Volcker Rule (May 24, 2012), Available 2010)
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Vol. 79 Friday, No. 21 January 31, 2014 Part III Commodity Futures Trading Commission 17 CFR Part 75 Prohibitions and Restrictions on Proprietary Trading and Certain Interests in, and Relationships With, Hedge Funds and Private Equity Funds; Final Rule VerDate Mar<15>2010 23:00 Jan 30, 2014 Jkt 232001 PO 00000 Frm 00001 Fmt 4717 Sfmt 4717 E:\FR\FM\31JAR3.SGM 31JAR3 emcdonald on DSK67QTVN1PROD with RULES3 5808 Federal Register / Vol. 79, No. 21 / Friday, January 31, 2014 / Rules and Regulations COMMODITY FUTURES TRADING be deemed to refer to the final rule of b. Overview COMMISSION the Commission as herein adopted. 1. Proposed Underwriting Exemption 2. Comments on Proposed Underwriting DATES: The final rule is effective April 17 CFR Part 75 Exemption 1, 2014. 3. Final Underwriting Exemption FOR FURTHER INFORMATION CONTACT: Erik c. Detailed Explanation of the RIN 3038–AD05 Remmler, Deputy Director, Division of Underwriting Exemption Swap Dealer and Intermediary 1. Acting as an Underwriter for a Prohibitions and Restrictions on Distribution of Securities Proprietary Trading and Certain Oversight (‘‘DSIO’’), (202) 418–7630, a. Proposed Requirements That the Interests in, and Relationships with, [email protected]; Paul Schlichting, Purchase or Sale Be Effected Solely in Hedge Funds and Private Equity Funds Assistant General Counsel, Office of the Connection With a Distribution of General Counsel (‘‘OGC’’), (202) 418– Securities for Which the Banking Entity AGENCY: Commodity Futures Trading 5884, [email protected]; Mark Acts as an Underwriter and That the Commission. Fajfar, Assistant General Counsel, OGC, Covered Financial Position Be a Security ACTION: Final rule. (202) 418–6636, [email protected]; i. Proposed Definition of ‘‘Distribution’’ Michael Barrett, Attorney-Advisor, ii. Proposed Definition of ‘‘Underwriter’’ SUMMARY: The Commodity Futures iii. Proposed Requirement That the DSIO, (202) 418–5598, mbarrett@ Covered Financial Position Be a Security Trading Commission (‘‘CFTC’’ or cftc.gov; Stephen Kane, Research b. Comments on the Proposed ‘‘Commission’’) is adopting a final rule Economist, Office of the Chief Requirements That the Trade Be Effected to implement Section 619 of the Dodd- Economist (‘‘OCE’’), (202) 418–5911, Solely in Connection With a Distribution Frank Wall Street Reform and Consumer [email protected]; or Stephanie Lau, for Which the Banking Entity is Acting Protection Act (the ‘‘Dodd-Frank Act’’), Research Economist, OCE, (202) 418– as an Underwriter and That the Covered which contains certain prohibitions and 5218, [email protected]; Commodity Financial Position Be a Security i. Definition of ‘‘Distribution’’ restrictions on the ability of a banking Futures Trading Commission, Three entity and nonbank financial company ii. Definition of ‘‘Underwriter’’ Lafayette Centre, 1155 21st Street NW., iii. ‘‘Solely in Connection With’’ Standard supervised by the Board of Governors of Washington, DC 20581. c. Final Requirement That the Banking the Federal Reserve System (the SUPPLEMENTARY INFORMATION: Entity Act as an Underwriter for a ‘‘Board’’) to engage in proprietary Distribution of Securities and the trading and have certain interests in, or Table of Contents Trading Desk’s Underwriting Position Be Related to Such Distribution relationships with, a hedge fund or I. Background i. Definition of ‘‘Underwriting Position’’ private equity fund. Section 619 also II. Notice of Proposed Rulemaking: Summary ii. Definition of ‘‘Trading Desk’’ requires the Board, the Federal Deposit of General Comments iii. Definition of ‘‘Distribution’’ Insurance Corporation, the Office of the III. Scope iv. Definition of ‘‘Underwriter’’ Comptroller of the Currency, and the IV. CFTC-Specific Comments v. Activities Conducted ‘‘In Connection Securities and Exchange Commission to V. Overview of Final Rule With’’ a Distribution also issue regulations implementing A. General Approach and Summary of 2. Near Term Customer Demand section 619 and directs the CFTC and Final Rule Requirement B. Proprietary Trading Restrictions those four agencies to consult and a. Proposed Near Term Customer Demand C. Restrictions on Covered Fund Activities Requirement coordinate with each other, as and Investments appropriate, in developing and issuing b. Comments Regarding the Proposed Near D. Metrics Reporting Requirement Term Customer Demand Requirement the implementing rules, for the E. Compliance Program Requirement c. Final Near Term Customer Demand purposes of assuring, to the extent VI. Final Rule Requirement possible, that such rules are comparable A. Subpart B—Proprietary Trading 3. Compliance Program Requirement and provide for consistent application Restrictions a. Proposed Compliance Program and implementation. To that end, 1. Section 75.3: Prohibition on Proprietary Requirement although the Commission is adopting a Trading and Related Definitions b. Comments on the Proposed Compliance a. Definition of ‘‘Trading Account’’ Program Requirement final rule that is not a joint rule with the b. Rebuttable Presumption for the Short- other agencies, the CFTC and the other c. Final Compliance Program Requirement Term Trading Account 4. Compensation Requirement agencies have worked closely together c. Definition of ‘‘Financial Instrument’’ a. Proposed Compensation Requirement to develop the same rule text and d. Proprietary Trading Exclusions b. Comments on the Proposed supplementary information, except for 1. Repurchase and Reverse Repurchase Compensation Requirement information specific to the CFTC or the Arrangements and Securities Lending c. Final Compensation Requirement other agencies, as applicable. In 2. Liquidity management activities 5. Registration Requirement particular, the CFTC’s final rule is 3. Transactions of Derivatives Clearing a. Proposed Registration Requirement numbered as part 75 of the Organizations and Clearing Agencies b. Comments on Proposed Registration 4. Excluded Clearing-Related Activities of Commission’s regulations, the rule text Requirement Clearinghouse Members c. Final Registration Requirement refers to the ‘‘Commission’’ instead of 5. Satisfying an Existing Delivery 6. Source of Revenue Requirement the ‘‘[Agency]’’ and one section of the Obligation a. Proposed Source of Revenue regulations addresses authority, 6. Satisfying an Obligation in Connection Requirement purpose, scope, and relationship to With a Judicial, Administrative, Self- b. Comments on the Proposed Source of other authorities with respect to the Regulatory Organization, or Arbitration Revenue Requirement Commission. Furthermore, it is noted Proceeding c. Final Rule’s Approach to Assessing that the supplementary information 7. Acting Solely as Agent, Broker, or Source of Revenue generally refers to the ‘‘Agencies’’ Custodian 3. Section 75.4(b): Market-Making 8. Purchases or Sales Through a Deferred collectively when referring to Exemption Compensation or Similar Plan a. Introduction deliberations and considerations in 9. Collecting a Debt Previously Contracted b. Overview developing the final rule by the CFTC 10. Other Requested Exclusions 1. Proposed Market-Making Exemption together with the other four agencies 2. Section 75.4(a): Underwriting Exemption 2. Comments on the Proposed Market- and references to the ‘‘final rule’’ should a. Introduction Making Exemption VerDate Mar<15>2010 23:00 Jan 30, 2014 Jkt 232001 PO 00000 Frm 00002 Fmt 4701 Sfmt 4700 E:\FR\FM\31JAR3.SGM 31JAR3 emcdonald on DSK67QTVN1PROD with RULES3 Federal Register / Vol. 79, No. 21 / Friday, January 31, 2014 / Rules and Regulations 5809 a. Comments on the Overall Scope of the b. Comments Regarding the Proposed b. Permitted Trading Activities of a Foreign Proposed Exemption Compensation Requirement Banking Entity b. Comments Regarding the Potential c. Final Compensation Requirement 9. Section 75.7: Limitations on Permitted Market Impact of the Proposed 6. Registration Requirement Trading Activities Exemption a. Proposed Registration Requirement a. Scope of ‘‘Material Conflict of Interest’’ 3. Final Market-Making Exemption b. Comments on the Proposed Registration 1. Proposed rule c. Detailed Explanation of the Market- Requirement 2. Comments on the Proposed Limitation Making Exemption c. Final Registration Requirement on Material Conflicts of Interest 1. Requirement to Routinely Stand Ready 7. Source of Revenue Analysis a. Disclosure to Purchase and Sell a. Proposed Source of Revenue b. Information Barriers a. Proposed Requirement to Hold Self Out Requirement 3. Final rule b. Comments on the Proposed Requirement b. Comments Regarding the Proposed b. Definition of ‘‘High-Risk Asset’’ and to Hold Self Out Source of Revenue Requirement ‘‘High-Risk Trading Strategy’’ i. The Proposed Indicia i. Potential Restrictions on Inventory, 1. Proposed Rule ii. Treatment of Block Positioning Activity Increased Costs for Customers, and Other 2. Comments on Proposed Limitations on iii. Treatment of Anticipatory Market Changes to Market-Making Services High-Risk Assets and Trading Strategies Making ii. Certain Price Appreciation-Related 3. Final Rule iv. High-Frequency Trading Profits Are an Inevitable or Important c. Limitations on Permitted Activities That c. Final Requirement to Routinely Stand Component of Market Making Pose a Threat to Safety and Soundness Ready to Purchase and Sell iii. Concerns Regarding the Workability of of the Banking Entity or the Financial i. Definition of ‘‘Trading Desk’’ the Proposed Standard in Certain Stability of the United States ii. Definitions of ‘‘Financial Exposure’’ and