Federal Register / Vol. 86, No. 117 / Tuesday, June 22, 2021 / Notices 32703 

1 15 U.S.C. 78m(n)(1); 17 CFR 240.13n–1. A copy 

of ICE Trade Vault’s application on Form SDR and 

all non-confidential exhibits and amendments 

thereto are available for public viewing on the 

Commission’s website. In 2016, ICE Trade Vault 

submitted a prior application for registration as an 

SDR. See Release No. 77699 (Apr. 22, 2016), 81 FR 

25475 (Apr. 28, 2016); Release No. 34–81223 (July 

27, 2017), 82 FR 35844 (Aug. 1, 2017). ICE Trade 

Vault withdrew this prior application in 2018. See 

Letter from Kara Dutta, General Counsel, ICE Trade 

Vault, Mar. 23, 2018, https://www.sec.gov/ 

divisions/marketreg/sdr/ice-trade-vault-sdrapplication-withdrawal-letter-032318.pdf. 

2 15 U.S.C. 78k–1(b). 

3Release No. 34–91331 (Mar. 16, 2021), 86 FR 

14968 (Mar. 19, 2021) (‘‘ICE Trade Vault Notice’’). 

4Letter from Eleanor Hsu, Director, Data and 

Reporting, ISDA, dated Apr. 9, 2021 (‘‘ISDA 

Letter’’). 

5 15 U.S.C. 78m(n). 

6 Id. 

7See Release No. 34–74246 (Feb. 11, 2015), 80 FR 

14438, 14438 (Mar. 19, 2015) (‘‘SDR Adopting 

Release’’). In 2016, the Commission subsequently 

amended 17 CFR 240.13n–4 to address third-party 

regulatory access to SBS data obtained by an SDR. 

See Release No. 34–78716 (Aug. 29, 2016), 81 FR 

60585 (Sep. 2, 2016). 

8See Release No. 34–80359 (Mar. 31, 2017), 82 FR 

16867 (Apr. 6, 2017). 

9Release No. 34–74244 (Feb. 11, 2015), 80 FR 

14563 (Mar. 19, 2015); Release No. 34–78321 (July 

14, 2016), 81 FR 53546 (Aug. 12, 2016) (‘‘Regulation 

SBSR Adopting Release’’). Regulation SBSR and the 

SDR Rules are referred to collectively as the ‘‘SBS 

Reporting Rules.’’ 

10See 17 CFR 242.909. 

11See Form SDR, Instruction 2. 

12Release No. 34–87780 (Dec. 18, 2019), 85 FR 

6270, 6347 (Feb. 4, 2020) (‘‘ANE Adopting 

Release’’). 

13See id. Under Regulation SBSR, the first 

compliance date (‘‘Compliance Date 1’’) for affected 

persons with respect to an SBS asset class is the 

first Monday that is the later of: (i) Six months after 

the date on which the first SDR that can accept 

transaction reports in that asset class registers with 

the Commission; or (ii) one month after the 

compliance date for registration of SBS dealers and 

major SBS participants (‘‘SBS entities’’). Id. at 6346. 

The compliance date for registration of SBS entities 

is October 6, 2021. See id. at 6270, 6345. 

14See id. The specific rule provisions of the SBS 

Reporting Rules affected by the no-action statement 

are discussed in Part II.B. 

15See 15 U.S.C. 78m(n)(3). 

this determination pursuant to the 

authority granted me by the Chairman’s 

Delegation of Authority to Close 

Advisory Committee Meetings dated 

April 15, 2016. 

Dated: June 16, 2021. 

Elizabeth Voyatzis, 

Committee Management Officer. 

[FR Doc. 2021–13084 Filed 6–21–21; 8:45 am] 

BILLING CODE 7536–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–92189; File No. SBSDR– 

2021–01] 

Security-Based Swap Data 

Repositories; ICE Trade Vault, LLC; 

Order Approving Application for 

Registration as a Security-Based Swap 

Data Repository 

June 16, 2021. 

I. Introduction 

On February 11, 2021, ICE Trade 

Vault, LLC (‘‘ICE Trade Vault’’) filed 

with the Securities and Exchange 

Commission (‘‘Commission’’) an 

application on Form SDR to register as 

a security-based swap data repository 

(‘‘SDR’’) pursuant to Section 13(n)(1) of 

the Securities Exchange Act of 1934 

(‘‘Exchange Act’’) and 17 CFR 240.13n– 

1 (‘‘Rule 13n–1’’) thereunder,1 and as a 

securities information processor (‘‘SIP’’) 

under Section 11A(b) of the Exchange 

Act.2 ICE Trade Vault amended its 

application on March 10, March 11, and 

April 14, 2021 (collectively, the ‘‘ITV 

Application’’). ICE Trade Vault intends 

to operate as a registered SDR for 

security-based swap (‘‘SBS’’) 

transactions in the credit derivatives 

asset class. 

The Commission published notice of 

the ITV Application in the Federal 

Register for public comment on March 

19, 2021,3 and the Commission received 

in response one comment letter from the 

International Swaps and Derivatives 

Association, Inc. (‘‘ISDA’’).4 While 

generally supportive of the ITV 

Application, the ISDA Letter includes 

several requests related to regulatory 

reporting and public dissemination, 

which are addressed in Part III.G. As 

discussed in Parts III and IV below, the 

Commission has carefully reviewed the 

ITV Application and the comment 

received. This order grants ICE Trade 

Vault’s application to register as an SDR 

in the asset classes noted above, and as 

a SIP. 

II. Background 

A. SDR Registration, Duties, and Core 

Principles 

Section 13(n) of the Exchange Act 

makes it unlawful for any person, unless 

registered with the Commission, 

directly or indirectly, to make use of the 

mails or any means or instrumentality of 

interstate commerce to perform the 

functions of an SDR.5 To be registered 

and maintain registration, an SDR must 

comply with certain requirements and 

core principles described in Section 

13(n), as well as any requirements that 

the Commission may impose by rule or 

regulation.6 In 2015, the Commission 

adopted 17 CFR 240.13n–1 to 13n–12 

under the Exchange Act to establish 

Form SDR, the procedures for 

registration as an SDR, and the duties 

and core principles applicable to an 

SDR (‘‘SDR Rules’’).7 The Commission 

provided a temporary exemption from 

compliance with the SDR Rules and also 

extended exemptions from the 

provisions of the Dodd-Frank Act set 

forth in a Commission order providing 

temporary exemptions and other 

temporary relief from compliance with 

certain provisions of the Exchange Act 

concerning security-based swaps, and 

these temporary exemptions expired in 

2017.8

The Commission also has adopted 17 

CFR 242.900 to 909 under the Exchange 

Act (collectively, ‘‘Regulation SBSR’’), 

which governs regulatory reporting and 

public dissemination of security-based 

swap transactions.9 Among other things, 

Regulation SBSR requires each 

registered SDR to register with the 

Commission as a SIP,10 and the Form 

SDR constitutes an application for 

registration as a SIP, as well as an 

SDR.11

In 2019, the Commission stated that 

implementation of the SBS Reporting 

Rules can and should be done in a 

manner that carries out the fundamental 

policy goals of the SBS Reporting Rules 

while minimizing burdens as much as 

practicable.12 Noting ongoing concerns 

among market participants about 

incurring unnecessary burdens and the 

Commission’s efforts to promote 

harmonization between the SBS 

Reporting Rules and swap reporting 

rules, the Commission took the position 

that, for four years following Regulation 

SBSR’s Compliance Date 1 in each asset 

class,13 certain actions with respect to 

the SBS Reporting Rules would not 

provide a basis for a Commission 

enforcement action.14 The no-action 

statement’s relevance to ICE Trade 

Vault’s application for registration as an 

SDR and SIP is discussed further below. 

B. Standard for Registration 

As noted above, to be registered with 

the Commission as an SDR and 

maintain such registration, an SDR is 

required to comply with the 

requirements and core principles 

described in Section 13(n) of the 

Exchange Act, as well as with any 

requirement that the Commission may 

impose by rule or regulation.15 In 

addition, Rule 13n–1(c)(3) under the 

Exchange Act provides that the 

Commission shall grant the registration 

of an SDR if it finds that the SDR is so 

organized, and has the capacity, to be 

able to: (i) Assure the prompt, accurate, 

and reliable performance of its functions 

as an SDR; (ii) comply with any 

applicable provisions of the securities 

laws and the rules and regulations 


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16 17 CFR 240.13n–1(c)(3). 

17 Id. 

18See 15 U.S.C. 78k–1(b)(3). 

19See SDR Adopting Release, supra note 7, at 

14459. 

20See id. at 14458. 

21See id. at 14458–59. 

22See supra notes 12–14 and accompanying text. 

23See supra note 14. 

24The ANE Adopting Release provides additional 

discussion of the particular aspects of the affected 

rules that would not provide a basis for an 

enforcement action. See ANE Adopting Release, 

supra note 12, at 6347–48. 

25 Id. at 6348. 

26 Id. For example, an applicant need not describe 

in Exhibit S its functions as a SIP. 

27See Security-Based SDR Service Disclosure 

Document, Ex. V.2; see also Swap Data Repository 

Rulebook, Security-Based Swap Data Reporting 

Annex, Ex. HH.2, sec. 4.1. 28See id. 29See id. 30See Form SDR, Application Letter from Trabue 

Bland, President, ICE Trade Vault, dated Mar. 10, 

2021, at 1, 2. 31See Security-Based SDR Service Disclosure 

Document, Ex. V.2, sec. 9. ICE is a holding company 

whose subsidiaries operate exchanges, clearing 

houses, and data services for financial and 

commodity markets. ICE operates global 

marketplaces for trading and clearing a broad array 

of securities and derivatives contracts across major 

asset classes, including energy and agricultural 

commodities, interest rates, equities, equity 

derivatives, credit derivatives, bonds, and 

currencies. 

32See Board of Directors Governance Principles, 

Ex. D.3. 

33See Security-Based SDR Service Disclosure 

Document, Ex. V.2, sec. 9; see also Swap Data 

Repository Rulebook, Security-Based Swap Data 

Reporting Annex, Ex. HH.2, sec. 2.1; Board of 

Directors Governance Principles, Ex. D.3. 

thereunder; and (iii) carry out its 

functions in a manner consistent with 

the purposes of Section 13(n) of the 

Exchange Act and the rules and 

regulations thereunder.16 The 

Commission shall deny the registration 

of an SDR if it does not make any such 

finding.17 Similarly, to be registered 

with the Commission as a SIP, the 

Commission must find that such 

applicant is so organized, and has the 

capacity, to be able to assure the 

prompt, accurate, and reliable 

performance of its functions as a SIP, 

comply with the provisions of the 

Exchange Act and the rules and 

regulations thereunder, carry out its 

functions in a manner consistent with 

the purposes of the Exchange Act, and, 

insofar as it is acting as an exclusive 

processor, operate fairly and 

efficiently.18

In determining whether an applicant 

meets the criteria set forth in Rule 13n– 

1(c), the Commission will consider the 

information reflected by the applicant 

on its Form SDR, as well as any 

additional information obtained from 

the applicant. For example, Form SDR 

requires an applicant to provide a list of 

the asset classes for which the applicant 

is collecting and maintaining data or for 

which it proposes to collect and 

maintain data, a description of the 

functions that it performs or proposes to 

perform, general information regarding 

its business organization, and contact 

information.19 Obtaining this 

information and other information 

reflected on Form SDR and the exhibits 

thereto—including the applicant’s 

overall business structure, financial 

condition, track record in providing 

access to its services and data, 

technological reliability, and policies 

and procedures to comply with its 

statutory and regulatory obligations— 

will enable the Commission to 

determine whether to grant or deny an 

application for registration.20

Furthermore, the information requested 

in Form SDR will enable the 

Commission to assess whether the 

applicant is so organized and has the 

capacity to comply and carry out its 

functions in a manner consistent with 

the federal securities laws and the rules 

and regulations thereunder, including 

the SBS Reporting Rules.21

Consistent with the Commission’s noaction statement in the ANE Adopting 

Release,22 an entity wishing to register 

with the Commission as an SDR must 

still submit an application on Form 

SDR, but can address the rule provisions 

included in the no-action statement by 

discussing how the SDR complies with 

comparable Commodity Futures Trading 

Commission (‘‘CFTC’’) requirements.23

Accordingly, in such instances the 

Commission will not assess an SDR 

application for consistency or 

compliance with the rule provisions 

included in the Commission’s no-action 

statement. Specifically, the Commission 

identified the following provisions as 

not providing a basis for an enforcement 

action against a registered SDR for the 

duration of the relief provided in the 

Commission statement: Under 

Regulation SBSR, aspects of 17 CFR 

242.901(a), 901(c)(2) through (7), 901(d), 

901(e), 902, 903(b), 906(a) and (b), and 

907(a)(1), (a)(3), and (a)(4) through (6); 

under the SDR Rules, aspects of Section 

13(n)(5)(B) of the Exchange Act and 17 

CFR 240.13n–4(b)(3) thereunder, and 

aspects of 17 CFR 240.13n–5(b)(1)(iii); 

and under Section 11A(b) of the 

Exchange Act, any provision pertaining 

to SIPs.24 Thus, an SDR applicant will 

not need to include materials in its 

application explaining how it would 

comply with the provisions noted 

above, and could instead rely on its 

discussion about how it complies with 

comparable CFTC requirements.25 The 

applicant may instead represent in its 

application that it: (i) Is registered with 

the CFTC as a swap data repository; (ii) 

is in compliance with applicable 

requirements under the swap reporting 

rules; (iii) satisfies the standard for 

Commission registration of an SDR 

under Rule 13n–1(c); and (iv) intends to 

rely on the no-action statement included 

in the ANE Adopting Release for the 

period set forth in the ANE Adopting 

Release with respect to any SBS asset 

class or classes for which it intends to 

accept transaction reports.26

III. Review of ICE Trade Vault’s 

Application Under SBS Reporting 

Rules 

As noted above, ICE Trade Vault 

intends to operate as a registered SDR 

for the credit derivatives asset class.27

ICE Trade Vault states that its core 

duties are: (i) Acceptance and 

confirmation of data; (ii) recordkeeping; 

(iii) public reporting; (iv) maintaining 

data privacy and integrity; and (v) 

permitting access to regulators.28 It 

notes that its fundamental purpose is to 

provide transparency to the SBS market 

and publicly disseminate trade 

information.29 In its application, ICE 

Trade Vault represents that it is 

provisionally registered with the CFTC 

as a swap data repository, is in 

compliance with applicable 

requirements under the CFTC reporting 

rules applicable to a registered swap 

data repository, and intends to rely on 

the Commission’s position outlined in 

the ANE Adopting Release for 

applicable reporting rules and SBSDR 

duties for the period set forth therein.30

Below is a review of the representations 

made in the application materials 

against the SBS Reporting Rules, taking 

into account ICE Trade Vault’s reliance 

on the Commission’s position outlined 

in the ANE Adopting Release. 

A. Organization and Governance 

1. Summary of ICE Trade Vault’s 

Application 

ICE Trade Vault is a Delaware limited 

liability company, and is a wholly 

owned subsidiary of Intercontinental 

Exchange Holdings, Inc., which, in turn, 

is a wholly owned subsidiary of 

Intercontinental Exchange, Inc. (‘‘ICE’’), 

a publicly traded company.31 As a 

general matter, the number of directors 

and composition of the Board of 

Directors (‘‘ITV Board’’) shall be 

determined by ICE, as the sole member 

of ICE Trade Vault.32 Currently, the ITV 

Board consists of at least three directors, 

all of whom are appointed by ICE.33 The 

ITV Board is composed of individuals 

selected from the following groups: 


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34See Board of Directors Governance Principles, 

Ex. D.3. 35See Security-Based SDR Service Disclosure 

Document, Ex. V.2, sec. 9; see also Swap Data 

Repository Rulebook, Security-Based Swap Data 

Reporting Annex, Ex. HH.2, sec. 2.1; Board of 

Directors Governance Principles, Ex. D.3. 36See id. 37See id. 38See id. 39See Board of Directors Governance Principles, 

Ex. D.3. 40See Security-Based SDR Service Disclosure 

Document, Ex. V.2, sec. 9; see also Swap Data 

Repository Rulebook, Security-Based Swap Data 

Reporting Annex, Ex. HH.2, sec. 2.1; Board of 

Directors Governance Principles, Ex. D.3. 

41See id. 

42See id. 

43See Security-Based SDR Service Disclosure 

Document, Ex. V.2, sec. 9; see also Swap Data 

Repository Rulebook, Security-Based Swap Data 

Reporting Annex, Ex. HH.2, sec. 2.1.1. 

44See id. 

45See id. 

46See id. 

47See ICE Global Code of Business Conduct, Ex. 

D.4. 

48See Swap Data Repository Rulebook, SecurityBased Swap Data Reporting Annex, Ex. HH.1, sec. 

2.10.2. 

49See Swap Data Repository Rulebook, SecurityBased Swap Data Reporting Annex, Ex. HH.2, sec. 

2.10.4. 

50 15 U.S.C 78m(n)(7)(B); 17 CFR 240.13n–4(c)(2). 

51 17 CFR 240.13n–4(c)(2)(i)–(iv). 

52 17 CFR 240.13n–4(b), 13n–11(a). 

53 17 CFR 240.13n–11(a). 

Members of senior management or the 

Board of Directors of ICE, independents 

and employees of ICE Trade Vault’s 

users with derivatives industry 

experience.34 ICE considers several 

factors in determining the composition 

of the ITV Board, including whether 

directors, both individually and 

collectively, possess the required 

integrity, experience, judgment, 

commitment, skills and expertise to 

exercise their obligations of oversight 

and guidance over an SDR and a swap 

data repository regulated by the CFTC.35

Additionally, in accordance with 

Exchange Act Rule 13n–4(c)(2), ICE 

Trade Vault provides users with the 

opportunity to participate in the process 

for nominating the ICE Trade Vault 

independent director and with the right 

to petition for alternative candidates.36

At least one director will at all times be 

‘‘independent’’ in accordance with 

applicable provisions of the New York 

Stock Exchange Listed Company 

Manual.37 Two officers of ICE Trade 

Vault’s parent, ICE, currently serve as 

the non-independent directors.38 ICE 

shall periodically review the 

composition of the ITV Board to assure 

that the level of representation of 

directors is appropriate for the interests 

of these constituencies in ICE Trade 

Vault.39

The ITV Board oversees all risks 

relating to ICE Trade Vault.40 The 

powers and authority of the ITV Board 

include the ability to: (i) Designate and 

authorize specific appointed officers to 

act on behalf of the ITV Board; (ii) fix, 

determine and levy all fees, when 

necessary; (iii) prepare and amend the 

Rulebook; (iv) act in emergencies; and 

(v) delegate any such power to the 

appropriate party.41 The ITV Board 

oversees ICE Trade Vault’s SDR 

functions as well as other regulated 

services that ICE Trade Vault provides, 

such as the swap data repository 

registered with the CFTC.42

ICE Trade Vault’s Chief Compliance 

Officer (‘‘CCO’’) is appointed by the ITV 

Board and reports directly to the 

President of ICE Trade Vault.43 The 

compensation, appointment, and 

removal of the CCO requires the 

approval of a majority of the ITV 

Board.44 The CCO also works directly 

with the ITV Board in certain instances, 

for example, when resolving conflicts of 

interest.45 The CCO has supervisory 

authority over all staff acting at the 

direction of the CCO and his or her 

responsibilities include, but are not 

limited to: (i) Preparing and signing a 

compliance report with a financial 

report that conforms to the requirements 

of Exchange Act Rule 13n–11(f), which 

shall be provided to the SEC annually 

in accordance with Exchange Act Rule 

13n–11(d); (ii) reviewing the 

compliance of ICE Trace Vault with 

respect to the requirements and core 

principles described in Section 13(n) of 

the Exchange Act and the applicable 

SEC regulations; and (iii) establishing 

and administering written policies and 

procedures reasonably designed to 

prevent violations of the Exchange Act, 

the core principles applicable to SDRs 

and applicable law.46

ICE Trade Vault directors, officers and 

employees must comply with the ICE 

Global Code of Business Conduct, 

which describes policies for, among 

other things, handling conflicts of 

interest, prohibiting insider trading, 

complying with the law and document 

management and retention 

requirements.47 In addition, ICE Trade 

Vault prohibits any member of the ITV 

Board or of any board committee which 

has authority to take action for and in 

the name of ICE Trade Vault from 

knowingly participating in such body’s 

deliberations or voting in any matter 

involving a named party in interest (a 

person or entity that is identified by 

name as a subject of any matter being 

considered by the ITV Board or a board 

committee) where such member (i) is a 

named party in interest, (ii) is an 

employer, employee, or guarantor of a 

named party in interest or an affiliate 

thereof, (iii) has a family relationship 

(the person’s spouse, former spouse, 

parent, stepparent, child, stepchild, 

sibling, stepbrother, stepsister, 

grandparent, grandchild, uncle, aunt, 

nephew, niece or in-law) with a named 

party in interest or (iv) has any other 

significant, ongoing business 

relationship with a named party in 

interest or an affiliate thereof.48 The 

CCO shall determine whether any 

member of the deliberating body is 

subject to a prohibition under its 

conflicts of interest policies.49

2. Discussion 

Section 13(n)(7)(B) of the Exchange 

Act and Rule 13n–4(c)(2) thereunder 

require an SDR to establish governance 

arrangements that are transparent to 

fulfill public interest requirements and 

to support the objectives of the Federal 

Government, owners, and 

participants.50 In addition, Rule 13n– 

4(c)(2) requires an SDR to (i) establish 

well-defined governance arrangements 

that include a clear organizational 

structure with effective internal 

controls; (ii) establish governance 

arrangements that provide for fair 

representation of market participants; 

(iii) provide representatives of market 

participants, including end-users, with 

the opportunity to participate in the 

process for nominating directors and 

with the right to petition for alternative 

candidates; and (iv) establish, maintain, 

and enforce written policies and 

procedures reasonably designed to 

ensure that senior management and 

each member of the board or committee 

that has authority to act on behalf of the 

board possess requisite skills and 

expertise to fulfill their responsibilities 

in the management and governance of 

the SDR, have a clear understanding of 

their responsibilities, and exercise 

sound judgment about the SDR’s 

affairs.51

Furthermore, Rule 13n–4(b)(11) 

requires an SDR to designate an 

individual to serve as CCO, and Rule 

13n–11(a) requires the SDR to identify 

on Form SDR the person so 

designated.52 Rule 13n–11(a) also 

requires that the compensation, 

appointment, and removal of the CCO 

shall require approval of a majority of 

the SDR’s board of directors.53 Rule 

13n–11(c) requires the CCO to: (i) 

Report directly to the board of directors 

or to the senior officer; (ii) review 

compliance with Section 13(n) of the 

Exchange Act and the rules thereunder; 

(iii) in consultation with the board or 

the senior officer, take reasonable steps 

to resolve any material conflicts of 


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54 17 CFR 240.13n–11(c)(1)–(7). 

55 15 U.S.C. 78m(n)(7)(C)(i), (ii). 

56 17 CFR 240.13n–4(c)(3)(i)–(iii). 

57See Security-Based SDR Service Disclosure 

Document, Ex. V.2, sec. 1; see also Swap Data 

Repository Rulebook, Security-Based Swap Data 

Reporting Annex, Ex. HH.2, sec. 3.1. 

58See id.; see also SDR Adopting Release, 80 FR 

at 14451–52 (Commission noting that confirmation 

and dispute resolution services or functions ‘‘are 

ancillary . . . . [and are] not ‘core’ SDR services, 

which would cause a person providing such core 

services to meet the definition of an SDR, and thus, 

require the person to register with the Commission 

as an SDR. However, SDRs are required to perform 

these two services or functions, and thus, they are 

required ancillary services[.] . . . An SDR may 

delegate some of these required ancillary services 

to third party service providers, who do not need 

to register as SDRs to provide such services. The 

SDR will remain legally responsible for the third 

party service providers’ activities relating to the 

required ancillary services and their compliance 

with applicable rules under the Exchange Act.’’). 

59See Security-Based SDR Service Disclosure 

Document, Ex. V.2, sec. 1; see also ICE Trade Vault 

User Agreement, Ex. U.2. 

60See id.; see also Security-Based Swap Data 

Repository User Onboarding Process Guide, Ex. N.6. 

61See Security-Based SDR Service Disclosure 

Document, Ex. V.2, sec. 1; Swap Data Repository 

Rulebook, Security-Based Swap Data Reporting 

Annex, Ex. HH.2, sec. 3.1.1; see also ICE Trade 

Vault User Agreement, Ex. U.2. 62See Security-Based SDR Service Disclosure 

Document, Ex. V.2, sec. 1; Swap Data Repository 

Rulebook, Security-Based Swap Data Reporting 

Annex, Ex. HH.2, sec. 3.1.1. 63See Security-Based SDR Service Disclosure 

Document, Ex. V.2, sec. 1. 64See Security-Based SDR Service Disclosure 

Document, Ex. V.2, sec. 1; Swap Data Repository 

Rulebook, Security-Based Swap Data Reporting 

Annex, Ex. HH.2, sec. 3.1.2. 65See id. 66See id. 67See Swap Data Repository Rulebook, SecurityBased Swap Data Reporting Annex, Ex. HH.2, sec. 

3.3. 

interest; (iv) be responsible for 

administering the policies and 

procedures required by Section 13(n) of 

the Exchange Act and the rules 

thereunder; (v) take reasonable steps to 

ensure compliance with the Exchange 

Act and the SDR Rules thereunder; (vi) 

establish procedures for the remediation 

of noncompliance; and (vii) establish 

and follow appropriate procedures for 

the handling, management response, 

remediation, retesting, and closing of 

noncompliance issues.54

Additionally, Section 13(n)(7)(C) of 

the Exchange Act requires an SDR to 

establish and enforce rules to minimize 

conflicts of interest in the decisionmaking process of the SDR and establish 

a process for resolving any such 

conflicts of interest.55 Rule 13n–4(c)(3) 

under the Exchange Act provides that 

an SDR must: (i) Establish, maintain, 

and enforce written policies and 

procedures reasonably designed to 

identify and mitigate potential and 

existing conflicts of interest in the SDR’s 

decision-making process on an ongoing 

basis; (ii) with respect to the decisionmaking process for resolving any 

conflicts of interest, require the recusal 

of any person involved in such conflict 

from such decision-making; and (iii) 

establish, maintain, and enforce written 

policies and procedures regarding the 

SDR’s non-commercial and/or 

commercial use of the SBS transaction 

information that it receives.56

The Commission received no 

comments applicable to these 

requirements. As described above, the 

ITV Application includes provisions for 

the representation of market 

participants in the governance 

arrangements, as well as procedures 

providing an opportunity to participate 

in the process for nominating directors 

and the right to petition for alternative 

candidates. In addition, the ITV 

Application includes policies and 

procedures that set standards for the 

skills and expertise possessed by the 

ITV Board. 

More generally, the ITV Application 

sets forth an organizational structure 

that is clear and includes provisions for 

internal controls. The ITV Application 

includes provisions for a CCO that has 

been designated by the ITV Board and 

whose compensation, appointment, and 

removal is set by the majority of the ITV 

Board. In addition, the ITV Application 

includes policies and procedures that 

require the CCO to report to the ITV 

Board and be responsible for 

maintaining compliance with applicable 

Commission rules, investigating any 

suspected violations thereof, and 

overseeing any necessary remediation. 

The ITV Application includes policies 

and procedures that identify and 

mitigate conflicts of interest, require the 

recusal from decision-making of 

members of the ITV Board when 

involved in a conflict, and delineate the 

commercial and non-commercial use of 

SBS transaction information received. 

B. Access and Information Security 

1. Summary of ICE Trade Vault’s 

Application 

ICE Trade Vault represents that it 

provides access to its SDR service on a 

fair, open and not unreasonably 

discriminatory basis.57 According to ICE 

Trade Vault, access to and usage of its 

service is available to all market 

participants that validly engage in SBS 

transactions and to all market venues 

from which data can be submitted to 

ICE Trade Vault, and do not require the 

use of any other ancillary service offered 

by ICE Trade Vault.58 ICE Trade Vault 

represents that for security reasons, 

access to the ICE Trade Vault system is 

strictly limited to users (entities with 

valid permissions and security 

access).59 Users will only have access to 

(i) data they reported, (ii) data that 

pertains to a SBS to which they are a 

counterparty; (iii) data that pertains to a 

SBS for which the user is an execution 

agent, platform, registered broker-dealer 

or a third-party reporter; and (iv) data 

that ICE Trade Vault is required to make 

publicly available.60

According to ICE Trade Vault, access 

to its system is provided to parties that 

have a duly executed User Agreement in 

effect with ICE Trade Vault.61 When 

enrolling with ICE Trade Vault, users 

must designate an administrator with 

respect to the user’s use of ICE Trade 

Vault to ensure ICE Trade Vault access 

is granted by a trusted individual at the 

user’s firm who is closest to and has the 

most knowledge of those in the firm 

who require access; the administrator 

will create, permission and maintain all 

user names and passwords for the 

user.62 According to ICE Trade Vault, 

passwords must meet technical and 

procedural processes for information 

security and must include at least three 

of the following elements: Uppercase 

letters, lowercase letters, numbers, and 

special characters.63

ICE Trade Vault may decline the 

request of an applicant to become a user 

of its system if such denial is required 

in order to comply with applicable law 

(e.g., to comply with sanctions 

administered and enforced by the Office 

of Foreign Assets Control of the U.S. 

Department of the Treasury).64 If an 

applicant is denied by ICE Trade Vault 

for any other reason, the applicant will 

be entitled to notice and an opportunity 

to contest such determination in 

accordance with the Rulebook.65 If the 

denial of an application is reversed, the 

applicant will be granted access to ICE 

Trade Vault promptly following 

completion of onboarding 

requirements.66 In addition, ICE Trade 

Vault may revoke a user’s access to ICE 

Trade Vault following a determination 

that (i) the user has violated any 

provision of the User Agreement 

(including by failing to pay any fees 

when due), the Rulebook, applicable 

law or any ICE Trade Vault policies and 

procedures related to its SDR service or 

(ii) such action is necessary or 

appropriate in light of ICE Trade Vault’s 

regulatory responsibilities or for the 

protection of the integrity of its system 

(each, an ‘‘Access Determination’’).67

Access Determinations shall be made by 

the CCO based on the information 

gathered during the inquiry, if any, and 

reviewed by the President and General 

Counsel of ICE Trade Vault within 5 


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68See id. 

69See id. 

70See id. 

71See id.; see also Swap Data Repository 

Rulebook, Security-Based Swap Data Reporting 

Annex, Ex. HH.2, sec. 3.4 (review and dispute of 

revocation of access), 3.5 (final access 

determinations), 3.6 (implementation of a 

revocation of access). 

72See Security-Based SDR Service Disclosure 

Document, Ex. V.2, sec. 4. 

73See id. 

74See id. 

75See id. 

76See id. 

77See id. 

78See id. 

79See id. 

80See id. 

81See id. 

82See id.; see also Swap Data Repository 

Rulebook, Security-Based Swap Data Reporting 

Annex, Ex. HH.2, sec. 2.8.3 (‘‘ICE Trade Vault will 

notify the SEC as soon as practicable of any action 

taken, or proposed to be taken (time permitting), 

pursuant to this Rule 2.8.3. The decision-making 

process with respect to, and the reasons for, any 

such action will be recorded in writing. ICE Trade 

Vault will also notify Users via email as soon as 

practicable of any action taken (time permitting), or 

proposed to be taken, pursuant to this Rule 2.8.3.’’). 

83 17 CFR 240.13n–4(c)(1)(ii). 

84 17 CFR 240.13n–4(c)(1)(iii). 

85 17 CFR 240.13n–4(c)(1)(iv). 

86 17 CFR 240.13n–6. 

business days of such determination 

prior to implementing any revocation of 

access.68 Notwithstanding the foregoing, 

the CCO’s Access Determination may be 

implemented immediately without prior 

review by the President or General 

Counsel (‘‘Immediate Revocation’’) 

where the CCO determines such 

revocation is necessary for the 

protection of the integrity of the ICE 

Trade Vault system or to fulfill ICE 

Trade Vault’s regulatory 

responsibilities.69 If (i) an Immediate 

Revocation occurs or (ii) the President 

and General Counsel conclude that an 

Access Determination is appropriate 

and in compliance with applicable law, 

the CCO shall, within 1 business day, 

provide notice by email to the user to 

which the Access Determination 

applies, including in such notice the 

specific reasons for the determination.70

If the President and General Counsel 

conclude that limitation or revocation of 

access pursuant to an Access 

Determination made by the CCO would 

constitute unreasonable discrimination, 

the President and General Counsel shall 

take such actions as are necessary to 

maintain or restore access to ICE Trade 

Vault, its services or SDR information, 

as applicable.71

ICE Trade Vault states that it 

recognizes its responsibility to ensure 

data confidentiality and dedicates 

significant resources to information 

security to prevent the misappropriation 

or misuse of confidential information 

and any other SDR information not 

subject to public dissemination (i.e., the 

information identified in Exchange Act 

Rule 902(c)) and that it does not, as a 

condition of accepting SBS data from 

users, require the waiver of any privacy 

rights by such users.72 ICE Trade Vault 

states that it maintains a security policy 

that sets forth technical and procedural 

processes for information security and 

contains an extensive list of policies and 

means of implementation and that it 

uses a multi-tiered firewall deployment 

to provide network segmentation and 

access control to its services.73 ICE 

Trade Vault states that its application 

servers are housed in a demilitarized 

network zone behind external firewalls 

and that a second set of internal 

firewalls further isolate ICE Trade Vault 

database systems, while an intrusion 

system provides added security to 

detect any threats and network sensors 

analyze all internet and private line 

traffic for malicious patterns.74

ICE Trade Vault states that tactical 

controls are regularly examined and 

tested by multiple tiers of internal and 

external test groups, auditors and 

independently contracted third-party 

security testing firms.75 According to 

ICE Trade Vault, in addition, the 

security policy imposes an accountable 

and standard set of best practices to 

protect the confidentiality of users’ SDR 

information, including confidential 

information and other SDR information 

not subject to public dissemination.76

ICE Trade Vault states that it completes 

an audit for adherence to the data 

security policies on at least an annual 

basis; the audit tests the following 

applicable controls, among others, to 

ICE Trade Vault systems: (i) Logical 

access controls; (ii) logical access to 

databases; (iii) physical and 

environmental controls; (iv) backup 

procedures; and (v) change 

management.77 ICE Trade Vault states 

that it has a robust information security 

program and maintains effective and 

current policies and procedures to 

ensure employee compliance; ICE Trade 

Vault’s information security program 

includes: Asset management; physical 

and environmental security; 

authorization, authentication and access 

control management; internet, email and 

data policy management, record 

retention management; and 

accountability, compliance and 

auditability.78 ICE Trade Vault states 

that it performs network scans and 

penetration tests regularly to ensure the 

information security systems are 

performing as designed.79

ICE Trade Vault maintains and will 

continue to maintain a robust 

emergency and business-continuity and 

disaster recovery plan (‘‘Business 

Continuity Plan’’) that allows for timely 

resumption of key business processes 

and operations following unplanned 

interruptions, unavailability of staff, 

inaccessibility of facilities, and 

disruption or disastrous loss to one or 

more of ICE Trade Vault’s facilities or 

services.80 In accordance with the 

Business Continuity Plan, all 

production system hardware and 

software is replicated in near real-time 

at a geographical- and vendor-diverse 

disaster recovery site to avoid any loss 

of data.81 ICE Trade Vault shall notify 

the SEC as soon as it is reasonably 

practicable of ICE Trade Vault’s 

invocation of its emergency authority, 

any material business disruption, or any 

threat that actually or potentially 

jeopardizes automated system capacity, 

integrity, resiliency, availability or 

security.82

2. Discussion 

Rule 13n–4(c)(1)(ii) under the 

Exchange Act requires an SDR to permit 

market participants to access specific 

services offered by the SDR separately.83

Rule 13n–4(c)(1)(iii) requires an SDR to 

establish, monitor on an ongoing basis, 

and enforce clearly stated objective 

criteria that would permit fair, open, 

and not unreasonably discriminatory 

access to services offered and data 

maintained by the SDR.84 Rule 13n– 

4(c)(1)(iv) requires an SDR to establish, 

maintain, and enforce written policies 

and procedures reasonably designed to 

review any prohibition or limitation of 

any person with respect to access to 

services offered, directly or indirectly, 

or data maintained by the SDR and to 

grant such person access to such 

services or data if such person has been 

discriminated against unfairly.85 In 

addition, Rule 13n–6 requires an SDR, 

with respect to those systems that 

support or are integrally related to the 

performance of its activities, to 

establish, maintain, and enforce written 

policies and procedures reasonably 

designed to ensure that its systems 

provide adequate levels of capacity, 

integrity, resiliency, availability, and 

security.86

The Commission received no 

comments applicable to these 

requirements. As described above, the 

ITV Application includes procedures for 

onboarding and maintaining ongoing 

access to users that are fair, open, 

reasonable and not unreasonably 

discriminatory. These procedures 

include user agreements that reflect 


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87See Swap Data Repository Rulebook, SecurityBased Swap Data Reporting Annex, Ex. HH.2, sec. 

4.1. 

88See Swap Data Repository Rulebook, SecurityBased Swap Data Reporting Annex, Ex. HH.2, sec. 

4.2.1. 

89See Swap Data Repository Rulebook, SecurityBased Swap Data Reporting Annex, Ex. HH.2, sec. 

3.8; Security-Based SDR Service Disclosure 

Document, Ex. V.2, sec. 5. 

90See id. 

91See id. 

92See Swap Data Repository Rulebook, SecurityBased Swap Data Reporting Annex, Ex. HH.2, sec. 

4.5. 

93See Security-Based SDR Service Disclosure 

Document, Ex. V.2, sec. 6. 

94See id.; see also Swap Data Repository 

Rulebook, Security-Based Swap Data Reporting 

Annex, Ex. HH.2, sec. 4.6 and 4.7. 

95See Security-Based SDR Service Disclosure 

Document, Ex. V.2, sec. 6; Swap Data Repository 

Rulebook, Security-Based Swap Data Reporting 

Annex, Ex. HH.2, sec. 4.6. 

96See Security-Based SDR Service Disclosure 

Document, Ex. V.2, sec. 6; Swap Data Repository 

Rulebook, Security-Based Swap Data Reporting 

Annex, Ex. HH.2, sec. 4.2.4 and 4.7. 

97See id. 

98See Security-Based SDR Service Disclosure 

Document, Ex. V.2, sec. 6; Swap Data Repository 

Rulebook, Security-Based Swap Data Reporting 

Annex, Ex. HH.2, sec. 4.7. 

99See Security-Based SDR Service Disclosure 

Document, Ex. V.2, sec. 6; see also Swap Data 

Repository Rulebook, Security-Based Swap Data 

Reporting Annex, Ex. HH.2, sec. 4.2.3. 100See Security-Based SDR Service Disclosure 

Document, Ex. V.2, sec. 6; see also Swap Data 

Repository Rulebook, Security-Based Swap Data 

Reporting Annex, Ex. HH.2, sec. 4.2.2. 101See id. 102See id.; see also Swap Data Repository 

Rulebook, Security-Based Swap Data Reporting 

Annex, Ex. HH.2, sec. 4.7. 

103See Swap Data Repository Rulebook, SecurityBased Swap Data Reporting Annex, Ex. HH.2, sec. 

4.7; see also Security-Based SDR Service Disclosure 

Document, Ex. V.2, sec. 6. 

104 17 CFR 240.13n–5(b)(1)(i). 

105 17 CFR 240.13n–5(b)(1)(ii). 

clear and specific minimum standards 

for users to follow in seeking to access 

SBS data held at the SDR. The ITV 

Application also includes reasonable 

provisions for limiting, denying, and 

revoking access to SDR systems that 

include procedures for review and 

reconsideration of any determination 

related to limiting, denying, or revoking 

a user’s access. The Commission 

believes that the procedures described 

above further help ensure that the 

access requirements are fair, open, and 

not unreasonably discriminatory. In 

addition, the ITV Application includes 

policies and procedures designed to 

ensure that the SDR’s automated 

systems maintain adequate levels of 

capacity, integrity, resiliency, 

availability, and security that protect 

against loss of data, employ geographic 

diversity in their site selection, and 

account for service disruptions. 

C. Acceptance and Use of SBS Data 

1. Summary of ICE Trade Vault’s 

Application 

ICE Trade Vault states that it will 

accept data in respect of all SBS trades 

in the credit derivatives asset class and 

promptly records such data upon 

receipt.87 ICE Trade Vault requires all 

users to report complete and accurate 

trade information and to review and 

resolve all error messages generated by 

the ICE Trade Vault system with respect 

to the data they have submitted.88

According to ICE Trade Vault, access to 

SDR information by ICE Trade Vault 

employees and others performing 

functions on behalf of ICE Trade Vault 

is strictly limited to those with the 

direct responsibility for supporting the 

ICE Trade Vault system, users and 

regulators.89 ICE Trade Vault employees 

and others performing functions on 

behalf of ICE Trade Vault are prohibited 

from using SDR information other than 

in the performance of their job 

responsibilities.90 In accordance with 

applicable SEC regulations, ICE Trade 

Vault may disclose, for commercial 

purposes, certain SDR information; any 

such disclosures shall be made solely on 

an aggregated basis in a manner that 

ensures that the disclosed SDR 

information cannot reasonably be 

attributed to individual transactions or 

users.91

ICE Trade Vault states that, in 

accordance with Exchange Act Rule 

13n–5(b)(5), it maintains internal 

policies and procedures in place to 

ensure its recording process and 

operation does not invalidate or modify 

the terms of trade information, and that 

it regularly audits these controls to 

ensure the prevention of unauthorized 

and unsolicited changes to SDR 

information maintained in the ICE 

Trade Vault system through protections 

related to the processing of SBS.92

Additionally, ICE Trade Vault states 

that it reasonably relies on the accuracy 

of trade data submitted by users and 

that all users must complete a 

conformance test to validate data 

submission integrity prior to ICE Trade 

Vault’s acceptance of actual SBS data 

and must immediately inform ICE Trade 

Vault of any system or technical issues 

that may affect the accuracy of SBS data 

transmissions.93 ICE Trade Vault states 

that users are responsible for the timely 

resolution of trade record errors and 

disputes.94 ICE Trade Vault provides 

users electronic methods to extract SDR 

information for trade data 

reconciliation.95 Disputes involving 

clearing transactions shall be resolved 

in accordance with the clearing agency’s 

rules and applicable law.96 For an alpha 

SBS executed on a platform and 

reported by a platform user, disputes 

must be resolved in accordance with the 

platform’s rules and applicable law.97

For SBS that are reported by a user that 

is neither a platform nor a clearing 

agency, counterparties shall resolve 

disputes with respect to SDR 

information in accordance with the 

counterparties’ master trading 

agreement and applicable law.98 Users 

that are non-reporting sides may verify 

or dispute the accuracy of trade 

information that has been submitted by 

a reporting side to ICE Trade Vault, 

where the non-reporting side is 

identified as the counterparty, by 

sending a verification message 

indicating that it verifies or disputes 

such trade information.99 If the 

reporting side for a SBS transaction 

discovers an error in the information 

reported with respect to a SBS, or 

receives notification from a 

counterparty of an error, the reporting 

side shall promptly submit to ICE Trade 

Vault an amended report that corrects 

such error.100 ICE Trade Vault will 

disseminate a corrected transaction 

report in instances where the initial 

report included erroneous primary trade 

information.101 Users are required to 

notify ICE Trade Vault promptly of 

disputed trade data by utilizing the 

‘‘Dispute’’ functionality; when a User 

‘‘disputes’’ a trade, the status of the 

trade will be recorded as ‘‘Disputed,’’ 

and notice of the dispute will be sent 

promptly to the other party to the trade; 

the trade record may then be amended 

or canceled upon mutual agreement of 

the parties; the status of the trade will 

remain ‘‘Disputed’’ until either party to 

the trade provides evidence satisfactory 

to ICE Trade Vault that the dispute has 

been resolved.102 ICE Trade Vault will 

provide regulators with reports 

identifying the SDR information that is 

deemed disputed.103

2. Discussion 

Rule 13n–5(b)(1)(i) under the 

Exchange Act requires an SDR to 

establish, maintain, and enforce written 

policies and procedures reasonably 

designed for the reporting of complete 

and accurate transaction data to the SDR 

and to accept all transaction data that is 

reported in accordance with such 

policies and procedures.104

Additionally, Rule 13n–5(b)(1)(ii) 

requires that if an SDR accepts any SBS 

transaction in a particular asset class, 

the SDR must accept all SBS 

transactions in that asset class that are 

reported to it in accordance with its 

policies and procedures.105 In addition, 


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106 17 CFR 240.13n–5(b)(3). 

107 17 CFR 240.13n–5(b)(5). 

108 17 CFR 240.13n–5(b)(6). 

109See 15 U.S.C. 78m(n)(5)(F); 17 CFR 240.13n– 

4(b)(8), 240.13n–9. 

110 17 CFR 240.13n–9. 

111See 17 CFR 240.13n–9(b)(2). 

112See supra Part III.A (describing policies and 

procedures regarding the CCO and conflicts of 

interest). 

113See Security-Based SDR Service Disclosure 

Document, Ex. V.2, sec. 8; see also Swap Data 

Repository Rulebook, Security-Based Swap Data 

Reporting Annex, Ex. HH.2, sec. 2.7 (‘‘In accordance 

with Exchange Act Rule 13n–4(c), any dues, fees or 

other charges imposed by, and any discounts or 

rebates offered by, ICE Trade Vault in connection 

with the ICE SBSDR Service shall be fair and 

reasonable and not unreasonably discriminatory. 

ICE Trade Vault dues, fees, other charges, 

discounts, or rebates shall be applied consistently 

across all similarly situated Users.’’) 

114See ICE Trade Vault Security-Based Swap Data 

Repository Service and Pricing Schedule, Ex. M.2. 

115See Dues, Fees and Charges, Ex. M.1. 

116See id. 

117See id. 

118See id. 

Rule 13n–5(b)(3) requires an SDR to 

establish, maintain, and enforce written 

policies and procedures reasonably 

designed to ensure that the transaction 

data and positions that it maintains are 

complete and accurate.106 Rule 13n– 

5(b)(5) requires an SDR to establish, 

maintain, and enforce written policies 

and procedures reasonably designed to 

prevent any provision in a valid SBS 

transaction from being invalidated or 

modified through the procedures or 

operations of the SDR.107 Rule 13n– 

5(b)(6) requires an SDR to establish 

procedures and provide facilities 

reasonably designed to effectively 

resolve disputes over the accuracy of the 

transaction data and positions that are 

recorded in the SDR.108

Furthermore, Section 13(n)(5)(F) of 

the Exchange Act and Rule 13n–4(b)(8) 

thereunder each require an SDR to 

maintain the privacy of any and all SBS 

transaction information that the SDR 

receives.109 In addition, Rule 13n– 

9(b)(1) requires an SDR to establish, 

maintain, and enforce written policies 

and procedures reasonably designed to 

protect the privacy of any and all SBS 

transaction information that the SDR 

receives and that include policies and 

procedures to protect the privacy of any 

and all SBS transaction information that 

the SDR shares with affiliates and nonaffiliated third parties.110 Rule 13n– 

9(b)(2) also requires an SDR to establish, 

and maintain safeguards, policies, and 

procedures reasonably designed to 

prevent the misappropriation or misuse, 

directly or indirectly, of any 

confidential information received by the 

SDR, material non-public information, 

or intellectual property, such as trading 

strategies or portfolio positions, by: (i) 

Limiting access to such information and 

intellectual property; (ii) having 

standards for trading by persons 

associated with the SDR for their 

personal benefit or the benefit of others; 

and (iii) having adequate oversight to 

ensure compliance with these 

safeguards, policies, and procedures.111

The Commission received no 

comments applicable to these 

requirements. As described above, the 

ITV Application includes policies and 

procedures designed to protect 

transaction data and its systems by 

restricting access to users, who are 

obligated to comport with ICE Trade 

Vault’s rules in a manner that facilitates 

ICE Trade Vault’s compliance with its 

obligations under Commission rules. 

The Commission views this approach as 

reasonable. Access to ICE Trade Vault’s 

systems to view trade data or verify 

information should be conditioned such 

that ICE Trade Vault retains the ability 

to protect the data, its systems, and its 

users. The Commission notes that ICE 

Trade Vault retains the responsibility, 

among other things, to ensure that its 

policies and procedures are reasonably 

designed to: (i) Ensure trade data 

reported to it is complete and accurate, 

as required under Rule 13n–5(b)(1); (ii) 

ensure that its systems provide adequate 

levels of capacity, integrity, resiliency, 

availability and security, as required 

under Rule 13n–6; and (iii) ensure that 

it protects the privacy and 

confidentiality of transaction 

information, as required under Rule 

13n–9(b). Additionally, the ITV 

Application includes procedures 

designed to ensure that any valid 

provisions of trade information are not 

modified or invalidated, and these 

procedures include controls that are 

regularly audited and processing 

systems designed to prevent 

unauthorized changes to SBS 

information. The Commission also 

believes that ICE Trade Vault provides 

procedures and facilities reasonably 

designed to effectively resolve disputes 

over the accuracy of the transaction data 

and positions that are recorded in the 

SDR. 

Furthermore, the ITV Application 

contains policies and procedures 

regarding both data security and the 

privacy of SBS data, the latter of which 

includes in each case procedures 

limiting access to SBS data to 

employees with either direct or support 

responsibilities related to systems that 

maintain the data, and that limit the use 

of such data in all cases to the 

performance of job responsibilities. The 

Commission believes that such policies 

and procedures also establish a standard 

for the trading practices of personnel 

that prevents the use of the data for 

personal benefit or the benefit of others. 

In addition, ICE Trade Vault has 

policies and procedures that, when 

taken together with policies and 

procedures regarding the duties of the 

CCO,112 are reasonably designed to 

protect the privacy of SBS transaction 

information, including information 

shared with affiliates and third parties, 

through adequate oversight to ensure 

compliance with the policies and 

procedures described above. 

D. Fees 

1. Summary of ICE Trade Vault’s 

Application 

According to ICE Trade Vault, all fees 

imposed by ICE Trade Vault in 

connection with the reporting of swap 

data shall be equitable and established 

in a uniform and non-discriminatory 

manner as determined from time-to-time 

by ICE Trade Vault.113 In addition, ICE 

Trade Vault represents that all fees will 

be commensurate to ICE Trade Vault’s 

costs for providing its SDR service. ICE 

Trade Vault states it will only assess 

fees as noted in its fee schedule, and 

there will be no ‘‘hidden fees’’ 

associated with ICE Trade Vault 

Service.114

The most current pricing schedule is 

made available via the ICE Trade Vault 

website. ICE Trade Vault applies fees 

according to the type of SDR user 

accessing ICE Trade Vault: 

Counterparty, clearing agency, 

execution agent and third party 

reporter.115 According to ICE Trade 

Vault, in the case of the execution agent 

versus the third party reporter, the 

application of fees is differentiated 

based upon the type of service provided 

in each case.116 According to ICE Trade 

Vault, an execution agent is directly 

involved with trade execution; as such, 

it is charged directly for the fees 

associated with the SDR just as a 

counterparty, whereas the underlying 

funds are not charged a fee.117 However, 

the third party reporter is not involved 

with the trade execution and simply 

provides a service to counterparties who 

have an obligation to report; therefore, 

according to ICE Trade Vault, they are 

assessed a fee for each of those reporting 

parties on behalf of whom they are 

reporting the trades.118 According to ICE 

Trade Vault, as a result, the third party 

reporter is able to pass the cost of its 

service to each of its counterparties 

utilizing third party reporting; this 


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119See id. 

120See id. 

121See id. 

122See ICE Trade Vault Security-Based Swap Data 

Repository Service and Pricing Schedule, Ex. M.2. 

123See id. 

124See id. 

125See id. 

126See id. 

127 15 U.S.C. 78m(n)(7)(A). 

128 17 CFR 240.13n–3(c)(1)(i). 

129 Id. 

130See SDR Adopting Release, supra note 7, at 

14479. In making this statement, however, the 

Commission also noted that charging different users 

different prices for the same or similar services 

cannot be unreasonably discriminatory. 

131See generally Regulation SBSR Adopting 

Release, 81 FR at 53551 (stating that the provision 

of recordkeeping services for security-based swaps 

involves a predominantly fixed cost investment 

with low marginal costs of operation). 

allows for the cost of ICE Trade Vault to 

be fair and equal for reporting parties 

whether they choose to report directly 

to ICE Trade Vault or via a third party 

reporter.119 Additionally, according to 

ICE Trade Vault, clearing agency fees 

vary from other users due to the unique 

requirements necessary to support this 

type of customer; ICE Trade Vault must 

build out a separate custom interface(s) 

and purchase and maintain additional 

hardware necessary to support the high 

volume of trades submitted to the SDR 

by the clearing agency; as a result, the 

minimum fee outlined in the ICE Trade 

Vault pricing schedule reflects the costs 

incurred by ICE Trade Vault to purchase 

the necessary hardware and software 

and the cost to build out the SDR 

system; in addition, the clearing agency 

fees also reflect the additional ongoing 

support and maintenance costs for this 

type of high volume user.120 According 

to ICE Trade Vault, all fees within the 

schedule, including the monthly per 

$1MM notional, are cost based to ensure 

ICE Trade Vault may operate with a 

minimum margin while allowing for a 

reasonable cost to its customers, given 

the expected volume of trades it expects 

to receive as an SDR.121

ICE Trade Vault will assess a 

Repository Fee upon its acceptance of 

any trade message for an SBS 

transaction.122 For both cleared and 

uncleared/bilateral transactions, the 

Repository Fee rates will be $1.35 per 

$1/MM Notional. For cleared SBS, the 

Repository Fee will be charged to the 

clearing agency that cleared the SBS 

and, for uncleared or bilateral SBS 

transactions, the fee will be charged to 

the user which submitted the record as 

a counterparty or execution agent. 

For transactions submitted directly by 

a clearing agency user, clearing agency 

users will have a minimum monthly 

invoice per user of $10,000, and the 

invoice will be the greater of (i) the total 

of all Repository Fees incurred by user 

or (ii) $10,000.123 If a clearing agency 

user does not have any submittals in a 

given month but does have open 

positions, the $10,000 will be charged as 

a minimum maintenance fee in the 

place of any Repository Fees. If a 

clearing agency user does not have any 

submittals in a given month and does 

not have any open positions then no 

fees will be charged. 

For transactions submitted directly by 

a counterparty user, the minimum 

monthly invoice per user will be 

$375.124 In a given month, each user 

represented as a counterparty shall be 

invoiced the greater of (i) the total of all 

Repository Fees incurred by user or (ii) 

$375. If the user does not have any 

submittals in a given month but does 

have open positions on SBS in the ICE 

Trade Vault Service, the $375 will be 

charged as a minimum maintenance fee 

in the place of any Repository Fees. If 

the user does not have any submittals in 

a given month and does not have any 

open positions then no fees will be 

charged. 

When an execution agent submits an 

SBS transaction on behalf of the 

counterparty and is listed as the 

execution agent, the execution agent 

will be charged the Repository Fee (not 

the underlying funds, accounts or other 

principals).125 When an execution agent 

submits an SBS transaction where the 

execution agent is acting as the 

counterparty, it will be charged the 

Repository Fee. The minimum monthly 

invoice for an execution agent will be a 

total of $375, including all transactions 

in which the executing agent is acting 

on behalf of a counterparty or acting as 

its own counterparty. 

For transactions submitted by third 

party reporters, third party reporters 

will only be charged a Repository Fee 

for those transactions they report on 

behalf of non-users of ICE Trade 

Vault.126 Each non-user on whose behalf 

the third party reporter submits the 

transaction will have an invoice created 

as if it were a user, and will be invoiced 

the greater of (i) the total of all 

Repository Fees incurred by non-user or 

(ii) $200. If the non-user does not have 

any submittals by the third party 

reporter in a given month but does have 

open positions, $200 will be charged as 

a minimum maintenance fee in the 

place of any Repository Fees. If the nonuser does not have any submittals by the 

third party reporter in a given month 

and does not have any open positions 

then no fees will be charged. The details 

regarding the Repository Fees incurred 

or the minimum monthly amount for 

each non-user will be detailed on the 

third-party reporter’s invoice and 

summed across all non-users to 

determine the total amount charged to 

any one third party reporter. ICE Trade 

Vault will solely provide invoices to the 

third party reporter for trades reported 

on behalf of the non-user and will not 

issue an invoice directly to any nonusers. 

2. Discussion 

Section 13(n)(7)(A) of the Exchange 

Act prohibits an SDR (unless necessary 

or appropriate to achieve the purposes 

of the Exchange Act) from: (i) Adopting 

any rule or taking any action that results 

in any unreasonable restraint of trade; or 

(ii) imposing any material anticompetitive burden on the trading, 

clearing, or reporting of transactions.127

Rule 13n–4(c)(1)(i) under the Exchange 

Act also requires an SDR to ensure that 

any dues, fees, or other charges that it 

imposes, and any discounts or rebates 

that it offers, are fair and reasonable and 

not unreasonably discriminatory.128 It 

also requires that such dues, fees, other 

charges, discounts, or rebates be applied 

consistently across all similarly situated 

users of the SDR’s services.129 In 

discussing the fee provisions of the SDR 

Rules, the Commission stated that it 

would take a flexible approach in 

evaluating the fairness and 

reasonableness of an SDR’s fees and 

charges on a case-by-case basis, 

recognizing that there may be instances 

in which an SDR could charge different 

users different prices for the same or 

similar services.130

The Commission received no 

comments applicable to these 

requirements. ICE Trade Vault states 

that all of the fees it charges, including 

the Repository Fee, are cost based to 

ensure ICE Trade Vault may operate 

with a minimum margin while allowing 

for a reasonable cost to its customers, 

given the expected volume of trades ICE 

Trade Vault expects to receive as an 

SDR. The fees include a fixed 

component and a variable component 

that increases with the usage of SDR 

services. Such a fee structure is 

generally in line with the economics of 

recordkeeping services for securitybased swaps, which involve a fixed cost 

investment and marginal costs of 

operation.131 In addition, ICE Trade 

Vault’s approach to fees would be 

consistent across CFTC and Commission 

reporting requirements, and, as a 

general matter, the Commission believes 

it is reasonable for ICE Trade Vault to 

establish similar fees where its 


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132For example, the minimum monthly fee due 

from a third party reporter submitting data for two 

accounts would be $400, while the minimum due 

from an execution agent submitting data for two 

accounts would be $375. 

133See ITV Pricing Schedule, Ex. M.1. 

134See Regulation SBSR Adopting Release, 81 FR 

at 53630 (the Commission estimating that there will 

be approximately 760,000 reportable events per 

year that are clearing transactions or life cycle 

events associated with clearing transactions). 

135See Security-Based SDR Service Disclosure 

Document, Ex. V.2, sec. 2; see also Swap Data 

Repository Rulebook, Security-Based Swap Data 

Reporting Annex, Ex. HH.2, sec. 3.7. 

136See Swap Data Repository Rulebook, SecurityBased Swap Data Reporting Annex, Ex. HH.2, sec. 

7.1; see also Security-Based SDR Service Disclosure 

Document, Ex. V.2, sec. 3. 

137See Security-Based SDR Service Disclosure 

Document, Ex. V.2, sec. 3. 

138See Security-Based SDR Service Disclosure 

Document, Ex. V.2, sec. 3. 

139See id. 

140See id.; see also Swap Data Repository 

Rulebook, Security-Based Swap Data Reporting 

Annex, Ex. HH.2, sec. 7.1. 

141See id. 

142 17 CFR 240.13n–5(b)(4). 

143 17 CFR 240.13n–7. 

obligations require similar levels of 

services and infrastructure. 

With respect to the specific elements 

of ICE Trade Vault’s fee structure, the 

Commission notes the following. First, 

the fixed component of ICE Trade 

Vault’s fees would be consistent with 

the applicant recovering the fixed costs 

investment associated with setting up 

and maintaining a user account, while 

the variable component would be 

consistent with the applicant recovering 

marginal costs of operation, i.e., costs 

that increase with the provision of SDR 

services to the user. Second, the 

Commission believes that the lower 

minimum maintenance fee that ICE 

Trade Vault imposes on third party 

reporters is consistent with third party 

reporters and their non-user clients 

placing a lower burden on ICE Trade 

Vault’s staff, resources, and systems. 

Non-users would not require ICE Trade 

Vault to incur onboarding costs and 

costs associated with the maintenance 

of user accounts. To the extent that third 

party reporters are more efficient users 

of ICE Trade Vault’s reporting 

infrastructure than other categories of 

users, ICE Trade Vault could anticipate 

lower costs associated with trade 

messages reported by third party 

reporters on behalf of their non-User 

clients. 

Third, the Commission believes the 

differentiation in fees between third 

party reporters and execution agents is 

consistent with ICE Trade Vault’s 

approach of attributing fees to entities 

that are directly involved in trade 

execution and is fair, reasonable, and 

not unreasonably discriminatory.132 In 

the case of an execution agent, ICE 

Trade Vault states that such an entity is 

directly involved in the execution of the 

transaction reported to ICE Trade Vault. 

As such, the execution agent is directly 

assessed fees as any other entity that is 

directly involved in the execution of a 

transaction, whereas the underlying 

funds are not charged a fee. In contrast, 

a third party reporter is not directly 

involved with the execution of the 

reported transaction and simply 

provides a service to counterparties that 

are directly involved with execution of 

the reported transaction and also have 

an obligation to report. Therefore, ICE 

Trade Vault assesses a fee to a third 

party reporter for each of the underlying 

reporting parties on whose behalf the 

third party reporter reports the trades to 

ICE Trade Vault. ICE Trade Vault further 

states that it will create an invoice for 

each of underlying reporting party as if 

the underlying reporting party were a 

user. The Commission understands that 

such an arrangement allows ICE Trade 

Vault to collect fees from the underlying 

reporting parties.133

Fourth, the Commission believes that 

the fees that ICE Trade Vault charges a 

clearing agency, while different than 

those imposed on other types of users, 

are fair, reasonable, and not 

unreasonably discriminatory. Because of 

their central role in many security-based 

swap transactions and their provision of 

netting and compression services to 

members clearing agency users are 

directly involved in, and report a 

significant number of security-based 

swaps.134 To support this category of 

users, ICE Trade Vault has to incur 

additional costs to handle large volumes 

of transactions generated over a short 

period of time. 

Taking into account the above, the 

Commission believes that the ITV 

Application sets fees at levels that are 

fair and reasonable and not 

unreasonably discriminatory. 

E. Recordkeeping 

1. Summary of ICE Trade Vault’s 

Application 

According to ICE Trade Vault, users 

access ICE Trade Vault through a webbased front-end that requires user 

systems to (a) satisfy the minimum 

computing system and web browser 

requirements specified in the ICE Trade 

Vault Technical Guides; (b) support 

HTTP 1.1 and 128-bit or stronger SSL 

data encryption; and (c) the most recent 

version of Chrome.135 Trade information 

submitted to ICE Trade Vault is saved in 

a non-rewriteable, non-erasable format, 

to a redundant, local database and a 

remote disaster recovery database in 

near real-time; the database of trade 

information submitted to ICE Trade 

Vault is backed-up to tape daily with 

tapes moved offsite weekly.136

Counterparties’ individual trade data 

records remain available to users at no 

charge for online access through ICE 

Trade Vault from the date of submission 

until five years after expiration of the 

trade (last day of delivery or settlement 

as defined for each product).137 After 

the initial five-year period, 

counterparties’ trade data will be stored 

off-line and remain available upon a 

three-day advance request to ICE Trade 

Vault, until ten years from the 

termination date.138 According to ICE 

Trade Vault, users will retain 

unimpaired access to their online and 

archived trade data.139 However, if a 

user or its regulator requests or requires 

archived trade information from ICE 

Trade Vault to be delivered other than 

via the web-based front-end or the 

application programming interface 

(‘‘API’’) or in a non-standard format, 

such user may be required, in 

accordance with the ICE Trade Vault 

schedule of fees and charges, to 

reimburse ICE Trade Vault for its 

reasonable expenses in producing data 

in response to such request or 

requirement as such expenses are 

incurred.140 Similarly, ICE Trade Vault 

may require a user to pay all reasonable 

expenses associated with producing 

records relating to its transactions 

pursuant to a court order or other legal 

process, as those expenses are incurred 

by ICE Trade Vault, whether such 

production is required at the instance of 

such user or at the instance of another 

party with authority to compel ICE 

Trade Vault to produce such records.141

2. Discussion 

Rule 13n–5(b)(4) of the Exchange Act 

requires an SDR to maintain transaction 

data and related identifying information 

for not less than five years after the SBS 

expires and historical positions for not 

less than five years in a place and 

format that is readily accessible and 

usable to the Commission and other 

persons with authority to access or view 

such information and in an electronic 

format that is non-rewriteable and nonerasable.142 Rule 13n–7 requires an SDR 

to make and keep current books and 

records relating to its business for at 

least five years, and for the first two 

years, keep such records in a place that 

is immediately available to 

representatives of the Commission for 

inspection and examination.143 In 

addition, Rule 13n–5(b)(8) requires an 

SDR to make and keep current a plan to 

ensure that the transaction data and 


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144Rule 13n–5(b)(7) states that, if an SDR ceases 

doing business or ceases to be registered pursuant 

to Section 13(n) of the Exchange Act, the SDR must 

continue to preserve, maintain, and make accessible 

the transaction data and historical positions 

required to be collected, maintained, and preserved 

by this section in the manner required by the 

Exchange Act and the rules and regulations 

thereunder and for the remainder of the period 

required by this section. 17 CFR 240.13n–5(b)(7). 

145 17 CFR 240.13n–8. 

146See Security-Based SDR Service Disclosure 

Document, Ex. V.2, sec. 3. 

147See id. 

148See Security-Based SDR Service Disclosure 

Document, Ex. V.2. 

149See id. 

150 17 CFR 240.13n–10. 

151See id. 

152See supra Part III.B (describing policies and 

procedures with respect to access and information 

security). 

153See supra Part III.C (describing policies and 

procedures with respect to acceptance and use of 

SBS data). 

154See supra Part III.D (describing policies and 

procedures with respect to fees). 

155See supra Part III.A (describing policies and 

procedures with respect to governance 

arrangements, the duties of the CCO, and conflicts 

of interest). 

156See Security-Based SDR Service Disclosure 

Document, Ex. V.2. 

157See, e.g., https://www.theice.com/publicdocs/ 

ICE_Trade_Vault_Disclosure_Document.pdf 

(publishing a disclosure document pursuant to 

CFTC requirements). 

158See supra note 30 and accompanying text. 

159However, the ITV Application includes 

provisions explaining how it would require users to 

identify SBS, as required by Rule 901(c)(1) of 

Regulation SBSR. See Security-Based SDR Service 

Disclosure Document, Ex. N.5 (fields 146–148). The 

ITV Application also includes a provision 

explaining how it would comply with a condition 

to the no-action statement included in the ANE 

Adopting Release. See Security-Based SDR Service 

Disclosure Document, Ex. N.4, sec. 3.5 (providing, 

in the case of a credit security-based swap, for 

dissemination of a capped notional size of $5 

million if the true notional size of the transaction 

is $5 million or greater). 

positions that are recorded in the SDR 

continue to be maintained in 

accordance with Rule 13n–5(b)(7),144

including procedures for transferring 

the transaction data and positions to the 

Commission or its designee.145

The Commission received no 

comments applicable to these 

requirements. As described above, the 

ITV Application provides for the 

recordkeeping of SBS transaction data 

for at least five years following the 

termination of the transaction,146 and 

will be readily accessible throughout the 

life of a security-based swap in an 

electronic format that is non-rewriteable 

and non-erasable.147 In addition, ICE 

Trade Vault provides for the transferring 

of transaction data and positions to the 

Commission via reports designed to 

provide visibility into positions and the 

status of submitted trades and also 

provides for direct electronic access to 

data reported to ICE Trade Vault in 

satisfaction of the Commission’s 

regulatory requirements both for the 

Commission and, where such access is 

permitted by applicable law and any 

relevant Memorandum of 

Understanding or other arrangement, 

the Commission’s designee. 

F. Disclosure 

1. Summary of ICE Trade Vault’s 

Application 

ICE Trade Vault publishes a 

disclosure document to provide a 

summary of information regarding its 

service offerings and the SBS data it 

maintains.148 Specifically, the 

disclosure document sets forth a 

description of the following: (i) Criteria 

for access to the ICE Trade Vault service 

and SBS data; (ii) criteria for connection 

and linking to ICE Trade Vault; (iii) 

policies and procedures to safeguard 

SBS data and operational reliability; (iv) 

policies and procedures to protect the 

privacy of SBS data; (v) policies and 

procedures on ICE Trade Vault 

commercial and non-commercial use of 

SBS data; (vi) ICE Trade Vault data 

accuracy and dispute resolution 

procedures; (vii) ICE Trade Vault 

services; (viii) ICE Trade Vault pricing; 

and (ix) ICE Trade Vault governance 

arrangements.149

2. Discussion 

Rule 13n–10 under the Exchange Act 

requires that, before accepting any SBS 

data from a market participant or upon 

a market participant’s request, an SDR 

shall furnish to the market participant a 

disclosure document that contains 

certain written information, which must 

reasonably enable the market 

participant to identify and evaluate 

accurately the risks and costs associated 

with using the SDR’s services.150 This 

written information must contain the 

following: (i) The SDR’s criteria for 

providing others with access to the 

services offered and data it maintains; 

(ii) its criteria for those seeking to 

connect to or link with the SDR; (iii) a 

description of its policies and 

procedures regarding its safeguarding of 

data and operational reliability, as 

described in Rule 13n–6; (iv) a 

description of its policies and 

procedures reasonably designed to 

protect the privacy of SBS transaction 

information that it receives, as described 

in Rule 13n–9(b)(1); (v) a description of 

its policies and procedures regarding its 

noncommercial and commercial use of 

SBS transaction information that it 

receives, as described in Rule 13n– 

5(b)(6); (vi) a description of its dispute 

resolution procedures, as described in 

Rule 13n–5(b)(6); (vii) a description of 

all the SDR’s services, including any 

ancillary services; and (viii) the SDR’s 

updated schedule of any dues; 

unbundled prices, rates or other fees for 

all of its services, including ancillary 

services; any discounts or rebates 

offered; and the criteria to benefit from 

such discounts or rebates; and (ix) a 

description of its governance 

arrangements.151

The Commission received no 

comments applicable to these 

requirements. As described throughout 

this order, the ITV Application includes 

extensive discussion of ICE Trade 

Vault’s policies and procedures with 

respect to access,152 the use of SBS 

transaction information,153 service 

offerings, including ancillary 

services,154 and governance 

arrangements.155 The Commission 

believes that ICE Trade Vault’s 

Disclosure Document presents a 

reasonably comprehensive view of the 

applicant’s overall service offering, from 

which a potential user could identify 

and evaluate accurately the risks and 

costs associated with using the SDR’s 

services.156 In addition, regarding the 

requirement to furnish the document to 

market participants, the Commission 

understands that ICE Trade Vault 

publishes similar disclosure documents 

on its website,157 and anticipates the 

same for ICE Trade Vault’s Disclosure 

Document relevant to this application. 

G. Regulatory Reporting and Public 

Dissemination 

As a registered SDR, ICE Trade Vault 

would carry out an important role in the 

regulatory reporting and public 

dissemination of SBS transactions. As 

noted above, ICE Trade Vault has stated 

that it intends to rely on the no-action 

statement included in the ANE 

Adopting Release for the period set forth 

in the ANE Adopting Release with 

respect to the credit derivatives asset 

class.158 Therefore, ICE Trade Vault 

does not need to include materials in its 

application explaining how it would 

comply with the provisions of the SBS 

Reporting Rules noted in the no-action 

statement.159 Instead, ICE Trade Vault 

may rely on its discussion about how it 

complies with comparable CFTC 

requirements pertaining to regulatory 

reporting and public dissemination of 

swap transactions. 

In the no-action statement, the 

Commission stated that an applicant 

‘‘will not need to include materials in 

its application explaining how it would 

comply with the provisions [specifically 

noted as not providing a basis for a 

Commission enforcement action during 


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160ANE Adopting Release, supra note 12, at 6348. 

161 Id. 

162Because ICE Trade Vault has elected to rely on 

the no-action statement, see supra note 30, the 

Commission has not evaluated the ITV Application 

against any provisions of Regulation SBSR 

specifically noted as not providing a basis for a 

Commission enforcement action during the 

pendency of the statement. 

163See ISDA Letter II at 2–3. 

164See id. at 4. 

165 Id. at 3. The comment refers to revisions to 

Parts 43 and 45 adopted by the CFTC in September 

2020, which include requirements for reporting 

new data elements as well as changes to how 

existing data elements should be reported. See Part 

43 revisions, available at: www.cftc.gov/sites/ 

default/files/2020/11/2020-21568a.pdf; Part 45 

revisions, available at: www.cftc.gov/sites/default/ 

files/2020/11/2020-21569a.pdf. 

166See ISDA Letter II at 3. 

167See id. at 3–4. 

168See id. at 4. 

169See id. at 5. 

170Under the CFTC’s reporting rules, an SDR 

must publicly disseminate swap transaction and 

pricing data as soon as technologically practicable 

after such data is received, unless such swap 

transaction and pricing data is subject to a time 

delay described in § 43.5, in which case the swap 

transaction and pricing data shall be publicly 

disseminated in the manner described in § 43.5. See 

17 CFR 43.3(b)(1). In addition, Appendix C to Part 

43 provides clarification of the time delays for 

public dissemination set forth in § 43.5. An SDR 

subject to the CFTC’s Part 43 rules must 

disseminate transaction and pricing data with a 

time delay if the transaction falls within § 43.5, and 

must disseminate transaction and pricing data ‘‘as 

soon as technologically practicable’’ if it does not. 

The Commission’s no-action statement recognized 

that security-based swap transactions do not fall 

within § 43.5 or Appendix C of Part 43. See ANE 

Adopting Release, supra note 12, at 6347. 

Accordingly, an SDR, when utilizing CFTC rather 

than SEC protocols for dissemination of a securitybased swap transaction, would not impose the time 

delay required for a swap transaction that falls 

within § 43.5. Nevertheless, to offer some 

accommodation for certain large-sized securitybased swaps based on a single credit instrument or 

a narrow-based index of credit instruments, the 

Commission established a size cap of ‘‘$5MM+’’ for 

any transaction having a true notional size of $5 

million or greater. As explained in the 

Commission’s no-action statement, this cap is also 

applied by the Financial Industry Regulatory 

Authority when disseminating transaction reports 

of economically similar cash debt securities. See id. 

at 6347, n.768. 

171See supra notes 15–17 and accompanying text. 

the pendency of the statement].’’ 160 The 

applicant ‘‘could instead rely on its 

discussion about how it complies with 

comparable CFTC requirements.’’ 161 In 

its application, ICE Trade Vault 

provided exhibits that adapted its 

policies and procedures for regulatory 

reporting and public dissemination of 

swaps for use in the SBS market. The 

Commission believes that, with respect 

to its role in the regulatory reporting 

and public dissemination of SBS 

transactions, ICE Trade Vault has 

satisfied the approach described by the 

Commission in the no-action statement 

regarding the information and 

representations sufficient to support its 

approval for registration as an SDR and 

SIP.162

ISDA Letter II raised several issues 

with respect to the ITV Application. 

First, ISDA stated that there are 

challenges associated with ICE TV’s 

requirements for reporting a 

counterparty identity when the 

counterparty does not have a legal entity 

identifier (‘‘LEI’’) and suggested that ICE 

Trade Vault instead follow the approach 

set out in the DDR Rulebook.163 In 

addition, ISDA recommended that ICE 

Trade Vault make a minor adjustment to 

the boolean indicator for the ‘‘Package 

Trade Flag.’’ 164 These scenarios can 

arise in the reporting of a swap 

transaction under the CFTC reporting 

rules currently, and ICE Trade Vault has 

represented that it is in compliance with 

applicable CFTC requirements and 

intends to rely on the Commission’s 

position outlined in the ANE Adopting 

Release for applicable reporting rules 

and SBSDR duties for the period set 

forth therein. Therefore, these 

comments do not preclude the 

Commission’s approval of ICE Trade 

Vault’s application to register as an SDR 

and as a SIP. 

In addition, ISDA stated that the ITV 

Rulebook should ‘‘discuss ‘Counterparty 

2’ identifiers that will be permitted 

under the new [CFTC] swap data 

reporting rules.’’ 165 To the extent that 

this suggestion involves changes to ICE 

Trade Vault’s systems, policies, and 

procedures for complying with future 

CFTC requirements, they are not part of 

ICE Trade Vault’s existing systems, 

policies, and procedures and thus are 

not germane to the application being 

considered by the Commission. 

However, the Commission expects that 

ICE Trade Vault will, in the future, 

explain to its participants how changes 

made to the systems, policies, and 

procedures for complying with CFTC 

swap data reporting requirements will 

impact the reporting of security-based 

swap transactions. 

ISDA also recommended that unique 

identification codes generated by ICE 

Trade Vault be 52 rather than 54 

characters in length, to align with the 

global standard for unique transaction 

identifiers (‘‘UTIs’’), which are 52 

characters in length.166 Although the 

Commission anticipates that ICE Trade 

Vault will utilize the global UTI system 

when implemented, implementation has 

not yet occurred. Therefore, this 

comment does not preclude the 

Commission’s approval of ICE Trade 

Vault’s application to register as an SDR 

and as a SIP. 

Furthermore, ISDA recommended 

that, until the global standard for unique 

product identifiers (‘‘UPIs’’) comes into 

effect, ICE Trade Vault utilize the ISDA 

Taxonomy for product identifiers rather 

than ICE Trade Vault’s own product 

taxonomy.167 The UPI system, like the 

UTI system, is not yet in effect. In the 

absence of an internationally recognized 

system, ICE Trade Vault may assign 

product identifiers using its own 

policies and procedures. Therefore, this 

comment does not preclude the 

Commission’s approval of ICE Trade 

Vault’s application to register as an SDR 

and as a SIP. 

ISDA also contested the requirement 

in ITV Rulebook to report ‘‘Not 

Applicable’’ where a data field is not 

applicable for a historical security-based 

swap transaction or ‘‘an exotic SBS 

submission.’’ 168 Nothing in Regulation 

SBSR prohibits a registered SDR from 

requiring a reporting person to submit 

an affirmative response of ‘‘Not 

Available’’ instead of leaving a data 

field blank. This approach allows the 

registered SDR and the Commission to 

differentiate between a circumstance 

where the data element is truly ‘‘Not 

Available’’ from a circumstance where 

the reporting person has inappropriately 

failed to report the data element. 

Finally, ISDA noted that, although the 

specifications in the ITV Rulebook 

‘‘technically align’’ with the SEC 

requirement that an SDR publicly 

disseminate immediately upon receipt, 

SDRs are also built to delay public 

dissemination under CFTC 

requirements. ISDA suggested that 

complying with the SEC requirement 

would require SDRs to incur the cost of 

adding functionality to disseminate 

immediately under Regulation SBSR, 

and ISDA therefore requests that the 

SEC align its requirement with the 

CFTC requirement.169 To the extent that 

ISDA is requesting that the Commission 

modify the no-action statement in 

response to ISDA’s comment, the 

Commission declines to do so. 

Furthermore, because this comment 

pertains to a Commission position and 

not to the ICE Trade Vault Application, 

it does not affect the Commission’s 

review of the ICE Trade Vault 

Application under the relevant statutory 

standards for registration as an SDR and 

as a SIP.170

IV. Evaluation of ICE Trade Vault’s 

Application and Commission Findings 

Consistent with the standard for 

registration previously described in Part 

II.B,171 the Commission has considered 

whether ICE Trade Vault is so 

organized, and has the capacity, to be 


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172See supra note 19 and accompanying text. 

able to assure the prompt, accurate, and 

reliable performance of its functions as 

an SDR, comply with any applicable 

provisions of the securities laws and the 

rules and regulations thereunder, and 

carry out its functions in a manner 

consistent with the purposes of Section 

13(n) of the Exchange Act and the rules 

and regulations thereunder. The 

Commission finds that ICE Trade Vault 

meets these criteria for registration as an 

SDR for the reasons described 

throughout this order. 

To evaluate ICE Trade Vault’s 

application to register as a SIP, and 

consistent with the standard for 

registration previously described in Part 

II.B,172 the Commission has considered 

whether ICE Trade Vault is so 

organized, and has the capacity, to be 

able to assure the prompt, accurate, and 

reliable performance of its functions as 

a SIP, comply with the provisions of the 

Exchange Act and the rules and 

regulations thereunder, carry out its 

functions in a manner consistent with 

the purposes of the Exchange Act, and, 

insofar as it is acting as an exclusive 

processor, operate fairly and efficiently. 

The Commission finds that ICE Trade 

Vault meets these criteria for 

registration as a SIP for the reasons 

described throughout this order. 

V. Conclusion 

For the reasons discussed above, the 

Commission finds that ICE Trade Vault 

meets the applicable requirements for 

registration as an SDR, including those 

standards set forth in Section 13(n) of 

the Exchange Act and Commission rules 

and regulations thereunder, and the 

applicable requirements for registration 

as a SIP under Section 11A(b) of the 

Exchange Act. 

It is hereby ordered that the 

application for registration as a securitybased swap data repository and a 

securities information processor filed by 

ICE Trade Vault, LLC (File No. SBSDR– 

2021–01) pursuant to Sections 13(n) and 

11A(b) of the Exchange Act be, and 

hereby is, approved. 

By the Commission. 

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2021–13140 Filed 6–21–21; 8:45 am] 

BILLING CODE 8011–01–P 

DEPARTMENT OF THE TREASURY 

Office of Foreign Assets Control 

Notice of OFAC Sanctions Actions 

AGENCY: Office of Foreign Assets 

Control, Treasury. 

ACTION: Notice. 

SUMMARY: The U.S. Department of the 

Treasury’s Office of Foreign Assets 

Control (OFAC) is publishing the names 

of one or more persons that have been 

placed on OFAC’s Specially Designated 

Nationals and Blocked Persons List 

(SDN List) based on OFAC’s 

determination that one or more 

applicable legal criteria were satisfied. 

All property and interests in property 

subject to U.S. jurisdiction of these 

persons are blocked, and U.S. persons 

are generally prohibited from engaging 

in transactions with them. 

DATES: See Supplementary Information 

section for effective date(s). 

FOR FURTHER INFORMATION CONTACT: 

OFAC: Andrea Gacki, Director, tel.: 

202–622–2490; Associate Director for 

Global Targeting, tel.: 202–622–2420; 

Assistant Director for Licensing, tel.: 

202–622–2480; Assistant Director for 

Regulatory Affairs, tel.: 202–622–4855; 

or Assistant Director for Sanctions 

Compliance & Evaluation, tel.: 202–622– 

2490. 

SUPPLEMENTARY INFORMATION: 

Electronic Availability 

The Specially Designated Nationals 

and Blocked Persons List and additional 

information concerning OFAC sanctions 

programs are available on OFAC’s 

website (www.treasury.gov/ofac). 

Notice of OFAC Actions 

On June 9, 2021, OFAC determined 

that the property and interests in 

property subject to U.S. jurisdiction of 

the following persons are blocked under 

the relevant sanctions authority listed 

below. 

Individuals 

1. ORTEGA MURILLO, Camila Antonia, 

Nicaragua; DOB 04 Nov 1987; POB Managua, 

Nicaragua; nationality Nicaragua; Gender 

Female; Passport A00000114 (Nicaragua) 

issued 28 Jun 2012 expires 28 Jun 2022; 

National ID No. 0010411870001B (Nicaragua) 

(individual) [NICARAGUA]. 

Designated pursuant to section 1(a)(iii) of 

Executive Order 13851 of November 27, 

2018, ‘‘Blocking Property of Certain Persons 

Contributing to the Situation in Nicaragua’’ 

(‘‘E.O. 13851’’), for being an official of the 

Government of Nicaragua or having served as 

an official of the Government of Nicaragua at 

any time on or after January 10, 2007. 

2. REYES RAMIREZ, Leonardo Ovidio, 

Villa Fontana, Club Terraza 2 C, Oeste, 1 C, 

Sur 25 VRS, Oeste Casa 137, Managua, 

Nicaragua; DOB 03 Apr 1965; POB 

Chinandega, Nicaragua; nationality 

Nicaragua; Gender Male; Passport A00000794 

(Nicaragua) issued 28 Mar 2014 expires 28 

Mar 2024; National ID No. 0810304650001P 

(Nicaragua) (individual) [NICARAGUA]. 

Designated pursuant to section 1(a)(iii) of 

E.O. 13851 for being an official of the 

Government of Nicaragua or having served as 

an official of the Government of Nicaragua at 

any time on or after January 10, 2007. 

3. RODRIGUEZ BALLADARES, Julio 

Modesto, Nicaragua; DOB 22 Jan 1963; POB 

Nicaragua; nationality Nicaragua; Gender 

Male; Passport C01659683 (Nicaragua) issued 

14 Apr 2014 expires 14 Apr 2024; National 

ID No. 0012201630050J (Nicaragua) 

(individual) [NICARAGUA]. 

Designated pursuant to section 1(a)(iii) of 

E.O. 13851 for being an official of the 

Government of Nicaragua or having served as 

an official of the Government of Nicaragua at 

any time on or after January 10, 2007. 

4. CASTRO RIVERA, Edwin Ramon, 

Nicaragua; DOB 05 Jan 1957; POB Leon, 

Nicaragua; nationality Nicaragua; Gender 

Male; Passport A0008826 (Nicaragua) issued 

02 Feb 2012 expires 02 Feb 2022; National 

ID No. 2810501570012H (Nicaragua) 

(individual) [NICARAGUA]. 

Designated pursuant to section 1(a)(iii) of 

E.O. 13851 for being an official of the 

Government of Nicaragua or having served as 

an official of the Government of Nicaragua at 

any time on or after January 10, 2007. 

Dated: June 9, 2021. 

Bradley T. Smith, 

Acting Director, Office of Foreign Assets 

Control, U.S. Department of the Treasury. 

[FR Doc. 2021–13083 Filed 6–21–21; 8:45 am] 

BILLING CODE 4810–AL–P 

DEPARTMENT OF THE TREASURY 

Office of Foreign Assets Control 

Notice of OFAC Sanctions Actions 

AGENCY: Office of Foreign Assets 

Control, Treasury. 

ACTION: Notice. 

SUMMARY: The U.S. Department of the 

Treasury’s Office of Foreign Assets 

Control (OFAC) is publishing an update 

to the identifying information of persons 

currently included in OFAC’s Non-SDN 

Chinese Military-Industrial Complex 

Companies List. Any purchase or sale of 

any publicly traded securities, or any 

publicly traded securities that are 

derivative of such securities or are 

designed to provide investment 

exposure to such securities, of any of 

these persons, by any United States 

person in violation of Executive Order 

13959 (‘‘E.O. 13959’’), as amended by 

Executive Order 14032 (‘‘E.O. 14032’’), 

is prohibited. 

DATES: See SUPPLEMENTARY INFORMATION

section for applicable date(s). 


lotter on DSK11XQN23PROD with NOTICES1