heading and paragraphs 1.1(n), 
3.3, 3.5-3.6, 6.2, 7.2 and 9.2; Part V (proposed deletion); and Part Z, 
paragraphs 1.2 and 2.1. The table of contents is also to be updated 
accordingly.
    It is proposed that the Delivery Procedures be amended to reflect 
the current systems used by ICE Clear Europe to communicate with 
Clearing Members and facilitate delivery. There are a number of 
references to obsolete systems in the current published version of the 
Delivery Procedures. In some cases, there is no reference at all to the 
appropriate system used by ICE Clear Europe to communicate a particular 
piece of information to Clearing Members (or vice versa). The proposed 
changes involve removing references to systems that are no longer used 
for the relevant purpose, for example the Universal Clearing Platform 
(UCP), Trade Registration System (TRS) and Crystal, and adding new 
references to the current systems such as the Extensible Clearing 
System (ECS) and Managed File Transfer System (MFT). The changes are to 
be made to paragraph 16 of the general provisions of the Delivery 
Procedures and to the following product-specific sections: Part A, 
paragraph 5.3; Part B, sections 2 and 4; Part K, section 4; Part L, 
section 4; Part O, section 1 (Delivery Timetable); Part P, section 1 
(Delivery Timetable); Part Q, section 1 (Delivery Timetable); Part R, 
sections 1 (Delivery Timetable) and 2 (Delivery Documentation Summary); 
Part S, paragraph 1.1; Part T, paragraph 1.3; Part U, paragraphs 1.6 
and 1.9; Part W, paragraph 1.8; and Part X, paragraph 1.8.
7. Other Updates to Definitions
    The amendments would include a number of other drafting 
clarifications, typographical corrections and drafting improvements to 
the definitions in Rule 101. In particular, the definition of 
``Portfolio Risk Margin'' is being removed as unnecessary in the Rules 
(as it is part of the concept of Initial Margin) and other references 
in the Rules to Portfolio Risk Margin will be removed or replaced with 
Initial Margin, as applicable. The definitions of ``Transferor'' and 
``Transferee'' would be amended to include an explicit reference to 
Part 7 of the Rules and the Delivery Procedures, in order to clarify 
that the terms are intended to refer to persons nominated by Buyers or 
Sellers to make or receive delivery of products in the course of the 
delivery process under the Rules and the Delivery Procedures. The 
definition of ``Person'' in clauses (a) and (b) thereof would be 
revised to refer to ``any similar structure in any other 
jurisdiction,'' a clarification requested by market participants to 
clearly cover funds and similar structures that exist in civil law 
jurisdictions in Europe such as Germany. The definition of ``Force 
Majeure Event'' would be amended to include a missing word to clarify 
the application of the term to Sponsored Principals and ensure 
consistency with other aspects of the definition. The definition of 
``Future'' would be clarified such that it does not include Options 
(which are covered by a separate defined term). The definition of 
``Mark-to-Market Margin'' would be clarified by addition of a reference 
to cover such margin transferred to a Sponsored Principal as well as a 
Clearing Member. Clause (b) of the definition of ``Set'' would be 
amended to use the defined term ``Strike Price'' instead of an 
undefined term. In the definition of ``Settlement and Notices Terms,'' 
a reference to FCM/BD Clearing Members that are CDS Clearing Members 
would be corrected.
    In addition, with respect to certain other definitions, 
typographical corrections, updates to cross-references to various Rules 
and Procedures and corrections to alphabetical ordering would be made.
8. Additional Clarifications and Updates
    ICE Clear Europe is proposing to make a number of additional 
clarifications, drafting updates and similar corrections to other 
provisions of the Rules.
    In Rule 102(i), a change is proposed to clarify, for completeness, 
that social security contributions also fall within the meaning of the 
term ``tax'' throughout the Rules. In the UK, as well as income tax, 
there are ``national insurance contributions'' payable by employers and 
employees, and similar concepts apply in several other countries. This 
amendment would ensure that all taxes would be covered when 
representations and indemnities exist under the rules. In several 
places throughout the Rules and Procedures, amendments are proposed to 
replace undefined terms with defined terms, for greater clarity and 
drafting precision. In this regard, a drafting change has been proposed 
to Rule 106(a)(vii) to use the defined term ``Person'' in place of the 
undefined term ``body''. In Rules 106(e)(i) and 113(e), paragraph 
6.1(i)(v) of the Finance Procedures and paragraph 17.6 of the Delivery 
Procedures, similar changes have been proposed to use the defined term 
``Applicable Law'' instead of undefined terms such as ``applicable 
law'' or ``law''. In the net sum calculation in Rule 906(a), the word 
``margin'' in the explanation of the variable ``M'' has been replaced 
with the defined term ``Margin''. Similarly, Rule 913(a)(xiv) is 
proposed to be amended to remove the terms ``strike price'' and 
``exercise price'' and replace these with the defined term ``Strike 
Price.'' In Rule 1604(b), the lower case term ``transfer'' is to be 
replaced with the defined term ``Transfer,'' which is given a 
particular meaning by Rule 904(a) in the context of the default 
management steps that ICE Clear Europe is permitted to take under the 
Rules and Procedures. In paragraph 2.2(e) of the Clearing Procedures, 
it is proposed that ``commodities'' be replaced with the defined term 
``Deliverables'', which is the defined term that includes commodities 
in addition to other types of deliverable. In the Finance Procedures, 
at paragraph 4.2, references to ``accounts'' are to be replaced with 
the defined term ``Nominated Bank Accounts''. These changes are 
generally intended to clarify the Rules but are not intended to change 
the substantive

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rights or obligations of the Clearing House or Clearing Members.
    In Rule 106(b), an amendment would be made to clarify that Clearing 
Members and Customers are deemed to consent to disclosure of 
information by ICE Clear Europe where made pursuant to Applicable Law 
generally, rather than just pursuant to the provisions of the Financial 
Services and Markets Act 2000, which may not be the only applicable law 
for non-UK Clearing Members.
    Various changes have been proposed throughout the Rules and 
Procedures in order to be consistent in the use of such terms as 
``section'' and ``paragraph,'' including to Rule 109(j), Rule 904(g), 
Sections 3(n), 3(o), 10, 13(a) and 13(c) of the Standard Terms, 
paragraphs 2.2, 4.5 6.1(i) and 13.3 of the Finance Procedures, 
paragraphs 3.1 and 10.2 of the FX Procedures and paragraph 8.2(h)(ii) 
of the CDS Procedures.
    In Rule 110(b), a drafting clarification is proposed to highlight 
that this provision is also subject to Rule 110(g) (in addition to Rule 
110(c)). Rule 110(g) (which by its terms overrides Rule 110(b)) 
provides that ICE Clear Europe does not have the right to extend the 
time at which a payment is due to a Clearing Member beyond the time 
immediately prior to the commencement of the daily payment cycle for 
the relevant payment currency.
    Changes at Rule 117(a) have been proposed to remove the words 
``Subject to Rule 1518'' and provide that any Dispute not subject to 
the procedures of Part 10 of the Rules or the Complaint Resolution 
Procedures shall be subject to arbitration. This change is intended to 
reduce the risk of procedural questions as to the dispute resolution 
process which is applicable in a given scenario. Rule 1518 by its terms 
overrides Rule 117 in the relevant circumstances stated thereunder and 
so the deleted language is not needed.
    The words ``and the deposit of securities'' and ``and securities'' 
are proposed to be deleted in Rule 202(a)(xi). This reflects current 
operational processes, under which amounts transferred to and from ICE 
Clear Europe by Clearing Members for the purposes of Margin, Guaranty 
Fund Contributions, fees and amounts due under contracts pursuant to a 
margin call will only be in the form of cash (and not securities or 
other financial instruments). Securities may be substituted for cash 
margin pursuant to a separate process.
    Changes at Rule 206(a) are proposed to include Clearing Member 
Capital requirements in the Membership Procedures, in addition to under 
the CDS Procedures and Finance Procedures. The Capital requirements 
themselves would not be changed.
    A clarification is proposed to Rule 401(b) to improve the current 
drafting by providing that new contracts arising at the moment that 
alternative delivery is agreed are ``Contracts reversing the existing 
Contract or Contracts.'' An alternative delivery agreement results in 
the cancellation of the existing cleared contract through an offsetting 
contract. The change reflects current practice and is not intended to 
have any effect on the way in which the offsetting process operates.
    In Rule 401(n), changes would be made to clarify the application of 
the Rule to Customer-CM Transactions that arise when an F&O Contract 
arises pursuant to Rule 401. (In such case, an offsetting Customer-CM 
F&O Transaction arises simultaneously between the Customer and Clearing 
Member.) The Customer-CM Transaction would be subject to the same 
conditions as to when contracts can be voided as other contracts under 
Part 4 of the Rules.
    Changes are proposed to Rule 405(b)(i) to correctly refer to the 
execution venues which can submit contracts to ICE Clear Europe for 
clearing, namely CDS or FX trade execution processing platforms and 
venues falling within the definition of ``Market''. These changes 
clarify that the deemed representations given by counterparties to 
contracts as to the accuracy of transaction data equally arise in a 
scenario where the transaction was originally executed through one of 
these alternative venues, and not solely in relation to transactions 
that take place on Exchanges.
    It is proposed that the word ``day'' in Rule 406(a) be replaced 
with ``Business Day'' to reflect the fact that Open Contract Positions 
are not calculated on non-Business Days. Changes are proposed to refer 
to ``Contracts that are Futures'' and ``Contracts that are Options'', 
to replace the current references ``Futures that are F&O Contracts'' 
and ``Options that are F&O Contracts'', which are redundant.
    A minor drafting change is proposed to Rule 502(c) to clarify that 
the particular set of Procedures referred to here are the Finance 
Procedures. Relatedly, a clarification is proposed in Rule 502(d) to 
confirm that the ability of the Clearing House to ``specify proportions 
or maximum proportions of asset classes'' extends to cash and relates 
solely to cash or assets ``to be provided as Margin.''
    Changes in Rule 502(k) (which relates to certain considerations in 
making certain changes in eligible assets for Margin and Permitted 
Cover and related haircuts) would clarify the application of this 
provision to all Contract types and not just F&O Contracts, consistent 
with existing practice. Rule 503(d) would be amended to clarify the 
calculation of intra-day margin in the context of certain customer 
positions carried on a gross basis. The new drafting clarifies that 
Margin is calculated based on the Open Contract Position plus ``the net 
additional exposure relating to any Contracts held gross which have not 
been contractually netted or aggregated in accordance with Rule 406''. 
The amendment is not intended to change margin calculations, but avoid 
uncertainty as to the treatment of gross positions under the current 
drafting of the Rules consistent with provisions used by other ICE 
clearing houses.
    In Rule 803(c), drafting changes have been proposed to clarify that 
only ``Long'' Option Contracts can be abandoned by notice to ICE Clear 
Europe, consistent with the rights applicable to options under the 
existing Contract Terms and existing operational processes. Minor 
drafting improvements have also been made in Rules 803(a), 804 and 
808(a).
    Rules 908(b), (c) and (d) would be revised to make certain non-
substantive drafting clarifications. Further, in those subsections, 
with regard to amounts falling within ``N'' (the post-default net sum 
calculation), which form the first layer of the default waterfall 
(subparagraph (i) in Rules 908(b), (c) and (d)), amendments would 
provide that such amounts must be applied ``subject to the restrictions 
set out in Rule 906(c)''. Rule 906(c) imposes restrictions on the 
setting off of assets recorded in different Customer Accounts of a 
Defaulter against shortfalls on Proprietary Accounts or other Customer 
Accounts of the same Defaulter, promoting segregation under the 
European Market Infrastructure Regulation and U.S. laws. The proposed 
drafting would not affect the operation of Rule 906(c), but would make 
the Rules easier to follow by directing readers to Rule 906(c) in the 
context of the default waterfall provisions in Rule 908. Finally, 
changes are proposed to subparagraph (iii) to clarify that this layer 
of the waterfall would not include guaranty fund contributions of a 
Sponsor of a Defaulter (that is a Sponsored Principal).
    Minor drafting changes have been proposed to Rule 908(g)(i)(A)-(D) 
to add the words ``in question'' after the second instance of 
``Defaulter''. These changes are intended to resolve any ambiguity as

[[Page 55654]]

to which guaranty fund contributions are to be used in the situation 
where more than one default takes place simultaneously.
    It is proposed that the exclusion of ICE Clear Europe's liability 
in Rule 919(r) be amended to remove the reference to requirements of 
``law'' generally and replace this with a reference to requirements of 
``Applicable Laws or this Rule 919''. The amendments also clarify that 
the exclusion of liability does not apply to the extent that Rule 919 
itself provides that a particular sum is payable by ICE Clear Europe. 
This is consistent with ICE Clear Europe's interpretation of the 
existing effect of this provisions, but adds clarity for users.
    An amendment is proposed to Rule 1103(f) to add a reference to Part 
9 of the Rules in the provision setting out that Clearing House 
Contributions will be used ``only for the purposes of meeting 
shortfalls arising directly or indirect from Defaults'' in accordance 
with specified provisions of the Rules and existing requirements of 
Applicable Laws. The added reference to Part 9 is appropriate as it 
contains the majority of the provisions governing Clearing Member 
defaults, after some provisions were moved out of Part 11 several years 
ago.
    A drafting change is proposed in Rule 1202(b)(vii) to reflect the 
fact that Financials & Softs Contracts are already contemplated within 
the definition of a ``Future'' and accordingly the reference to 
Financials & Softs Contracts can be deleted. (``Future'' refers to ``an 
F&O Contract or FX Contract''; ``F&O Contracts'' include Financials & 
Softs Contracts (in addition to Energy Contracts).) A similar change is 
to be made in Rule 1202(k) to refer to ``Contracts'' rather than 
``Financials & Softs Contracts'' specifically (which would fall within 
the more general ``Contracts'' definition).
    In the Clearing Procedures, in paragraphs 2.3(b)(xxv), (xxvii), 
(xxxix) and (xli), changes are proposed to remove references to the 
``Standard Omnibus Indirect Account For CDS'' and the ``Standard TTFCA 
Omnibus Indirect Account For CDS'' in account codes ``X'' and ``Y''. 
These net margin omnibus accounts for indirect clearing are not 
actually used for CDS Contracts.
    A drafting clarification would be made in paragraph 4.2(a) of the 
Clearing Procedures to provide that that initial margin calculations 
will be ``based on'' the net positions for each Contract Set in a 
Proprietary Account. (This does not entail any change in the way margin 
is currently calculated.) In paragraph 4.2(b), the reference to the 
``Risk Committee'' is to be replaced with a reference to the relevant 
``product risk committee,'' which is the correct name of the relevant 
committee that reviews the policy for setting initial margin 
parameters.
    References to ``Buyer's Security'' and ``Seller's Security'' in 
paragraphs 4.6(c)(i) and 4.8 the Clearing Procedures are to be amended 
to replace ``Security'' with ``security'' (reflecting that ``Security'' 
is not a defined term in the Rules or Procedures). Changes are also 
proposed to paragraphs 4.6(c) and 4.8 to refer to particular items that 
may be specified in the Delivery Procedures.
    In paragraph 6.1(a)(i) of the Clearing Procedures, an incorrect 
reference to ``Proprietary Account Position'' would be corrected. The 
capitalized term ``Collateral'' in paragraph 6.3(b) of the Clearing 
Procedures is to be replaced with the lower case term ``collateral'', 
as there is no definition of the former term in the Rules or 
Procedures. It is also proposed that the word ``Initial'' be deleted 
before the words ``Margin requirement'' in the same provision since the 
relevant requirement concerns all kinds of Margin (including Variation 
Margin or Mark-to-Market Margin).
    In the Finance Procedures, a new paragraph 1.11 is proposed to be 
added to provide definitions for the various currencies referenced the 
Finance Procedures which are not defined in the Rules. Related to this, 
the reference to Canadian Dollars, Swiss Francs and Swedish Kroner in 
paragraph 2.1 is to be deleted and replaced by the words ``Other 
currencies'' to reflect the fact that a broader range of currencies are 
actually received as income on non-cash collateral. Changes are 
proposed to paragraph 4.1(a)(vi) to clarify that Clearing Members that 
transfer non-cash assets to ICE Clear Europe as collateral must have an 
account in the currency of the income payable on the non-cash asset. A 
non-substantive drafting clarification would be made in paragraph 4.2 
to address Clearing Members that act in more than one product category.
    In paragraph 6.1(i) of the Finance Procedures, the current 
reference to ``bank holidays'' would be amended to refer also to 
``public holidays,'' because ``bank holiday'' is a UK-specific term 
that is not necessarily used in other jurisdictions. Certain other 
changers would clarify that relevant actions must be taken ``by'' a 
specified date, rather than ``on'' that date. Paragraph 8.2 of the 
Finance Procedures would be amended to refer to the ``risk 
department'', since ``Risk'' is an undefined term.
    Changes are proposed to paragraph 10.9 of the Finance Procedures to 
reflect the fact that the London Gold Fixing has been replaced as the 
relevant global benchmark for gold prices by the London Bullion Market 
Association Gold Price, which is administered by ICE Benchmark 
Administration Limited.
    In the Contract Terms Procedures, the term ``Clearing 
Counterparty'' (which is not used or defined in the Rules or other 
Procedures) would be changed to ``Clearing Member'' for consistency.
    In the Membership Procedures, in paragraph 1.3, the full name of 
the relevant committee, the ``Executive Risk Committee'', would be 
used. Various drafting changes have also been proposed to the table at 
paragraph 4.2. These updates reflect the relevant defined terms used in 
the Rules (as proposed to be amended hereby).
    In addition to the foregoing, certain corrections and updates to 
cross-references and numbering, as well as minor and non-substantive 
corrections to capitalization and other typographical corrections, have 
been made throughout the Rules and Procedures.
(b) Statutory Basis
    ICE Clear Europe believes that the proposed amendments are 
consistent with the requirements of Section 17A of the Act \8\ and the 
regulations thereunder applicable to it, including the standards under 
Rule 17Ad-22.\9\ In particular, Section 17A(b)(3)(F) of the Act \10\ 
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, the safeguarding of securities 
and funds in the custody or control of the clearing agency or for which 
it is responsible, and the protection of investors and the public 
interest.
---------------------------------------------------------------------------

    \8\ 15 U.S.C. 78q-1.
    \9\ 17 CFR 240.17Ad-22.
    \10\ 15 U.S.C. 78q-1(b)(3)(F).
---------------------------------------------------------------------------

    The proposed amendments are intended principally to update and 
clarify certain references in the Rules and Procedures to reflect more 
clearly current practices, remove outdated references and provisions, 
simplify and harmonize references to the different Markets cleared by 
ICE Clear Europe and to the different delivery facilities used by ICE 
Clear Europe. The changes would also remove references to contracts no 
longer cleared, and make various other drafting improvements and 
modifications that would generally not affect the terms of contracts, 
or the rights or obligations of Clearing

[[Page 55655]]

Members. In ICE Clear Europe's view, these changes will generally help 
clarify and simplify the Rules and Procedures, and make it easier for 
ICE Clear Europe to keep such documents up to date notwithstanding 
potential future changes in the Markets cleared and similar events. In 
ICE Clear Europe's view, these changes are therefore generally 
consistent with the prompt and accurate clearance and settlement of 
cleared transactions. For similar reasons, the amendments will also 
help ensure that the Rules and Procedures are aligned with operational 
procedures concerning the holding of funds and securities, and are 
therefore consistent with safeguarding of securities and funds in the 
custody or control of the Clearing House or which it is responsible. 
Overall, in ICE Clear Europe's view, the amendments are for these 
reasons also consistent with the protection of investors and the public 
interest, within the meaning of Section 17A(b)(3)(F) of the Act.\11\
---------------------------------------------------------------------------

    \11\ Id.
---------------------------------------------------------------------------

    The proposed Rule changes are also consistent with the relevant 
requirements of Rule 17Ad-22. In particular, Rule 17Ad-22(e)(1) \12\ 
requires that each covered clearing agency establish, implement, 
maintain and enforce written policies and procedures reasonably 
designed to provide for a well-founded, clear, transparent, and 
enforceable legal basis for each aspect of its activities in all 
relevant jurisdictions. As discussed herein, the amendments are 
designed to clarify, simplify and harmonize various aspects of the 
Rules and Procedures, to be consistent with current operations, remove 
outdated references, address changes in Markets served and delivery 
facilities used, and similar matters. Taken together, these amendments 
will enhance the clarity of the legal framework provided by the Rules 
and Procedures under which the Clearing House operates, and are 
therefore consistent with Rule 17Ad-22(e)(1).\13\
---------------------------------------------------------------------------

    \12\ 17 CFR 240.17Ad-22(e)(1).
    \13\ 17 CFR 240.17Ad-22(e)(1).
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(B) Clearing Agency's Statement on Burden on Competition

    ICE Clear Europe does not believe the proposed rule changes would 
have any impact, or impose any burden, on competition not necessary or 
appropriate in furtherance of the purpose of the Act. The amendments do 
not change the legal rights of members or users in any material way and 
are being adopted to update and clarify various references in the Rules 
and Procedures and to remove obsolete provisions and covered errors. 
ICE Clear Europe does not believe such amendments will result in 
material changes in its current operations or practices, or the rights 
or obligations of Clearing Members. Such amendments will apply to all 
Clearing Members. ICE Clear Europe does not believe such amendments 
would in themselves materially affect the cost of, or access to 
clearing. Legal costs of users should be reduced by correcting errors 
and removing ambiguity which might otherwise require legal advice. As a 
result, ICE Clear Europe does not believe such amendments would 
adversely affect competition among Clearing Members or the market for 
clearing services generally.

(C) Clearing Agency's Statement on Comments on the Proposed Rule Change 
Received From Members, Participants or Others

    ICE Clear Europe has conducted a public consultation on amendments 
to its Rules that included the proposed rule changes set forth 
herein.\14\ It should be noted that this consultation included not only 
the changes discussed herein, but also a number of other changes which 
ICE Clear Europe has addressed in prior filings and intends to address 
in future filings. ICE Clear Europe received three detailed and written 
responses to the overall consultation, which included four specific 
comments relating to the amendments described in this filing. It has 
discussed aspects of the proposed Rule changes, as were presented in 
such consultation, with those interested Clearing Members who 
responded. Based on feedback received by ICE Clear Europe, those 
Clearing Members who responded supported all the changes proposed 
herein. Clearing Members' comments were generally concentrated on other 
matters arising in the consultation which have been or will be 
addressed in other rule filings (it being important to stress that all 
Clearing Member comments on the set as a whole have been addressed to 
consultation respondents' satisfaction). With respect to the amendments 
that are subject to this filing, one Clearing Member in each case asked 
certain questions concerning the rationale for proposed amendments to 
the definition of ``Person'', Rule 401(b), Rule 503(d) and Rule 
503(f)(i), the rationale for each of which is presented above. The 
rationale for these changes was clarified in a call with the relevant 
Clearing Members. ICE Clear Europe determined that the questions were 
adequately addressed by oral explanations and discussions with Clearing 
Members and that no material changes to the consulted-upon Rules were 
required. ICE Clear Europe will notify the Commission of any further 
written comments with respect to the proposed rules received by ICE 
Clear Europe.
---------------------------------------------------------------------------

    \14\ ICE Clear Europe Circular C19/046 (March 8, 2019), 
available at https://www.theice.com/publicdocs/clear_europe/circulars/C19046.pdf.
---------------------------------------------------------------------------

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

    Because the foregoing proposed rule change does not:
    (i) Significantly affect the protection of investors or the public 
interest;
    (ii) impose any significant burden on competition; and
    (iii) become operative for 30 days from the date on which it was 
filed, or such shorter time as the Commission may designate, it has 
become effective pursuant to Section 19(b)(3)(A) of the Act and Rule 
19b-4(f)(6) thereunder.
    At any time within 60 days of the filing of the proposed rule 
change, the Commission summarily may temporarily suspend such rule 
change if it appears to the Commission that such action is necessary or 
appropriate in the public interest, for the protection of investors, or 
otherwise in furtherance of the purposes of the Act.

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views, and 
arguments concerning the foregoing, including whether the proposed rule 
change, security-based swap submission or advance notice 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-ICEEU-2019-020 on the subject line.

Paper Comments

     Send paper comments in triplicate to Secretary, Securities 
and Exchange Commission, 100 F Street NE, Washington, DC 20549-1090.

All submissions should refer to File Number SR-ICEEU-2019-020. This 
file number should be included on the subject line if email is used. To 
help the Commission process and review your comments more efficiently, 
please use only one method. The Commission will post all comments on 
the Commission's internet website (http://www.sec.gov/rules/sro.shtml). 
Copies of the submission, all subsequent

[[Page 55656]]

amendments, all written statements with respect to the proposed rule 
change that are filed with the Commission, and all written 
communications relating to the proposed rule change between the 
Commission and any person, other than those that may be withheld from 
the public in accordance with the provisions of 5 U.S.C. 552, will be 
available for website viewing and printing in the Commission's Public 
Reference 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 will also be available for inspection and copying at the 
principal office of ICE Clear Europe and on ICE Clear Europe's website 
at https://www.theice.com/clear-europe/regulation. All comments 
received will be posted without change. Persons submitting comments are 
cautioned that we do not redact or edit personal identifying 
information from comment submissions. You should submit only 
information that you wish to make available publicly.
    All submissions should refer to File Number SR-ICEEU-2019-020 and 
should be submitted on or before November 7, 2019.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\15\
---------------------------------------------------------------------------

    \15\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Jill M. Peterson,
Assistant Secretary.
[FR Doc. 2019-22593 Filed 10-16-19; 8:45 am]
 BILLING CODE 8011-01-P


