1186 Federal Register / Vol. 87, No. 6 / Monday, January 10, 2022 / Notices 

Dated: January 3, 2022. 

Melanie O’Brien, 

Manager, National NAGPRA Program. 

[FR Doc. 2022–00227 Filed 1–7–22; 8:45 am] 

BILLING CODE 4312–52–P 

DEPARTMENT OF JUSTICE 

Notice of Lodging of Proposed 

Consent Decree Under the Clean Air 

Act 

On December 29, 2021, the 

Department of Justice lodged a proposed 

Consent Decree with the United States 

District Court for the District of South 

Carolina, in the lawsuit entitled United 

States v. New-Indy Catawba LLC, Civil 

Action No. 0:21–cv–02053–SAL. 

The United States filed this lawsuit 

under the Clean Air Act. The United 

States’ complaint seeks injunctive relief 

related to emissions of Hydrogen 

Sulfide from defendant’s paper mill in 

Catawba, South Carolina. The consent 

decree requires the defendant to 

perform injunctive relief to abate 

hydrogen sulfide emissions, and to pay 

a $1.1 million civil penalty. 

The publication of this notice opens 

a period for public comment on the 

Consent Decree. Comments should be 

addressed to the Assistant Attorney 

General, Environment and Natural 

Resources Division, and should refer to 

United States v. New-Indy Catawba LLC, 

D.J. Ref. No. 90–5–2–1–12471. All 

comments must be submitted no later 

than thirty (30) days after the 

publication date of this notice. 

Comments may be submitted either by 

email or by mail: 

To submit 

comments: Send them to: 

By email ......... pubcomment-ees.enrd@

usdoj.gov. 

By mail ........... Assistant Attorney General, 

U.S. DOJ—ENRD, P.O. 

Box 7611, Washington, 

DC 20044–7611. 

During the public comment period, 

the Consent Decree may be examined at 

and downloaded from this Justice 

Department website: https://

www.justice.gov/enrd/consent-decrees. 

We will provide a paper copy of the 

Consent Decree upon written request 

and payment of reproduction costs. 

Please mail your request and payment 

to: Consent Decree Library, U.S. DOJ— 

ENRD, P.O. Box 7611, Washington, DC 

20044–7611. 

Please enclose a check or money order 

for $8.75 (25 cents per page 

reproduction cost) payable to the United 

States Treasury. 

Lori Jonas, 

Assistant Section Chief, Environmental 

Enforcement Section, Environment and 

Natural Resources Division. 

[FR Doc. 2022–00198 Filed 1–7–22; 8:45 am] 

BILLING CODE 4410–15–P 

DEPARTMENT OF JUSTICE 

Notice of Lodging of Proposed 

Stipulation and Settlement Agreement 

Under The Toxic Substances Control 

Act 

On January 3, 2022, the Department of 

Justice lodged a proposed stipulation 

and settlement agreement with the 

United States District Court for the 

Eastern District of New York in the 

lawsuit entitled United States of 

America v. SYG Realties, L.L.C., All 

Year Management NY, Inc., and All 

Year Management, L.L.C., Case No. 22– 

CV–14. 

The United States filed this lawsuit to 

seek civil penalties and injunctive relief 

for violations of the Toxic Substances 

Control Act, 15 U.S.C. 2682(c), 2686(b) 

and 2687, (‘‘TSCA’’) and the 

Renovation, Repair and Painting Rule, 

40 CFR part 745, subpart E (‘‘RRP 

Rule’’). The alleged violations concern 

the alleged failure of SYG Realties, 

L.L.C., All Year Management NY, Inc., 

and All Year Management, L.L.C. 

(‘‘defendants’’), business entities that 

renovated residential units, to comply 

with TSCA and the RRP Rule at five 

locations in Brooklyn, New York. The 

Complaint alleges that defendants, inter 

alia, failed to obtain firm certification, 

failed to use certified renovators, failed 

to comply with safe work-practice 

requirements, failed to provide the 

‘‘Renovate Right’’ Pamphlet or post 

warning signs, and failed to establish 

records demonstrating compliance with 

the RRP Rule, maintain those records, 

and make them available to EPA. 

The Stipulation and Settlement 

Agreement requires defendants to 

implement injunctive relief that 

includes advising EPA of any intent to 

engage in any renovation work governed 

by the RRP Rule in the future and then 

to negotiate a compliance plan with 

EPA that is enforceable through the 

Stipulation and Settlement Agreement. 

The publication of this notice opens 

a period for public comment on the 

proposed Stipulation and Settlement 

Agreement. Comments should be 

addressed to the Assistant Attorney 

General, Environment and Natural 

Resources Division, and should refer to 

United States of America v. SYG 

Realties, L.L.C., All Year Management 

NY, Inc., and All Year Management, 

L.L.C., Civil Action No. 22–CV–14, D.J. 

Ref. No. 90–5–1–1–11074. All 

comments must be submitted no later 

than 30 days after the publication date 

of this notice. Comments may be 

submitted either by email or by mail: 

To submit 

comments: Send them to: 

By email ....... pubcomment-ees.enrd@

usdoj.gov. 

By mail ......... Assistant Attorney General, 

U.S. DOJ—ENRD, P.O. 

Box 7611, Washington, DC 

20044–7611. 

During the public comment period, 

the Stipulation and Settlement 

Agreement may be examined and 

downloaded at this Justice Department 

website: https://www.justice.gov/enrd/ 

consent-decrees. We will provide a 

paper copy of the Stipulation and 

Settlement Agreement upon written 

request and payment of reproduction 

costs. Please mail your request and 

payment to: Consent Decree Library, 

U.S. DOJ—ENRD, P.O. Box 7611, 

Washington, DC 20044–7611. 

Please enclose a check or money order 

for $1.75 (25 cents per page 

reproduction cost) payable to the United 

States Treasury. 

Henry Friedman, 

Assistant Section Chief, U.S. Department of 

Justice, Environment and Natural Resources 

Division, Environmental Enforcement 

Section. 

[FR Doc. 2022–00174 Filed 1–7–22; 8:45 am] 

BILLING CODE 4410–15–P 

DEPARTMENT OF LABOR 

Employee Benefits Security 

Administration 

[Exemption Application No. D–12065] 

Proposed Exemption for Certain 

Prohibited Transaction Restrictions 

Involving Credit Suisse Group AG 

(CSG or the Applicant), Zurich, 

Switzerland 

AGENCY: Employee Benefits Security 

Administration, Labor. 

ACTION: Notice of proposed exemption. 

SUMMARY: This document provides 

notice of the pendency before the 

Department of Labor (the Department) of 

a proposed individual exemption from 

certain of the prohibited transaction 

restrictions of the Employee Retirement 

Income Security Act of 1974 (ERISA) 

and/or the Internal Revenue Code of 


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Federal Register / Vol. 87, No. 6 / Monday, January 10, 2022 / Notices 1187 

1For purposes of this proposed exemption 

reference to specific provisions of Title I of the 

ERISA, unless otherwise specified, should be read 

to refer as well to the corresponding provisions of 

the Code. 

2 49 FR 9494 (March 13, 1984), as corrected at 50 

FR 41430 (Oct. 10, 1985), as amended at 70 FR 

49305 (Aug. 23, 2005), and as amended at 75 FR 

38837 (July 6, 2010). Section I(g) of PTE 84–14 

generally provides that ‘‘[n]either the QPAM nor 

any affiliate thereof . . . nor any owner . . . of a 

5 percent or more interest in the QPAM is a person 

who within the 10 years immediately preceding the 

transaction has been either convicted or released 

from imprisonment, whichever is later, as a result 

of’’ certain felonies including a violation of 18 

U.S.C. 1349. 

3As described in more detail below, to the extent 

that any investor believes that it has suffered losses 

in connection with the impending CSSEL 

Conviction, Credit Suisse’s resolutions with the 

U.S. Securities and Exchange Commission (SEC) 

and Department of Justice (DOJ) provide those 

potentially damaged investors with two potential 

avenues through which to receive compensation, 

should they be able to support their claims with 

sufficient evidence. 

4The Department notes that availability of this 

exemption, if granted, is subject to the express 

condition that the material facts and representations 

contained in application D–12065 are true and 

complete, and accurately describe all material terms 

of the transaction(s) covered by the exemption. If 

there is any material change in a transaction 

covered by the exemption, or in a material fact or 

representation described in the application, the 

exemption will cease to apply as of the date of the 

change. 

1986 (the Code). If this proposed 

exemption is granted, certain entities 

with specified relationships to Credit 

Suisse AG (CSAG) and Credit Suisse 

Securities (Europe) Limited (CSSEL) 

will not be precluded from relying on 

the exemptive relief provided by 

Prohibited Transaction Class Exemption 

84–14, notwithstanding the judgments 

of conviction against CSAG and CSSEL, 

described below. 

DATES: If granted, this proposed 

exemption will be in effect for one year 

beginning on the date of conviction of 

Credit Suisse Securities (Europe) 

Limited in Case Number 1:21–cr– 

00520–WFK. 

Written comments and requests for a 

public hearing on the proposed 

exemption should be submitted to the 

Department by February 22, 2022. 

ADDRESSES: All written comments and 

requests for a hearing should be sent to 

the Employee Benefits Security 

Administration (EBSA), Office of 

Exemption Determinations, Attention: 

Application No. D–12065 via email to eOED@dol.gov or online through https:// 

www.regulations.gov. Any such 

comments or requests should be sent by 

the end of the scheduled comment 

period. The application for exemption 

and the comments received will be 

available for public inspection in the 

Public Disclosure Room of the 

Employee Benefits Security 

Administration, U.S. Department of 

Labor, Room N–1515, 200 Constitution 

Avenue NW, Washington, DC 20210. 

See SUPPLEMENTARY INFORMATION below 

for additional information regarding 

comments. 

FOR FURTHER INFORMATION CONTACT: Erin 

Scott Hesse of the Department at (202) 

693–8546. (This is not a toll-free 

number.) 

SUPPLEMENTARY INFORMATION: 

Comments 

In light of the current circumstances 

surrounding the COVID–19 pandemic 

caused by the novel coronavirus which 

may result in disruption to the receipt 

of comments by U.S. Mail or hand 

delivery/courier, persons are 

encouraged to submit all comments 

electronically and not to follow with 

paper copies. Comments should state 

the nature of the person’s interest in the 

proposed exemption and the manner in 

which the person would be adversely 

affected by the exemption, if granted. 

Any person who may be adversely 

affected by an exemption can request a 

hearing on the exemption. A request for 

a hearing must state: (1) The name, 

address, telephone number, and email 

address of the person making the 

request; (2) the nature of the person’s 

interest in the exemption and the 

manner in which the person would be 

adversely affected by the exemption; 

and (3) a statement of the issues to be 

addressed and a general description of 

the evidence to be presented at the 

hearing. The Department will grant a 

request for a hearing made in 

accordance with the requirements above 

where a hearing is necessary to fully 

explore material factual issues 

identified by the person requesting the 

hearing. A notice of such hearing shall 

be published by the Department in the 

Federal Register. The Department may 

decline to hold a hearing if: (1) The 

request for the hearing does not meet 

the requirements above; (2) the only 

issues identified for exploration at the 

hearing are matters of law; or (3) the 

factual issues identified can be fully 

explored through the submission of 

evidence in written (including 

electronic) form. 

Warning: All comments received will 

be included in the public record 

without change and may be made 

available online at https://

www.regulations.gov, including any 

personal information provided, unless 

the comment includes information 

claimed to be confidential or other 

information whose disclosure is 

restricted by statute. If you submit a 

comment, EBSA recommends that you 

include your name and other contact 

information in the body of your 

comment, but DO NOT submit 

information that you consider to be 

confidential, or otherwise protected 

(such as Social Security number or an 

unlisted phone number) or confidential 

business information that you do not 

want publicly disclosed. However, if 

EBSA cannot read your comment due to 

technical difficulties and cannot contact 

you for clarification, EBSA might not be 

able to consider your comment. 

Additionally, the https://

www.regulations.gov website is an 

‘‘anonymous access’’ system, which 

means EBSA will not know your 

identity or contact information unless 

you provide it in the body of your 

comment. If you send an email directly 

to EBSA without going through https:// 

www.regulations.gov, your email 

address will be automatically captured 

and included as part of the comment 

that is placed in the public record and 

made available on the internet. 

Proposed Exemption 

The Department is considering 

granting an exemption under the 

authority of Section 408(a) of the 

Employee Retirement Income Security 

Act of 1974, as amended (ERISA), and 

Section 4975(c)(2) of the Internal 

Revenue Code of 1986, as amended (the 

Code), and in accordance with the 

procedures set forth in 29 CFR part 

2570, subpart B (76 FR 46637, 66644, 

October 27, 2011).1 If the proposed 

exemption is granted, the Credit Suisse 

Affiliated QPAMs and the Credit Suisse 

Related QPAMs, as defined below, will 

not be precluded from relying on the 

exemptive relief provided by Prohibited 

Transaction Class Exemption (PTE) 84– 

14 (PTE 84–14),2 notwithstanding the 

judgment of conviction against Credit 

Suisse AG (CSAG) and upcoming 

judgment of conviction against Credit 

Suisse Securities (Europe) Limited 

(CSSEL), described below.3

This proposed exemption will be 

effective for a one-year period beginning 

on the date a judgment of conviction 

against CSSEL (the CSSEL Conviction) 

is entered in the United States District 

Court for the Eastern District of New 

York in case number 1:21–cr–00520– 

WFK, provided that the conditions set 

out in Section III of the Proposed 

Exemption are satisfied. 

Summary of Facts and 

Representations 4

Credit Suisse Group AG 

1. CSG is a publicly-traded 

corporation headquartered in Zurich, 

Switzerland. CSG and its affiliates 

operate in about 50 countries and 


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1188 Federal Register / Vol. 87, No. 6 / Monday, January 10, 2022 / Notices 

5See the heading below regarding ‘‘Related 

Individual Exemptions’’ for a description of PTE 

2019–07. 

6A Covered Plan does not include an ERISAcovered plan or IRA to the extent the CS Affiliated 

QPAM has expressly disclaimed reliance on QPAM 

status or PTE 84–14 in entering into a contract, 

arrangement, or agreement with the ERISA-covered 

plan or IRA. 

7Under the Code, such parties, or similar parties, 

are referred to as ‘‘disqualified persons.’’ 

8The prohibited transaction provisions also 

include certain fiduciary prohibited transactions 

under ERISA section 406(b) and Code section 

4975(c)(1)(E) and (F). These include transactions 

involving fiduciary self-dealing, fiduciary conflicts 

of interest, and kickbacks to fiduciaries. PTE 84–14 

provides only very narrow conditional relief for 

transactions described in ERISA section 406(b). 

9Section VI(d) of PTE 84–14 defines the term 

‘‘affiliate’’ for purposes of Section I(g) as ‘‘(1) Any 

person directly or indirectly through one or more 

intermediaries, controlling, controlled by, or under 

common control with the person, (2) Any director 

of, relative of, or partner in, any such person, (3) 

Any corporation, partnership, trust or 

unincorporated enterprise of which such person is 

an officer, director, or a 5 percent or more partner 

or owner, and (4) Any employee or officer of the 

person who—(A) Is a highly compensated employee 

(as defined in Section 4975(e)(2)(H) of the Code) or 

officer (earning 10 percent or more of the yearly 

wages of such person), or (B) Has direct or indirect 

authority, responsibility or control regarding the 

custody, management or disposition of plan assets.’’ 

currently have approximately 48,770 

employees, providing services including 

private banking, investment banking, 

and asset management. As of December 

31, 2020, CSG and its consolidated 

subsidiaries had total balance sheet 

assets of approximately $890 billion and 

$47 billion, respectively. 

2. CSG owns a 100% interest in Credit 

Suisse AG (CSAG). CSAG operates as a 

bank, in Switzerland and abroad. 

Currently, two Credit Suisse asset 

management affiliates, Credit Suisse 

Asset Management, LLC (CSAM LLC) 

and Credit Suisse Asset Management 

Limited (CSAM Ltd.) (together, the CS 

Affiliated QPAMs), manage the assets of 

ERISA-covered plans and IRAs 

(together, Covered Plans) on a 

discretionary basis. The CS Affiliated 

QPAMs also advise or sub-advise 

pooled funds. These affiliates routinely 

rely upon PTE 84–14 to provide relief 

for party in interest investment 

transactions. 

3. CSSEL is headquartered in London, 

United Kingdom and is indirectly a 

wholly-owned subsidiary of CSG. 

CSSEL provides a broad range of 

financial products and services 

including global securities sales, trading 

and execution, prime brokerage and 

capital markets, with an active 

securities branch in Korea. 

4. The Applicant represents that the 

investment management businesses that 

operate out of the CS Affiliated QPAMs 

are separate businesses from CSAG and 

CSSEL. The CS Affiliated QPAMs have 

dedicated systems, management, risk 

and compliance officers and/or legal 

coverage. The management of plan 

assets is conducted separately from: (a) 

The non-investment management 

business activities of the Applicant, 

including the investment banking 

businesses; and (b) the conduct that is 

the subject of the CSSEL Plea 

Agreement (described below). The 

policies and procedures create 

information barriers designed to prevent 

employees of the CS Affiliated QPAMs 

from gaining access to inside 

information that an affiliate may have 

acquired or developed in connection 

with the investment banking, treasury 

services or other investor services 

business activities. These policies and 

procedures apply to employees, officers, 

and directors of the CS Affiliated 

QPAMs. The Applicant maintains an 

employee hotline for employees to 

express any concerns of wrongdoing 

anonymously. 

5. CSAG also owns a five percent or 

more interest in certain other entities 

that may provide investment 

management services to plans but that 

are not affiliates of CSAG (the CS 

Related QPAMs). CSSEL, however, 

currently has no subsidiaries in which 

it has a five percent or more interest but 

which are not commonly controlled 

with CSAG and that are QPAMs within 

the meaning of PTE 2019–07.5

6. The CS Affiliated QPAMs’ clients 

include plans subject to Part IV of Title 

I of ERISA and plans subject to Code 

section 4975, with respect to which the 

CS Affiliated QPAMs rely on PTE 84– 

14, or with respect to which the CS 

Affiliated QPAMs (or a CSG affiliate) 

have expressly represented that the 

managers qualify as a QPAM or rely on 

PTE 84–14.6 These plans are referred to 

collectively as Covered Plans 

throughout this Notice. 

Relevant ERISA Provisions and PTE 

84–14 

7. The rules set forth in ERISA section 

406 and Code section 4975(c)(1) 

proscribe certain ‘‘prohibited 

transactions’’ between plans and related 

parties with respect to those plans. 

Under ERISA, such parties are known as 

‘‘parties in interest.’’ ERISA section 

3(14) defines parties in interest with 

respect to a plan to include, among 

others, the plan fiduciary, a sponsoring 

employer of the plan, a union whose 

members are covered by the plan, 

service providers with respect to the 

plan, and certain of their affiliates.7

8. The prohibited transaction 

provisions under ERISA section 406(a) 

and Code Section 4975(c)(1) prohibit, in 

relevant part, sales, leases, loans or the 

provision of services between a party in 

interest and a plan (or an entity whose 

assets are deemed to constitute the 

assets of a plan), as well as the use of 

plan assets by or for the benefit of, or 

a transfer of plan assets to, a party in 

interest.8 Under the authority of ERISA 

section 408(a) and Code section 

4975(c)(2), the Department has the 

authority to grant exemptions from such 

‘‘prohibited transactions’’ in accordance 

with the procedures set forth in 29 CFR 

part 2570, subpart B (76 FR 66637, 

66644, October 27, 2011) if the 

Departments finds an exemption is (i) 

administratively feasible, (ii) in the 

interests of the plan and of its 

participants and beneficiaries, and (iii) 

protective of the rights of participants 

and beneficiaries. 

9. PTE 84–14 reflects the 

Department’s conclusion that it could 

provide broad relief from the prohibited 

transaction provisions of ERISA section 

406(a) and Code section 4975(c)(1), in 

the circumstances set forth in that 

exemption, only if the commitments 

and the investments of plan assets, and 

the negotiations leading thereto, are the 

sole responsibility of an independent 

discretionary manager. 

10. Section I(g) of PTE 84–14 prevents 

an entity that may otherwise meet the 

definition of a QPAM from utilizing the 

exemptive relief provided by PTE 84– 

14, for itself and its client plans, if that 

entity or an ‘‘affiliate’’ 9 or any owner, 

direct or indirect, of a 5 percent or more 

interest in the QPAM has, within 10 

years immediately preceding the 

transaction, been either convicted or 

released from imprisonment, whichever 

is later, as a result of criminal activity 

described in that section. 

11. The inclusion of Section I(g) in 

PTE 84–14 is, in part, based on an 

expectation that QPAMs will maintain a 

high standard of integrity. This 

expectation extends not only to the 

QPAM itself but also to those who may 

be in a position to influence the policies 

of the QPAM. 

Prior 2014 Conviction of CSAG (the 

CSAG Conviction) and Related 

Exemptions 

The CSAG Conviction 

12. On May 19, 2014, the Tax Division 

of the United States Department of 

Justice (DOJ) and the U.S. Attorney’s 

Office for the Eastern District of Virginia 

filed a one-count criminal information 

(the CSAG Information) in the District 

Court for the Eastern District of Virginia 

(the Virginia District Court) charging 

CSAG with a conspiracy to violate Code 

section 7206(2) in violation of Title 18, 


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10The CSAG Statement of Facts defined ‘‘Credit 

Suisse’’ to mean CSAG, its parent, and Switzerlandbased subsidiaries and affiliates, including Clariden 

Leu. 

11 79 FR 68716 (Nov. 18, 2014). 

12 80 FR 59817 (Oct. 2, 2015). 

13See 84 FR 61928 (Nov. 14, 2019). 

14Unless otherwise specified, all information in 

this section is taken from the Applicant’s 

exemption application and supporting documents, 

the CSSEL Plea Agreement, and the CSSEL 

Statement of Facts. According to the CSSEL Plea 

Agreement ‘‘[t]he Defendant is pleading guilty 

because it is guilty of the charge contained in the 

Information. The Defendant admits, agrees, and 

stipulates that the factual allegations set forth in the 

Information and the Statement of Facts are true and 

correct, that it is responsible for the acts of its 

officers, directors, employees, and agents described 

in the Information and the Statement of Facts, and 

that the Information and the Statement of Facts 

accurately reflect the Defendant’s criminal 

conduct.’’ P. 11. Additionally, as part of the CSSEL 

Plea Agreement, the Defendant ‘‘expressly agrees 

that it shall not, through present or future attorneys, 

officers, directors, employees, agents or any other 

person authorized to speak for the Defendant make 

any public statement, in litigation or otherwise, 

contradicting the acceptance of responsibility by 

the Defendant set forth above or the facts described 

in the Information and the Statement of Facts.’’ P. 

23. 

15Plea Agreement entered into between the 

United States of America, by and through the 

United States Department of Justice, Criminal 

Division, Money Laundering and Asset Recovery 

Section and Fraud Section, and the United States 

Attorney’s Office for the Eastern District of New 

York and Credit Suisse Securities (Europe) Limited, 

Cr. No. 21–520 (MKB), filed Oct. 19, 2021. 

United States Code, Section 371. The 

CSAG Information identified the 

Applicant and its subsidiaries, Credit 

Suisse Fides and Clariden Leu Ltd., of 

willfully aiding, assisting in, procuring, 

counseling, and advising the 

preparation and presentation of false 

income tax returns and other documents 

to the Internal Revenue Service of the 

Treasury Department (IRS), for decades, 

prior to and through approximately 

2009. 

13. According to the Statement of 

Facts filed in the criminal case (the 

CSAG Statement of Facts), for decades 

prior to and through approximately 

2009, CSAG operated an illegal crossborder banking business that knowingly 

and willfully aided and assisted 

thousands of U.S. clients in opening and 

maintaining undeclared accounts 

concealing their offshore assets and 

income from the IRS. Private bankers 

employed by CSAG (referred to as 

Relationship Managers or RMs) served 

as the primary contact for U.S. clients 

with undeclared accounts at CSAG. 

CSAG used a variety of means to assist 

U.S. clients in concealing their 

undeclared accounts, including by: 

Assisting clients in using sham entities 

as nominee beneficial owners of the 

undeclared accounts; soliciting IRS 

forms that falsely stated under penalty 

of perjury that the sham entities 

beneficially owned the assets in the 

accounts; failing to maintain records in 

the United States related to the 

accounts; destroying account records 

sent to the United States for client 

review; using Credit Suisse 10 managers 

and employees as unregistered 

investment advisors on undeclared 

accounts; facilitating withdrawals of 

funds from undeclared accounts by 

either providing hand-delivered cash in 

the United States or using Credit 

Suisse’s correspondent bank accounts in 

the United States; structuring transfers 

of funds to evade currency transaction 

reporting requirements; and providing 

offshore credit and debit cards to 

repatriate funds in the undeclared 

accounts. 

14. CSAG made a number of 

ineffectual attempts to consolidate these 

U.S. clients’ accounts in CSAG business 

entities that complied with U.S. law. 

For instance, starting in or about 2009, 

CSAG engaged in a flawed process of 

verifying tax compliance of U.S. 

accounts in order to allow these 

accounts to remain at CSAG. In 

December 2010, the Tax Division of the 

U.S. Department of Justice (DOJ) 

informed Credit Suisse AG that it had 

begun a criminal investigation of CSAG 

that had uncovered evidence of tax law 

violations. Although CSAG had either 

transferred or terminated the majority of 

its relationships with these U.S. clients 

by approximately 2010, CSAG 

continued to identify U.S. customer 

accounts for closure until on or about 

2013. 

15. On May 19, 2014, pursuant to a 

plea agreement (the CSAG Plea 

Agreement), CSAG entered a plea of 

guilty for assisting U.S. citizens in 

federal income tax evasion. The 

conviction (the CSAG Conviction) 

occurred on November 21, 2014. 

Related Individual Exemptions 

16. In connection with the CSAG 

Conviction, the Department first granted 

PTE 2014–11,11 a one-year exemption, 

which allowed CS Affiliated and 

Related QPAMs to continue to rely on 

PTE 84–14, notwithstanding the CSAG 

Conviction, as long as a number of 

conditions were met. Subsequent to 

granting PTE 2014–11, the Department 

granted PTE 2015–14, an additional 

four-year exemption that continued to 

provide extended relief for CS Affiliated 

and Related QPAMs.12 Before the 

expiration of PTE 2015–14, the 

Department granted PTE 2019–07, 

which would have provided the final 

five-years of relief needed in connection 

with the CSAG Conviction.13

Impending Conviction of CSSEL (the 

CSSEL Conviction) and CSG Deferred 

Prosecution Agreement (DPA) 

The CSSEL Conviction 

17. On October 19, 2021, the DOJ, 

Criminal Division, Money Laundering 

and Asset Recovery Section and Fraud 

Section, and the United States 

Attorney’s Office for the Eastern District 

of New York (collectively, the Offices), 

filed a criminal information (the CSSEL 

Information) in the District Court for the 

Eastern District of New York (the New 

York District Court) charging CSSEL 

with one count of conspiracy to commit 

wire fraud in violation of 18 U.S.C. 

1349. 

18. CSSEL agreed to resolve the action 

through a plea agreement presented to 

the New York District Court on October 

19, 2021 (the CSSEL Plea Agreement). 

Under the CSSEL Plea Agreement, 

CSSEL agreed to enter a plea of guilty 

to the charge set out in the CSSEL 

Information (the CSSEL Plea). In 

addition, CSSEL will make an 

admission of guilt to the District Court. 

The Applicant expects that the District 

Court will enter a judgment against 

CSSEL that will require remedies that 

are materially the same as those set forth 

in the CSSEL Plea Agreement. On 

October 19, 2021, in connection with 

the CSSEL Plea, the ultimate parent of 

CSSEL, CSG, entered into a Deferred 

Prosecution Agreement (the DPA) with 

the Criminal Division, Money 

Laundering and Asset Recovery Section 

and Fraud Section of the DOJ and the 

United States Attorney’s Office for the 

Eastern District of New York. 

19. For purposes of Section I(g) of PTE 

84–14, the date CSSEL is sentenced will 

be the conviction date (the CSSEL 

Conviction Date). As of that date, absent 

this exemption, the CS Affiliated and 

Related QPAMs will no longer be able 

to rely on the relief provided by PTE 

84–14 as of the CSSEL Conviction Date. 

The CSSEL Conviction will also violate 

PTE 2019–07 and therefore, absent this 

exemption, the CS Affiliated and 

Related QPAMs will no longer be able 

to rely on the relief provided by either 

PTE 84–14 or PTE 2019–07 as of the 

CSSEL Conviction Date. 

20. According to the Statement of 

Facts (the CSSEL Statement of Facts) 14

that accompanied the CSSEL Plea 

Agreement,15 CSSEL acted as a Joint 

Lead Manager underwriting the 

issuance of $500 million in loan 

participation notes (LPNs) to partially 

finance an $850 million loan for a tuna 

fishing project in Mozambique in 2013, 

and acted as Joint Dealer Manager in the 

exchange of those LPNs for a sovereign 


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16EMATUM was a company owned, controlled, 

and overseen by the Government of Mozambique. 

EMATUM was created to undertake a project to 

create a state-owned tuna fishing company for 

Mozambique. 

17The CSSEL Statement of facts defined ‘‘Credit 

Suisse’’ to mean CSG together with its whollyowned subsidiaries and affiliated entities. 

18Privinvest was a holding company based in 

Abu Dhabi, United Arab Emirates. Privinvest was 

engaged in shipbuilding of various types of vessels. 

19ProIndicus was a company owned, controlled, 

and overseen by the Government of Mozambique. 

ProIndicus was created to undertake a project to 

create a state-owned coastal surveillance and 

protection plan for Mozambique. 

20The CSSEL Statement of Facts did not identify 

Privinvest Co-conspirator 1 or Firm 1 other than 

that Firm 1 was a ‘‘diligence firm’’ used by Credit 

Suisse. 

21MAM was a company owned, controlled, and 

overseen by the Government of Mozambique. MAM 

was created to build and maintain shipyards. 

bond (EMATUM 16 Exchange) 

(collectively, the EMATUM Securities) 

in 2016. 

21. CSSEL, through its employees, 

conspired to use U.S. wires and the U.S. 

financial system to defraud U.S. and 

international investors. Credit Suisse 17

and its co-conspirators conspired to use 

international and interstate wires to, 

from, and through the United States to 

transmit false and misleading 

statements to investors in the EMATUM 

Securities, transfer proceeds obtained 

from those investors through the 

fraudulent scheme to the coconspirators, and pay kickbacks to three 

former Credit Suisse bankers. 

22. CSSEL, through Surjan Singh 

(Singh), who left Credit Suisse in 2017, 

and Andrew Pearse (Pearse) and 

Detelina Subeva (Subeva), who both left 

Credit Suisse in 2013, among other 

things, conspired to defraud investors 

and potential investors in the EMATUM 

Securities by concealing and 

misrepresenting the fact that 

approximately $50 million in kickbacks 

were paid to Pearse, Singh, and Subeva 

from the loan proceeds of the EMATUM 

LPN transaction. Jean Boustani, an agent 

of Privinvest,18 an entity not affiliated 

with Credit Suisse, paid bribes totaling 

approximately $150 million to various 

Mozambican government officials and 

others, including Manuel Chang, 

Mozambique’s Minister of Finance, and 

Antonio do Rosario, an official in 

Mozambique’s governmental state 

intelligence and security service, known 

as Servico de Informacoes e Seguranca 

do Estado, which, together with other 

Mozambican government agencies, was 

an owner of ProIndicus 19 and 

EMATUM. 

23. Credit Suisse also arranged the 

EMATUM Exchange, whereby, in 2015, 

when EMATUM began encountering 

problems servicing the EMATUM loans, 

Credit Suisse arranged for the LPNs to 

be exchanged for Mozambique-issued 

Eurobonds. According to the Statement 

of Facts, in seeking investors’ consent to 

the EMATUM Exchange, CSSEL 

prepared documents about the 

EMATUM Exchange that were sent to 

investors and included false and 

misleading statements regarding the use 

of proceeds of the original EMATUM 

loan and omitted certain other facts 

concerning the EMATUM Exchange. 

Credit Suisse ignored or only nominally 

addressed a number of red flags in 

connection with these transactions. 

24. On or about August 30, 2013, 

Credit Suisse agreed to move forward 

with the EMATUM transaction. In 

addition to Credit Risk Management, the 

European Investment Banking 

Committee, Reputational Risk, and the 

Compliance and Anti-Money 

Laundering functions considered the 

transaction, and agreed to allow the 

EMATUM transaction to go forward. 

The CSSEL Statement of Facts indicates 

that after Credit Suisse transferred the 

funds raised to finance EMATUM to 

Privinvest, Privinvest secretly paid 

millions of dollars to three of the 

signatories on the EMATUM deal— 

Singh, Do Rosario, and Chang. 

25. Credit Suisse approved the 

EMATUM loan notwithstanding the fact 

that its earlier due diligence process for 

ProIndicus had identified significant 

risks of bribery and the size of the 

project had expanded greatly without 

apparent justification, and Credit 

Suisse, through Pearse, Singh, and 

Subeva, knew that Privinvest had paid 

kickbacks to Pearse in connection with 

the ProIndicus transaction, and would 

pay further kickbacks to Pearse and 

Singh in connection with the EMATUM 

loan. 

26. Credit Suisse sent potential 

investors materials that included the 

EMATUM loan agreement and 

marketing materials such as the offering 

circular (the LPN Investor Documents), 

notwithstanding the fact that the LPN 

Investor Documents represented that the 

loan proceeds would be used 

exclusively to fund the EMATUM 

project, and that none of the proceeds 

would be used to pay bribes or 

kickbacks. For example, (a) Pearse and 

Singh knew that they would receive 

millions of dollars in illegal kickback 

payments from Privinvest in connection 

with the EMATUM loan while 

employed by Credit Suisse; (b) Firm 1 

had expressly warned Credit Suisse 

about Privinvest and Privinvest CoConspirator 1’s history of corruption 

and bribery; and (c) a senior Credit 

Suisse executive had previously said 

‘‘no’’ to Pearse to the combination of 

Privinvest Co-Conspirator 1 and 

Mozambique in November 2012.20

27. Despite the use of proceeds 

concerns raised by the significant 

valuation shortfall and other previously 

identified red flags, which underscored 

the risk that the EMATUM proceeds had 

been used for corruption and bribery, 

Credit Suisse approved the EMATUM 

Exchange. Although Credit Suisse did 

disclose in investor documents that it 

had been ‘‘widely reported in the press 

that the proceeds of the [LPNs] had been 

used in part to purchase defense 

equipment,’’ and that ‘‘subsequent press 

reports [had] also called into question 

whether all of the proceeds of the 

[LPNs] were used for authorized or 

appropriate purposes,’’ Credit Suisse 

did not disclose any of the information 

it had about the significant shortfall 

between the price Privinvest charged 

EMATUM for the purchase of assets and 

the value of those assets. In the 

EMATUM Exchange documentation, 

Credit Suisse also: (a) Included false and 

misleading statements regarding the use 

of proceeds of the original EMATUM 

loans; (b) failed to disclose kickbacks to 

Singh, Pearse, and Subeva, of which 

Singh was aware; (c) did not disclose 

any of the information Credit Suisse had 

about the significant shortfall between 

the price Privinvest charged EMATUM 

for the 27 boats and the fair market 

value of those boats; and (d) failed to 

disclose the existence of the ProIndicus 

and MAM loans,21 and their maturity 

dates, and instead disclosed that Credit 

Suisse and VTB Bank ‘‘have engaged, 

and may in the future engage, in 

investment banking and/or commercial 

banking transactions with, and have 

performed and continue to perform 

services for the Issuer and its affiliates 

in the ordinary course of business for 

which they have received and for which 

they will in the future receive, fees. . . . 

In particular, an affiliate of [CSSEL] has 

a lending relationship with a whollyowned state entity whose obligations 

have the benefit of a guarantee from 

Mozambique.’’ Credit Suisse did 

disclose, however, that it had been 

‘‘widely reported in the press that the 

proceeds of the [LPNs] had been used in 

part to purchase defense equipment,’’ 

and that ‘‘subsequent press reports [had] 

also called into question whether all of 

the proceeds of the [LPNs] were used for 

authorized or appropriate purposes.’’ 

28. By agreeing to the EMATUM 

Exchange, which delayed the EMATUM 

loan repayment date, Credit Suisse 

knew that EMATUM loan participation 


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note investors were agreeing to be paid 

after any other investors in other 

Mozambique government loans that 

matured earlier, such as ProIndicus. 

Credit Suisse arranged and was an 

investor in the ProIndicus loan. As a 

result, by extending the EMATUM loan 

repayment date through the EMATUM 

Exchange, Credit Suisse would be 

repaid on its investment in the private 

ProIndicus loan before EMATUM 

Securities investors were repaid. 

29. During the investor road show for 

the EMATUM Exchange, Credit Suisse 

and Do Rosario and the then-Minister of 

Finance for Mozambique did not inform 

investors of (a) the significant valuation 

shortfall and risk that loan proceeds 

were improperly diverted, including to 

pay bribes; (b) the existence or maturity 

dates of the ProIndicus and MAM loans; 

(c) that Mozambique had not disclosed 

its true level of debt to the ProIndicus 

and MAM loans to the International 

Monetary Fund (IMF); and (d) kickbacks 

paid to Credit Suisse bankers in 

connection with the EMATUM loan. 

30. Under the CSSEL Plea Agreement, 

CSSEL agreed, among other things, as 

follows: First, that CSSEL shall 

cooperate fully with the Offices in any 

and all matters relating to the conduct 

described in the CSSEL Plea Agreement 

and the CSSEL Statement of Facts and 

other conduct under investigation by 

the Offices or any other component of 

the Department of Justice at any time 

during the term of the DPA (the Term) 

until the later of the date upon which 

all investigations and prosecutions 

arising out of such conduct are 

concluded or the end of the Term. 

Second, at the request of the Offices, 

CSSEL shall also cooperate fully with 

other domestic or foreign law 

enforcement and regulatory authorities 

and agencies, as well as the Multilateral 

Development Banks in any investigation 

of CSSEL, CSG, its affiliates, or any of 

its present or former officers, directors, 

employees, agents, and consultants, or 

any other party, in any and all matters 

relating to the conduct described in the 

CSSEL Plea Agreement and the CSSEL 

Statement of Facts and any other 

conduct under investigation by the 

Offices or any other component of the 

DOJ. Third, should CSSEL learn during 

the Term of any evidence or allegations 

of conduct that may constitute a 

violation of the federal wire fraud 

statute had the conduct occurred within 

the jurisdiction of the United States, 

CSSEL shall promptly report such 

evidence or allegation to the Offices. 

CSSEL also agreed to commit no further 

crimes and to work with Credit Suisse 

in fulfilling the obligations of CSG’s 

DPA. 

Impacted Investors 

31. The Applicant represented to the 

Department that the LPNs were 

distributed from Credit Suisse’s UK 

operations via CSSEL into international 

capital markets in 2013, to non-U.S. 

entities, pursuant to U.S. Securities and 

Exchange Commission (SEC) Regulation 

S. Credit Suisse is aware that the 

purchasers of those LPNs were made up 

of hedge funds, banks, and other 

institutions, but due to Regulation S, the 

purchasers’ only obligation was to 

certify their status as Qualified 

Institutional Buyers (QIBs) in the 

applicable subscription agreements. The 

Applicant represents that it is unlikely 

that Covered Plans were initial 

purchasers of those LPNs. According to 

the Applicant, Credit Suisse has no way 

of knowing, and does not know in any 

systematic manner, whether (a) the fund 

owners or investors in the initial 

purchasers’ funds themselves were 

Covered Plans, or (b) parties buying and 

selling the LPNs in the secondary 

market were Covered Plans. 

32. Furthermore, the Applicant 

represented that in 2016, LPN investors 

had the option to exchange their LPNs 

for sovereign-issued Mozambique 

Exchange Bonds (the Exchange Bonds) 

issued under either Regulation S or SEC 

Rule 144A, in London, England. Credit 

Suisse represents that it is unlikely that 

those investors who chose to exchange 

their LPNs for Regulation S bonds, and 

who must have been QIBs and non-U.S. 

entities, were Covered Plans. The 2016 

Exchange also included a Rule 144A 

tranche into which investors could 

exchange their LPNs; however, those 

buyers also were required to represent 

that they were QIBs, and as a result, it 

is unlikely that their clients were 

Covered Plans. According to the 

information on purchasers which Credit 

Suisse does have, at the time of the 

Exchange, Credit Suisse was aware that 

the LPNs, and subsequently, the 

Eurobonds, were held via either 

Euroclear or Clearstream accounts in 

Europe. While Credit Suisse has 

identified a list of the entities that 

maintained custodial accounts at 

Euroclear and Clearstream in 

connection with those transactions, 

Credit Suisse represents that it has no 

way of knowing the identities of the 

ultimate beneficial owners of the LPNs 

at the time of the Exchange. 

33. To the extent that any investor 

believes that it has suffered losses in 

connection with the LPNs or the 2016 

Exchange Bonds, Credit Suisse’s 

resolutions with the SEC and DOJ 

provide those potentially damaged 

investors with two potential avenues 

through which to receive compensation, 

should they be able to support their 

claims with sufficient evidence. First, 

the SEC may set up a ‘‘fair fund’’ in 

connection with this matter pursuant to 

15 U.S.C. 7246, Section 308(a) of the 

Sarbanes-Oxley Act of 2002, which 

would provide up to $65,000,000 (the 

civil penalty amounts levied in the 

underlying SEC settlement with Credit 

Suisse in connection with this matter) to 

compensate any investor able to prove 

losses to the SEC. Second, in connection 

with the CSSEL Plea, the Mandatory 

Victim Restitution Act (MVRA) requires 

the DOJ to contact potentially harmed 

investors, apprise them of their right to 

compensation from CSSEL if they are 

able to prove the charged conduct was 

the proximate cause of the harm 

suffered, and for Credit Suisse to 

provide that compensation pursuant to 

a judicially-administered process. To 

the extent that investors claim monetary 

damages in excess of those amounts 

provided for in any SEC Fair Fund, 

Credit Suisse and the DOJ have agreed 

to a methodology for determining 

investor eligibility and calculating 

eligible investor losses, which will be 

subject to ratification by the court 

presiding over CSSEL’s sentencing 

hearing, which currently is scheduled 

for early March 2022. Credit Suisse does 

not currently know which, if any, 

potentially impacted investors might 

file claims on the SEC Fair Fund or 

MVRA restitution mechanism. 

Department’s Note: The Department is 

particularly interested in receiving 

comments from retirement plans or 

retirement accounts (including Covered 

Plans but not limited to retirement plans 

or retirement accounts that are subject 

to ERISA or the Code) that believe they 

were impacted by the conduct described 

above that forms the basis for the CSSEL 

Conviction along with the dollar 

amount of harm incurred. The 

Department is also interested in 

receiving comments on whether the 

remedies under the MVRA restitution 

mechanism or offered through the SEC 

Fair Fund are adequate to fully 

compensate retirement plans and 

retirement accounts that suffered losses. 

To the extent that retirement plans and 

retirement accounts are not made 

whole, the Department seeks comment 

on the extent of losses that would 

remain uncompensated. 

The CSG DPA 

34. On October 19, 2021, in addition 

to the CSSEL Plea, the ultimate parent 

entity of CSSEL, CSG, entered into a 

three-year DPA with the Offices in 

connection with the same conduct as set 

forth in the CSSEL Statement of Facts 


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22See ERISA sections 404, 405, and 409. 

that forms the basis for the CSSEL Plea 

Agreement. 

35. The DPA indicates that CSG 

admits, accepts, and acknowledges that 

it is responsible under United States law 

for the acts of its officers, directors, 

employees, and agents as charged in the 

CSSEL Information, and as set forth in 

the CSSEL Statement of Facts, and that 

the allegations described in the CSSEL 

Information and the facts described in 

the CSSEL Statement of Facts are true 

and accurate. 

36. Under the DPA, CSG also agreed 

to continue to cooperate with the 

Offices, to enhance its compliance 

program and internal controls, and to 

provide enhanced reporting to the 

Offices on CSG’s remediation and 

compliance program. Among other 

things, the enhanced reporting 

provisions require CSG to meet with the 

Offices at least quarterly and to submit 

yearly reports regarding the status of its 

remediation efforts, the results of its 

testing of its compliance program, and 

its proposals to ensure that its 

compliance program is reasonably 

designed, implemented, and enforced so 

that it is effective in deterring and 

detecting violations of fraud, money 

laundering, the Foreign Corrupt 

Practices Act, and other applicable anticorruption laws. 

Department’s Note: Interested persons 

can access the CSG DPA and related 

materials at https://www.justice.gov/ 

opa/pr/credit-suisse-resolvesfraudulent-mozambique-loan-case-547- 

million-coordinated-global. 

Current Exemption Request 

37. On October 19, 2021, the 

Applicant filed an exemption 

application with the Department for 

Credit Suisse Affiliated QPAMs and 

Credit Suisse Related QPAMs to 

continue to rely on PTE 84–14, 

notwithstanding the criminal sentencing 

of CSSEL, which is tentatively 

scheduled for March 9, 2022. The 

Applicant represents that the exemption 

will enable the affected Covered Plans 

to continue their current investment 

strategy with their current investment 

manager or trustee without disruption. 

According to the Applicant, if the 

Department denies the requested 

exemption, plans would incur 

significant costs if they decide to find 

other asset managers. The Applicant 

states that many of the assets in the 

accounts could be difficult to transition, 

and the interruption of certain 

investment strategies, such as stable 

value, could create significant 

disruption for Covered Plans that are 

401(k) plans and their participants and 

beneficiaries. 

38. The Applicant represents that 

ineligibility from PTE 84–14 would 

result in hardship to plans (and their 

participants and beneficiaries) and that 

neither the protection of plans and 

participants nor the public interest 

would be served by permitting Section 

I(g) ineligibility to apply to the CS 

Affiliated QPAMs. According to the 

Applicant, ineligibility would deprive 

client plans of the investment 

management services (some of which 

are highly specialized) that these plans 

expected to receive when they 

appointed these managers, and could 

result in the termination of relationships 

that the fiduciaries of the plans have 

determined to be in the best interests of 

the plans. The Applicant goes on to 

represent that it would be disruptive 

and expensive to cause plan fiduciaries 

to reconsider their arrangements with 

their chosen investment manager 

because of uncertainties relating to PTE 

84–14. This uncertainty, according to 

the Applicant, could disrupt certain 

investment strategies and result in 

significant redemptions from pooled 

funds, which would frustrate efforts to 

effectively manage the pooled funds’ 

assets, harm remaining plan investors, 

and increase the expense ratios of the 

investment funds. 

Department’s Note: The Department 

specifically seeks comments from 

ERISA-covered plans and IRAs, as well 

as the Applicant, on the validity and 

magnitude of the costs and harms to 

Covered Plans as identified by the 

Applicant. In this regard, the 

Department also strongly emphasizes 

that a fiduciary’s duties of prudence and 

loyalty under ERISA section 404 apply 

in the context of hiring, monitoring, 

evaluating, and retaining an asset 

manager, regardless of whether the asset 

manager retains the ability to continue 

relying on PTE 84–14 under a 

supplemental individual exemption. A 

fiduciary’s failure to abide by these 

duties may give rise to fiduciary 

liability, including co-fiduciary liability 

or personal liability.22

39. The Applicant further represents 

that, with respect to many Covered 

Plans, virtually every counterparty may 

be a service provider to that plan. 

Transactions between the Covered Plan 

and the party-in-interest service 

provider would be prohibited under one 

or more provisions of ERISA section 

406, absent an exemption. The 

Applicant states that because 

counterparties are familiar and 

comfortable with PTE 84–14 for a wide 

variety of transactions, it is generally the 

most commonly used prohibited 

transaction exemption, and the 

exemption generally relied on by 

counterparties as the ‘‘backup’’ 

exemption for all transactions. 

Counterparties may provide less 

advantageous pricing or may not bid at 

all where the plan’s investment manager 

is not a QPAM. Various strategies in 

which plans and IRAs are managed may 

depend significantly on PTE 84–14, 

including but not limited to stable 

value, leveraged loans, domestic and 

international fixed income and equities, 

and strategies that use structured 

products, options, swaps, and 

derivatives. 

Department’s Note: The Department 

specifically requests comments from 

ERISA-covered plans and IRAs as to the 

specific costs or harms, if any, that 

would flow from denial of the 

exemption, including evidence as to any 

valuable investment opportunities that 

they would have to forego, and the basis 

for concluding that those investments 

would be available to plans and IRAs on 

less advantageous terms. 

Applicant’s Request for an Exemption 

With a Ten-Year Duration 

40. In its exemption request, the 

Applicant sought a ten-year exemption 

term. However, given the magnitude, 

gravity, duration and pervasiveness of 

Credit Suisse’s misconduct, along with 

numerous Credit Suisse compliance 

control failures associated with both the 

CSAG and the CSSEL misconduct, the 

Department is unable to determine that 

a ten-year exemption would be in the 

interest of, and protective of, the 

Covered Plans. Therefore, the relief 

described in this proposed exemption is 

limited to one year. If the Applicant 

seeks additional exemptive relief, it 

must submit a new exemption 

application request before the end of the 

exemption’s one-year term, assuming 

this proposed exemption is ultimately 

granted. At that time, the Department 

will review the application and other 

information it deems necessary to 

determine whether additional relief is 

warranted. No inference regarding 

whether the Department will grant 

additional relief should be drawn from 

the Department’s decision to propose 

this one-year exemption. 

41. The Department is particularly 

interested in comments from interested 

persons, including the Applicant, 

regarding whether any additional relief 

should be limited to an individual 

exemption that permits the types of 

transactions permitted by PTE 84–14, 

but that does not otherwise allow Credit 

Suisse asset managers to refer to 

themselves as QPAMs under PTE 84–14, 

with respect to Covered Plans that 


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become clients following the CSSEL 

Conviction Date. 

Department’s Note: The Department 

specifically requests comment from 

interested persons regarding any other 

investigations or misconduct (including 

any alleged misconduct) that Credit 

Suisse is a party to which may result in 

criminal prosecution. 

The Exemption’s Protective Conditions 

42. In developing administrative 

exemptions under ERISA section 408(a), 

the Department implements its statutory 

directive to grant only exemptions that 

are appropriately protective of, and in 

the interest of, affected plans and IRAs. 

The Department is proposing this 

exemption with a number of protective 

conditions that would protect Covered 

Plans (and their participants and 

beneficiaries) and allow them to 

continue to utilize the services of the CS 

Affiliated and Related QPAMs. If this 

proposed exemption is granted as 

proposed, it would allow Covered Plans 

to avoid the costs and disruption to 

investment strategies that may arise if 

such plans and IRAs are forced, on short 

notice, to hire a different QPAM or asset 

manager because the CS Affiliated and 

Related QPAMs are no longer able to 

rely on the relief provided by PTE 84– 

14 and PTE 2019–07 due to the CSSEL 

Conviction. Covered Plan fiduciaries are 

cautioned that the Department’s 

decision to propose this exemption 

should not be taken, in any way, as an 

indication that Credit Suisse asset 

managers will receive additional 

exemptive relief. 

43. It is a material condition of this 

exemption that the CS Affiliated 

QPAMs and the CS Related QPAMs 

(including their officers, directors, 

agents other than CSG, CSAG, and 

CSSEL, employees of such QPAMs, and 

CSAG employees that do work for CS 

Affiliated or Related QPAMs) did not 

know or have reason to know of, and 

did not participate in the criminal 

conduct of CSAG and CSSEL that is the 

subject of either the CSAG or CSSEL 

Conviction. Further, any other party 

engaged on behalf of the CS Affiliated 

QPAMs and CS Related QPAMs who 

had responsibility for, or exercised 

authority in connection with the 

management of plan assets did not 

know or have reason to know of, and 

did not participate in the criminal 

conduct that is the subject of either the 

CSAG or CSSEL Conviction. 

44. The protective conditions in this 

proposed exemption include a 

requirement that the CS Affiliated 

QPAMs do not currently and may not in 

the future employ or knowingly engage 

any of the individuals who participated 

in the criminal conduct of CSAG or 

CSSEL that is the subject of the CSAG 

or CSSEL Conviction. 

45. This proposed exemption requires 

that no CS Affiliated QPAM may use its 

authority or influence to direct an 

‘‘investment fund’’ (as defined in 

Section VI(b) of PTE 84–14) that is 

subject to ERISA or the Code to enter 

into any transaction with CSAG or 

CSSEL, or to engage CSAG or CSSEL to 

provide any service to such investment 

fund, regardless of whether such 

transaction or service may otherwise be 

within the scope of relief provided by 

an administrative or statutory 

exemption. Other than with respect to 

employee benefit plans maintained or 

sponsored for its own employees or the 

employees of an affiliate, neither CSAG 

nor CSSEL may act as a fiduciary within 

the meaning of ERISA section 

3(21)(A)(i) or (iii), or Code section 

4975(e)(3)(A) and (C), with respect to 

Covered Plan assets. 

46. Each CS Affiliated QPAM must 

continue to maintain, adjust to the 

extent necessary, implement, and follow 

written policies and procedures (the 

Policies) that are reasonably designed to 

ensure: (a) That the asset management 

decisions of the CS Affiliated QPAMs 

are conducted independently of CSAG 

and CSSEL’s corporate management and 

business activities; (b) that the CS 

Affiliated QPAMs fully comply with 

ERISA’s fiduciary duties and with 

ERISA’s and the Code’s prohibited 

transaction provisions; (c) that the CS 

Affiliated QPAMs do not knowingly 

participate in any other person’s 

violation of ERISA or the Code with 

respect to Covered Plans; (d) that any 

filings or statements made by the CS 

Affiliated QPAMs to regulators on 

behalf of, or in relation to, Covered 

Plans are materially accurate and 

complete; (e) that the CS Affiliated 

QPAMs do not make material 

misrepresentations or omit material 

information in their communications 

with such regulators, or in their 

communications with Covered Plans; 

and (f) that the CS Affiliated QPAMs 

comply with the terms of the 

exemption. 

47. This proposed exemption requires 

each CS Affiliated QPAM to maintain, 

adjust to the extent necessary, and 

implement a program of training (the 

Training), to be conducted at least 

annually, for all relevant asset/portfolio 

management, trading, legal, compliance, 

and internal audit personnel. This 

required Training must, at a minimum, 

cover the Policies, ERISA and Code 

compliance, ethical conduct, the 

consequences for not complying with 

the conditions described in this 

proposal, and the requirement for 

prompt reporting of wrongdoing. 

48. This proposed exemption requires 

that each CS Affiliated QPAM submit to 

an audit, conducted by an independent 

auditor, to evaluate the adequacy of and 

compliance with, the Policies and 

Training required by the exemption, as 

described below. The independent 

auditor must be prudently selected and 

have appropriate technical training and 

proficiency with ERISA and the Code to 

perform the tasks required by the 

exemption. The CS Affiliated QPAMs 

must grant the auditor unconditional 

access to their business, and the 

auditor’s engagement must specifically 

require the auditor to test each CS 

Affiliated QPAM’s operational 

compliance with the Policies and 

Training. 

49. The independent auditor must 

issue a written audit report (the Audit 

Report) to CSAG and the CS Affiliated 

QPAM to which the audit applies, that 

describes the procedures performed by 

the auditor in connection with its 

examination. Further, the CS Affiliated 

QPAMs must promptly address any 

identified noncompliance, and must 

promptly address or prepare a written 

plan of action to address any 

determination as to the adequacy of the 

Policies and Training and the auditor’s 

recommendations, if any, with respect 

to strengthening the Policies and 

Training of the respective CS Affiliated 

QPAM. The Audit Report must also be 

provided to the Department and will be 

made a part of the public record 

regarding this one-year exemption. 

50. This proposed exemption further 

requires the General Counsel, or one of 

the three most senior executive officers 

of the CS Affiliated QPAM to which the 

Audit Report applies, to certify in 

writing, under penalty of perjury, that 

the officer has reviewed the Audit 

Report and the exemption, and that the 

CS Affiliated QPAM has addressed, 

corrected, and remedied (or has an 

appropriate written plan to address) any 

identified instance of noncompliance or 

inadequacy regarding the Policies and 

Training identified in the Audit Report. 

51. With respect to any arrangement, 

agreement, or contract between a CS 

Affiliated QPAM and a Covered Plan, 

this proposal requires the CS Affiliated 

QPAMs to agree and warrant: (a) To 

comply with ERISA and the Code, 

including the standards of prudence and 

loyalty set forth in ERISA section 404; 

(b) to refrain from engaging in 

prohibited transactions that are not 

otherwise exempt; (c) to indemnify and 

hold harmless the Covered Plan for any 

actual losses resulting directly from, 

among other things, the CS Affiliated 


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QPAM’s violation of ERISA’s fiduciary 

duties; (d) with narrow exceptions, to 

not restrict the ability of such Covered 

Plan to terminate or withdraw from its 

arrangement with the CS Affiliated 

QPAM with respect to any investment 

in a separately managed account or 

pooled fund subject to ERISA and 

managed by such QPAM; (e) with 

narrow exceptions, to not impose any 

fees, penalties, or charges for such 

termination or withdrawal; and (f) to not 

include exculpatory provisions 

disclaiming or otherwise limiting the 

liability of the CS Affiliated QPAM for 

a violation of such agreement’s terms. 

52. Each CS Affiliated QPAM must 

provide a notice of its obligations under 

this exemption to each Covered Plan. 

Each CS Affiliated QPAM also must 

provide to each sponsor and beneficial 

owner of a Covered Plan a copy of the 

notice of the exemption as published in 

the Federal Register, a separate 

summary describing the facts that led to 

the CSAG and CSSEL Conviction (the 

Summary), and a prominently displayed 

statement (the Statement) that the CSAG 

and CSSEL Conviction each results in a 

failure to meet a condition in PTE 84– 

14 and that the CSSEL Conviction 

results in a failure to meet a condition 

in PTE 2019–07. 

53. This proposed exemption requires 

each CS Affiliated QPAM, consistent 

with PTE 2019–07 to maintain a 

designated senior compliance officer 

(the Compliance Officer) who will be 

responsible for compliance with the 

Policies and Training requirements 

described in this proposed exemption. 

The Compliance Officer must conduct a 

review, for the twelve-month period that 

begins on November 21, 2021 (the 

Exemption Review), to determine the 

adequacy and effectiveness of the 

implementation of the Policies and 

Training, and issue a written report (the 

Exemption Report) on the findings. 

54. This proposal requires Credit 

Suisse to impose internal procedures, 

controls, and protocols on CSAG and 

CSSEL to reduce the likelihood of any 

recurrence of conduct that is the subject 

of the CSAG and CSSEL Convictions. 

Statutory Findings 

55. ERISA section 408(a) provides, in 

part, that the Department may not grant 

an exemption unless the Department 

finds that the exemption is 

administratively feasible, in the interest 

of affected plans and of their 

participants and beneficiaries, and 

protective of the rights of such 

participants and beneficiaries. These 

criteria are discussed below. 

56. ‘‘Administratively Feasible.’’ The 

Department has tentatively determined 

that the proposal is administratively 

feasible since, among other things, a 

qualified independent auditor will be 

required to perform an in-depth audit 

covering each CS Affiliated QPAM’s 

compliance with the terms of the 

exemption, and a corresponding written 

audit report will be provided to the 

Department and be made available to 

the public. The independent audit will 

provide an incentive for compliance 

while reducing the immediate need for 

review and oversight by the Department. 

57. ‘‘In the interest of.’’ The 

Department has tentatively determined 

that the proposed exemption is in the 

interests of the participants and 

beneficiaries of affected Covered Plans. 

It is the Department’s understanding, 

based on representations from the 

Applicant, that if the requested 

exemption is denied, Covered Plans 

may be forced to find other managers, at 

significant costs to the Covered Plans. 

According to the Applicant, ineligibility 

under Section I(g) of PTE 84–14 would 

deprive the Covered Plans of the 

investment management services that 

these plans expected to receive when 

they appointed these managers, and 

could result in the termination of 

relationships that the fiduciaries of the 

Covered Plans have determined to be in 

the best interests of those plans. 

58. ‘‘Protective of.’’ The Department 

has tentatively determined that the 

proposed exemption is protective of the 

interests of the participants and 

beneficiaries of affected Covered Plans. 

As described above, the proposed 

exemption is subject to a suite of 

conditions including but not limited to: 

(a) The development and maintenance 

of the Policies; (b) the implementation 

of the Training; (c) a robust audit 

conducted by a qualified independent 

auditor; (d) the provision of certain 

agreements and warranties on the part 

of the CS Affiliated QPAMs; (e) specific 

notices and disclosures concerning the 

circumstances necessitating the need for 

exemptive relief and the CS Affiliated 

QPAMs’ obligations under this 

proposed exemption; and (f) the 

designation of a Compliance Officer 

with responsibility to ensure 

compliance with the Policies and 

Training requirements under this 

proposed exemption, and the 

Compliance Officer’s completion of an 

Exemption Review and corresponding 

Exemption Report. Further, no person, 

including any person referenced in the 

CSAG or CSSEL Statement of Facts that 

gave rise to the CSAG or CSSEL Plea 

Agreement, who knew of, or should 

have known of, or participated in, any 

misconduct described in the CSAG or 

CSSEL Statement of Facts, by any party, 

may provide the certification required 

by this exemption, unless the person 

took active documented steps to stop 

the misconduct. 

Summary 

59. This proposed one-year exemption 

provides relief from certain of the 

restrictions set forth in ERISA section 

406 and Code Section 4975(c)(1). No 

relief or waiver of a violation of any 

other law is provided by the exemption. 

The relief in this proposed one-year 

exemption would terminate 

immediately if, among other things, an 

entity within the CSAG corporate 

structure is convicted of any crime 

covered by Section I(g) of PTE 84–14 

(other than the CSAG Conviction or the 

CSSEL Conviction). While such an 

entity could request a new exemption in 

that event, the Department is not 

obligated to grant the request. 

Consistent with this proposed 

exemption, the Department’s 

consideration of additional exemptive 

relief is subject to the findings required 

under ERISA section 408(a) and Code 

section 4975(c)(2). 

60. When interpreting and 

implementing this exemption, the 

Applicant and the CS Affiliated QPAMs 

should resolve any ambiguities in light 

of the exemption’s protective purposes. 

To the extent additional clarification is 

necessary, these persons or entities 

should contact EBSA’s Office of 

Exemption Determinations, at 202–693– 

8540. 

61. Based on the conditions that are 

included in this proposed exemption, 

the Department has tentatively 

determined that the relief sought by the 

Applicant would satisfy the statutory 

requirements for an individual 

exemption under ERISA Section 408(a) 

and Code Section 4975(c)(2). 

Notice to Interested Persons 

Notice of the proposed exemption 

will be provided to all interested 

persons within ten (10) days of the 

publication of the notice of proposed 

one-year exemption in the Federal 

Register. The notice will be provided to 

all interested persons in the manner 

approved by the Department and will 

contain the documents described 

therein and a supplemental statement, 

as required pursuant to 29 CFR 

2570.43(a)(2). The supplemental 

statement will inform interested persons 

of their right to comment on and to 

request a hearing with respect to the 

pending exemption. All written 

comments and/or requests for a hearing 

must be received by the Department 

within forty (40) days of the date of 

publication of this proposed one-year 


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23For purposes of this proposed one-year 

exemption, references to ERISA section 406, unless 

otherwise specified, should be read to refer as well 

to the corresponding provisions of Code section 

4975. 

24 In general terms, a QPAM is an independent 

fiduciary that is a bank, savings and loan 

association, insurance company, or investment 

adviser that meets certain equity or net worth 

requirements and other licensure requirements and 

that has acknowledged in a written management 

agreement that it is a fiduciary with respect to each 

plan that has retained the QPAM. 

25 49 FR 9494 (March 13, 1984), as corrected at 

50 FR 41430, (Oct. 10, 1985), as amended at 70 FR 

Continued 

exemption in the Federal Register. All 

comments will be made available to the 

public. 

Warning 

If you submit a comment, EBSA 

recommends that you include your 

name and other contact information in 

the body of your comment, but DO NOT 

submit information that you consider to 

be confidential, or otherwise protected 

(such as Social Security number or an 

unlisted phone number) or confidential 

business information that you do not 

want publicly disclosed. All comments 

may be posted on the internet and can 

be retrieved by most internet search 

engines. 

General Information 

The attention of interested persons is 

directed to the following: 

(1) The fact that a transaction is the 

subject of an exemption under section 

408(a) of ERISA and/or Code section 

4975(c)(2) does not relieve a fiduciary or 

other party in interest or disqualified 

person from certain other provisions of 

ERISA and/or the Code, including any 

prohibited transaction provisions to 

which the exemption does not apply 

and the general fiduciary responsibility 

provisions of ERISA section 404, which, 

among other things, require a fiduciary 

to discharge his duties respecting the 

plan solely in the interest of the 

participants and beneficiaries of the 

plan and in a prudent fashion in 

accordance with ERISA section 

404(a)(1)(B); nor does it affect the 

requirement of Code section 401(a) that 

the plan must operate for the exclusive 

benefit of the employees of the 

employer maintaining the plan and their 

beneficiaries; 

(2) Before an exemption may be 

granted under ERISA section 408(a) 

and/or Code section 4975(c)(2), the 

Department must find that the 

exemption is administratively feasible, 

in the interests of the plan and of its 

participants and beneficiaries, and 

protective of the rights of participants 

and beneficiaries of the plan; 

(3) The proposed exemption, if 

granted, will be supplemental to, and 

not in derogation of, any other 

provisions of ERISA and/or the Code, 

including statutory or administrative 

exemptions and transitional rules. 

Furthermore, the fact that a transaction 

is subject to an administrative or 

statutory exemption is not dispositive of 

whether the transaction is in fact a 

prohibited transaction; and 

(4) The proposed exemption, if 

granted, will be subject to the express 

condition that the material facts and 

representations contained in each 

application are true and complete, and 

that each application accurately 

describes all material terms of the 

transaction which is the subject of the 

exemption. 

Proposed Exemption 

The Department is considering 

granting a one-year exemption under the 

authority of ERISA section 408(a) and 

Internal Revenue Code (or Code) section 

4975(c)(2), and in accordance with the 

procedures set forth in 29 CFR part 

2570, subpart B (76 FR 66637, 66644, 

October 27, 2011).23 Effective December 

31, 1978, section 102 of Reorganization 

Plan No. 4 of 1978, 5 U.S.C. App. 1 

(1996), transferred the authority of the 

Secretary of the Treasury to issue 

exemptions of the type requested to the 

Secretary of Labor. Therefore, this 

notice of proposed exemption is issued 

solely by the Department. 

Section I. Definitions 

(a) The term ‘‘Convictions’’ means (1) 

the judgment of conviction against 

CSAG for one count of conspiracy to 

violate section 7206(2) of the Internal 

Revenue Code in violation of Title 18, 

United States Code, Section 371, that 

was entered in the District Court for the 

Eastern District of Virginia in Case 

Number 1:14–cr–188–RBS, on 

November 21, 2014 (the CSAG 

Conviction); and (2) the judgment of 

conviction against CSSEL, when it is 

entered, in Case Number 1:21–cr– 

00520–WFK (the CSSEL Conviction). 

(b) The term ‘‘Covered Plan’’ means a 

plan subject to Part IV of Title I of 

ERISA (an ‘‘ERISA-covered plan’’) or a 

plan subject to Code section 4975 (an 

‘‘IRA’’), in each case, with respect to 

which a CS Affiliated QPAM relies on 

PTE 84–14, or with respect to which a 

CS Affiliated QPAM (or any CSAG 

affiliate) has expressly represented that 

the manager qualifies as a QPAM or 

relies on the QPAM class exemption 

(PTE 84–14). A Covered Plan does not 

include an ERISA-covered plan or IRA 

to the extent the CS Affiliated QPAM 

has expressly disclaimed reliance on 

QPAM status or PTE 84–14 in entering 

into a contract, arrangement, or 

agreement with the ERISA-covered plan 

or IRA. 

(c) The term ‘‘CSAG’’ means Credit 

Suisse AG. 

(d) The term ‘‘CSSEL’’ means Credit 

Suisse Securities (Europe) Limited. 

(e) The term ‘‘CS Affiliated QPAM’’ 

means Credit Suisse Asset Management, 

LLC (CSAM LLC) and Credit Suisse 

Asset Management Limited (CSAM Ltd.) 

and any current or future ‘‘affiliate’’ of 

CSAG or CSSEL (as defined in Part VI(d) 

of PTE 84–14) that qualifies as a 

‘‘qualified professional asset manager’’ 

(as defined in Section VI(a) of PTE 84– 

14) 24 and that relies on the relief 

provided by PTE 84–14 and with 

respect to which CSAG or CSSEL is a 

current or future ‘‘affiliate’’ (as defined 

in Section VI(d) of PTE 84–14), but is 

not a CS Related QPAM. The term ‘‘CS 

Affiliated QPAM’’ excludes CSAG and 

CSSEL. 

(f) The term ‘‘CS Related QPAM’’ 

means any current or future ‘‘qualified 

professional asset manager’’ (as defined 

in Section VI(a) of PTE 84–14) that 

relies on the relief provided by PTE 84– 

14, and with respect to which CSAG or 

CSSEL owns a direct or indirect five (5) 

percent or more interest, but with 

respect to which CSAG or CSSEL is not 

an ‘‘affiliate’’ (as defined in section 

VI(d)(1) of PTE 84–14) The term ‘‘CS 

Related QPAM’’ excludes CSAG and 

CSSEL. 

(g) The term ‘‘Exemption Period’’ 

means the one-year period that begins 

on the date of the CSSEL Conviction. 

(h) The term ‘‘CSAG Plea Agreement’’ 

means the plea agreement entered into 

between the United States of America, 

by and through the United States 

Department of Justice, and the United 

States Attorney’s Office for the Eastern 

District of Virginia, and CSSEL in Case 

Number 1:14–cr–188–RBS. 

(i) The term ‘‘CSSEL Plea Agreement’’ 

means the plea agreement entered into 

between the United States of America, 

by and through the United States 

Department of Justice, Criminal 

Division, Money Laundering and Asset 

Recovery Section and Fraud Section, 

and the United States Attorney’s Office 

for the Eastern District of New York, and 

CSSEL in Case Number 1:21–cr–00520– 

WFK. 

Section II. Covered Transactions 

If this proposed exemption is granted, 

the CS Affiliated QPAMs, as defined in 

Section I(d), will not be precluded from 

relying on the exemptive relief provided 

by Prohibited Transaction Class 

Exemption 84–14 (PTE 84–14) 25 during 


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49305 (Aug. 23, 2005), and as amended at 75 FR 

38837 (July 6, 2010). 

the Exemption Period, notwithstanding 

the ‘‘Convictions’’ against CSAG and 

CSSEL (as defined in Section I(a)), 

provided that the conditions in Section 

III are satisfied. 

Section III. Conditions 

(a) The CS Affiliated QPAMs and the 

CS Related QPAMs (including their 

officers, directors, agents other than 

CSG, CSAG, and CSSEL, employees of 

such QPAMs, and CSAG employees that 

do work for CS Affiliated or Related 

QPAMs described in subparagraph (d) 

below) did not know or did not have 

reason to know of, and did not 

participate in the criminal conduct of 

CSAG and CSSEL that is the subject of 

the Convictions. Further, any other 

party engaged on behalf of the CS 

Affiliated QPAMs and CS Related 

QPAMs who had responsibility for, or 

exercised authority in connection with 

the management of plan assets did not 

know or have reason to know of, and 

did not participate in the criminal 

conduct that is the subject of the 

Convictions. For purposes of this 

exemption, including paragraph (c) 

below, ‘‘participate in’’ refers not only 

to active participation in the criminal 

conduct of CSAG and CSSEL that is the 

subject of the Convictions, but also to 

knowing approval of the criminal 

conduct, or knowledge of such conduct 

without taking active steps to prohibit 

such conduct, including reporting the 

conduct to the individual’s supervisors, 

and to the Board of Directors. 

(b) The CS Affiliated QPAMs and the 

CS Related QPAMs (including their 

officers, directors, agents other than 

CSAG, employees of such QPAMs, and 

CSAG employees described in 

subparagraph (d)(3) below) did not 

receive direct compensation, or 

knowingly receive indirect 

compensation, in connection with the 

criminal conduct of that is the subject 

of the Convictions. Further, any other 

party engaged on behalf of the CS 

Affiliated QPAMs and the CS Related 

QPAMs who had responsibility for, or 

exercised authority in connection with 

the management of plan assets did not 

receive direct compensation, or 

knowingly receive indirect 

compensation, in connection with the 

criminal conduct of that is the subject 

of the subject of the Convictions; 

(c) The CS Affiliated QPAMs do not 

currently and will not in the future 

employ or knowingly engage any of the 

individuals who participated in the 

criminal conduct of CSAG and CSSEL 

that is the subject of the Convictions; 

(d) At all times during the Exemption 

Period, no CS Affiliated QPAM will use 

its authority or influence to direct an 

‘‘investment fund’’ (as defined in 

Section VI(b) of PTE 84–14) that is 

subject to ERISA or the Code and 

managed by such CS Affiliated QPAM 

with respect to one or more Covered 

Plans, to enter into any transaction with 

CSAG or CSSEL or to engage CSAG or 

CSSEL to provide any service to such 

investment fund, for a direct or indirect 

fee borne by such investment fund, 

regardless of whether such transaction 

or service may otherwise be within the 

scope of relief provided by an 

administrative or statutory exemption. 

A CS Affiliated QPAM will not fail this 

condition solely because: 

(1) A CSAG affiliate serves as a local 

sub-custodian that is selected by an 

unaffiliated global custodian that, in 

turn, is selected by someone other than 

a CS Affiliated QPAM or CS Related 

QPAM; 

(2) CSAG provides only necessary, 

non-investment, non-fiduciary services 

that support the operations of CS 

Affiliated QPAMs, at the CS Affiliated 

QPAM’s own expense, and the Covered 

Plan is not required to pay any 

additional fee beyond its agreed-to asset 

management fee. This exception does 

not permit CSAG or its branches to 

provide any service to an investment 

fund managed by a CS Affiliated QPAM 

or CS Related QPAM; or 

(3) CSAG employees are doublehatted, seconded, supervised, or subject 

to the control of a CS Affiliated QPAM; 

(e) Any failure of a CS Affiliated 

QPAM to satisfy Section I(g) of PTE 84– 

14 arose solely from the Convictions; 

(f) A CS Affiliated QPAM or a CS 

Related QPAM did not exercise 

authority over the assets of any plan 

subject to Part 4 of Title I of ERISA (an 

ERISA-covered plan) or Code section 

4975 (an IRA) in a manner that it knew 

or should have known would further the 

criminal conduct that is the subject of 

the Convictions; or cause the CS 

Affiliated QPAM or CS Related QPAM 

or its affiliates to directly or indirectly 

profit from the criminal conduct that is 

the subject of the Convictions; 

(g) Neither CSAG nor CSSEL will act 

as a fiduciary within the meaning of 

ERISA section 3(21)(A)(i) or (iii), or 

Code section 4975(e)(3)(A) and (C), with 

respect to ERISA-covered Plan and IRA 

assets, except that each may act as such 

a fiduciary (1) with respect to employee 

benefit plans sponsored for its own 

employees or employees of an affiliate; 

or (2) in connection with securities 

lending services of the New York 

Branch of CSAG. Neither CSAG nor 

CSSEL will be treated as violating the 

conditions of the exemption solely 

because it acted as an investment advice 

fiduciary within the meaning of ERISA 

section 3(21)(A)(ii) or Code section 

4975(e)(3)(B); 

(h)(1) Each CS Affiliated QPAM must 

maintain, adjust (to the extent 

necessary), implement, and follow the 

written policies and procedures 

described below (the Policies). 

Notwithstanding the preceding 

sentence, a CS Affiliated QPAM may not 

engage in any transaction or 

arrangement described in Section 

III(d)(1) through (3) of this exemption 

before the date the Policies below have 

been developed, implemented, and 

followed. The Policies must require and 

must be reasonably designed to ensure 

that: 

(i) The asset management decisions of 

the CS Affiliated QPAM are conducted 

independently of CSAG’s and CSSEL’s 

corporate management and business 

activities, and without considering any 

fee a CS-related local sub-custodian may 

receive from those decisions. This 

condition does not preclude a CS 

Affiliated QPAM from receiving 

publicly available research and other 

widely available information from a 

CSAG affiliate other than CSSEL; 

(ii) The CS Affiliated QPAM fully 

complies with ERISA’s fiduciary duties, 

and with ERISA and the Code’s 

prohibited transaction provisions, in 

each case as applicable with respect to 

each Covered Plan, and does not 

knowingly participate in any violation 

of these duties and provisions with 

respect to Covered Plans; 

(iii) The CS Affiliated QPAM does not 

knowingly participate in any other 

person’s violation of ERISA or the Code 

with respect to Covered Plans; 

(iv) Any filings or statements made by 

the CS Affiliated QPAM to regulators, 

including but not limited to, the 

Department, the Department of the 

Treasury, the Department of Justice, and 

the Pension Benefit Guaranty 

Corporation, on behalf of or in relation 

to Covered Plans, are materially 

accurate and complete, to the best of 

such QPAM’s knowledge at that time; 

(v) To the best of its knowledge at that 

time, the CS Affiliated QPAM does not 

make material misrepresentations or 

omit material information in its 

communications with such regulators 

with respect to Covered Plans, or make 

material misrepresentations or omit 

material information in its 

communications with Covered Plans; 

and 

(vi) The CS Affiliated QPAM complies 

with the terms of this one-year 

exemption, and CSAG complies with 

the terms of Section III(d)(2); 


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(2) Any violation of, or failure to 

comply with an item in subparagraphs 

(h)(1)(ii) through (vi), is corrected as 

soon as reasonably possible upon 

discovery, or as soon after the QPAM 

reasonably should have known of the 

noncompliance (whichever is earlier), 

and any such violation or compliance 

failure not so corrected is reported, 

upon the discovery of such failure to so 

correct, in writing. This report must be 

made to the head of compliance and the 

general counsel (or their functional 

equivalent) of the relevant CS Affiliated 

QPAM that engaged in the violation or 

failure, and the independent auditor 

responsible for reviewing compliance 

with the Policies. A CS Affiliated QPAM 

will not be treated as having failed to 

develop, implement, maintain, or follow 

the Policies, provided that it corrects 

any instance of noncompliance as soon 

as reasonably possible upon discovery, 

or as soon as reasonably possible after 

the CS Affiliated QPAM reasonably 

should have known of the 

noncompliance (whichever is earlier), 

and provided that it adheres to the 

reporting requirements set forth in this 

subparagraph (2); 

(3) Each CS Affiliated QPAM must 

maintain, adjust (to the extent 

necessary), and implement or continue 

a program of training during the 

Exemption Period (the Training), to be 

conducted at least annually, for all 

relevant CS Affiliated QPAM asset/ 

portfolio management, trading, legal, 

compliance, and internal audit 

personnel. The Training must: 

(i) At a minimum, cover the Policies, 

ERISA and Code compliance (including 

applicable fiduciary duties and the 

prohibited transaction provisions), 

ethical conduct, the consequences for 

not complying with the conditions of 

this exemption (including any loss of 

exemptive relief provided herein), and 

the requirement for prompt reporting of 

wrongdoing; and 

(ii) Be conducted by a professional 

who has been prudently selected and 

who has appropriate technical training 

and proficiency with ERISA and the 

Code to perform the tasks required by 

this exemption; and 

(iii) Be conducted in-person, 

electronically, or via a website; 

(i)(1) Each CS Affiliated QPAM 

submits to an audit by an independent 

auditor, who has been prudently 

selected and who has appropriate 

technical training and proficiency with 

ERISA and the Code, to evaluate the 

adequacy of, and each CS Affiliated 

QPAM’s compliance with, the Policies 

and Training described herein. The 

audit requirement must be incorporated 

in the Policies. The audit must cover the 

12-month period that begins on 

November 21, 2021. The audit must be 

completed no later than 180 days after 

the period to which it applies (May 19, 

2023); 

(2) Within the scope of the audit and 

to the extent necessary for the auditor, 

in its sole opinion, to complete its audit 

and comply with the conditions for 

relief described herein, and only to the 

extent such disclosure is not prevented 

by state or federal statute, or involves 

communications subject to attorney 

client privilege, each CS Affiliated 

QPAM and, if applicable, CSAG, will 

grant the auditor unconditional access 

to its business, including, but not 

limited to: Its computer systems; 

business records; transactional data; 

workplace locations; training materials; 

and personnel. Such access is limited to 

information relevant to the auditor’s 

objectives as specified by the terms of 

this exemption; 

(3) The auditor’s engagement must 

specifically require the auditor to 

determine whether each CS Affiliated 

QPAM has developed, implemented, 

maintained, and followed the Policies in 

accordance with the conditions of this 

one-year exemption, and has developed 

and implemented the Training, as 

required herein; 

(4) The auditor’s engagement must 

specifically require the auditor to test 

each CS Affiliated QPAM’s operational 

compliance with the Policies and 

Training. In this regard, the auditor 

must test, for each CS Affiliated QPAM, 

a sample of such: (1) CS Affiliated 

QPAM’s transactions involving Covered 

Plans; (2) each CS Affiliated QPAM’s 

transactions involving CSAG affiliates 

that serve as a local sub-custodian. The 

samples must be sufficient in size and 

nature to afford the auditor a reasonable 

basis to determine such CS Affiliated 

QPAM’s operational compliance with 

the Policies and Training; 

(5) For each audit, on or before the 

end of the relevant period described in 

Section III(i)(1) for completing the audit, 

the auditor must issue a written report 

(the Audit Report) to CSAG and the CS 

Affiliated QPAM to which the audit 

applies that describes the procedures 

performed by the auditor in connection 

with its examination. The auditor, at its 

discretion, may issue a single 

consolidated Audit Report that covers 

all the CS Affiliated QPAMs. The Audit 

Report must include the auditor’s 

specific determinations regarding: 

(i) The adequacy of each CS Affiliated 

QPAM’s Policies and Training; each CS 

Affiliated QPAM’s compliance with the 

Policies and Training; the need, if any, 

to strengthen such Policies and 

Training; and any instance of the 

respective CS Affiliated QPAM’s 

noncompliance with the written 

Policies and Training described in 

Section III(h) above. The CS Affiliated 

QPAM must promptly address any 

noncompliance. The CS Affiliated 

QPAM must promptly address or 

prepare a written plan of action to 

address any determination as to the 

adequacy of the Policies and Training 

and the auditor’s recommendations (if 

any) with respect to strengthening the 

Policies and Training of the respective 

CS Affiliated QPAM. Any action taken 

or the plan of action to be taken by the 

respective CS Affiliated QPAM must be 

included in an addendum to the Audit 

Report (such addendum must be 

completed prior to the certification 

described in Section III(i)(7) below). In 

the event such a plan of action to 

address the auditor’s recommendation 

regarding the adequacy of the Policies 

and Training is not completed by the 

time of submission of the Audit Report, 

the following period’s Audit Report 

must state whether the plan was 

satisfactorily completed. Any 

determination by the auditor that a CS 

Affiliated QPAM has implemented, 

maintained, and followed sufficient 

Policies and Training must not be based 

solely or in substantial part on an 

absence of evidence indicating 

noncompliance. In this last regard, any 

finding that a CS Affiliated QPAM has 

complied with the requirements under 

this subparagraph must be based on 

evidence that the particular CS 

Affiliated QPAM has actually 

implemented, maintained, and followed 

the Policies and Training required by 

this exemption. Furthermore, the 

auditor must not solely rely on the 

Annual Exemption Report created by 

the Compliance Officer, as described in 

Section III(m) below, as the basis for the 

auditor’s conclusions in lieu of 

independent determinations and testing 

performed by the auditor as required by 

Section III(i)(3) and (4) above; and 

(ii) The adequacy of the Exemption 

Review described in Section III(m); 

(6) The auditor must notify the 

respective CS Affiliated QPAM of any 

instance of noncompliance identified by 

the auditor within five (5) business days 

after such noncompliance is identified 

by the auditor, regardless of whether the 

audit has been completed as of that 

date; 

(7) With respect to the Audit Report, 

the general counsel, or one of the three 

most senior executive officers of the CS 

Affiliated QPAM to which the Audit 

Report applies, must certify in writing, 

under penalty of perjury, that the officer 

has reviewed the Audit Report and this 

exemption; that, to the best of such 


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officer’s knowledge at the time, the CS 

Affiliated QPAM has addressed, 

corrected, and remedied any 

noncompliance and inadequacy or has 

an appropriate written plan to address 

any inadequacy regarding the Policies 

and Training identified in the Audit 

Report. This certification must also 

include the signatory’s determination 

that, to the best of the officer’s 

knowledge at the time, the Policies and 

Training in effect at the time of signing 

are adequate to ensure compliance with 

the conditions of this exemption, and 

with the applicable provisions of ERISA 

and the Code. Notwithstanding the 

above, no person, including any person 

referenced in the CSAG or CSSEL 

Statement of Facts that gave rise to the 

CSAGE or CSSEL Plea Agreement, who 

knew of, or should have known of, or 

participated in, any misconduct 

described in the CSAG or CSSEL 

Statement of Facts, by any party, may 

provide the certification required by this 

exemption, unless the person took 

active documented steps to stop the 

misconduct; 

(8) A copy of the Audit Report must 

be provided CSAG’s Board of Directors 

and either the Risk Committee or the 

Audit Committee of CSAG’s Board of 

Directors; and a senior executive officer 

at either the Risk Committee or the 

Conduct and Financial Crime Control 

Committee must review the Audit 

Report for each CS Affiliated QPAM and 

must certify in writing, under penalty of 

perjury, that such officer has reviewed 

each Audit Report; 

(9) Each CS Affiliated QPAM provides 

its certified Audit Report, by regular 

mail to: Office of Exemption 

Determinations (OED), 200 Constitution 

Avenue NW, Suite 400, Washington, DC 

20210, or by private carrier to: 122 C 

Street NW, Suite 400, Washington, DC 

20001–2109. The delivery must take 

place no later than 45 days following 

completion of the Audit Report. The 

Audit Report will be made part of the 

public record regarding this one-year 

exemption. Furthermore, each CS 

Affiliated QPAM must make its Audit 

Reports unconditionally available, 

electronically or otherwise, for 

examination upon request by any duly 

authorized employee or representative 

of the Department, other relevant 

regulators, and any fiduciary of a 

Covered Plan; 

(10) Any engagement agreement with 

an auditor to perform the audit required 

by this exemption must be submitted to 

OED no later than two (2) months after 

the execution of such agreement; 

(11) The auditor must provide the 

Department, upon request, for 

inspection and review, access to all the 

workpapers created and used in 

connection with the audit, provided 

such access, inspection, and review is 

otherwise permitted by law; and 

(12) CSAG and/or the CS Affiliated 

QPAM must notify the Department of a 

change in the independent auditor no 

later than two (2) months after the 

engagement of a substitute or 

subsequent auditor and must provide an 

explanation for the substitution or 

change including a description of any 

material disputes involving the 

terminated auditor and CSAG and/or 

the CS Affiliated QPAMs; 

(j) As of the effective date of this oneyear exemption, with respect to any 

arrangement, agreement, or contract 

between a CS Affiliated QPAM and a 

Covered Plan, CS Affiliated QPAM 

agrees and warrants to Covered Plans: 

(1) To comply with ERISA and the 

Code, as applicable with respect to such 

Covered Plan; to refrain from engaging 

in prohibited transactions that are not 

otherwise exempt (and to promptly 

correct any prohibited transactions); and 

to comply with the standards of 

prudence and loyalty set forth in ERISA 

section 404 with respect to each such 

ERISA-covered plan and IRA to the 

extent that ERISA section 404 is 

applicable; 

(2) To indemnify and hold harmless 

the Covered Plan for any actual losses 

resulting directly from a CS Affiliated 

QPAM’s violation of ERISA’s fiduciary 

duties, as applicable, and of the 

prohibited transaction provisions of 

ERISA and the Code, as applicable; a 

breach of contract by a CS Affiliated 

QPAM; or any claim arising out of the 

failure of such CS Affiliated QPAM to 

qualify for the exemptive relief provided 

by PTE 84–14 as a result of a violation 

of Section I(g) of PTE 84–14 other than 

the Convictions. This condition applies 

only to actual losses caused by the CS 

Affiliated QPAM’s violations; 

(3) Not to require (or otherwise cause) 

the Covered Plan to waive, limit, or 

qualify the liability of the CS Affiliated 

QPAM for violating ERISA or the Code 

or engaging in prohibited transactions; 

(4) Not to restrict the ability of the 

Covered Plan to terminate or withdraw 

from its arrangement with the CS 

Affiliated QPAM, with respect to any 

investment in a separately-managed 

account or pooled fund subject to ERISA 

and managed by such CS Affiliated 

QPAM, with the exception of reasonable 

restrictions, appropriately disclosed in 

advance, that are specifically designed 

to ensure equitable treatment of all 

investors in a pooled fund in the event 

such withdrawal or termination may 

have adverse consequences for all other 

investors. In connection with any such 

arrangement involving investments in 

pooled funds subject to ERISA entered 

into after the effective date of this 

exemption, the adverse consequences 

must relate to a lack of liquidity of the 

underlying assets, valuation issues, or 

regulatory reasons that prevent the fund 

from promptly redeeming an ERISAcovered plan’s or IRA’s investment, and 

such restrictions must be applicable to 

all such investors and be effective no 

longer than reasonably necessary to 

avoid the adverse consequences; 

(5) Not to impose any fees, penalties, 

or charges for such termination or 

withdrawal with the exception of 

reasonable fees, appropriately disclosed 

in advance, that are specifically 

designed to prevent generallyrecognized abusive investment practices 

or specifically designed to ensure 

equitable treatment of all investors in a 

pooled fund in the event such 

withdrawal or termination may have 

adverse consequences for all other 

investors, provided that such fees are 

applied consistently and in a like 

manner to all such investors; 

(6) Not to include exculpatory 

provisions disclaiming or otherwise 

limiting liability of the CS Affiliated 

QPAMs for a violation of such 

agreement’s terms. To the extent 

consistent with ERISA section 410, 

however, this provision does not 

prohibit disclaimers for liability caused 

by an error, misrepresentation, or 

misconduct of a plan fiduciary or other 

party hired by the plan fiduciary who is 

independent of CSAG and its affiliates, 

or damages arising from acts outside the 

control of the CS Affiliated QPAM; and 

(7) Within 120 days after the effective 

date of this one-year exemption, each 

CS Affiliated QPAM must provide a 

notice of its obligations under this 

Section III(j) to each Covered Plan. For 

prospective Covered Plans that enter 

into a written asset or investment 

management agreement with a CS 

Affiliated QPAM on or after a date that 

is 120 days after the effective date of 

this exemption, the CS Affiliated QPAM 

must agree to its obligations under this 

Section III(j) in an updated investment 

management agreement between the CS 

Affiliated QPAM and such clients or 

other written contractual agreement. 

Notwithstanding the above, a CS 

Affiliated QPAM will not violate the 

condition solely because a Covered Plan 

refuses to sign an updated investment 

management agreement. For Covered 

Plans that were provided a previous 

form of investment management 

agreement prior to the effective date of 

this exemption, and sign and return 

such agreement with a CS Affiliated 

QPAM within 120 days after the 


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Federal Register / Vol. 87, No. 6 / Monday, January 10, 2022 / Notices 1199 

effective date of this exemption, the CS 

Affiliated QPAM shall provide the 

documents required by this subsection 

(j) within ten (10) business days after 

receipt of the signed agreement. This 

condition will be deemed met for each 

Covered Plan that received a notice 

pursuant to PTE 2019–07 that meets the 

terms of this condition. 

(k) Within 60 days after the effective 

date of this one-year exemption, each 

CS Affiliated QPAM provides notice of 

the exemption as published in the 

Federal Register, along with a separate 

summary describing the facts that led to 

the Convictions (the Summary), which 

has been submitted to the Department, 

and a prominently displayed statement 

(the Statement) that the Convictions 

result in a failure to meet a condition in 

PTE 84–14 and the CSSEL Conviction 

results in a failure to meet a condition 

in PTE 2019–07, to each sponsor and 

beneficial owner of a Covered Plan that 

has entered into a written asset or 

investment management agreement with 

a CS Affiliated QPAM, or the sponsor of 

an investment fund in any case where 

a CS Affiliated QPAM acts as a subadviser to the investment fund in which 

such ERISA-covered plan and IRA 

invests. All prospective Covered Plan 

clients that enter into a written asset or 

investment management agreement with 

a CS Affiliated QPAM after a date that 

is 60 days after the effective date of this 

exemption must receive a copy of the 

notice of the exemption, the Summary, 

and the Statement before, or 

contemporaneously with, the Covered 

Plan’s receipt of a written asset or 

investment management agreement from 

the CS Affiliated QPAM. The notices 

may be delivered electronically 

(including by an email that has a link to 

the one-year exemption). 

(l) The CS Affiliated QPAM must 

comply with each condition of PTE 84– 

14, as amended, with the sole exception 

of the violation of Section I(g) of PTE 

84–14 that is attributable to the 

Convictions. If, during the Exemption 

Period, an entity within the Credit 

Suisse corporate structure is convicted 

of a crime described in Section I(g) of 

PTE 84–14 (other than the Convictions), 

relief in this exemption would terminate 

immediately; 

(m)(1) Within 60 days after the 

effective date of this exemption, each CS 

Affiliated QPAM must designate a 

senior compliance officer (the 

Compliance Officer) who will be 

responsible for compliance with the 

Policies and Training requirements 

described herein. For purposes of this 

condition (m), each relevant line of 

business within a CS Affiliated QPAM 

may designate its own Compliance 

Officer(s). Notwithstanding the above, 

no person, including any person 

referenced in the CSAG or CSSEL 

Statement of Facts that gave rise to the 

CSAG or CSSEL Plea Agreement, who 

knew of, or should have known of, or 

participated in, any misconduct 

described in the CSAG or CSSEL 

Statement of Facts, by any party, may be 

involved with the designation or 

responsibilities required by this 

condition, unless the person took active 

documented steps to stop the 

misconduct. The Compliance Officer 

must conduct a review of each twelve 

month period of the Exemption Period 

(the Exemption Review), to determine 

the adequacy and effectiveness of the 

implementation of the Policies and 

Training. With respect to the 

Compliance Officer, the following 

conditions must be met: 

(i) The Compliance Officer must be a 

professional who has extensive 

experience with, and knowledge of, the 

regulation of financial services and 

products, including under ERISA and 

the Code; and 

(ii) The Compliance Officer must have 

a direct reporting line to the highest 

ranking corporate officer in charge of 

compliance for the applicable CS 

Affiliated QPAM. 

(2) With respect to the Exemption 

Review, the following conditions must 

be met: 

(i) The Annual Exemption Review 

includes a review of the CS Affiliated 

QPAM’s compliance with and 

effectiveness of the Policies and 

Training and of the following: Any 

compliance matter related to the 

Policies or Training that was identified 

by, or reported to, the Compliance 

Officer or others within the compliance 

and risk control function (or its 

equivalent) during the previous year; 

the most recent Audit Report issued 

pursuant to this exemption or PTE 

2019–07; any material change in the 

relevant business activities of the CS 

Affiliated QPAMs; and any change to 

ERISA, the Code, or regulations related 

to fiduciary duties and the prohibited 

transaction provisions that may be 

applicable to the activities of the CS 

Affiliated QPAMs; 

(ii) The Compliance Officer prepares 

a written report for the Exemption 

Review (an Exemption Report) that (A) 

summarizes his or her material activities 

during the prior year; (B) sets forth any 

instance of noncompliance discovered 

during the prior year, and any related 

corrective action; (C) details any change 

to the Policies or Training to guard 

against any similar instance of 

noncompliance occurring again; and (D) 

makes recommendations, as necessary, 

for additional training, procedures, 

monitoring, or additional and/or 

changed processes or systems, and 

management’s actions on such 

recommendations; 

(iii) In the Exemption Report, the 

Compliance Officer must certify in 

writing that to the best of his or her 

knowledge at the time: (A) The report is 

accurate; (B) the Policies and Training 

are working in a manner which is 

reasonably designed to ensure that the 

Policies and Training requirements 

described herein are met; (C) any known 

instance of noncompliance during the 

prior year and any related correction 

taken to date have been identified in the 

Exemption Report; and (D) the CS 

Affiliated QPAMs have complied with 

the Policies and Training, and/or 

corrected (or are correcting) any known 

instances of noncompliance in 

accordance with Section III(h) above; 

(iv) The Exemption Report must be 

provided to appropriate corporate 

officers of CSAG and to each CS 

Affiliated QPAM to which such report 

relates, and to the head of compliance 

and the general counsel (or their 

functional equivalent) of CSAG and the 

relevant CS Affiliated QPAM; and the 

report must be made unconditionally 

available to the independent auditor 

described in Section III(i) above; 

(v) The Exemption Review, including 

the Compliance Officer’s written 

Annual Exemption Report, must cover 

the twelve month period beginning on 

November 21, 2021. The Annual 

Review, including the Compliance 

Officer’s written Report, must be 

completed within three (3) months 

following the end of the period to which 

it relates; 

(n) CSAG imposes its internal 

procedures, controls, and protocols on 

CSAG and CSSEL to reduce the 

likelihood of any recurrence of conduct 

that is the subject of the Convictions; 

(o) CSAG complies in all material 

respects with the requirements imposed 

by a U.S regulatory authority in 

connection with the Convictions; 

(p) Each CS Affiliated QPAM will 

maintain records necessary to 

demonstrate that the conditions of this 

exemption have been met for six (6) 

years following the date of any 

transaction for which the CS Affiliated 

QPAM relies upon the relief in this 

exemption; 

(q) During the Exemption Period, 

CSAG must: (1) Immediately disclose to 

the Department any Deferred 

Prosecution Agreement (a DPA) or NonProsecution Agreement (an NPA) with 

the U.S. Department of Justice, entered 

into by Credit Suisse Group AG or 

CSAG or any of its affiliates (as defined 


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1200 Federal Register / Vol. 87, No. 6 / Monday, January 10, 2022 / Notices 

26 If the Applicant meets this disclosure 

requirement through Summary Policies, changes to 

the Policies shall not result in the requirement for 

a new disclosure unless, as a result of changes to 

the Policies, the Summary Policies are no longer 

accurate. 

in Section VI(d) of PTE 84–14) in 

connection with conduct described in 

Section I(g) of PTE 84–14 or section 411 

of ERISA; and (2) immediately provide 

the Department with any information 

requested by the Department, as 

permitted by law, regarding the 

agreement and/or conduct and 

allegations that led to the agreement; 

(r) Within 60 days after the effective 

date of this exemption, each CS 

Affiliated QPAM, in its agreements 

with, or in other written disclosures 

provided to Covered Plans, will clearly 

and prominently inform Covered Plan 

clients of their right to obtain a copy of 

the Policies or a description (Summary 

Policies) which accurately summarizes 

key components of the CS Affiliated 

QPAM’s written Policies developed in 

connection with this exemption. If the 

Policies are thereafter changed, each 

Covered Plan client must receive a new 

disclosure within six (6) months 

following the end of the calendar year 

during which the Policies were 

changed.26 With respect to this 

requirement, the description may be 

continuously maintained on a website, 

provided that such website link to the 

Policies or Summary Policies is clearly 

and prominently disclosed to each 

Covered Plan; 

(s) A CS Affiliated QPAM will not fail 

to meet the terms of this one-year 

exemption solely because a different CS 

Affiliated QPAM fails to satisfy a 

condition for relief described in 

Sections I(c), (d), (h), (i), (j), (k), (l), (p) 

or (r); or if the independent auditor 

described in Section III(i) fails to 

comply with a provision of the 

exemption other than the requirement 

described in Section III(i)(11), provided 

that such failure did not result from any 

actions or inactions of CSAG or its 

affiliates; and 

(t) All the material facts and 

representations set forth in the 

Summary of Facts and Representations 

are true and accurate. 

Effective Date: This exemption will be 

in effect for one (1) year, beginning on 

the date of the CSSEL Conviction. 

George Christopher Cosby, 

Acting Director, Office of Exemption 

Determinations, Employee Benefits Security 

Administration, U.S. Department of Labor. 

[FR Doc. 2022–00170 Filed 1–7–22; 8:45 am] 

BILLING CODE 4510–29–P 

NUCLEAR REGULATORY 

COMMISSION 

[NRC–2022–0001] 

Sunshine Act Meetings 

TIME AND DATE: Weeks of January 10, 17, 

24, 31, February 7, 14, 2022. 

PLACE: Commissioners’ Conference 

Room, 11555 Rockville Pike, Rockville, 

Maryland. 

STATUS: Public. 

MATTERS TO BE CONSIDERED: 

Week of January 10, 2022 

There are no meetings scheduled for 

the week of January 10, 2022. 

Week of January 17, 2022—Tentative 

There are no meetings scheduled for 

the week of January 17, 2022. 

Week of January 24, 2022—Tentative 

Thursday, January 27, 2022 

9:00 a.m. Strategic Programmatic 

Overview of the Decommissioning 

and Low-Level Waste and Nuclear 

Materials Users Business Lines 

(Public Meeting); (Contact: Celimar 

Valentin-Rodriguez: 301–415–7124) 

Additional Information: The public is 

invited to attend the Commission’s 

meeting live by webcast at the web 

address—https://video.nrc.gov/. For 

those who would like to attend in 

person, note that all visitors are required 

to complete the NRC Self-Health 

Assessment and Certification of 

Vaccination forms. Visitors who certify 

that they are not fully vaccinated or 

decline to complete the certification 

must have proof of a negative Food and 

Drug Administration-approved 

polymerase chain reaction (PCR) or 

Antigen (including rapid tests) COVID– 

19 test specimen collection from no 

later than the previous 3 days prior to 

entry to an NRC facility. The forms and 

additional information can be found 

here https://www.nrc.gov/about-nrc/ 

covid-19/guidance-for-visitors-to-nrcfacilities.pdf. 

Week of January 31, 2022—Tentative 

There are no meetings scheduled for 

the week of January 31, 2022. 

Week of February 7, 2022—Tentative 

February 8, 2022 

10:00 a.m. Meeting with the 

Organization of Agreement States 

and the Conference of Radiation 

Control Program Directors (Public 

Meeting); (Contact: Celimar 

Valentin-Rodriguez: 301–415–7124) 

Additional Information: The public is 

invited to attend the Commission’s 

meeting live by webcast at the web 

address—https://video.nrc.gov/. For 

those who would like to attend in 

person, note that all visitors are required 

to complete the NRC Self-Health 

Assessment and Certification of 

Vaccination forms. Visitors who certify 

that they are not fully vaccinated or 

decline to complete the certification 

must have proof of a negative Food and 

Drug Administration-approved 

polymerase chain reaction (PCR) or 

Antigen (including rapid tests) COVID– 

19 test specimen collection from no 

later than the previous 3 days prior to 

entry to an NRC facility. The forms and 

additional information can be found 

here https://www.nrc.gov/about-nrc/ 

covid-19/guidance-for-visitors-to-nrcfacilities.pdf. 

Week of February 10, 2022—Tentative 

There are no meetings scheduled for 

the week of February 10, 2022. 

CONTACT PERSON FOR MORE INFORMATION: 

For more information or to verify the 

status of meetings, contact Wesley Held 

at 301–287–3591 or via email at 

Wesley.Held@nrc.gov. The schedule for 

Commission meetings is subject to 

change on short notice. 

The NRC Commission Meeting 

Schedule can be found on the internet 

at: https://www.nrc.gov/public-involve/ 

public-meetings/schedule.html. 

The NRC provides reasonable 

accommodation to individuals with 

disabilities where appropriate. If you 

need a reasonable accommodation to 

participate in these public meetings or 

need this meeting notice or the 

transcript or other information from the 

public meetings in another format (e.g., 

braille, large print), please notify Anne 

Silk, NRC Disability Program Specialist, 

at 301–287–0745, by videophone at 

240–428–3217, or by email at 

Anne.Silk@nrc.gov. Determinations on 

requests for reasonable accommodation 

will be made on a case-by-case basis. 

Members of the public may request to 

receive this information electronically. 

If you would like to be added to the 

distribution, please contact the Nuclear 

Regulatory Commission, Office of the 

Secretary, Washington, DC 20555, at 

301–415–1969, or by email at 

Tyesha.Bush@nrc.gov or Betty.Thweatt@

nrc.gov. 

The NRC is holding the meetings 

under the authority of the Government 

in the Sunshine Act, 5 U.S.C. 552b. 

Dated: January 5, 2022. 

For the Nuclear Regulatory Commission. 

Wesley W. Held, 

Policy Coordinator, Office of the Secretary. 

[FR Doc. 2022–00246 Filed 1–6–22; 11:15 am] 

BILLING CODE 7590–01–P 


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