86592 Federal Register / Vol. 85, No. 250 / Wednesday, December 30, 2020 / Notices 

FICC–2020–017), available at https://www.sec.gov/ 

comments/sr-ficc-2020-017/srficc2020017.htm. 

Because the proposal contained in the proposed 

rule change was also filed as an advance notice, 

supra note 3, the Commission is considering all 

public comments received on the proposal 

regardless of whether the comments were submitted 

to the advance notice or the proposed rule change. 

6 15 U.S.C. 78s(b)(2). 

7 Id. 

8Notice, 85 FR at 79548. 

9See supra note 5. 

10 17 CFR 200.30–3(a)(31). 

1 15 U.S.C. 78s(b)(1). 

2 17 CFR 240.19b–4. 

3See Notice of Filing infra note 4, 85 FR at 73582. 

4Securities Exchange Act Release No. 90406 

(Nov. 12, 2020), 85 FR 73582 (Nov. 18, 2020) (File 

No. SR–OCC–2020–014) (‘‘Notice of Filing’’). 

5See Securities Exchange Act Release No. 82312 

(Dec. 13, 2017), 82 FR 60242 (Dec. 19, 2017) (File 

No. SR–OCC–2017–009) (‘‘CCRMP Approval 

Order’’). 

6See Securities Exchange Act Release No. 81949 

(Oct. 26, 2017), 82 FR 50719 (Nov. 1, 2017) (File 

No. SR–OCC–2017–009). 

Section 19(b)(2) of the Act 6 provides 

that within 45 days of the publication of 

notice of the filing of a proposed rule 

change, or within such longer period up 

to 90 days as the Commission may 

designate if it finds such longer period 

to be appropriate and publishes its 

reasons for so finding or as to which the 

self-regulatory organization consents, 

the Commission shall either approve the 

proposed rule change, disapprove the 

proposed rule change, or institute 

proceedings to determine whether the 

proposed rule change should be 

disapproved. The 45th day after 

publication of the notice for the 

proposed rule change is January 24, 

2020. 

The Commission is extending the 45- 

day time period for Commission action 

on the proposed rule change. The 

Commission finds that it is appropriate 

to designate a longer period within 

which to take action on the proposed 

rule change so that it has sufficient time 

to consider and take action on the 

proposed rule change. 

Accordingly, pursuant to Section 

19(b)(2) of the Act 7 and for the reasons 

stated above, the Commission 

designates March 10, 2020 as the date 

by which the Commission shall either 

approve, disapprove, or institute 

proceedings to determine whether to 

disapprove the proposed rule change 

(File No. SR–FICC–2020–017). 

The Commission also seeks to extend 

the comment period to help further 

inform its analysis of the proposed rule 

change. The comment period for the 

proposed rule change ends on December 

31, 2020.8 As of December 23, 2020, the 

Commission has received five comment 

letters to the proposed rule change.9 The 

Commission is extending the comment 

period for the proposed rule change to 

allow interested persons additional time 

to analyze the issues and prepare their 

comments. Accordingly, the 

Commission designates January 29, 

2021 as the date comments should be 

submitted on or before. 

Specifically, the Commission invites 

interested persons to provide views, 

data, and arguments concerning the 

proposed rule change, including 

whether the proposed rule change is 

consistent with the Act and the 

applicable rules or regulations 

thereunder. Please note that comments 

previously received on the substance of 

the proposed rule change will be 

considered together with comments 

submitted in response to this notice. 

Therefore, while commenters are free to 

submit additional comments at this 

time, they need not re-submit earlier 

comments. 

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– 

FICC–2020–017 on the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Secretary, Securities and Exchange 

Commission, 100 F Street NE, 

Washington, DC 20549. 

All submissions should refer to File 

Number SR–FICC–2020–017. 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 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 the 

filing also will be available for 

inspection and copying at the principal 

office of FICC and on DTCC’s website 

(http://dtcc.com/legal/sec-rulefilings.aspx). 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–FICC– 

2020–017 and should be submitted on 

or before January 21, 2021. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.10

Eduardo A. Aleman, 

Deputy Secretary. 

[FR Doc. 2020–28892 Filed 12–29–20; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–90797; File No. SR–OCC– 

2020–014] 

Self-Regulatory Organizations; The 

Options Clearing Corporation; Order 

Approving Proposed Rule Change To 

Adopt the OCC Third-Party Risk 

Management Framework and Retire the 

OCC Counterparty Credit Risk 

Management Framework 

December 23, 2020. 

I. Introduction 

On November 4, 2020, the Options 

Clearing Corporation (‘‘OCC’’) filed with 

the Securities and Exchange 

Commission (‘‘Commission’’) the 

proposed rule change SR–OCC–2020– 

014 (‘‘Proposed Rule Change’’) pursuant 

to Section 19(b) of the Securities 

Exchange Act of 1934 (‘‘Exchange 

Act’’) 1 and Rule 19b–4 2 thereunder to 

adopt a proposed Third-Party Risk 

Management Framework (‘‘TPRMF’’) 

and retire OCC’s current Counterparty 

Credit Risk Management Policy 

(‘‘CCRMP’’).3 The Proposed Rule 

Change was published for public 

comment in the Federal Register on 

November 18, 2020.4 The Commission 

has received no comments regarding the 

Proposed Rule Change. This order 

approves the Proposed Rule Change. 

II. Background 

In 2017, OCC adopted the CCRMP, 

which outlines the key components of 

OCC’s framework for identifying, 

measuring, monitoring, and managing 

OCC’s exposures to its counterparties.5

OCC requested confidential treatment of 

the CCRMP when it was proposed.6

Federal Register / Vol. 85, No. 250 / Wednesday, December 30, 2020 / Notices 86593 

7See Notice of Filing, 85 FR at 73586. In 

proposing the replacement of the CCRMP with the 

TPRMF, OCC provided certain internal procedures 

related to third-party risk management, for which 

OCC requested confidential treatment. See id. at 

73582. 

8 In the context of the proposed TPRMF, 

‘‘Financial Institutions’’ include clearing banks, 

custodians, liquidity providers, and investment 

counterparties. See Notice of Filing, 85 FR at 

73582–83. 

9Under the proposed TPRMF, FMUs may include 

any person that manages or operates a multilateral 

system for the purpose of transferring, clearing, or 

settling payments, securities, or other financial 

transactions among Financial Institutions or 

between Financial Institutions and the person. See 

Notice of Filing, 85 FR at 73583, n. 12. 

10Under the proposed TPRMF, Exchange 

relationships may include options exchanges, 

futures markets, OTC Trade Sources or Loan 

Markets. See Notice of Filing, 85 FR at 73583, n. 

13. 

11See e.g. OCC By-Laws, Art. V (Clearing 

Members), available at https://www.theocc.com/ 

getmedia/3309eceb-56cf-48fc-b3b3-498669a24572/ 

occ_bylaws.pdf (last visited November 25, 2020); 

OCC Rules, Ch. III (Financial Requirements), 

available at https://www.theocc.com/getmedia/ 

9d3854cd-b782-450f-bcf7-33169b0576ce/occ_

rules.pdf (last visited November 25, 2020). 

OCC proposes to remove the 

confidential CCRMP from its rules and 

replace it with the proposed TPRMF, 

which OCC would make publically 

available. As described in more detail 

below, the proposed TPRMF includes 

some, but not all of the substance of the 

existing CCRMP. OCC represents that 

the details not carried forward into the 

proposed TPRMF reside in OCC’s 

procedures, and that removing such 

procedural details from OCC’s rules 

would eliminate redundancy that could 

lead to confusion.7 The proposed 

TPRMF includes information about the 

risk management lifecycle for Clearing 

Members, Financial Institutions,8 and 

Financial Market Utilities (‘‘FMUs’’) 9— 

all of which are currently addressed in 

the existing CCRMP—as well as 

information about the risk management 

lifecycle for Exchanges 10 and vendors. 

OCC also proposes to make conforming 

changes to its Risk Management 

Framework Policy, Liquidity Risk 

Management Framework, Margin Policy, 

and Collateral Risk Management Policy, 

all of which reference the CCRMP. 

Removal of redundancies. As noted 

above, the proposed TPRMF does not 

include procedural details, found in the 

existing CCRMP, that are addressed 

elsewhere in OCC’s rules, policies, and 

procedures. With regard to access and 

participation, for example, OCC’s 

approach to risk management for 

Clearing Members, Financial 

Institutions and FMUs would not 

change under the proposed TPRMF, but 

the requirement that OCC monitor for a 

low probability of defaulting on 

obligations and assessing potential risks 

presented by indirect participants 

would reside in OCC’s procedures, not 

the proposed TPRMF. Additionally, 

specific information related to the 

qualification and approval of Clearing 

Members and Financial Institutions is 

publicly available in the OCC By-Laws 

and Rulebook.11 Similarly, with regard 

to counterparty credit risk, OCC’s 

procedures require the measurement 

and reporting of credit risk as part of 

OCC’s ongoing monitoring processes. In 

terms of managing counterparty credit 

risk, OCC proposes to describe the 

utilization of its Watch Level reporting 

in the proposed TPRMF, but to retain 

flexibility to respond to unforeseen 

circumstances by defining the details of 

its Watch Level tiers in procedure 

documents. 

Overall third-party risk management. 

The proposed TPRMF defines the set of 

risks that OCC faces from third-party 

relationships, including financial, 

operational, information technology, 

security, legal, and regulatory risks. In 

the context of the proposed TPRMF, 

financial risks would include the failure 

of Clearing Members to meet obligations 

to OCC as well as the failure of thirdparties supporting daily settlement 

processes and OCC’s access to collateral 

and liquidity. The proposed TPRMF 

describes OCC’s processes for 

identifying, measuring, monitoring, and 

managing risks from third-parties at onboarding, through ongoing monitoring, 

and finally, at off-boarding. The 

proposed TPRMF describes OCC’s 

processes for managing risks presented 

by Clearing Members, Financial 

Institutions, and vendors as well as risks 

presented through OCC’s links to FMUs 

and Exchanges. 

The proposed TPRMF also describes 

OCC’s processes regarding the 

escalation of identified risks through 

working groups that have defined 

decision-making authorities, functions, 

and responsibilities. Specifically, the 

proposed TPRMF describes the roles of 

the Credit and Liquidity Risk Working 

Group (‘‘CLRWG’’), the Exchange 

Working Group (‘‘EWG’’), and the 

Vendor Risk Working Group (‘‘VRWG’’) 

in managing risks presented by thirdparties. Under the proposed TPRMF, 

each working group would be 

responsible for escalating matters to 

OCC’s Management Committee (‘‘MC’’), 

which, in specific circumstances, would 

be responsible for escalating matters to 

the Risk Committee of OCC’s Board of 

Directors (‘‘RC’’). 

Further, the proposed TPRMF defines 

certain authorities relating to the 

management of Clearing Member, 

Financial Institution, and vendor 

relationships. For example, the 

proposed TPRMF states that OCC’s 

Chief Executive Officer and Chief 

Operating Officer each has authority to 

approve the onboarding of Financial 

Institutions and FMUs. Similarly, the 

proposed TPRMF states that vendor 

agreements are executed by OCC officers 

(i.e., a Vice President or above). 

Risks posed by Clearing Members, 

Financial Institutions, and vendors. The 

proposed TPRMF describes OCC’s 

framework for managing risk throughout 

the relationship lifecycle (i.e., at onboarding, monitoring, and off-boarding) 

for Clearing Members, Financial 

Institutions, and vendors. The proposed 

TPRMF defines the teams responsible 

for managing the risks posed by Clearing 

Members, Financial Institutions, and 

vendors at the various lifecycle stages. 

For example, OCC’s Financial Risk 

Management team would be responsible 

for monitoring and reporting financial 

and operational risks posed by Clearing 

Members. 

The proposed TPRMF also describes 

the basis for OCC’s evaluation of 

Clearing Members, Financial 

Institutions, and vendors with which it 

has relationships. For example, the 

proposed TPRMF states that OCC’s 

evaluation of Clearing Member 

relationships is based on financial 

resources, operational capacity, 

personnel, and facilities pursuant to 

OCC’s membership standards. Similarly, 

the proposed TPRMF states that OCC’s 

evaluation of Financial Institution 

relationships is based on financial 

resources and operational capacity, such 

as whether a relationship is structured 

to allow prompt access to assets and 

whether a custodian is a supervised and 

regulated institution that adheres to 

generally accepted accounting practices, 

maintains safekeeping procedures, and 

has controls that fully protect these 

assets. Further, the proposed TPRMF 

states that OCC’s evaluation of vendor 

relationships is based on a vendor’s 

financial health and operational 

capacity, and that the level of due 

diligence and monitoring of a specific 

vendor is based on the inherent risk 

posed by OCC’s relationship with the 

vendor. 

Link-specific risk management. 

Similar to the management of risks 

posed by Clearing Members, Financial 

Institutions, and vendors, the proposed 

TPRMF describes OCC’s framework for 

managing risk for FMUs and Exchanges 

throughout the relationship lifecycle. 

The proposed TPRMF defines the teams 

responsible for managing the risks 

posed by FMUs and Exchanges at the 

various lifecycle stages. For example, 

OCC’s Business Operations, Financial 

86594 Federal Register / Vol. 85, No. 250 / Wednesday, December 30, 2020 / Notices 

12 15 U.S.C. 78s(b)(2)(C). 

13 15 U.S.C. 78q–1(b)(3)(F). 

14 17 CFR 240.17Ad–22(e)(3)(i) and (20). 

15 15 U.S.C. 78q–1(b)(3)(F). 

16See CCRMP Approval Order, 82 FR at 60245. 

17See id. 

18See id. 

19See Securities Exchange Act Release No. 81266 

(Jul. 31, 2017), 82 FR 36484 (Aug. 4, 2017) (File No. 

SR–OCC–2017–013). 

20 15 U.S.C. 78q–1(b)(3)(F). 

21 17 CFR 240.17Ad–22(e)(3)(i). 

22See CCRMP Approval Order, 82 FR at 60245. 

Risk Management, Legal, and Thirdparty Risk Management teams are 

responsible for evaluating FMU 

relationships at on-boarding while 

OCC’s Product and Business 

Development team is responsible for 

evaluating Exchange relationships at onboarding. 

The proposed TPRMF also describes 

the basis for OCC’s evaluation of FMUs 

and Exchanges with which it has 

relationships. For example, the 

proposed TPRMF states that OCC’s 

evaluation of FMU relationships is 

based on financial condition, 

operational capabilities, and any legal or 

regulatory risks associated with the 

relationship. The proposed TPRMF 

states that OCC’s review of Exchange 

relationships on an ongoing basis 

includes the assessment of an 

Exchange’s operational performance, 

overall financial condition, and ability 

to meet contractual obligations. 

III. Discussion and Commission 

Findings 

Section 19(b)(2)(C) of the Exchange 

Act directs the Commission to approve 

a proposed rule change of a selfregulatory organization if it finds that 

such proposed rule change is consistent 

with the requirements of the Exchange 

Act and the rules and regulations 

thereunder applicable to such 

organization.12 After carefully 

considering the Proposed Rule Change, 

the Commission finds that the proposal 

is consistent with the requirements of 

the Exchange Act and the rules and 

regulations thereunder applicable to 

OCC. More specifically, the Commission 

finds that the proposal is consistent 

with Section 17A(b)(3)(F) of the 

Exchange Act 13 as well as Rules 17Ad– 

22(e)(3)(i) and (20) 14 thereunder, as 

described in detail below. 

A. Consistency With Section 

17A(b)(3)(F) of the Exchange Act 

Section 17A(b)(3)(F) of the Exchange 

Act requires, among other things, that 

the rules of a clearing agency be 

designed to assure the safeguarding of 

securities and funds which are in the 

custody or control of the clearing agency 

or for which it is responsible, and to 

promote the prompt and accurate 

clearance and settlement of securities 

transactions and, to the extent 

applicable, derivative agreements.15

Based on its review of the record, and 

for the reasons described below, the 

Commission believes that replacing the 

existing CCRMP with the proposed 

TPRMF as described above is consistent 

with assuring the safeguarding of 

securities and funds as well as 

promoting prompt and accurate 

clearance and settlement. 

The CCRMP outlines OCC’s 

framework for: (1) The identification of 

credit risk, (2) counterparty access and 

participation standards, (3) the 

measurement of counterparty exposures, 

(4) the monitoring and managing of 

counterparty exposures, and (5) 

voluntary termination of counterparty 

relationships.16 The Commission 

continues to believe that the 

formalization of the components 

captured in the existing CCRMP is 

consistent with the requirement that 

OCC’s rules be designed to assure the 

safeguarding of securities and funds 

which are in OCC’s custody or control 

or for which it is responsible.17 As 

described above, the proposed TPRMF 

carries forward the substance of the 

existing CCRMP with the exception of 

certain procedural details already 

addressed elsewhere in OCC’s rules, 

policies, and procedures. The proposed 

TPRMF also includes components that 

are not part of the existing CCRMP, such 

as the management of operational risk 

posed by relationships with Financial 

Institutions—namely, whether a 

relationship is structured to allow 

prompt access to assets and whether a 

custodian is a supervised and regulated 

institution that adheres to generally 

accepted accounting practices, 

maintains safekeeping procedures, and 

has controls that fully protect these 

assets. The Commission believes that 

the addition of such components to 

OCC’s rules is consistent with the 

assurance of safeguarding of securities 

and funds in OCC’s custody or control 

or for which it is responsible. 

While the existing CCRMP provides a 

framework for addressing credit risk 

specifically,18 the proposed TPRMF 

addresses financial risk more broadly, 

which includes risks related to daily 

settlement. Further, the proposed 

TPRMF specifically addresses risk 

posed by OCC’s relationships with 

entities more directly involved in the 

clearance and settlement of securities 

transactions. For example, the proposed 

TPRMF addresses risks posed by OCC’s 

relationship with other FMUs. One such 

relationship is OCC’s reliance on the 

National Securities Clearing Corporation 

to effect delivery of, and payment for, 

securities underlying certain physically 

settled stock options and single stock 

futures cleared by OCC.19 The 

Commission believes that replacement 

of the narrowly focused CCRMP with 

the broader proposed TPRMF that 

includes specific rules addressing risks 

related to OCC’s relationship with other 

FMUs is consistent with the promotion 

of prompt and accurate clearance and 

settlement. 

Based on the foregoing, the 

Commission believes that the Proposed 

Rule Change is consistent with the 

requirements of Section 17A(b)(3)(F) of 

the Exchange Act.20

B. Consistency With Rule 17Ad– 

22(e)(3)(i) Under the Exchange Act 

Rule 17Ad–22(e)(3)(i) requires each 

covered clearing agency to establish, 

implement, maintain and enforce 

written policies and procedures 

reasonably designed to maintain a 

sound risk management framework for 

comprehensively managing legal, credit 

risk, liquidity, operational, general 

business, investment, custody, and 

other risks that arise or are borne by the 

covered clearing agency, which includes 

risk management policies, procedures, 

and systems designed to identify, 

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.21

As noted above, the existing CCRMP 

provides a framework for addressing 

credit risk specifically,22 but the 

proposed TPRMF addresses a broader 

range of risks. Specifically, the proposed 

TPRMF outlines OCC’s approach to 

identifying, measuring, monitoring, and 

managing financial, operational, 

information technology, security, legal, 

and regulatory risks posed by Clearing 

Members, Financial Institutions, FMUs, 

Exchanges, and vendors. The proposed 

TPRMF describes, among other things, 

OCC’s processes regarding the 

escalation of identified risks through 

working groups all the way up to the RC 

as appropriate. Further, the proposed 

TPRMF defines which teams within 

OCC are responsible for managing risks 

posed by specific types of third parties 

as well as the basis for evaluating 

relationships with such third parties. 

The Commission believes, therefore, 

that the replacement of the existing 

CCRMP with the proposed TPRMF is 

consistent with the requirements of Rule 

Federal Register / Vol. 85, No. 250 / Wednesday, December 30, 2020 / Notices 86595 

23 17 CFR 240.17Ad–22(e)(3)(i). 

24 17 CFR 240.17Ad–22(e)(20). 

25 Id. 

26 In approving this Proposed Rule Change, the 

Commission has considered the proposed rules’ 

impact on efficiency, competition, and capital 

formation. See 15 U.S.C. 78c(f). 

27 15 U.S.C. 78s(b)(2). 

28 17 CFR 200.30–3(a)(12). 

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). 

5Capitalized terms used but not defined herein 

have the meanings specified in the Rules. 

6Regulation (EU) 2016/679 of the European 

Parliament and of the Council of 27 April 2016 on 

the protection of natural persons with regard to the 

processing of personal data and on the free 

movement of such data. 

7Exchange Act Release No. 34–85247 (SR– 

ICEEU–2019–004) (Mar. 5, 2019), 84 FR 8769 (Mar. 

11, 2019). This earlier filing also generally 

addresses the situation where the UK would be 

treated as a ‘third country’ for GDPR purposes. 

17Ad–22(e)(3)(i) under the Exchange 

Act.23

C. Consistency With Rule 17Ad– 

22(e)(20) Under the Exchange Act 

Rule 17Ad–22(e)(20) requires each 

covered clearing agency to establish, 

implement, maintain and enforce 

written policies and procedures 

reasonably designed to identify, 

monitor, and manage risks related to 

any link the covered clearing agency 

establishes with one or more other 

clearing agencies, financial market 

utilities (‘‘FMUs’’), or trading markets.24

As described above, the proposed 

TPRMF outlines OCC’s approach to 

identify, measure, monitor, and manage 

risks arising from relationships with 

FMUs and Exchanges. Just as with the 

management of risks from third parties 

more broadly, the proposed TPRMF 

defines which teams within OCC are 

responsible for managing risks posed by 

FMUs and Exchanges. Further, the 

proposed TPRMF describes the basis for 

OCC’s evaluation of FMUs and 

Exchanges with which it has 

relationships. The proposed TPRMF 

also states that OCC’s Chief Executive 

Officer and Chief Operating Officer each 

has authority to approve the onboarding 

of FMUs. The Commission believes, 

therefore, that the proposed adoption of 

the proposed TPRMF is consistent with 

the requirements of Rule 17Ad– 

22(e)(20) under the Exchange Act.25

IV. Conclusion 

On the basis of the foregoing, the 

Commission finds that the Proposed 

Rule Change is consistent with the 

requirements of the Exchange Act, and 

in particular, the requirements of 

Section 17A of the Exchange Act 26 and 

the rules and regulations thereunder. 

It is therefore ordered, pursuant to 

Section 19(b)(2) of the Exchange Act,27

that the Proposed Rule Change (SR– 

OCC–2020–014) be, and hereby is, 

approved. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.28

Eduardo A. Aleman, 

Deputy Secretary. 

[FR Doc. 2020–28895 Filed 12–29–20; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–90782; File No. SR–ICEEU– 

2020–017] 

Self-Regulatory Organizations; ICE 

Clear Europe Limited; Notice of Filing 

and Immediate Effectiveness of 

Proposed Rule Change, as Modified by 

Amendment No. 1, Relating to 

Amendments to the ICE Clear Europe 

Clearing Rules 

December 22, 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 December 

14, 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 and II below, which Items have 

been prepared primarily 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) thereunder,4 so that the 

proposal was immediately effective 

upon filing with the Commission. On 

December 21, 2020, ICE Clear Europe 

filed Amendment No. 1 to the proposed 

rule change. The Commission is 

publishing this notice to solicit 

comments on the proposed rule change, 

as modified by Amendment No. 1 

(hereafter the ‘‘proposed rule change’’), 

from interested persons. 

I. Clearing Agency’s Statement of the 

Terms of Substance of the Proposed 

Rule Change 

ICE Clear Europe Limited (‘‘ICE Clear 

Europe’’) submitted the proposed rule 

change to amend its Clearing Rules (the 

‘‘Rules’’) 5 to address certain 

requirements under the European Union 

General Data Protection Regulation 

(‘‘GDPR’’) 6 in the event that at the end 

of current transition period (ending 

December 31, 2020) (the ‘‘Transition 

Period’’) the United Kingdom (‘‘UK’’) 

exits the European Union (‘‘EU’’) in 

circumstances where: (i) No trade 

agreement has been agreed between the 

UK and the EU27 which stipulates that 

EU data protection law, among other 

laws, shall continue to apply in the UK 

UK [sic] (a ‘‘trade agreement’’); and (ii) 

the UK’s data protection laws have not 

been found to provide for an adequate 

level of protection for the personal data 

of individuals in the EU pursuant to a 

decision made by the European 

Commission under Article 45 of the 

GDPR (an ‘‘adequacy decision’’). The 

proposed rule change is intended to 

supplement existing Rule provisions to 

reflect the judgment in a recent EU 

judicial decision. Amendment No. 1 

was intended to (i) restate the 

description of the proposed rule change 

to clarify that ICE Clear Europe is now 

implementing certain amendments 

previously filed in 2019 7 (the ‘‘2019 

Filing’’) and (ii) amend Exhibit 5 of the 

Initial Filing to provide a comparison of 

the proposed Rule changes (including 

those previously filed amendments in 

the 2019 Filing) to the current Rules in 

effect. The proposed rule changes in the 

initial filing were otherwise unchanged. 

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 

The purpose of the proposed changes 

is to implement the amendments to Rule 

106 and the adoption of Exhibit 5, 

Annex A and Annex B to the Rules that 

were submitted in the 2019 Filing (but 

not implemented at that time) and 

further to add certain supplemental data 

protection clauses to the Standard 

Contractual Clauses in Exhibit 5 of the 

Rules that address certain requirements 

under the GDPR relating to personal 

data. 

The amendments would be relevant 

upon the end of the Transition Period, 

in circumstances where: (i) No trade 

agreement has been agreed between the 

UK and the EU27; and (ii) the UK has