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Federal Register / Vol. 86, No. 26 / Wednesday, February 10, 2021 / Notices the Commissions position outlined in the ANE Adopting Release for applicable reporting rules and SBSDR
duties for the period set forth therein.28
Below is an overview of the representations made in the application materials.
A. Organization and Governance DDR is a New York limited liability company and a wholly owned subsidiary of DTCC Deriv/SERV LLC
Deriv/SERV, which in turn is a wholly owned subsidiary of The Depository Trust & Clearing Corporation DTCC.29 DDR is governed by a board of directors DDR Board.30 The number of directors on the DDR Board is determined by Deriv/SERV as the sole LLC member of DDR.31 The DDR Board is composed of individuals selected from the following groups: Employees of DDRs users either fees paying users or end users with derivatives industry experience, buy-side representatives, independents, and members of senior management or the Board of DTCC.32
The Deriv/SERV Nominations Committee shall periodically review the composition of the DDR Board to assure that the level of representation of directors from users, management and non-users is appropriate for the interests of these constituencies in DDR.33
In addition, the DDR Board is responsible for the appointment and removal of the chief compliance officer CCO and approval of CCO
compensation, which is at the discretion of the Board and effected by a majority vote.34 The CCO is responsible for establishing and administering the compliance program that is designed to prevent violations of the obligations of a swap data repository under the DoddFrank Act and other applicable regulations and is ultimately responsible for ensuring that DDR
complies with the requirements of the Commodity Exchange Act, the Securities Exchange Act and other applicable laws and regulations.35 The Chief Compliance Officer has oversight over all compliance functions and staff related to DDRs compliance program.36
The duties of the CCO include, but are not limited to, the following: a Oversee and review DDRs compliance with 28 See Form SDR, cover letter from Katherine Delp, General Manager, DTCC Data Repository U.S. LLC.
29 Rulebook, Ex. HH, sec. 2.1.
30 Id. at sec. 2.2.
31 Id.
32 Id.
33 Id.
34 Rulebook, Ex. HH, sec. 2.3.
35 Ex. P.
36 Id.

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applicable law in jurisdictions where DDR is registered, designated, recognized or otherwise licensed; b in consultation with the DDR Board or the Senior Officer, resolve any conflicts of interests that may arise, including, but not limited to, conflicts between business considerations and compliance requirements, conflicts between business considerations and compliance requirements for fair and open access, and conflicts between the management and members of the DDR Board; c establish and administer written policies and procedures reasonably designed to prevent violation of law; d take reasonable steps to ensure compliance with applicable law relating to agreements, contracts or transactions and confidentiality agreements entered into with foreign or domestic regulators;
e establish procedures for the remediation of non-compliance issues identified by the CCO through a compliance office review, look-back, internal or external audit finding, selfreported error, or validated complaint;
f notify the DDR Board as soon as practicable upon becoming aware of a circumstance indicating that DDR, or an individual acting on its behalf, is in non-compliance with the applicable laws of a jurisdiction in which it operates and either: 1 The noncompliance creates a risk to a user; 2
the non-compliance creates a risk of harm to the capital markets in which it operates; 3 the non-compliance is part of a pattern of non-compliance; or 4
the non-compliance may have an impact on DDRs ability to carry on business as a trade repository in compliance with applicable law; g establish and follow appropriate procedures for the handling, management response, remediation, retesting and closing of noncompliance issues; h establish and administer a written code of ethics; and i prepare and sign an annual compliance report in accordance with applicable regulations and associated recordkeeping.37 In addition, the application provides that the CCO or a delegate thereof has the authority to investigate any potential rule violation and is responsible for enforcing sanctions related to violations and for following the procedures outlined for DDR system restrictions.38
The CCO, in consultation with the DDR Audit Committee, will resolve all conflicts of interest.39 Any conflict of interest not resolved by the DDR Audit Committee shall be escalated to the DDR
Board for resolution.40 When resolving
conflicts of interest involving DDR staff, the DDR CCO, DDRs senior officer, the audit committee, and the DDR Board consider all relevant facts and circumstances.41 With regard to director conflicts of interest, the application provides that a director conflict is present whenever the interests of DDR
compete with the interests of a director or any party associated with a director.42 The application also provides that a director conflict is present whenever a directors corporate or personal interests could be reasonably viewed as affecting his or her objectivity or independence in fulfilling his or her duties.43 According to the application materials, DDR expects its directors to act on the side of caution and immediately bring to the attention of the DDR CCO and either the Board Chairman or DDRs legal counsel any matters involving conflicts of interest.44
B. Access and Information Security According to DDR, access to and usage of its SDR service will be available to all market participants that engage in SBS transactions, and DDR
does not and will not bundle or tie its SDR services with any other services.45
The application provides that DDRs services would be available to all market participants on a fair, open, and equal basis.46 Further, DDR does not impose membership qualifications on users of its services beyond i requiring execution of membership documents, such as a user agreement, ii the ability to comply with the technical specifications published by DDR, and iii compliance with applicable law, specifically those related to sanctions administered and enforced by the Office of Foreign Assets Control of the U.S.
Department of the Treasury OFAC.47
To be granted access to the DDR
system, receive trade information, confirm or verify transactions, submit messages, or receive reports, a market participant must be an onboarded user.48 For those market participants that onboard, DDR will provide a mechanism for users to access the DDR
system to confirm and verify transactions. Users are required to maintain at least two Super Access Coordinators SuperACs on the DDR
System; SuperACs are responsible for:
1 Providing access to other individuals referred to as ACs who are eligible 41 Id.
42 Rulebook,
Ex. HH, sec. 11.2.

43 Id.
44 Id.

37 Rulebook,
Ex. HH, sec. 2.3.
38 Rulebook, Ex. HH, sec. 10.5.
39 Rulebook, Ex. HH, sec. 11.1.
40 Id.

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at sec. 11.3.
id. at sec. 1.1.
46 See id.
47 See id.
48 See id.
45 See
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