Via Portal Submission

May 9, 2023

MGEX Submission No. 23-21

Mr. Christopher Kirkpatrick

Secretary of the Commission

Commodity Futures Trading Commission

Three Lafayette Centre

1155 21st Street NW

Washington, DC 20581

RE: Rule Certification Submission Pursuant to Regulation 40.6(a); Amendments to MGEX 

Bylaws and Rules

Dear Mr. Kirkpatrick:

Pursuant to Commodity Exchange Act (“CEAct”) Section 5c and Commodity Futures Trading Commission 

(“CFTC” or “Commission”) Regulation 40.6(a), the Minneapolis Grain Exchange, LLC (“MGEX” or 

“Exchange”) hereby certifies that the amendments to MGEX Bylaws 2.16., 6.1., 6.2., 6.3., Chapter 1, Rule 

2215.00., and Resolution 210.01.F., as set forth in Exhibit A, comply with the CEAct and the Commission 

regulations promulgated thereunder (the “Proposed Amendments”). MGEX further certifies that the 

submission and pending changes to the MGEX Bylaws and Rules have been posted on the Exchange 

website at the following link: http://www.mgex.com/regulation.html.

Overview of Bylaw Amendments

The Proposed Amendments to the above-referenced Bylaws and Rules clarify the MGEX Board of 

Directors’ (“Board’s”) authority to elect or appoint all MGEX officers, and define Exchange Officers. 

DCM Core Principles

MGEX has reviewed the Core Principles for designated contract markets (“DCM Core Principles”) and 

identified that the Proposed Amendments may impact the following DCM Core Principles:

• DCM Core Principle 2 – Compliance with Rules: The Proposed Amendments will clarify the Board’s

authority to elect or appoint all MGEX officers.

• DCM Core Principle 7 – Availability of General Information: The Proposed Amendments have been 

disseminated on the MGEX website, and will be available in the MGEX Rulebook, which is 

accessible online.

Pursuant to MGEX Bylaw 3.1., the Board unanimously approved the Proposed Amendments at its meeting 

held on May 8, 2023. There were no substantive opposing views expressed by the Board, nor is the 

Exchange aware of any substantive opposing views with respect to this filing. The Proposed Amendments 

are to be effective when incorporated into the MGEX Rulebook and posted on its website, which will be at 

least 10 business days following the date of this submission. 
MINNEAPOLIS GRAIN EXCHANGE, LLC

400 South 4th Street | 130 Grain Exchange Building | Minneapolis, MN 55415

612-321-7101

mgex.com

If there are any questions regarding this submission, please contact me at (612) 321-7141 or 

cstuhlmann@mgex.com. Thank you for your attention to this matter.

Sincerely,

Carmen M. Stuhlmann

Associate Counsel

Enclosure
MINNEAPOLIS GRAIN EXCHANGE, LLC

400 South 4th Street | 130 Grain Exchange Building | Minneapolis, MN 55415

612-321-7101

mgex.com

EXHIBIT A

The following MGEX Bylaws and Rules are to be amended. Additions are underlined while deletions 

are marked through.

BYLAWS

2.16. APPOINTMENT OF EXCHANGE OFFICERS, OTHER OFFICERS, AND EMPLOYEES.

The Board of Directors shall from time to time elect or appoint Exchange Officers, including a President, a 

Secretary, and a Treasurer, as well as other officers, including a Chief Regulatory Officer, a Chief 

Compliance Officer, a Chief Risk Officer, and such other officers or employees as in its judgment may be 

necessary. The offices of Secretary and Treasurer may be held by the same person. The Board of Directors 

may assign any title to any of such other officers or employees as it deems advisable. The Board of 

Directors may prescribe the duties and fix the compensation of all such officers and employees, and all 

such officers and employees shall hold office or be employed during the will of the Board of Directors. The 

Board of Directors may require a good and sufficient bond from any of such officers or employees for the 

faithful performance of their duties and trusts. 

6.1. CHIEF REGULATORY OFFICER.

The Exchange shall designate the individual to serve as the Chief Regulatory Officer who shall report to, 

consult with and provide information to the Regulatory Oversight Committee, and execute any other duties 

or responsibilities as required by CFTC Regulation 17 CFR Part 38, as amended. 

6.2. CHIEF COMPLIANCE OFFICER. 

The Exchange shall designate the individual to serve as the Chief Compliance Officer who shall report to 

the President and execute the duties and responsibilities required by CFTC Regulation 17 CFR Part 39, as 

amended. 

6.3. CHIEF RISK OFFICER.

The Exchange shall designate the individual to serve as the Chief Risk Officer who shall implement the risk 

management framework of the Exchange, make recommendations regarding the Exchange’s risk 

management functions, and execute any other duties or responsibilities required by CFTC Regulation 17 

CFR Part 39, as amended.

CHAPTER 1

DEFINITIONS

EXCHANGE OFFICERS: The President, Secretary, and Treasurer of the Minneapolis Grain Exchange, 

LLC.

CHAPTER 22

MGEX INFO XCHANGE RULES

2215.00. POWERS.

The Board of Directors shall have the authority and power to operate the MIX, to approve, modify and 

implement any MGEX Rules not inconsistent with this Chapter, and hereby delegates said authority to 

Exchange oOfficers. 
MINNEAPOLIS GRAIN EXCHANGE, LLC

400 South 4th Street | 130 Grain Exchange Building | Minneapolis, MN 55415

612-321-7101

mgex.com

CHAPTER 72

RESOLUTIONS

RESOLUTION 210.01.F.

Pursuant to the provisions of Bylaw 2.3. the Board of Directors has adopted this Resolution.

Limited authority of the Board of Directors to amend MGEX Rules and to take emergency action is hereby 

delegated to Exchange Oofficers. Such authority includes, suspending or curtailing trading, amending 

Hours of Trading, imposing margin requirements, declaration of holidays, amending reportable position 

limits, price limits and intraday market restrictions, managing settlement procedures, open or closing 

periods, fees, forms, notices, deadlines, dress and decorum policies, minimum financial requirements, 

notification and reporting requirements, striking prices, cash market reporting, recordkeeping requirements, 

default procedures, give-up procedures, transferring customer contracts and margins, definition of 

emergencies, declarations of Force Majeure and action taken as a result of such declarations. The 

Exchange shall also have the authority to take such market action as may be directed by the CFTC. The 

President and Chairperson of the Board of Directors may determine whether a Rule can be amended by 

Exchange Oofficers. Such amendments must be forwarded promptly to the Board of Directors.

Further, limited authority of the Board of Directors is hereby delegated to Exchange Oofficers to exercise 

certain other powers including amending transfer procedures, transfers, applications and cancellations, 

approving applications, renewals, or withdrawals for Regularity, approving applications for cash trading 

privileges and/or clearing privileges, establishing minimum filing and financial requirements, establishing 

and amending summary fine schedules, approving standing committee appointments, and amending the 

matching algorithm for the electronic trading system. Such approvals and changes must be forwarded 

promptly to the Board of Directors.

Limited authority of the Board of Directors is hereby delegated to MGEX risk management personnel, which 

includes such employees and/or officers as the Exchange, in its discretion, shall determine (collectively, 

the “MGEX Risk Team”), to independently exercise certain risk management powers and to be responsible 

and accountable for making risk decisions, including in crises and emergencies. The Board of Directors 

further assigns the MGEX Risk Team the responsibility for implementing the (i) default rules and procedures 

required by CFTC Regulations 39.16 and 39.35, (ii) system safeguard rules and procedures required by 

CFTC Regulations 39.18 and 39.34, and (iii) recovery and wind-down plans required by CFTC Regulation 

39.39.