[Federal Register Volume 85, Number 101 (Tuesday, May 26, 2020)]
[Notices]
[Pages 31571-31575]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2020-11137]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-88907; File No. SR-ICEEU-2020-002]


Self-Regulatory Organizations; ICE Clear Europe Limited; Notice 
of Filing of Proposed Rule Change, Security-Based Swap Submission or 
Advance Notice Relating to the ICE Clear Europe Investment Management 
Procedures and Treasury and Banking Services Policy (To Be Renamed 
Liquidity and Investment Management Policy)

May 19, 2020.
    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 May 13, 2020, 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 prepared by ICE Clear Europe. 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. Clearing Agency's Statement of the Terms of Substance of the 
Proposed Rule Change, Security-Based Swap Submission, or Advance Notice

    ICE Clear Europe proposes to amend its Investment Management 
Procedures (the ``Procedures'') and its Treasury and Banking Services 
Policy, which would be renamed the Liquidity and Investment Management 
Policy (the ``Policy'', and collectively with the Procedures, the 
``Documents''). The revisions would not involve any changes to the ICE 
Clear Europe Clearing Rules.\3\
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    \3\ Capitalized terms used but not defined herein have the 
meanings specified in the ICE Clear Europe Clearing Rules (the 
``Rules'').
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II. Clearing Agency's Statement of the Purpose of, and Statutory Basis 
for, the Proposed Rule Change, Security-Based Swap Submission or 
Advance Notice

    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, Security-Based Swap Submission or 
Advance Notice

(a) Purpose
    ICE Clear Europe is proposing to adopt the amendments to the 
Documents following an annual review by Treasury to:
     Include investment limits and criteria for the investment 
of ICE Clear Europe's contribution to default resources (a.k.a. ``skin 
in the game''), in addition to the investment of clearing member 
contributions;
     Similarly include investment limits and criteria for the 
investment of ICEU's regulatory capital;
     Remove the requirement for 50% of the investable balance 
per currency to be invested in overnight reverse repurchase agreements 
(``repos''), as this requirement was potentially constraining the use 
of central bank deposits where available;
     Include cross currency sovereign bonds as acceptable 
assets (``collateral'') under reverse repos; and
     Eliminate the separate section regarding investments in 
`times of insufficient market supply' (as it was unclear when this 
applied). Instead, the revised Documents include a single set of 
relevant permitted investments and collateral in the acceptable lists 
for all market circumstances (and the allocation to different 
investment and collateral within those lists can be managed across 
different market circumstances).
    Certain other clarifications would also be made to the Procedures, 
including to the glossary, and conforming changes would be made to the 
Policy. The Policy would also be renamed the Liquidity and Investment 
Management Policy to reflect its coverage of investment management more 
broadly.
Proposed Amendments to the Procedures
    The purpose section of the Procedures would be updated to note that 
it addresses permitted investments and concentration limits relating to 
ICE Clear Europe contributions to default resources and regulatory 
capital in addition to clearing member margin and guaranty fund 
contributions (which are covered by the existing Procedures).
    With respect to overall investment considerations, a number of 
modifications would be made. The requirement that at least 50% of the 
investable portfolio in each currency

[[Page 31572]]

should be invested in overnight reverse repurchase agreements would be 
removed. (This change would facilitate use of central bank deposits 
where available to ICE Clear Europe for the relevant currency.) A 
requirement that no more than 5% of the investible funds can be held as 
unsecured cash each calendar month would be added, which requirement 
would be applied separately to (i) ICE Clear Europe's regulatory 
capital; and (ii) total Clearing Member cash and Clearing House skin in 
the game. Central bank deposits would be considered secured and thus 
outside of the 5% threshold.
    The table of authorized investments and concentration limits for 
investments of cash provided by Clearing Members and ICE Clear Europe 
skin in the game would be amended as follows:

--US, UK and EU government agency bonds would be added to the list of 
eligible instruments (as a distinct category from sovereign obligations 
(renamed sovereign bonds) of those countries)
    [cir] Qualifying government agency bonds would have a maximum 
maturity of 13 calendar months and minimum credit ratings of AA- from 
at least two nationally recognized statistical rating organizations 
(``NRSROs'').
    [cir] US and UK government agency bonds would have no issuer 
concentration limits and their maximum portfolio limits would be 20% of 
the total USD or GBP, as applicable, balance in a single issue.
    [cir] EU government agency bonds would have an issuer concentration 
limit of 15% of the total EUR balance in a single issuer.

--For qualifying US, UK and EU sovereign bonds, minimum credit ratings 
of would be deleted.
--The maximum concentration limit for reverse repurchase agreements 
would be amended to apply per counterparty family instead of per 
counterparty.
--Commercial bank obligations would be amended to refer to commercial 
bank deposits and related maximum counterparty concentration limits 
would be amended to clarify that unsecured cash limits for financial 
service providers are set out separately.\4\
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    \4\ Currently set out in the existing Unsecured Credit Limit 
Procedures.

    A new table of authorized investments and concentration limits for 
investment of ICE Clear Europe's regulatory capital would be added. 
Authorized instruments would be limited to US, UK and EU sovereign 
bonds and US, UK and EU government agency bonds with a maximum maturity 
of 90 days. The US and UK sovereign and government agency bonds would 
have no issuer concentration limit and a portfolio concentration limit 
of 20% (for sovereign bond) and 25% (for government agency bonds) of 
the total USD or GBP balance, as applicable, in a single issue. The EU 
government agency bonds would have a maximum counterparty concentration 
limit of 25% of the EUR balance in a single issuer. EU sovereign bonds 
would need to be issued by the German, French, Belgian or Dutch 
governments. The minimum credit ratings for government agency bonds 
would be AA- from at least two NRSROs.
    The acceptable collateral table for reverse repo transactions would 
be revised to include certain additional types of underlying collateral 
as well as to permit greater use of cross-currency collateral (e.g., a 
EUR denominated reverse repo on US Sovereign Bonds), subject to 
additional haircuts. The range of accepted collateral would be extended 
to include Supranational obligations denominated in USD, EUR and GBP 
and USD government agency bonds, in addition to the existing permitted 
US, UK and EU Sovereign Bonds. The required credit rating for all 
collateral would be AA-/Aa3, consistent with current requirements. The 
revisions would allow greater use of cross-currency reverse repo 
involving US, UK and EU sovereign bond collateral, subject to a 4% 
haircut (as compared to 2% for repo in the same currency). The 
Procedures would also provide that ICE Clear Europe's preferred form of 
collateral would be sovereign bonds in same currency of as reverse repo 
and the use of non-preferred collateral would be reviewed monthly by 
the Head of Treasury and the Chief Risk Officer (or their delegates).
    The section regarding changes to the investment criteria in times 
of insufficient market supply would be deleted. In ICE Clear Europe's 
view, under the existing procedures it is not entirely clear when this 
section would apply. Furthermore, the revised investment limits 
discussed above are, in ICE Clear Europe's view, appropriate for all 
market circumstances and provide sufficient flexibility to permit ICE 
Clear Europe to manage changes in supply of particular types of 
investments.
    The amendments would provide that investments would be monitored 
against the concentration limits and investment criteria daily by 
Treasury and Finance and clarify that breaches of both concentration 
limits and the investment criteria would be escalated to the Risk 
Oversight and Compliance team. The amendments also note that 
concentration limit and investment criteria breaches could also trigger 
general regulatory notifications.
    The glossary section of the Procedures would be amended as follows:
     The terms Central Bank Obligations and Commercial Bank 
Obligations would be removed as no longer necessary as the Procedures 
would refer to, respectively, central bank deposits and commercial bank 
deposits instead;
     The term EU Sovereign Obligations would be amended to the 
more general defined term, Government Agency Bonds, which would be 
defined as bonds issued by or that have their principal and interest 
fully guaranteed by their government;
     The term Permitted Investment Counterparties for FCM 
Customer Funds would be amended slightly for clarification;
     The term UK Sovereign Obligations and US Sovereign 
Obligations would be removed and references to these terms would be 
removed or amended to, respectively, UK Sovereign Bonds and US 
Sovereign Bonds; and
     The term Supranational Obligations would be added and 
would be defined as securities that: (i) Are issued by institutions 
that are owned or established by governments of two or more countries 
that are all members of the Organization for Economic Co-operation and 
Development (OECD) or of the European Union (EU); and (ii) are fully 
guaranteed as to principal and interest by those governments.
Proposed Amendments to the Policy
    As noted above, the Policy is being renamed the Liquidity and 
Investment Management Policy. The amendments to the Policy conform to 
the amendments to the Procedures, including to provide that management 
of ICE Clear Europe's skin in the game and regulatory capital are 
within the scope of the Policy. Accordingly, the description of ICE 
Clear Europe investment management objective would be broadened to 
refer to safeguarding cash generally rather than Clearing Member cash 
specifically. The amendments also include non-substantive changes to 
refer to both liquidity management and investment in various places. In 
the purpose section of the Policy, the statement that the Policy 
constitutes ICE Clear Europe's liquidity risk management framework for 
the purposes of EMIR would be deleted. In the background section of the 
Policy, the statement that Treasury Banking Services operates within 
the

[[Page 31573]]

risk appetites set by the board and in compliance with applicable 
regulations would be deleted as unnecessary (given that the Board-
adopted risk appetites apply to all activities of the Clearing House).
(b) Statutory Basis
    ICE Clear Europe believes that the proposed amendments are 
consistent with the requirements of Section 17A of the Act \5\ and the 
regulations thereunder applicable to it. In particular, Section 
17A(b)(3)(F) of the Act \6\ 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. The proposed 
Documents are intended generally to enhance the Clearing House's 
criteria for investments. The changes would bring the investment of the 
Clearing House's own skin in the game and regulatory capital within the 
same investment framework as investment of Clearing Member 
contributions, which will facilitate overall risk management of 
investment by the Clearing House. The amendments would also update 
investment criteria to remove certain constraints on the use of central 
bank deposits (specifically, the requirement for 50% of the investable 
balance per currency to be invested in overnight repo), and permit 
greater use of cross currency repo. The amendments also remove a 
unnecessary distinction between normal market conditions and conditions 
of insufficient supply. In ICE Clear Europe's view the revised 
documentation would facilitate ongoing investment risk management by 
the Clearing House, and facilitate the Clearing House's ability to meet 
its short-term financial obligations in the event of clearing member 
defaults or other liquidity stress events. These amendments would 
therefore promote overall Clearing House risk management and facilitate 
the prompt and accurate clearing of cleared contracts and protect 
investors and the public interest in the sound operations of the 
Clearing House, consistent with the requirements of Section 
17A(b)(3)(F).\7\ In ICE Clear Europe's view, the amendments are also 
consistent with maintaining the value of, and access to, funds invested 
by the Clearing House, and therefore will enhance the safeguarding of 
securities and funds in the custody or control of the Clearing House or 
for which it is responsible, within the meaning of Section 
17A(b)(3)(F).
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    \5\ 15 U.S.C. 78q-1.
    \6\ 15 U.S.C. 78q-1(b)(3)(F).
    \7\ 15 U.S.C. 78q-1(b)(3)(F).
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    The proposed amendments to the Documents are further consistent 
with the risk management requirements of Rule 17Ad-22(e)(3)(i) \8\ 
through enhancing ICE Clear Europe's investment management policies. As 
noted above, the amendments would extend these policies to cover 
investment limits and criteria relating to ICE Clear Europe's skin in 
the game and regulatory capital. Allowing for greater investment 
flexibility through the removal of the requirement for 50% of the 
investable balance per currency be invested in overnight reverse repo 
would also remove a constraint to appropriate risk management that 
limit ICE Clear Europe's ability to use central bank deposits.
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    \8\ 17 CFR 240.17Ad-22(e)(3)(i)-(ii). The rule states that 
``[e]ach covered clearing agency shall establish, implement, 
maintain and enforce written policies and procedures reasonably 
designed to, as applicable: [m]aintain a sound risk management 
framework for comprehensively managing legal, credit, liquidity, 
operational, general business, investment, custody, and other risks 
that arise in or are borne by the covered clearing agency, which:
    (i) Includes risk management policies, procedures, and systems 
designed to identify, measure, monitor, and manage the range of 
risks that arise in or are borne by the covered clearing agency, 
that are subject to review on a specified periodic basis and 
approved by the board of directors annually;''
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    The proposed amendments to the Documents are also consistent with 
the requirements of Rule 17Ad-22(e)(7)(i) and (ii) and Rule 17Ad-
22(a)(14) \9\ which require ICE Clear Europe to maintain sufficient 
qualifying liquid resources. In compliance with this requirement, the 
proposed amendments would detail investment limits and criteria to 
better manage liquidity of ICE Clear Europe's skin in the game and 
regulatory capital. The amendments would also allow greater flexibility 
to maintain liquid resources in the form of central bank deposits by 
removing requirements relating to maintaining certain minimum balances 
in overnight reverse repos.
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    \9\ 17 CFR 240.17Ad-22(e)(7)(i)--(ii). The rule states that 
``[e]ach covered clearing agency shall establish, implement, 
maintain and enforce written policies and procedures reasonably 
designed to, as applicable: [e]ffectively measure, monitor, and 
manage the liquidity risk that arises in or is borne by the covered 
clearing agency, including measuring, monitoring, and managing its 
settlement and funding flows on an ongoing and timely basis, and its 
use of intraday liquidity by, at a minimum, doing the following:
    (i) Maintaining sufficient liquid resources at the minimum in 
all relevant currencies to effect same-day and, where appropriate, 
intraday and multiday settlement of payment obligations with a high 
degree of confidence under a wide range of foreseeable stress 
scenarios that includes, but is not limited to, the default of the 
participant family that would generate the largest aggregate payment 
obligation for the covered clearing agency in extreme but plausible 
market conditions;
    (ii) Holding qualifying liquid resources sufficient to meet the 
minimum liquidity resource requirement under paragraph (e)(7)(i) of 
this section in each relevant currency for which the covered 
clearing agency has payment obligations owed to clearing members;
    17 CFR 240.17Ad-22(a)(14) Qualifying liquid resources means, for 
any covered clearing agency, the following, in each relevant 
currency:
    (i) Cash held either at the central bank of issue or at 
creditworthy commercial banks;
     (ii) Assets that are readily available and convertible into 
cash through prearranged funding arrangements, such as:
    (A) Committed arrangements without material adverse change 
provisions, including:
    (1) Lines of credit;
    (2) Foreign exchange swaps; and
    (3) Repurchase agreements; or
    (B) Other prearranged funding arrangements determined to be 
highly reliable even in extreme but plausible market conditions by 
the board of directors of the covered clearing agency following a 
review conducted for this purpose not less than annually; and
     (iii) Other assets that are readily available and eligible for 
pledging to (or conducting other appropriate forms of transactions 
with) a relevant central bank, if the covered clearing agency has 
access to routine credit at such central bank in a jurisdiction that 
permits said pledges or other transactions by the covered clearing 
agency.
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    The amendments to the Documents would be similarly compliant with 
Rule 17Ad-22(e)(16),\10\ which would require assets of the Clearing 
House and Clearing Members be held in a manner that minimizes risk of 
loss and invested in assets with minimal credit, market and liquidity 
risk. As noted above, the amendments would apply to both the Clearing 
House's own assets and Clearing Member assets. The amendments to the 
acceptable collateral table would set out appropriate investment, 
concentration, maturity, rating and other criteria for investments and 
reverse repo collateral that are intended to minimize credit, market 
and liquidity risks from these investments.
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    \10\ 17 CFR 240.17Ad-22(e)(16). The rule states that ``[e]ach 
covered clearing agency shall establish, implement, maintain and 
enforce written policies and procedures reasonably designed to, as 
applicable: [s]afeguard the covered clearing agency's own and its 
participants' assets, minimize the risk of loss and delay in access 
to these assets, and invest such assets in instruments with minimal 
credit, market, and liquidity risks.''
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    Rules 17Ad-22(e)(7)(iii) and (e)(9) \11\ require clearing agencies, 
where

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possible, to access accounts and services at a central bank. The 
proposed removal of the requirement that 50% of the investable balance 
per currency be invested in overnight reverse repo would provide 
greater flexibility for the Clearing House to use central bank 
deposits, consistent with these requirements.
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    \11\ 17 CFR 240.17Ad-22(e)(7)(iii). The rule states that 
``[e]ach covered clearing agency shall establish, implement, 
maintain and enforce written policies and procedures reasonably 
designed to, as applicable: [e]ffectively measure, monitor, and 
manage the liquidity risk that arises in or is borne by the covered 
clearing agency, including measuring, monitoring, and managing its 
settlement and funding flows on an ongoing and timely basis, and its 
use of intraday liquidity by, at a minimum, doing the following:
     (iii) Using the access to accounts and services at a Federal 
Reserve Bank, pursuant to Section 806(a) of the Payment, Clearing, 
and Settlement Supervision Act of 2010 (12 U.S.C. 5465(a)), or other 
relevant central bank, when available and where determined to be 
practical by the board of directors of the covered clearing agency, 
to enhance its management of liquidity risk;'' maintain and enforce 
written policies and procedures reasonably designed to, as 
applicable: [c]onduct its money settlements in central bank money, 
where available and determined to be practical by the board of 
directors of the covered clearing agency, and minimize and manage 
credit and liquidity risk arising from conducting its money 
settlements in commercial bank money if central bank money is not 
used by the covered clearing agency.''
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    The amendments to the Documents would also be compliant with Rule 
17Ad-22(e)(15)(ii).\12\ The proposed new table of authorized 
investments and concentration limits for investment of ICE Clear 
Europe's regulatory capital relates to highly liquid government 
securities that constitute liquid net assets for purposes of this rule, 
and is consistent with existing practice. The concentration limits 
provided, which are consistent with those set with respect to cash from 
Clearing Members and skin in the game, would further enable ICE Clear 
Europe to continue to hold sufficient liquid net assets to meet this 
requirement.
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    \12\ 17 CFR 240.17Ad-22(e)(15)(ii). The rule states that 
``[e]ach covered clearing agency shall establish, implement, 
maintain and enforce written policies and procedures reasonably 
designed to, as applicable: (15) Identify, monitor, and manage the 
covered clearing agency's general business risk and hold sufficient 
liquid net assets funded by equity to cover potential general 
business losses so that the covered clearing agency can continue 
operations and services as a going concern if those losses 
materialize, including by: (ii) Holding liquid net assets funded by 
equity equal to the greater of either (x) six months of the covered 
clearing agency's current operating expenses, or (y) the amount 
determined by the board of directors to be sufficient to ensure a 
recovery or orderly wind-down of critical operations and services of 
the covered clearing agency, as contemplated by the plans 
established under paragraph (e)(3)(ii) of this section, and which:
     (A) Shall be in addition to resources held to cover participant 
defaults or other risks covered under the credit risk standard in 
paragraph (b)(3) or paragraphs (e)(4)(i) through (iii) of this 
section, as applicable, and the liquidity risk standard in 
paragraphs (e)(7)(i) and (ii) of this section; and
     (B) Shall be of high quality and sufficiently liquid to allow 
the covered clearing agency to meet its current and projected 
operating expenses under a range of scenarios, including in adverse 
market conditions;''
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(B) Clearing Agency's Statement on Burden on Competition

    ICE Clear Europe does not believe the proposed amendments would 
have any impact, or impose any burden, on competition not necessary or 
appropriate in furtherance of the purposes of the Act. The amendments 
would apply uniformly to all investments made by the Clearing House, 
are being adopted to strengthen and clarify the Clearing House's 
investment management policies and procedures and should not affect the 
rights or obligations of Clearing Members. The amendments are also 
intended to treat investment of ICE Clear Europe's own assets (as skin 
in the game or regulatory capital) in the same manner as Clearing 
Member assets. As a result, ICE Clear Europe does not believe the 
amendments would affect the cost of clearing for Clearing Members or 
other market participants, the market for cleared services generally or 
access to clearing by Clearing Members or other market participants, or 
otherwise affect competition among Clearing Members or market 
participants in a manner not necessary or appropriate in furtherance of 
the purposes of the Act.

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

    Written comments relating to the proposed amendments have not been 
solicited or received by ICE Clear Europe. ICE Clear Europe will notify 
the Commission of any written comments received with respect to the 
proposed rule change.

III. Date of Effectiveness of the Proposed Rule Change, Security-Based 
Swap Submission and Advance Notice 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 the 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, 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 [email protected]. Please include 
File Number SR-ICEEU-2020-002 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-2020-002. 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 amendments, all written 
statements with respect to the proposed rule change, security-based 
swap submission or advance notice that are filed with the Commission, 
and all written communications relating to the proposed rule change, 
security-based swap submission or advance notice 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-2020-002 and should be 
submitted on or before June 16, 2020.


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    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\13\
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    \13\ 17 CFR 200.30-3(a)(12).
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J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2020-11137 Filed 5-22-20; 8:45 am]
BILLING CODE 8011-01-P