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Federal Register / Vol. 86, No. 117 / Tuesday, June 22, 2021 / Notices
lotter on DSK11XQN23PROD with NOTICES1

thereunder; and iii carry out its functions in a manner consistent with the purposes of Section 13n of the Exchange Act and the rules and regulations thereunder.16 The Commission shall deny the registration of an SDR if it does not make any such finding.17 Similarly, to be registered with the Commission as a SIP, the Commission must find that such applicant is so organized, and has the capacity, to be able to assure the prompt, accurate, and reliable performance of its functions as a SIP, comply with the provisions of the Exchange Act and the rules and regulations thereunder, carry out its functions in a manner consistent with the purposes of the Exchange Act, and, insofar as it is acting as an exclusive processor, operate fairly and efficiently.18
In determining whether an applicant meets the criteria set forth in Rule 13n 1c, the Commission will consider the information reflected by the applicant on its Form SDR, as well as any additional information obtained from the applicant. For example, Form SDR
requires an applicant to provide a list of the asset classes for which the applicant is collecting and maintaining data or for which it proposes to collect and maintain data, a description of the functions that it performs or proposes to perform, general information regarding its business organization, and contact information.19 Obtaining this information and other information reflected on Form SDR and the exhibits theretoincluding the applicants overall business structure, financial condition, track record in providing access to its services and data, technological reliability, and policies and procedures to comply with its statutory and regulatory obligations will enable the Commission to determine whether to grant or deny an application for registration.20
Furthermore, the information requested in Form SDR will enable the Commission to assess whether the applicant is so organized and has the capacity to comply and carry out its functions in a manner consistent with the federal securities laws and the rules and regulations thereunder, including the SBS Reporting Rules.21
Consistent with the Commissions noaction statement in the ANE Adopting 16 17

CFR 240.13n1c3.

17 Id.
18 See 19 See
15 U.S.C. 78k1b3.
SDR Adopting Release, supra note 7, at
14459.
20 See id. at 14458.
21 See id. at 1445859.

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Release,22 an entity wishing to register with the Commission as an SDR must still submit an application on Form SDR, but can address the rule provisions included in the no-action statement by discussing how the SDR complies with comparable Commodity Futures Trading Commission CFTC requirements.23
Accordingly, in such instances the Commission will not assess an SDR
application for consistency or compliance with the rule provisions included in the Commissions no-action statement. Specifically, the Commission identified the following provisions as not providing a basis for an enforcement action against a registered SDR for the duration of the relief provided in the Commission statement: Under Regulation SBSR, aspects of 17 CFR
242.901a, 901c2 through 7, 901d, 901e, 902, 903b, 906a and b, and 907a1, a3, and a4 through 6;
under the SDR Rules, aspects of Section 13n5B of the Exchange Act and 17
CFR 240.13n4b3 thereunder, and aspects of 17 CFR 240.13n5b1iii;
and under Section 11Ab of the Exchange Act, any provision pertaining to SIPs.24 Thus, an SDR applicant will not need to include materials in its application explaining how it would comply with the provisions noted above, and could instead rely on its discussion about how it complies with comparable CFTC requirements.25 The applicant may instead represent in its application that it: i Is registered with the CFTC as a swap data repository; ii is in compliance with applicable requirements under the swap reporting rules; iii satisfies the standard for Commission registration of an SDR
under Rule 13n1c; and iv intends to rely on the no-action statement included in the ANE Adopting Release for the period set forth in the ANE Adopting Release with respect to any SBS asset class or classes for which it intends to accept transaction reports.26
III. Review of ICE Trade Vaults Application Under SBS Reporting Rules As noted above, ICE Trade Vault intends to operate as a registered SDR
for the credit derivatives asset class.27
22 See
supra notes 1214 and accompanying text.
supra note 14.
24 The ANE Adopting Release provides additional discussion of the particular aspects of the affected rules that would not provide a basis for an enforcement action. See ANE Adopting Release, supra note 12, at 634748.
25 Id. at 6348.
26 Id. For example, an applicant need not describe in Exhibit S its functions as a SIP.
27 See Security-Based SDR Service Disclosure Document, Ex. V.2; see also Swap Data Repository 23 See
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ICE Trade Vault states that its core duties are: i Acceptance and confirmation of data; ii recordkeeping;
iii public reporting; iv maintaining data privacy and integrity; and v permitting access to regulators.28 It notes that its fundamental purpose is to provide transparency to the SBS market and publicly disseminate trade information.29 In its application, ICE
Trade Vault represents that it is provisionally registered with the CFTC
as a swap data repository, is in compliance with applicable requirements under the CFTC reporting rules applicable to a registered swap data repository, and intends to rely on the Commissions position outlined in the ANE Adopting Release for applicable reporting rules and SBSDR
duties for the period set forth therein.30
Below is a review of the representations made in the application materials against the SBS Reporting Rules, taking into account ICE Trade Vaults reliance on the Commissions position outlined in the ANE Adopting Release.
A. Organization and Governance 1. Summary of ICE Trade Vaults Application ICE Trade Vault is a Delaware limited liability company, and is a wholly owned subsidiary of Intercontinental Exchange Holdings, Inc., which, in turn, is a wholly owned subsidiary of Intercontinental Exchange, Inc. ICE, a publicly traded company.31 As a general matter, the number of directors and composition of the Board of Directors ITV Board shall be determined by ICE, as the sole member of ICE Trade Vault.32 Currently, the ITV
Board consists of at least three directors, all of whom are appointed by ICE.33 The ITV Board is composed of individuals selected from the following groups:
Rulebook, Security-Based Swap Data Reporting Annex, Ex. HH.2, sec. 4.1.
28 See id.
29 See id.
30 See Form SDR, Application Letter from Trabue Bland, President, ICE Trade Vault, dated Mar. 10, 2021, at 1, 2.
31 See Security-Based SDR Service Disclosure Document, Ex. V.2, sec. 9. ICE is a holding company whose subsidiaries operate exchanges, clearing houses, and data services for financial and commodity markets. ICE operates global marketplaces for trading and clearing a broad array of securities and derivatives contracts across major asset classes, including energy and agricultural commodities, interest rates, equities, equity derivatives, credit derivatives, bonds, and currencies.
32 See Board of Directors Governance Principles, Ex. D.3.
33 See Security-Based SDR Service Disclosure Document, Ex. V.2, sec. 9; see also Swap Data Repository Rulebook, Security-Based Swap Data Reporting Annex, Ex. HH.2, sec. 2.1; Board of Directors Governance Principles, Ex. D.3.

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