Gemini Titan - Exhibit L 1

GEMINI TITAN, LLC 

EXHIBIT L 
Gemini Titan - Exhibit L 1

Attach as Exhibit L, a narrative and any other form of documentation that may be provided under other 

Exhibits herein, that describes the manner in which the Applicant is able to comply with each core principle. 

Such documentation must include a regulatory compliance chart setting forth each core principle and 

providing citations to the Applicant’s relevant rules, policies, and procedures that address each core 

principle. To the extent that the application raises issues that are novel or for which compliance with a core 

principle is not self- evident, include an explanation of how that item and the application satisfy the core 

principles.

Core Principle or Other 

Requirement

Gemini Rule, Policy or 

Procedure

Relevant Exhibit(s)

Core Principle 1 – Designation as a Contract Market

(a) In general. To be

designated, and maintain a

designation, as a contract

market, a board of trade shall

comply with:

(1) Any core principle

described in section 5(d)

of the Act, and

(2) Any requirement that the

Commission may 

impose by rule or 

regulation pursuant to 

section 8a(5) of the Act.

(b) Reasonable discretion of

the contract market. Unless

otherwise determined by the

Commission by rule or

regulation, a board of trade

described in paragraph (a) of

this section shall have

reasonable discretion in

establishing the manner in

which the board of trade

complies with the core

principles described in this

subsection.

Gemini Titan, LLC (“Gemini”) 

has applied for registration as a 

designated contract market 

(“DCM”) by submitting Form 

DCM (the “Gemini 

Application”). Once registered, 

Gemini will comply with the DCM 

Core Principles. As 

demonstrated in this Application, 

Gemini has drafted its Rules and 

Compliance Manual and has 

designed Gemini’s operations to 

be compliant with the DCM Core 

Principles and the Commodity 

Exchange Act, as amended (the 

“CEA”) and other applicable 

Commodity Futures Trading 

Commission (the “CFTC”) 

regulations promulgated 

thereunder.

This Application, including all 

attachments and Exhibits.

Core Principle 2 – Compliance with Rules

(a) In general. The board of

trade shall establish, monitor,

and enforce compliance with

the rules of the contract

market, including:

(1) Access requirements;

(2) The terms and 

conditions of any 

contracts to be traded on 

the contract market; and

(3) Rules prohibiting

abusive trade practices

Gemini has established rules 

and procedures reasonably 

designed to ensure compliance 

with section 5h of the CEA and 

the rules of the CFTC. Gemini 

fulfills its compliance with the 

CEA, CFTC regulations and the 

Rulebook of Gemini (the 

“Gemini Rules” and each, a 

“Gemini Rule”), through 

oversight by its Regulatory 

Oversight Committee (“ROC”) 

and its Chief Regulatory Officer 

Exhibit M –Gemini Rulebook

Exhibit O –Gemini Compliance 

Manual

Exhibit R – Trade Practice 

Violations
Gemini Titan 

- Exhibit L2

on the contract market.

(b) Capacity of contract 

market. The board of trade 

shall have the capacity to 

detect, investigate, and apply 

appropriate sanctions to any 

person that violates any rule 

of the contract market.

(c) Requirement of rules. The

rules of the contract market

shall provide the board of

trade with the ability and

authority to obtain any

necessary information to

perform any function

described in this section,

including the capacity to

carry out such international

information-sharing

agreements, as the

Commission may require.

(“RCO”).

The Gemini Rules include rules 

for access requirements and 

impartial access, and rules 

prohibiting fraudulent and 

abusive trading practices. 

Gemini Rule 304 sets forth 

participant eligibility 

requirements and requires 

Participants to meet any other 

criteria upon request by the 

Exchange and provide the 

Exchange with any other 

information the Exchange may 

request regarding the 

Participant. Gemini Rules 602 

and 603 prohibit abusive trading 

practices.

Gemini has not entered into 

international information-sharing 

agreements but the Gemini 

Rules foresee that doing so may 

be necessary in the future. For 

example, Gemini Rule 213 

requires Participants to allow 

Gemini to provide all information 

Gemini has about the 

Participant, including the 

Participant’s trading activity, to 

the CFTC or any other 

Regulatory Agency, law 

enforcement authority, or judicial 

tribunal, including (as may be 

required by information- sharing 

agreements or other 

arrangements or procedures or 

other contractual, regulatory, or 

legal provisions) foreign 

regulatory or self- regulatory 

bodies, law enforcement 

authorities, or judicial tribunals.

The Compliance Manual sets 

forth internal procedures 

regarding asking Participants for 

additional information and 

periodic monitoring of 

Participants where additional 

information could be necessary.

The Regulatory Compliance 

Department conducts real- time 

surveillance, trade practice 

surveillance and market 

surveillance, as described in the 

Gemini Compliance manual.

The Regulatory Compliance 
Gemini Titan - Exhibit L 3

Department oversees 

investigations. The Regulatory 

Compliance Department's 

investigations and disciplinary

procedures are governed by 

Chapter 7 of the Gemini Rules.

Pursuant to Gemini Rule 301, 

Participants agree to assist 

Gemini in complying with 

Gemini’s legal and regulatory 

obligations, cooperate with the 

exchange, the CFTC and any 

regulatory agency with 

jurisdiction over Gemini in any 

inquiry, investigation, audit, 

examination or proceeding.

Core Principle 3 – Contracts Not Readily Susceptible to Manipulation

The board of trade shall list on 

the contract market only 

contracts that are not readily 

susceptible to manipulation.

Gemini shall only permit trading 

in contracts that are not readily 

susceptible to manipulation. All 

Gemini contracts shall be 

cleared through the Gemini 

DCO.

Exhibit M – Gemini Rulebook

Exhibit O – Gemini Compliance 

Manual

Core Principle 4 – Prevention of Market Disruption

The board of trade shall have the 

capacity and responsibility to 

prevent manipulation, price 

distortion, and disruptions of the 

delivery or cash-settlement 

process through market 

surveillance, compliance, and 

enforcement practices and 

procedures, including:

(a) Methods for conducting realtime monitoring of trading;

and

(b) Comprehensive and 

accurate trade 

reconstructions.

The Gemini Regulatory 

Compliance Department is 

responsible for conducting trade 

practice surveillance for Gemini. 

Trade practice surveillance 

includes reviewing bids, offers, 

trades and any other information 

on an ongoing basis to determine 

if there are any potential 

violations of the Gemini Rules.

Gemini employs automated 

trade surveillance tools that 

enable the Regulatory 

Compliance Department to 

perform trade practice and 

market surveillance functions 

and to monitor delivery and cashsettlement.

These tools are used by Staff to 

effectively and efficiently surveil 

the Gemini market and its 

Participants and generate 

automated exception alerts.

The tools further capture all of 

the data elements to recreate the 

audit trail of every actionable

message on Gemini.

Exhibit M – Gemini Rulebook

Exhibit O – Gemini Compliance 

Manual
Gemini Titan - Exhibit L 4

Core Principle 5 – Position Limits or Accountability

To reduce the potential threat of 

market manipulation or 

congestion (especially during 

trading in the delivery month), the 

board of trade shall adopt for 

each contract of the board of 

trade, as is necessary and 

appropriate, position limitations 

or position accountability for 

speculators. For any contract 

that is subject to a position 

limitation established by the 

Commission, pursuant to section 

4a(a), the board of trade shall set 

the position limitation of the 

board of trade at a level not 

higher than the position limitation 

established by the Commission.

Chapter 6 of the Gemini Rules 

sets forth rules regarding 

position limits, position 

accountability levels and 

aggregation requirements. 

Gemini imposes position limits or 

position accountability levels, as 

is necessary and appropriate, for 

the contracts that Gemini offers. 

Additional internal procedures 

related to position limits and 

position accountability levels, 

and any breaches thereof, are 

set forth in the Gemini 

Compliance Manual.

Exhibit M – Gemini Rulebook

Exhibit O – Gemini Compliance 

Manual

Core Principle 6 – Emergency Authority

The board of trade, in 

consultation or cooperation with 

the Commission, shall adopt 

rules to provide for the exercise 

of emergency authority, as is 

necessary and appropriate, 

including the authority:

(a) To liquidate or transfer open

positions in any contract;

(b) To suspend or curtail trading

in any contract; and

(c) To require market

participants in any contract to

meet special margin

requirements.

Rule 101 defines the term 

“emergency” and Rule 402 sets 

forth the procedures Gemini will 

follow when Gemini declares that 

an emergency exists.

Exhibit M – Gemini Rulebook

Core Principle 7 – Availability of General Information

The board of trade shall make 

available to market authorities, 

market participants, and the 

public accurate information 

concerning:

(a) The terms and conditions of

the contracts of the contract

market; and

(b)

(1) The rules, regulations and

mechanisms for executing

transactions on or through

the facilities of the

Gemini Rules will be publicly 

available.

Exhibit M – Gemini Rulebook
Gemini Titan - Exhibit L 5

contract market, and

(2) The rules and 

specifications describing 

the operation of the 

contract market's:

(i) Electronic matching

platform, or

(ii) Trade execution 

facility.

Core Principle 8 – Daily Publication of Trading Information

The board of trade shall make 

public daily information on 

settlement prices, volume, open 

interest, and opening and closing 

ranges for actively traded 

contracts on the contract market.

Gemini Rule 405(e) sets forth 

that Gemini shall make public on 

a daily basis information on 

settlement prices, volume, open 

interest and opening and closing 

ranges for actively traded 

contracts.

Exhibit M – Gemini Rulebook

Core Principle 9 – Execution of Transactions

The board of trade shall provide 

a competitive, open, and efficient 

market and mechanism for 

executing transactions that 

protects the price discovery 

process of trading in the 

centralized market of the board 

of trade. The rules of the board of 

trade may authorize, for bona 

fide business purposes:

(a) Transfer trades or office

trades;

(b) An exchange of:

(1) Futures in connection

with a cash commodity

transaction;

(2) Futures for cash 

commodities; or

(3) Futures for swaps; or

(c) A futures commission 

merchant, acting as principal 

or agent, to enter into or 

confirm the execution of a 

contract for the purchase or 

sale of a commodity for 

future delivery if the contract 

is reported, recorded, or 

cleared in accordance with 

the rules of the contract 

market or a derivatives 

Chapter 4 of the Gemini Rules 

sets forth the method for trading 

exchange contracts and the 

mechanism by which 

transactions are executed on the 

platform.

Exhibit M – Gemini Rulebook
Gemini Titan - Exhibit L 6

clearing organization.

Core Principle 10 – Trade Information

The board of trade shall maintain 

rules and procedures to provide 

for the recording and safe 

storage of all identifying trade 

information in a manner that 

enables the contract market to 

use the information:

(a) To assist in the prevention of

customer and market

abuses; and

(b) To provide evidence of any

violations of the rules of the

contract market.

Gemini Rule 411 sets forth 

Gemini’s recordkeeping policy, 

which is compliant with CFTC 

Regulation 1.31. Gemini’s 

internal policies for collecting 

trade information for the 

purposes of identifying market 

abuses or violations of rules are 

in the Compliance Manual. 

Gemini’s internal policies for 

recording and safe storage of 

trade information are in the in the 

Gemini Record Retention Policy.

Exhibit M – Gemini Rulebook

Exhibit O – Gemini Compliance 

Manual

Exhibit S – Gemini Record 

Retention Policy

Core Principle 11 – Financial Integrity of Transactions

The board of trade shall establish 

and enforce:

Rules and procedures for 

ensuring the financial 

integrity of transactions 

entered into on or through 

the facilities of the contract 

market (including the 

clearance and settlement of 

the transactions with a 

derivatives clearing 

organization); and

Rules to ensure:

The financial integrity of any:

(i) Futures commission

merchant, and

(ii) Introducing broker; 

and

(1) The protection of 

customer funds.

Each Participant must be in good 

standing and in compliance with 

the Participant eligibility 

standards set forth in Chapter 6 

of the Gemini Rules.

All contracts offered by Gemini 

will be cleared through a 

Minneapolis Grain Exchange or 

such additional or successor 

central counterparties that are 

registered with the Commission 

as a derivative clearing 

organization with open access 

rules as Gemini may designate 

from time to time to provide 

clearing services and is 

described in greater detail in 

Chapter 5 of the Gemini Rules.

Exhibit M – Gemini Rulebook

Exhibit E and F – Gemini 

Operations Manual

Core Principle 12 – Protection of Markets and Market Participants

The board of trade shall establish 

and enforce rules:

(a) To protect markets and

market participants from

abusive practices committed

by any party, including

abusive practices committed

by a party acting as an agent

for a participant; and

Chapter 6 of the Gemini Rules 

sets forth Participant Duties and 

Standards, including prohibitions 

of abusive trading practice and 

promotion of fair and equitable 

trading.

Exhibit M – Gemini Rulebook
Gemini Titan - Exhibit L 7

(b) To promote fair and equitable

trading on the contract

market.

Core Principle 13 – Disciplinary Procedures

The board of trade shall establish 

and enforce disciplinary 

procedures that authorize the 

board of trade to discipline, 

suspend, or expel members or 

market participants that violate 

the rules of the board of trade, or 

similar methods for performing 

the same functions, including 

delegation of the functions to 

third parties.

Chapter 7 of the Gemini Rules 

sets forth rules related to 

Discipline and Enforcement. 

Gemini Rule 709 describes the 

composition of the Disciplinary 

Panel. Additional internal policies 

are in the Compliance Manual.

Exhibit M – Gemini Rulebook

Exhibit O – Gemini Compliance 

Manual

Core Principle 14 – Dispute Resolution

The board of trade shall establish 

and enforce rules regarding, and 

provide facilities for alternative 

dispute resolution as appropriate 

for, market participants and any 

market intermediaries.

Chapter 8 of the Gemini Rules 

sets forth rules related to 

arbitration.

Additional internal policies are in 

the Compliance Manual.

Exhibit M – Gemini Rulebook

Exhibit O – Gemini Compliance 

Manual

Core Principle 15 – Governance Fitness Standards

The board of trade shall establish 

and enforce appropriate fitness 

standards for directors, members 

of any disciplinary committee, 

members of the contract market, 

and any other person with direct 

access to the facility (including 

any party affiliated with any 

person described in this 

paragraph).

Gemini Rule 205 sets forth 

eligibility and fitness standards 

for directors. Gemini Rules 205 

and 709 set forth eligibility and 

fitness standards for members of 

the Disciplinary Panel. Gemini 

Rule 304 sets forth eligibility 

standards for Gemini 

Participants.

Exhibit M – Gemini Rulebook

Core Principle 16 – Conflicts of Interest

The board of trade shall establish 

and enforce rules:

(a) To minimize conflicts of

interest in the decisionmaking process of the 

contract market; and

(b) To establish a process for

resolving conflicts of interest

described in paragraph (a) of

this section.

Gemini Rule 211 outlines rules 

related to conflicts of interest.

Additionally, the Gemini 

Compliance Manual contains 

additional internal policies and 

procedures for minimizing and 

resolving conflicts of interest.

Exhibit M – Gemini Rulebook

Exhibit O – Gemini Compliance 

Manual
Gemini Titan - Exhibit L 8

Core Principle 17 – Composition of Governing Boards of Contract Markets

The governance arrangements 

of the board of trade shall be 

designed to permit consideration 

of the views of market 

participants.

Gemini Rule 203(b) sets forth the 

requirement for directors with no 

material relationships to Gemini 

to serve on the Gemini board.

Exhibit M – Gemini Rulebook

Core Principle 18 – Recordkeeping

The board of trade shall maintain 

records of all activities relating to 

the business of the contract 

market:

(a) In a form and manner that is

acceptable to the

Commission; and

(b) For a period of at least 5

years.

Gemini Rule 411 sets forth 

Gemini’s recordkeeping policy, 

which is compliant with CFTC 

Regulation 1.31. Gemini’s 

internal recordkeeping policies 

are set forth in the Compliance 

Manual and in the Gemini 

Record Retention Policy.

Exhibit M – Gemini Rulebook

Exhibit O – Gemini Compliance 

Manual

Exhibit S – Gemini Record 

Retention Policy

Core Principle 19 – Antitrust Considerations

Unless necessary or appropriate 

to achieve the purposes of this 

Act, the board of trade shall not:

(a) Adopt any rule or taking any

action that results in any

unreasonable restraint of

trade; or

(b) Impose any material

anticompetitive burden on

trading on the contract

market.

Gemini promotes a culture of 

compliance including compliance 

with antitrust laws and Core 

Principle 19. Gemini imposes 

fees that are equal across 

classes, and such fees are 

designed to be 

nondiscriminatory. Gemini 

makes public its Rules and 

Participant eligibility criteria, 

among other items, on its 

website.

Exhibit O – Gemini Compliance 

Manual

Core Principle 20 – System Safeguards

Each designated contract market 

shall:

(a) Establish and maintain a

program of risk analysis and

oversight to identify and

minimize sources of

operational risk, through the

development of appropriate

controls and procedures, and

the development of

automated systems, that are

reliable, secure, and have

adequate scalable capacity;

(b) Establish and maintain

emergency procedures, 

backup facilities, and a plan 

for disaster recovery that 

Gemini will have a program of 

risk oversight designed to 

identify wide range of risks, and 

involving a high degree of 

security to prevent system 

outages and cyber-attacks.

As previously noted, Gemini will 

be entering into shared services 

agreements with Gemini Trust 

Company, LLC (“GTC”) which 

will be providing Gemini with 

certain security, risk 

management, and disaster 

recovery infrastructure. GTC 

maintains an Enterprise Risk 

Management Plan and a 

Exhibit V – Technology

Questionnaire

Exhibit V – Gemini Enterprise 

Risk Management Plan

Exhibit V – Gemini Business 

Continuity Plan
Gemini Titan - Exhibit L 9

allow for the timely recovery 

and resumption of operations 

and the fulfillment of the 

responsibilities and 

obligations of the board of 

trade; and

(c) Periodically conduct tests to

verify that backup resources

are sufficient to ensure

continued order processing

and trade matching,

transmission of matched

orders to a designated

clearing organization for

clearing, price reporting,

market surveillance, and

maintenance of a

comprehensive and accurate

audit trail.

Business Continuity Plan that 

would be activated in the event of 

an emergency or other 

circumstances warranting 

activation of such plan. Rule 402 

describes the procedures Gemini 

will follow to declare an 

emergency.

Gemini will also conduct periodic 

audits, internal testing, and 

external testing to verify the 

integrity of Gemini’s technology 

systems.

Core Principle 21 – Financial Resources

(a) In General. The board of

trade shall have adequate

financial, operational, and

managerial resources to

discharge each responsibility

of the board of trade.

(b) Determination of

adequacy. The financial

resources of the board of

trade shall be considered to

be adequate if the value of

the financial resources

exceeds the total amount

that would enable the

contract market to cover the

operating costs of the

contract market for a 1-year

period, as calculated on a

rolling basis.

Gemini maintains sufficient 

financial, operational and 

managerial resources to 

discharge each responsibility of 

a DCM. The Compliance Manual 

and Operations Manual set forth 

policies and procedures to 

ensure compliance with financial 

resources requirements for the 

DCM.

Exhibit O – Gemini Compliance 

Manual

Exhibit E and F – Gemini 

Operations Manual

Exhibit I

Core Principle 22 – Diversity of Board of Directors

The board of trade, if a publicly 

traded company, shall endeavor 

to recruit individuals to serve on 

the board of directors and the 

other decision- making bodies 

(as determined by the 

Commission) of the board of 

trade from among, and to have 

the composition of the bodies 

reflect, a broad and culturally 

diverse pool of qualified 

candidates.

N/A N/A
Gemini Titan - Exhibit L 10

Core Principle 23 – Securities and Exchange Commission

The board of trade shall keep any 

such records relating to swaps 

defined in section 1a(47)(A)(v) of 

the Act open to inspection and 

examination by the Securities 

and Exchange Commission.

N/A N/A