Core Principle or Other Requirement ICE Swap Trade, LLC Rule, Policy or Procedure Relevant Exhibit(s)

Core Principle 1 – Compliance with Core Principles

§37.100(a) – In general, to be registered 

and maintain registration as a swap 

execution facility, the swap execution 

facility shall comply with -

(1) The core principles described in 

section 5h of the Act; and 

(2) Any requirement that the Commission 

may impose by rule or regulation 

pursuant to section 8a(5) of the Act.

All materials provided in connection with ICE Swap Trade, 

LLC’s (the “SEF”) swap execution facility application (the 

“Application”), to include the SEF Rulebook (the “Rules” 

or the “Rulebook”) are intended to satisfy the requirements 

of Core Principle 1.

The SEF Application in its entirety, as well as the 

Rulebook (Exhibit M), Compliance Manual 

(Exhibit O), Regulatory Service Agreement 

(Exhibit N), and the applicable member/participant 

agreements (Exhibit N).

§37.100(b) – Reasonable discretion of a 

swap execution facility. Unless otherwise 

determined by the Commission by rule or 

regulation, a swap execution facility 

described in paragraph (a) of this section 

shall have reasonable discretion in 

establishing the manner in which the 

swap execution facility complies with the 

core principles described in section 5h of 

the Act.

All materials provided in connection with the SEF’s 

application, to include the SEF Rulebook are intended to 

satisfy the requirements of Core Principle 1.

The SEF Application in its entirety, as well as the 

Rulebook (Exhibit M), Compliance Manual 

(Exhibit O), Regulatory Service Agreement 

(Exhibit N), and the applicable member/participant 

agreements (Exhibit N).

Core Principle 2 – Compliance with Rules

§37.200 – A swap execution facility shall:

§37.200(a) – Establish and enforce 

compliance with any rule of the swap 

execution facility, including the terms and 

conditions of the swaps traded or 

processed on or through the swap 

execution facility and any limitation on 

access to the swap execution facility;

The SEF will implement and impartially enforce its Rules. 

Each Participant, Authorized Trader and Customers that 

accesses, either directly or indirectly, and/or trades on or 

through the SEF is subject to the Rules and the SEF’s 

jurisdiction. 

See Compliance Manual (Exhibit O). See Rule 301 

and 401 with respect to a Participant’s obligation to 

comply with the Rules and submit to the SEF’s 

jurisdiction. 

See Rule 301 with respect to an Authorized 

Trader’s obligation to comply with the Rules and 

submit to the SEF’s jurisdiction.
As set forth in the Rules, the SEF reserves the authority to 

initiate and conduct investigations and prosecute Rule 

violations committed by Participants, Authorized Traders 

and Customers. 

Rule 401 and 1102 requires all Participants to abide by the 

terms and conditions of Contracts executed on the SEF or 

pursuant to its Rules. 

Chapter 3 of the SEF’s Rulebook sets forth the criteria that 

a SEF Participant must otherwise satisfy prior to being 

granted access to the SEF. Such criteria are applied in an 

impartial, transparent and in a fair and nondiscriminatory 

manner. At a minimum a Participant must satisfactorily 

demonstrate that it is an ECP, it is not subject to Statutory 

Disqualification and that is financially (e.g. a Clearing 

Member or has entered into clearing relationship with a 

Clearing Member) and operationally sound. The Rules also 

set forth the criteria that an independent software vendor 

(ISV) must satisfy in order to access the SEF. The SEF has 

established fair and nondiscriminatory Rules applicable to 

an ISV’s access to the SEF, to include that such ISV 

satisfactorily demonstrates that it meets the required 

technical standards set forth by SEF in the ISV 

Development and Maintenance Agreement. The Rules 

further set forth the criteria applicable to an Authorized 

Trader’s access to the SEF, which include at a minimum 

that such Authorized Trader must be an employee/agent of

a Participant and it not subject to Statutory Disqualification. 

The Rulebook sets forth procedures by which the Chief 

Compliance Officer may revoke, suspend, limit, restrict, 

See Rule 301 and 405 with respect to a Customer’s 

obligation to comply with the Rules and submit to 

the SEF’s jurisdiction.

See Rulebook Chapter 8 (Disciplinary Rules).

See Rule 401 and 1102.

See Rulebook Chapter 3 (Access). 

See Rule 303 (Criteria for Becoming a Participant).

See Rule 304 (Additional Criteria for Participants 

Trading for Customers).

See Rule 306 (Authorized Traders).

See Rule 305 (ISVs) and the ISV Development and 

Maintenance Agreement with respect to ISV access 

to the SEF at Exhibit N to this Application.

See Rule 309 (Trading Privileges/Limitations).
condition or qualify the privileges of any Participant (and 

any of its Authorized Traders) or ISV. 

§37.200(b) - Establish and enforce 

trading, trade processing, and 

participation rules that will deter abuses 

and have the capacity to detect, 

investigate, and enforce those rules, 

including means to provide market 

participants with impartial access to the 

market and to capture information that 

may be used in establishing whether rule 

violations have occurred;

The Rules and Compliance Manual, to which all SEF 

Participants, Authorized Traders, Customers, ISV’s and 

Supervised Persons are subject, sets forth the rules relating 

to impartial access to the market, trading, and trade 

processing that occurs on the SEF or pursuant to its Rules 

and have been designed to deter abuses. The SEF relies on 

its internal processes and procedures, as well as those of its 

regulatory services provider, ICE Futures U.S., Inc., to 

ensure that it has the capacity to detect and investigate Rule 

violations. 

See Rule 301 (Applicability of Rules; Jurisdiction).

See Rulebook Chapter 5 (Trading Practices and 

Business Conduct).

See Rulebook Chapter 8 (Disciplinary Rules) with 

specific citation to Rule 801(a) (Jurisdiction).

See Rulebook Chapter 3 (Access).

See Rule 403 (Right of Inspection).

See Rule 301 (Applicability of Rules; Jurisdiction).

See Rule 212 and the Regulatory Services 

Agreement (“RSA”) at Exhibit N to this 

Application.

See Compliance Manual (Exhibit O).

§37.200(c) – Establish rules governing 

the operation of the facility, including 

rules specifying trading procedures to be 

used in entering and executing orders 

traded or posted on the facility, including 

block trades; and

The Rulebook, as well as published SEF Notices, provide 

the processes and rules applicable to the operation of the 

SEF, including rules relating to trading procedures for 

transactions that occur on the SEF or in accordance with the 

SEF’s Rules, to include relevant Rules for block trades.

See Rulebook Chapter 5 (Trading Practices and 

Business Conduct).

See Rulebook Chapter 7 (Block Trades, Brokered 

Trades and Noncompetitive Transactions).

See https://www.theice.com/swap-trade/notices for 

further information relating to trading procedures 

and order execution.

§37.200(d) – Provide by its rules that 

when a swap dealer or major swap 

participant enters into or facilitates a swap 

that is subject to the mandatory clearing 

The Rules provide that for Participants that are swap dealers 

or major swap participants and either enter into or facilitate 

a swap, that is subject to the mandatory clearing 

requirement of Section 2(h), such Participant shall be 

See Rule 401 (Duties of Participants) and 405 

(Customers). 
requirement of section 2(h) of the Act, the 

swap dealer or major swap participant 

shall be responsible for compliance with 

the mandatory trading requirement under 

section 2(h)(8) of the Act.

responsible for compliance with the mandatory trading 

requirement of CEA Section 2(h)(8), to the extent 

applicable.

§ 37.201 - Operation of swap execution 

facility and compliance with rules.

§ 37.201(a) - A swap execution facility 

shall establish rules governing the 

operation of the swap execution facility, 

including, but not limited to, rules 

specifying trading procedures to be 

followed by members and market 

participants when entering and executing 

orders traded or posted on the swap 

execution facility, including block trades, 

as defined in part 43 of this chapter, if 

offered.

The SEF Rulebook, as well as published SEF Notices,

provides the processes and Rules applicable to the operation 

of the SEF, including Rules relating to trading procedures 

for transactions that occur on the SEF or in accordance with 

the SEF’s Rules, to include relevant Rules for block trades.

See Rulebook Chapter 5 (Trading Practices and 

Business Conduct).

See Rulebook Chapter 7 (Block Trades, Brokered 

Trades and Noncompetitive Transactions).

See Compliance Manual (Exhibit O).

See https://www.theice.com/swap-trade/notices for 

further information relating to trading procedures 

and order execution.

§ 37.201(b) - A swap execution facility 

shall establish and impartially enforce 

compliance with the rules of the swap 

execution facility, including, but not 

limited to -

(1) The terms and conditions of any 

swaps traded or processed on or through 

the swap execution facility; 

(2) Access to the swap execution facility; 

(3) Trade practice rules; 

(4) Audit trail requirements; 

(5) Disciplinary rules; and 

(6) Mandatory trading requirements.

The SEF will impartially enforce its Rules, to include those 

relating to the terms and conditions of swaps traded or 

processed on or through the SEF (Rule 401 and 1102), 

impartial access (Chapter 3), trade practice rules (Chapter 

5), audit trail requirements (Rule 301 and 401), disciplinary 

rules (Chapter 8) and mandatory trading requirements (Rule 

513).

See Rule 401 and 1102(b).

See Rulebook Chapter 3 (Access) relating to 

Participants, ISVs, Authorized Traders and 

Customers.

See Rulebook Chapter 5 (Trade Practice and 

Business Conduct).

See Rule 301 (Applicability of Rules; Jurisdiction) 

and 401 (Duties of Participants).

See Rulebook Chapter 8 (Disciplinary Rules).

See Rule 513 (Execution of Required Transactions).
See Compliance Manual (Exhibit O).

§ 37.202 - Access requirements.

§ 37.202(a) - Impartial access to markets 

and market services. A swap execution 

facility shall provide any eligible contract 

participant and any independent software 

vendor with impartial access to its 

market(s) and market services, including 

any indicative quote screens or any 

similar pricing data displays, provided 

that the facility has: 

(1) Criteria governing such access that are 

impartial, transparent, and applied in a 

fair and nondiscriminatory manner; 

(2) Procedures whereby eligible contract 

participants provide the swap execution 

facility with written or electronic 

confirmation of their status as eligible 

contract participants, as defined by the 

Act and Commission regulations, prior to 

obtaining access; and 

(3) Comparable fee structures for eligible 

contract participants and independent 

software vendors receiving comparable 

access to, or services from, the swap 

execution facility.

Chapter 3 of SEF’s Rulebook sets forth the criteria that a 

SEF Participant must satisfy prior to being granted access to 

the SEF. Such criteria are applied in an impartial, 

transparent and in a fair and nondiscriminatory manner. 

The Rules also set forth the criteria that an independent 

software vendor (ISV) must satisfy in order to access the 

SEF. The SEF has established fair, transparent and 

nondiscriminatory Rules applicable to an ISV’s access to 

the SEF, to include that such ISV satisfactorily 

demonstrates that it meets the required technical standards 

set forth by SEF in the ISV Development and Maintenance 

Agreement. The Rules further set forth the criteria 

applicable to an Authorized Trader’s access to the SEF. 

The Rules provide that each Participant must provide 

written confirmation of their status as an ECP.

The Rules provide comparable fee structures for eligible 

contract participants and independent software vendors 

receiving comparable access to, or services from, the swap 

execution facility.

See Rule 302 (Impartial Access).

See Rule 303 (Criteria for Becoming a Participant).

See Rule 305 (ISVs) and the ISV Development and 

Maintenance Agreement with respect to ISV access 

to the SEF at Exhibit N to this Application.

See Rule 306 (Authorized Traders).

See Rule 303 (Criteria for Becoming a Participant)

and see SEF participation agreement at Exhibit N to 

this Application.

See Rule 310 (Dues, Assessments and Fees) and 

Exhibit K to this Application.
§ 37.202(b) - Jurisdiction. Prior to 

granting any eligible contract participant 

access to its facilities, a swap execution 

facility shall require that the eligible 

contract participant consent to its 

jurisdiction.

The Rules provide that all participants (inclusive of ECPs), 

authorized traders, customers, ISVs and supervised persons 

are subject to the Rules and the SEF’s jurisdiction. With 

respect to participants, such participants must also expressly 

consent to the SEF’s Rules and jurisdiction. 

See Rule 301 (Applicability of Rules; Jurisdiction)

and the SEF participation agreement at Exhibit N to 

this Application. 

§ 37.202(c) - Limitations on access. A 

swap execution facility shall establish and 

impartially enforce rules governing any 

decision to allow, deny, suspend, or 

permanently bar eligible contract 

participants’ access to the swap execution 

facility, including when such decisions 

are made as part of a disciplinary or 

emergency action taken by the swap 

execution facility.

The SEF has established Rules and will impartially enforce 

such Rules governing any decision to allow, deny, suspend, 

or permanently bar eligible contract participants’ access to 

the swap execution facility, including when such decisions 

are made as part of a disciplinary or emergency action taken 

by the swap execution facility.

See Rule 307 (Application, Withdrawal and 

Termination of Status) and Rulebook Chapter 8 

(Disciplinary Rules).

See Rule 208 (Emergency Actions).

§ 37.203 - Rule enforcement program. 

A swap execution facility shall establish 

and enforce trading, trade processing, and 

participation rules that will deter abuses 

and it shall have the capacity to detect, 

investigate, and enforce those rules.

§ 37.203(a) - Abusive trading practices 

prohibited. A swap execution facility 

shall prohibit abusive trading practices on 

its markets by members and market 

participants. Swap execution facilities 

The SEF has established Rules and will impartially enforce 

such Rules, covering trading, trade processing, and 

participation that will deter abuses and it shall have the 

capacity to detect, investigate, and enforce those Rules.

The SEF has established, and will impartially enforce, 

Rules to prohibit abusive trading practices on its markets by 

members and market participants, to include such Rules that 

prohibit customer-related abuses including, but not limited 

to, trading ahead of customer orders (Rule 509), trading 

See Rule 502 (Rule Violations; Prohibited Trading 

Activity; Prohibitions on Fictitious Transaction, 

Fraudulent Activity and Manipulation).

See Compliance Manual Section 19 (Market 

Supervision) and Section 20 (Market Surveillance)

at Exhibit O to this Application.

See RSA (at Exhibit N to this Application) and 

Chapter 8 (Disciplinary Rules).

See Rule 502 (Rule Violations; Prohibited Trading 

Activity; Prohibitions on Fictitious Transaction, 

Fraudulent Activity and Manipulation), as relates to 

the general prohibition of abusive trading practices.
that permit intermediation shall prohibit 

customer-related abuses including, but 

not limited to, trading ahead of customer 

orders, trading against customer orders, 

accommodation trading, and improper 

cross trading. Specific trading practices

that shall be prohibited include frontrunning, wash trading, pre-arranged 

trading (except for block trades permitted 

by part 43 of this chapter or other types of 

transactions certified to or approved by 

the Commission pursuant to the 

procedures under part 40 of this chapter), 

fraudulent trading, money passes, and any 

other trading practices that a swap 

execution facility deems to be abusive. A 

swap execution facility shall also prohibit 

any other manipulative or disruptive 

trading practices prohibited by the Act or 

by the Commission pursuant to 

Commission regulation.

against customer orders (Rule 510), accommodation trading 

(Rule 502(c)(vii)), and improper cross trading (Rule 512). 

Specific trading practices that shall be prohibited include 

front-running (Rule 502(c)(ii)), wash trading (Rule 

502(c)(ix)), pre-arranged trading (except for block trades 

permitted by Part 43 of the Commission’s regulations or 

other types of transactions certified to or approved by the 

Commission pursuant to the procedures under part 40 of the 

Commission’s regulations) (Rule 502(c)(x)), fraudulent 

trading (Rule 502(c)(iii)), money passes (Rule 502(c)(iv)), 

and any other trading practices that a swap execution 

facility deems to be abusive (Rule 502(c)(xvi)).

See Rule 509 (Priority of Customers’ Orders).

See Rule 510 (Trading Against Customer Orders).

See Rule 512 (Cross Trades; Simultaneous Buy and 

Sell Orders).

§ 37.203(b) - Capacity to detect and 

investigate rule violations. A swap 

execution facility shall have arrangements 

and resources for effective enforcement 

of its rules. Such arrangements shall 

include the authority to collect 

information and documents on both a 

routine and non-routine basis, including 

the authority to examine books and 

records kept by the swap execution 

facility’s members and by persons under 

investigation. A swap execution facility’s 

arrangements and resources shall also 

facilitate the direct supervision of the 

market and the analysis of data collected 

to determine whether a rule violation has 

occurred.

The SEF has established Rules that enable it to detect and 

investigate rule violations and has, where appropriate, 

entered into arrangements with a regulatory services 

provider to satisfy its obligations to enforce the SEF’s 

Rules. Rules adopted by the SEF in connection with 

satisfying its obligations to detect and investigate Rule 

violations include the authority to collect information (Rule 

213 and Rule 801(b)(i)), the requirement for participants

and any other person entering an Order or submitting a 

transaction to the SEF to maintain books and records (Rule 

401 and Rule 306.A), the authority for the SEF to inspect 

such books and records (Rule 403), reliance on a regulatory

service provider (Rule 212) and the process described in the 

SEF’s Compliance Manual as relates to direct supervision 

of the market and analysis of the data collected to determine 

if a Rule violation has occurred (Compliance Manual 

Chapter 19 and 20).

See Rule 213 (Use of Data Collected from 

Participants).

See Rule 401 (Duties of Participants) and 403 

(Right of Inspection).

See Rule 212 (Services Agreement with a 

Regulatory Services Provider) and RSA at Exhibit 

N to this Application.

Rule 801 (Disciplinary Rules - General).

See SEF Compliance Manual at Chapter 19 & 20 at 

Exhibit O to this Application.
§ 37.203(c) - Compliance staff and 

resources. A swap execution facility shall 

establish and maintain sufficient 

compliance staff and resources to ensure 

that it can conduct effective audit trail 

reviews, trade practice surveillance, 

market surveillance, and real-time market 

monitoring. The swap execution facility’s 

compliance staff shall also be sufficient to 

address unusual market or trading events

as they arise, and to conduct and complete 

investigations in a timely manner, as set 

forth in § 37.203(f).

The SEF has established and will maintain sufficient 

compliance staff and resources to ensure that it can conduct 

effective audit trail reviews, trade practice surveillance, 

market surveillance, and real-time market monitoring and to 

complete investigations in a timely manner. 

See Exhibit F (analysis of staffing requirements) to 

this Application.

See RSA at Exhibit N to this Application.

See Compliance Manual Chapter 20 at Exhibit O to 

this Application.

See Rulebook Chapter 8 (Disciplinary Procedures). 

§ 37.203(d) - Automated trade 

surveillance system. A swap execution 

facility shall maintain an automated trade 

surveillance system capable of detecting 

potential trade practice violations. The 

automated trade surveillance system shall 

load and process daily orders and trades 

no later than 24 hours after the 

completion of the trading day. The 

automated trade surveillance system shall 

have the capability to detect and flag 

specific trade execution patterns and trade 

anomalies; compute, retain, and compare 

trading statistics; compute trade gains, 

losses, and swap-equivalent positions; 

reconstruct the sequence of market 

activity; perform market analyses; and 

support system users to perform in-depth 

analyses and ad hoc queries of traderelated data.

The SEF will maintain an automated trade surveillance 

system capable of detecting potential trade practice 

violations. Such system is capable of processing daily 

orders and trades within 24 hours of completion of the 

trading day.

See Compliance Manual Chapter 19 and 20 at 

Exhibit O to this Application.

§ 37.203(e) - Real-time market The SEF will conduct real-time market monitoring of all See Compliance Manual Chapter 19 and 20 at 
monitoring. A swap execution facility 

shall conduct real-time market monitoring 

of all trading activity on its system(s) or 

platform(s) to identify disorderly trading 

and any market or system anomalies. A 

swap execution facility shall have the 

authority to adjust trade prices or cancel 

trades when necessary to mitigate market 

disrupting events caused by malfunctions 

in its system(s) or platform(s) or errors in 

orders submitted by members and market 

participants. Any trade price adjustments 

or trade cancellations shall be transparent 

to the market and subject to standards that 

are clear, fair, and publicly available.

trading activity on its system(s) or platform(s) to identify 

disorderly trading and any market or system anomalies.

The SEF Rules permit the SEF to adjust trade prices or 

cancel trades when necessary to mitigate market disrupting 

events caused by malfunctions in its system(s) or 

platform(s) or errors in orders submitted by members and 

market participants

Exhibit O to this Application.

See Rule 523 (Rejection of Orders; Cancellation).

See Error Trade Policy at: 

https://www.theice.com/publicdocs/swap_trade/SE

F_Error_Trade_Policy.pdf

§ 37.203(f) - Investigations and 

investigation reports. 

(1) Procedures. A swap execution facility 

shall establish and maintain procedures 

that require its compliance staff to 

conduct investigations of possible rule 

violations. An investigation shall be 

commenced upon the receipt of a request 

from Commission staff or upon the 

discovery or receipt of information by the 

swap execution facility that indicates a 

reasonable basis for finding that a 

violation may have occurred or will 

occur. 

(2) Timeliness. Each compliance staff 

investigation shall be completed in a 

timely manner. Absent mitigating factors, 

a timely manner is no later than 12 

months after the date that an investigation 

is opened. Mitigating factors that may 

reasonably justify an investigation taking 

The SEF has established and will maintain procedures that 

require its compliance staff to conduct investigations of 

possible rule violations, upon either a request from the 

CFTC or upon discover or receipt of information that 

indicates a reasonable basis exists for finding that a Rule 

violation has occurred. 

The SEF has established and will maintain procedures to 

ensure that compliance staff investigations shall be 

completed in a timely manner.

See Compliance Manual Chapter 20 at Exhibit O to 

this Application.

See Rulebook Chapter 8 (Disciplinary Rules).

See Compliance Manual Section 20 at Exhibit O to 

this Application.
longer than 12 months to complete 

include the complexity of the 

investigation, the number of firms or 

individuals involved as potential 

wrongdoers, the number of potential 

violations to be investigated, and the 

volume of documents and data to be 

examined and analyzed by compliance 

staff. 

(3) Investigation reports when a 

reasonable basis exists for finding a 

violation. Compliance staff shall submit a 

written investigation report for 

disciplinary action in every instance in 

which compliance staff determines from 

surveillance or from an investigation that 

a reasonable basis exists for finding a rule 

violation. The investigation report shall 

include the reason the investigation was 

initiated; a summary of the complaint, if 

any; the relevant facts; compliance staff’s 

analysis and conclusions; and a 

recommendation as to whether 

disciplinary action should be pursued. 

(4) Investigation reports when no 

reasonable basis exists for finding a 

violation. If after conducting an 

investigation, compliance staff determines 

that no reasonable basis exists for finding 

a rule violation, it shall prepare a written 

report including the reason the 

investigation was initiated; a summary of 

the complaint, if any; the relevant facts; 

and compliance staff’s analysis and 

conclusions. 

(5) Warning letters. No more than one 

The SEF has established Rules and procedures that require 

compliance staff to submit a written investigation report 

meeting the requirements of CFTC regulation 37.203(f)(3) 

for a disciplinary action in every instance where compliance 

staff determines that a reasonable basis exists for finding a 

violation.

The SEF has established Rules and procedures that require 

compliance staff to submit a written investigation report 

meeting the requirements of CFTC regulation 37.203(f)(3) 

for a disciplinary action in every instance where compliance 

staff determines that a reasonable basis exists for finding a 

violation.

The SEF Compliance Manual requires that compliance staff 

See Rule 801(c) (Disciplinary Procedures -

Investigation).

See Compliance Manual Chapter 20 at Exhibit O to 

this Application.

See Rule 801(c) (Disciplinary Procedures -

Investigation).

See Compliance Manual Chapter 20 at Exhibit O to 

this Application.

See Rule 801 (Disciplinary Procedures).
warning letter may be issued to the same 

person or entity found to have committed 

the same rule violation within a rolling 

twelve month period.

issue no more than one warning letter to the same person or 

entity found to have committed the same rule violation 

within a rolling twelve month period.

See Compliance Manual Chapter 24 at Exhibit O to 

this Application.

§ 37.203(g) - Additional sources for 

compliance. A swap execution facility 

may refer to the guidance and/or 

acceptable practices in Appendix B of this 

part to demonstrate to the Commission 

compliance with the requirements of § 

37.203.

§ 37.204 - Regulatory services provided 

by a third party.

§ 37.204(a) - Use of regulatory service 

provider permitted. A swap execution 

facility may choose to contract with a 

registered futures association or another 

registered entity, as such terms are 

defined under the Act, or the Financial 

Industry Regulatory Authority 

(collectively, “regulatory service 

providers”), for the provision of services 

to assist in complying with the Act and 

Commission regulations thereunder, as 

approved by the Commission. Any swap 

execution facility that chooses to contract 

with a regulatory service provider shall 

ensure that such provider has the capacity 

and resources necessary to provide timely 

and effective regulatory services, 

including adequate staff and automated 

surveillance systems. A swap execution 

facility shall at all times remain 

responsible for the performance of any 

regulatory services received, for 

ICE Futures US, Inc. a CFTC registered designated contract 

market, will provide regulatory services to the SEF, to 

include services relating to enforcement of disciplinary 

matters, arbitration and financial surveillance. SEF Rule 

212 requires that at all times the SEF shall retain ultimate 

decision-making authority with respect to any such 

functions to be performed by the Regulatory Services 

Provider.

See Rule 212 (Services Agreement with a 

Regulatory Services Provider).

See RSA at Exhibit N to this Application.

See Exhibit F (as relates to the SEF’s staffing 

analysis) to this Application. 

See Compliance Manual Chapter 18 and 24 at 

Exhibit O to this Application.
compliance with the swap execution 

facility’s obligations under the Act and 

Commission regulations, and for the 

regulatory service provider’s performance 

on its behalf.

§ 37.204(b) - Duty to supervise regulatory 

service provider. A swap execution 

facility that elects to use the service of a

regulatory service provider shall retain 

sufficient compliance staff to supervise 

the quality and effectiveness of the 

regulatory services provided on its behalf. 

Compliance staff of the swap execution 

facility shall hold regular meetings with 

the regulatory service provider to discuss 

ongoing investigations, trading patterns, 

market participants, and any other matters 

of regulatory concern. A swap execution 

facility shall also conduct periodic 

reviews of the adequacy and effectiveness 

of services provided on its behalf. Such 

reviews shall be documented carefully 

and made available to the Commission 

upon request.

The SEF at all times shall retain ultimate decision-making 

authority with respect to any functions to be performed by 

the Regulatory Services Provider and in support of such 

obligation the SEF shall retain sufficient compliance staff to 

supervise the quality and effectiveness of the regulatory 

services provided on its behalf. The RSA provides that the 

SEF and the regulatory services provider shall hold regular

meetings to discuss ongoing investigations, trading patterns, 

market participants, and any other matters of regulatory 

concern. Further, the SEF’s Compliance Manual requires 

that the SEF periodically review and document the 

adequacy and effectiveness of services provided on its 

behalf.

See Rule 212 (Services Agreement with a 

Regulatory Services Provider).

See Compliance Manual Chapter 18 and 24 at 

Exhibit O to this Application.

See RSA at Exhibit N to this Application 

See Exhibit F (as relates to the SEF’s staffing 

analysis) to this Application.

§ 37.204(c) - Regulatory decisions 

required from the swap execution facility. 

A swap execution facility that elects to 

use the service of a regulatory service 

provider shall retain exclusive authority 

in all substantive decisions made by its 

regulatory service provider, including, but 

not limited to, decisions involving the 

cancellation of trades, the issuance of 

disciplinary charges against members or 

market participants, and denials of access 

to the trading platform for disciplinary 

The SEF Rule 212 requires that at all times the SEF shall 

retain ultimate decision-making authority with respect to 

any functions to be performed by the Regulatory Services 

Provider.

See Rule 212 (Services Agreement with a 

Regulatory Services Provider).

See Compliance Manual Chapter 18 and 24 at 

Exhibit O to this Application.

See RSA at Exhibit N to this Application.
reasons. A swap execution facility shall 

document any instances where its actions 

differ from those recommended by its 

regulatory service provider, including the 

reasons for the course of action 

recommended by the regulatory service 

provider and the reasons why the swap 

execution facility chose a different course 

of action.

§ 37.205 - Audit trail. 

A swap execution facility shall establish 

procedures to capture and retain 

information that may be used in 

establishing whether rule violations have 

occurred.

§ 37.205(a) - Audit trail required. A swap 

execution facility shall capture and retain 

all audit trail data necessary to detect, 

investigate, and prevent customer and 

market abuses. Such data shall be 

sufficient to reconstruct all indications of 

interest, requests for quotes, orders, and 

trades within a reasonable period of time 

and to provide evidence of any violations 

of the rules of the swap execution facility. 

An acceptable audit trail shall also permit 

the swap execution facility to track a 

customer order from the time of receipt 

through fill, allocation, or other 

disposition, and shall include both order 

and trade data.

In support of the SEF’s audit trail requirement, the SEF 

requires that all Participants and any other person that 

enters orders on or enters into transactions on or through the 

SEF keep books and records of its trading on the SEF 

(including trading on behalf of any Customer), including 

records of its activity in the index or instrument used as a 

reference price, the underlying commodity and related 

derivatives markets, and make such records available, upon 

request, to the SEF (or its Regulatory Service Provider) and 

the CFTC or other regulatory authority. 

The SEF has adopted Rules and instituted processes and 

procedures designed to capture and retain all audit trail data 

necessary to detect, investigate, and prevent customer and 

market abuses and requiring the CCO to supervise the 

SEF’s regulatory program with respect to the audit trail 

requirements.

See Rule 401 (Duties of Participants).

See Rule 306.A Compliance with the Commodity 

Exchange Act

See Compliance Manual Chapter 14 at Exhibit O to 

this Application.

See Compliance Manual Chapter 26 at Exhibit O to 

this Application.

See Rule 206(c)(8) (Chief Compliance Officer).

See Exhibit V – Q5(m)(3).

§ 37.205(b) - Elements of an acceptable 

audit trail program. 
(1) Original source documents. A swap 

execution facility’s audit trail shall 

include original source documents. 

Original source documents include 

unalterable, sequentially-identified 

records on which trade execution 

information is originally recorded, 

whether recorded manually or 

electronically. Records for customer 

orders (whether filled, unfilled, or 

cancelled, each of which shall be retained 

or electronically captured) shall reflect 

the terms of the order, an account 

identifier that relates back to the 

account(s) owner(s), the time of order 

entry, and the time of trade execution. 

Swap execution facilities shall require 

that all orders, indications of interest, and 

requests for quotes be immediately 

captured in the audit trail. 

(2) Transaction history database. A swap 

execution facility’s audit trail program 

shall include an electronic transaction 

history database. An adequate transaction 

history database includes a history of all 

indications of interest, requests for 

quotes, orders, and trades entered into a 

swap execution facility’s trading system 

or platform, including all order 

modifications and cancellations. An 

adequate transaction history database also 

includes: 

(i) All data that are input into the trade 

entry or matching system for the 

transaction to match and clear; 

(ii) The customer type indicator code; 

(iii) Timing and sequencing data adequate 

to reconstruct trading; and 

The SEF has instituted processes and procedures relating to 

the audit trail requirements of CFTC regulation 

37.205(b)(1) that are designed to capture and store original 

source documents consisting of customer orders (whether 

filled, unfilled, or cancelled, each of which shall be retained 

or electronically captured) shall reflect the terms of the 

order, an account identifier that relates back to the 

account(s) owner(s), the time of order entry, and the time of 

trade execution.

The SEF’s transaction history database satisfactorily meets 

each of the requirements of CFTC regulation 37.205(b)(2), 

to include maintaining a history of all indications of 

interest, orders, and trades entered into a swap execution 

facility’s trading system or platform, including all order 

modifications and cancellations.

See Exhibit S (Description of how trading data will 

be maintained by the SEF) to this Application.

See Compliance Manual Chapter 26 at Exhibit O to 

this Application.

See Exhibit V – Question 5(M)(1) to this 

Application.

See Exhibit S (Description of how trading data will 

be maintained by the SEF) to this Application.

See Compliance Manual Chapter 26 at Exhibit O to 

this Application.

See Exhibit V – Question 5(M)(1) to this 

Application. 
(iv) Identification of each account to 

which fills are allocated. 

(3) Electronic analysis capability. A swap 

execution facility’s audit trail program 

shall include electronic analysis capability 

with respect to all audit trail data in the 

transaction history database. Such 

electronic analysis capability shall ensure 

that the swap execution facility has the 

ability to reconstruct indications of 

interest, requests for quotes, orders, and 

trades, and identify possible trading 

violations with respect to both customer 

and market abuse.

(4) Safe storage capability. A swap 

execution facility’s audit trail program 

shall include the capability to safely store 

all audit trail data retained in its 

transaction history database. Such safe 

storage capability shall include the 

capability to store all data in the database 

in a manner that protects it from 

unauthorized alteration, as well as from 

accidental erasure or other loss. Data shall 

be retained in accordance with the 

recordkeeping requirements of Core 

Principle 10 for swap execution facilities 

and the associated regulations in subpart 

K of this part. 

The SEF’s audit trail program includes electronic analysis 

capability with the ability to reconstruct indications of 

interest, orders, and trades, and identify possible trading 

violations with respect to both customer and market abuse.

The SEF maintains safe storage capability with the ability 

to safely store all audit trail data retained in its transaction 

history database for a period of five (5) years, as required 

by CFTC regulation 37.1001.

See Exhibit V to this Application.

See Compliance Manual Chapter 26 at Exhibit O to 

this Application. 

See Exhibit V – Question 5(M)(1) to this 

Application. 

§ 37.205(c) - Enforcement of audit trail 

requirements. 

(1) Annual audit trail and recordkeeping 

reviews. A swap execution facility shall 

enforce its audit trail and recordkeeping 

requirements through at least annual 

The SEF shall enforce its audit trail and recordkeeping 

requirements through at least annual reviews of all members 

and persons and firms subject to the SEF’s recordkeeping 

rules to verify their compliance with the SEF’s audit trail 

See Rule 301 (Applicability of Rules; Jurisdiction).

See Rule 403 (Right of Inspection).
reviews of all members and persons and 

firms subject to the swap execution 

facility’s recordkeeping rules to verify 

their compliance with the swap execution 

facility’s audit trail and recordkeeping 

requirements. Such reviews shall include, 

but are not limited to, reviews of 

randomly selected samples of front-end 

audit trail data for order routing systems; 

a review of the process by which user 

identifications are assigned and user 

identification records are maintained; a 

review of usage patterns associated with 

user identifications to monitor for 

violations of user identification rules; and 

reviews of account numbers and customer 

type indicator codes in trade records to 

test for accuracy and improper use. 

(2) Enforcement program required. A 

swap execution facility shall establish a 

program for effective enforcement of its 

audit trail and recordkeeping 

requirements. An effective program shall 

identify members and persons and firms 

subject to the swap execution facility’s 

recordkeeping rules that have failed to 

maintain high levels of compliance with 

such requirements, and impose 

meaningful sanctions when deficiencies 

are found. Sanctions shall be sufficient to 

deter recidivist behavior. No more than 

one warning letter shall be issued to the 

same person or entity found to have 

committed the same violation of audit 

trail or recordkeeping requirements within 

a rolling twelve month period.

and recordkeeping requirements.

All participants subject to the SEF’s jurisdiction and Rules 

(Rule 301) are required to maintain books and records of 

their trading on the SEF (including trading on behalf of any 

Customer), including records of its activity in the index or 

instrument used as a reference price, the underlying 

commodity and related derivatives markets, and make such 

records available, upon request, to the SEF (or its 

Regulatory Service Provider) and the CFTC or other 

regulatory authority (Rule 401). 

Further, the Rules of the SEF require that such participant’s 

books and records be made available to the SEF for 

inspection (Rule 403). 

The SEF has established Rules, policies and procedures 

reasonably designed to identify members and persons and 

firms subject to the SEF’s recordkeeping rules that have 

failed to maintain high levels of compliance with such 

requirements, and the SEF reserves the authority to impose 

meaningful sanctions to deter recidivist behavior when 

deficiencies are found. The SEF has adopted Rules (801) 

and Compliance Manual procedures requiring that 

compliance staff will not issue more than one warning letter 

to the same person or entity found to have committed the 

same violation of audit trail or recordkeeping requirements 

within a rolling twelve month period.

See Rulebook Chapter 8 (Disciplinary Procedures).

See Compliance Manual Chapter 14 and 26 at 

Exhibit O to this Application. 

See Rule 301 (Applicability of Rules; Jurisdiction).

See Rule 401 (Duties of Participants). 

See Rule 403 (Right of Inspection). 

See Rulebook Chapter 8 (Disciplinary Procedures).

See Compliance Manual Chapter 14 at Exhibit O to 

this Application. 

See Rule 801(c)(3) (Disciplinary Rules – General).
§ 37.206 - Disciplinary procedures and 

sanctions. 

A swap execution facility shall establish 

trading, trade processing, and 

participation rules that will deter abuses 

and have the capacity to enforce such 

rules through prompt and effective 

disciplinary action, including suspension 

or expulsion of members or market 

participants that violate the rules of the 

swap execution facility.

§ 37.206(a) - Enforcement staff. A swap 

execution facility shall establish and 

maintain sufficient enforcement staff and 

resources to effectively and promptly 

prosecute possible rule violations within 

the disciplinary jurisdiction of the swap 

The SEF has established Rules to prohibit abusive trading 

practices on its markets by members and market 

participants, to include such Rules that prohibit customerrelated abuses including, but not limited to, trading ahead of 

customer orders (Rule 509), trading against customer orders 

(Rule 510), accommodation trading (Rule 502(c)(vii)), and 

improper cross trading (Rule 512). Specific trading 

practices that shall be prohibited include front-running 

(Rule 502(c)(ii)), wash trading (Rule 502(c)(ix)), prearranged trading (except for block trades permitted by Part 

43 of the Commission’s regulations or other types of 

transactions certified to or approved by the Commission 

pursuant to the procedures under Part 40 of the 

Commission’s regulations) (Rule 502(c)(x)), fraudulent 

trading (Rule 502(c)(iii)), money passes (Rule 502(c)(iv)), 

and any other trading practices that a swap execution 

facility deems to be abusive (Rule 502(c)(xvi)).

The SEF has the capacity to enforce such rules through 

prompt and effective disciplinary action, including 

suspension or expulsion of members or market participants 

that violate the rules of the swap execution facility.

The SEF will maintain sufficient enforcement staff and 

resources to effectively and promptly prosecute possible 

rule violations within the disciplinary jurisdiction of the 

swap execution facility.

See Rule 502 (Rule Violations; Prohibited Trading 

Activity; Prohibitions on Fictitious Transaction, 

Fraudulent Activity and Manipulation).

See Rule 509 (Priority of Customer Orders).

See Rule 510 (Trading Against Customers’ Orders).

See Rule 512 (Cross Trades; Simultaneous Buy 

And Sell Orders).

See Chapter 8 (Disciplinary Procedures). 

See Compliance Manual Chapter 24 attached as 

Exhibit O to this Application. 

See RSA at Exhibit N to this Application 

See Exhibit F (as relates to the SEF’s staffing 

analysis) to this Application.
execution facility.

§ 37.206(b) - Disciplinary panels. A swap 

execution facility shall establish one or 

more disciplinary panels that are 

authorized to fulfill their obligations 

under the rules of this subpart. 

Disciplinary panels shall meet the 

composition requirements of part 40 of 

this chapter, and shall not include any 

members of the swap execution facility’s 

compliance staff or any person involved 

in adjudicating any other stage of the 

same proceeding.

The SEF shall establish one or more disciplinary panels and 

in each instance such disciplinary panels shall meet the 

composition requirements of part 40 of the CFTC rules, and 

shall not include any members of the swap execution 

facility’s compliance staff or any person involved in 

adjudicating any other stage of the same proceeding.

See Rule 805 (Disciplinary Panel).

See Compliance Manual Chapter 24 at Exhibit O 

attached to this Application.

See RSA at Exhibit N to this Application.

See Rule 212 (Services Agreement with a 

Regulatory Services Provider).

§ 37.206(c) - Hearings. A swap execution 

facility shall adopt rules that provide for 

the following minimum requirements for 

any hearing: 

(1) The hearing shall be fair, shall be 

conducted before members of the 

disciplinary panel, and shall be promptly 

convened after reasonable notice to the 

respondent; and 

(2) If the respondent has requested a 

hearing, a copy of the hearing shall be 

made and shall become a part of the 

record of the proceeding. The record shall 

not be required to be transcribed unless: 

(i) The transcript is requested by 

Commission staff or the respondent; 

(ii) The decision is appealed pursuant to 

the rules of the swap execution facility; or 

(iii) The decision is reviewed by the 

Commission pursuant to section 8c of the 

Act or part 9 of this chapter. In all other 

In connection with disciplinary procedures and sanctions, 

the SEF has adopted Rules that provide for hearings to be

conducted in a fair and prompt manner. 

The SEF’s Rules also provide that if a hearing has been 

requested, the SEF will arrange for such hearing to be

recorded. Upon the request of the respondent for a copy of

the recording/transcription, the SEF may require the 

respondent to pay for the costs associated with 

transcribing the recording of the hearing.

See Rule 806 (Hearing (Disciplinary Procedures & 

Sanctions)).

See Rule 808 (Conducting Hearings).

See Compliance Manual Chapter 24 at Exhibit O 

attached to this Application.
instances, a summary record of a hearing 

is permitted.

§ 37.206(d) - Decisions. Promptly 

following a hearing conducted in 

accordance with the rules of the swap 

execution facility, the disciplinary panel 

shall render a written decision based upon 

the weight of the evidence contained in 

the record of the proceeding and shall 

provide a copy to the respondent. The 

decision shall include: 

(1) The notice of charges or a summary of 

the charges; 

(2) The answer, if any, or a summary of 

the answer; 

(3) A summary of the evidence produced 

at the hearing or, where appropriate, 

incorporation by reference of the 

investigation report; 

(4) A statement of findings and 

conclusions with respect to each charge, 

and a complete explanation of the 

evidentiary and other basis for such 

findings and conclusions with respect to 

each charge; 

(5) An indication of each specific rule 

that the respondent was found to have 

violated; and 

(6) A declaration of all sanctions imposed 

against the respondent, including the basis 

for such sanctions and the effective date 

Promptly following a hearing conducted in accordance with 

the rules of the swap execution facility, the SEF’s Rules 

require the disciplinary panel to render a written decision 

based upon the weight of the evidence contained in the 

record of the proceeding and shall provide a copy to the 

respondent. The SEF’s Rules require that any decision of 

the disciplinary panel include: 

(1) The notice of charges or a summary of the charges; 

(2) The answer, if any, or a summary of the answer; 

(3) A summary of the evidence produced at the hearing or, 

where appropriate, incorporation by reference of the 

investigation report; 

(4) A statement of findings and conclusions with respect to 

each charge, and a complete explanation of the evidentiary 

and other basis for such findings and conclusions with 

respect to each charge; 

(5) An indication of each specific rule that the respondent 

was found to have violated; and 

(6) A declaration of all sanctions imposed against the 

respondent, including the basis for such sanctions and the 

effective date of such sanctions.

See Rule 809 (Decision of Disciplinary Panel).

See Compliance Manual Chapter 24 attached as 

Exhibit O to this Application.
of such sanctions.

§ 37.206(e) - Disciplinary sanctions. All 

disciplinary sanctions imposed by a swap 

execution facility or its disciplinary 

panels shall be commensurate with the 

violations committed and shall be clearly 

sufficient to deter recidivism or similar 

violations by other market participants. 

All disciplinary sanctions, including 

sanctions imposed pursuant to an 

accepted settlement offer, shall take into 

account the respondent’s disciplinary 

history. In the event of demonstrated 

customer harm, any disciplinary sanction 

shall also include full customer 

restitution, except where the amount of 

restitution or to whom it should be 

provided cannot be reasonably 

determined.

The SEF’s Rules require that all disciplinary sanctions 

imposed by the SEF or its disciplinary panels be 

commensurate with the violations committed and shall be 

clearly sufficient to deter recidivism or similar violations by 

other market participants. Such disciplinary sanctions will 

take into account the respondent’s disciplinary history and 

will further take into consideration any demonstrated 

customer harm that might warrant full restitution under the 

circumstances.

See Rule 810 (Sanctions; Expenses).

See Compliance Manual Chapter 24 attached as 

Exhibit O to this Application. 

§ 37.206(f) - Warning letters. Where a 

rule violation is found to have occurred, 

no more than one warning letter may be 

issued per rolling twelve month period for 

the same violation.

The SEF has adopted Rules and Compliance Manual 

procedures requiring that compliance staff will issue no 

more than one warning letter to the same person or entity 

found to have committed the same rule violation within a 

rolling twelve month period

See Rule 801 (Disciplinary Procedures).

See Compliance Manual Chapter 24 at Exhibit O to 

this Application.

§ 37.206(g) - Additional sources for 

compliance. A swap execution facility 

may refer to the guidance and/or 

acceptable practices in Appendix B of this 

part to demonstrate to the Commission 

compliance with the requirements of § 

37.206.

Core Principle 3 – Swaps Not Readily Susceptible to Manipulation
§ 37.300 - The swap execution facility 

shall permit trading only in swaps that are 

not readily susceptible to manipulation.

The SEF shall permit trading only in swaps that are not 

readily susceptible to manipulation. To that end, the SEF 

will primarily list broad based index credit default swaps 

that are cleared at a registered derivatives clearing 

organization (“DCO”), such as ICE Clear Credit, LLC, 

Chicago Mercantile Exchange or LCH.Clearnet Limited. 

With respect to products to be listed by the SEF that are not 

currently being cleared by a DCO, the SEF will only list 

swaps and options that are, based on its analysis, unlikely to 

be the subject of manipulation. 

The SEF does not intend to list swaps that are settled by 

physical delivery.

See Compliance Manual Chapter 16 at Exhibit O to 

this Application.

§37.301 - General requirements. To 

demonstrate to the Commission 

compliance with the requirements of § 

37.300, a swap execution facility shall, at 

the time it submits a new swap contract in 

advance to the Commission pursuant to 

part 40 of this chapter, provide the 

applicable information as set forth in 

Appendix C to part 38 of this chapter—

Demonstration of Compliance That a 

Contract is not Readily Susceptible to 

Manipulation. A swap execution facility 

may also refer to the guidance and/or 

acceptable practices in Appendix B of this 

part. 

The SEF shall submit a swap or option on a swap’s terms 

and conditions to the CFTC prior to listing the swap, or 

option on a swap. 

See Compliance Manual Chapter 16 at Exhibit O to 

this Application.

Core Principle 4 – Monitoring of Trading and Trade Processing

§ 37.400 – The swap execution facility 

shall: 

§ 37.400(a) – Establish and enforce rules 

or terms and conditions defining, or 

specifications detailing: 

The SEF Rule’s require that all participants comply with the 

SEF’s Rules and submit to its jurisdiction. The SEF has 

established Rules that relate to the processes that the SEF 

See Rule 301 (Applicability of Rules; Jurisdiction). 

See Rulebook Chapter 8 (Disciplinary Rules) with 
(1) Trading procedures to be used in 

entering and executing orders traded on or 

through the facilities of the swap 

execution facility; and 

(2) Procedures for trade processing of 

swaps on or through the facilities of the 

swap execution facility; and 

will implement in order to enforce the Rules. 

The SEF’s Rules relating to trading procedures are set forth 

in the Rulebook at Section 5 (Trading Practices and 

Business Conduct) and Section 7 (Block Trades and 

Noncompetitive Transactions).

The SEF’s Rules relating to trading processing are set forth 

in Chapters 5 and 7 of the Rulebook. Further, Rule 1102 

(Transaction Terms) provides that upon the execution of a 

swap that is required to be cleared, such swap is subject to 

the rules and regulations of the applicable DCO at the time 

the swap is executed. 

specific citation to Rule 801 (Power to investigate).

See Rulebook Chapter 5 (Trading Practices and 

Business Conduct) and Chapter 7 (Block Trades, 

Brokered Trades and Noncompetitive 

Transactions).

See Error Trade Policy at: 

www.theice.com/publicdocs/swap_trade/SEF_Error

_Trade_Policy.pdf

See Rulebook Chapter 5 (Trading Practices and 

Business Conduct) and Chapter 7 (Block Trades, 

Brokered Trades and Noncompetitive 

Transactions).

See Rule 1102 (Transaction Terms).

§ 37.400(b) – Monitor trading in swaps 

to prevent manipulation, price distortion, 

and disruptions of the delivery or cash 

settlement process through surveillance, 

compliance, and disciplinary practices 

and procedures, including methods for 

conducting real-time monitoring of 

trading and comprehensive and accurate 

trade reconstructions.

The SEF or as applicable its regulatory service provider, 

will monitor, both in real time and on a T+1 basis, trading 

in swaps to prevent manipulation, price distortion, and 

disruptions of the delivery or cash settlement process.

See Compliance Manual Chapter 17 (Process to 

Establishing Block Sizes Minimums), Chapter 19 

(Market Supervision), Chapter 20 (Market 

Surveillance), Chapter 21 (Complaints and 

Referrals), Chapter 22 (Inquires and Investigations), 

Chapter 24 (Disciplinary Procedures) attached as 

Exhibit O to this Application.

See Regulatory Services Agreement at Exhibit N to 

this Application.

See Rulebook Chapter 8 (Disciplinary Procedures). 

See Rule 401 (Duties of Participants), as relates to a 

participants obligation to maintain books and 

records.

See Rule 403 (Right of Inspection), as relates to a 

participant’s obligation to make such books and 
records available for inspection by the SEF or its 

regulatory services provider.

§ 37.401 - General requirements. A swap 

execution facility shall:

§ 37.401(a) - Collect and evaluate data on 

its market participants’ market activity on 

an ongoing basis in order to detect and 

prevent manipulation, price distortions, 

and, where possible, disruptions of the 

physical-delivery or cash-settlement 

process;

The SEF will collect and evaluate data on its market 

participants’ market activity on an ongoing basis in order to 

detect and prevent manipulation, price distortions, and, 

where possible, disruptions of the settlement process.

See Compliance Manual Chapter 19 and 20 at 

Exhibit O to this Application. 

See Rule 401 (Duties of Participants), as relates to a 

participants obligation to maintain books and 

records.

§ 37.401(b) - Monitor and evaluate 

general market data in order to detect and 

prevent manipulative activity that would 

result in the failure of the market price to 

reflect the normal forces of supply and 

demand;

The SEF has adopted Rules to prevent manipulative 

activity. 

The SEF will monitor and evaluate general market data in 

order to detect and prevent manipulative activity that would 

result in the failure of the market price to reflect the normal 

forces of supply and demand.

See Rule 501 (Rule Violations; Prohibited Trading 

Activity; Prohibitions on Fictitious Transaction, 

Fraudulent Activity and Manipulation).

See Compliance Manual Chapter 17, 19 and 22 at 

Exhibit O to this Application. 

See Error Trade Policy at: 

https://www.theice.com/publicdocs/swap_trade/SE

F_Error_Trade_Policy.pdf

§ 37.401(c) - Demonstrate an effective 

program for conducting real-time 

monitoring of trading for the purpose of 

detecting and resolving abnormalities; 

and

The SEF will conduct real-time monitoring of trading for 

the purpose of detecting and resolving abnormalities.

See Compliance Manual Chapter 19 and 20 at 

Exhibit O to this Application. 

See Exhibit F (as relates to the SEF’s staffing 

analysis) to this Application. 

See Error Trade Policy at: 

https://www.theice.com/publicdocs/swap_trade/SE

F_Error_Trade_Policy.pdf

§ 37.401(d) - Demonstrate the ability to 

comprehensively and accurately 

The SEF will have the ability to comprehensively and 

accurately reconstruct daily trading activity for the purpose 

See Compliance Manual Chapter 20 at Exhibit O to 

this Application.
reconstruct daily trading activity for the 

purpose of detecting instances or threats 

of manipulation, price distortion, and 

disruptions.

of detecting instances or threats of manipulation, price 

distortion, and disruptions.

§ 37.402 - Additional requirements for 

physical-delivery swaps. For physicaldelivery swaps, the swap execution 

facility shall demonstrate that it:

§ 37.402(a) - Monitors a swap’s terms 

and conditions as they relate to the 

underlying commodity market; and

The SEF does not intend to list physical delivery contracts.

§ 37.402(b) - Monitors the availability of 

the supply of the commodity specified by 

the delivery requirements of the swap.

The SEF does not intend to list physical delivery contracts.

§ 37.403- Additional requirements for 

cash-settled swaps. 

§ 37.403(a) - For cash-settled swaps, the 

swap execution facility shall demonstrate 

that it monitors the pricing of the 

reference price used to determine cash 

flows or settlement;

The SEF will rely on the industry standard ISDA cash 

settlement process embedded in the contract documentation 

and will monitor the process as required. The SEF has the 

ability to obtain information from its Participants, including 

position information and related trading activity to assist in 

reviewing influence on price formation.

§ 37.403(b) - For cash-settled swaps 

listed on the swap execution facility 

where the reference price is formulated 

and computed by the swap execution 

facility, the swap execution facility shall 

demonstrate that it monitors the continued 

appropriateness of its methodology for 

deriving that price; and

The SEF does not formulate reference prices for contract 

settlement.
§ 37.403(c) - For cash-settled swaps 

listed on the swap execution facility 

where the reference price relies on a 

third-party index or instrument, including 

an index or instrument traded on another 

venue, the swap execution facility shall 

demonstrate that it monitors the continued 

appropriateness of the index or 

instrument.

The SEF will rely on the industry standard ISDA cash 

settlement process embedded in the contract documentation 

and will monitor the process as required. The SEF has the 

ability to obtain information from its Participants, including 

position information and related trading activity to assist in 

reviewing influence on price formation.

§ 37.404 - Ability to obtain information.

§ 37.404(a) - A swap execution facility 

shall demonstrate that it has access to 

sufficient information to assess whether 

trading in swaps listed on its market, in 

the index or instrument used as a 

reference price, or in the underlying 

commodity for its listed swaps is being 

used to affect prices on its market.

In support of the SEF’s ability to obtain information, the 

SEF requires that all Participants and any other person that 

submits orders or enters into transaction on or through the 

SEF keep books and records of its trading on the SEF 

(including trading on behalf of any Customer), including 

records of its activity in the index or instrument used as a 

reference price, the underlying commodity and related 

derivatives markets, and make such records available, upon

request, to the SEF (or its Regulatory Service Provider) and 

the CFTC or other regulatory authority. Further, the SEF’s 

Rules require that each SEF participant make such 

information/records available to the SEF for inspection.

See Rule 401 (Duties of Participants).

See Rule 306.A (Compliance with the Commodity 

Exchange Act).

See Rule 403 (Right of Inspection).

§ 37.404(b) - A swap execution facility 

shall have rules that require its market 

participants to keep records of their 

trading, including records of their activity 

in the index or instrument used as a 

reference price, the underlying 

commodity, and related derivatives

markets, and make such records available, 

upon request, to the swap execution 

facility or, if applicable, to its regulatory 

service provider, and the Commission.

In support of the SEF’s ability to obtain information, the 

SEF requires that all Participants and any other person that 

submits orders or enters into transaction on or through the 

SEF keep books and records of its trading on the SEF 

(including trading on behalf of any Customer), including 

records of its activity in the index or instrument used as a 

reference price, the underlying commodity and related 

derivatives markets, and make such records available, upon 

request, to the SEF (or its Regulatory Service Provider) and 

the CFTC or other regulatory authority. Further, the SEF’s 

Rules require that each SEF participant make such 

See Rule 401 (Duties of Participants).

See Rule 306.A (Compliance with the Commodity 

Exchange Act).

See Rule 403 (Right of Inspection).
information/records available to the SEF for inspection.

§ 37.405 - Risk controls for trading. The 

swap execution facility shall establish and 

maintain risk control mechanisms to 

prevent and reduce the potential risk of 

market disruptions, including, but not 

limited to, market restrictions that pause 

or halt trading under market conditions 

prescribed by the swap execution facility.

Pursuant to the Rules, the SEF has the authority to 

implement risk control mechanisms to prevent and reduce 

the potential risk of market disruptions, including, but not 

limited to, market restrictions that pause or halt trading 

under market conditions prescribed by the swap execution 

facility. Absent any automated functionality to pause or 

halt trading under certain market conditions, the SEF has 

implemented Rule 208 (Emergency Actions) and Market 

Supervision policies and procedures for the identification of 

aberrant market conditions and the resultant escalation 

actions.

See Rule 208 (Emergency Actions).

See Compliance Manual Chapter 19 at Exhibit O to 

this Application. 

§ 37.406 - Trade reconstruction. The 

swap execution facility shall have the 

ability to comprehensively and accurately 

reconstruct all trading on its facility. All 

audit-trail data and reconstructions shall 

be made available to the Commission in a 

form, manner, and time that is acceptable 

to the Commission.

The SEF has the ability to comprehensively and accurately 

reconstruct all trading on its facility. All audit-trail data and 

reconstructions shall be made available to the Commission 

in a form, manner, and time that is acceptable to the 

Commission.

See Compliance Manual Chapter 20 at Exhibit O to 

this Application.

§ 37.407 - Regulatory service provider. A 

swap execution facility shall comply with 

the regulations in this subpart through a 

dedicated regulatory department or by 

contracting with a regulatory service 

provider pursuant to § 37.204.

The SEF’s dedicated Market Regulation Department, in 

conjunction with its regulatory service provider, ICE 

Futures US, Inc. a CFTC registered designated contract 

market, will comply with applicable CFTC regulations. 

With respect to the SEF’s Regulatory Services Provider, the 

SEF shall at all times retain ultimate decision-making 

authority.

See Regulatory Services Agreement at Exhibit N to 

this Application.

See Compliance Manual Chapter 20 and 26 at 

Exhibit O to this Application.

See Rule 212 (Services Agreement with a 

Regulatory Services Provider).

§ 37.408 - Additional sources for 

compliance. A swap execution facility 

may refer to the guidance and/or 

acceptable practices in Appendix B of this 
part to demonstrate to the Commission 

compliance with the requirements of § 

37.400.

Core Principle 5 – Ability to Obtain Information

§37.500 – The swap execution facility 

shall: 

(a) Establish and enforce rules that will 

allow the facility to obtain any necessary 

information to perform any of the 

functions described in section 5h of the 

Act; 

(b) Provide the information to the 

Commission on request; and 

(c) Have the capacity to carry out such 

international information-sharing 

agreements as the Commission may 

require.

The SEF Rule’s requires that all Participants and any other 

person that submits orders or enters into transaction on or 

through the SEF keep books and records of its trading on 

the SEF (including trading on behalf of any Customer), 

including records of its activity in the index or instrument 

used as a reference price, the underlying commodity and 

related derivatives markets, and make such records 

available, upon request, to the SEF (or its Regulatory 

Service Provider) and the CFTC or other regulatory 

authority. Further, the SEF’s Rules require that each SEF 

participant make such information/records available to the 

SEF for inspection.

The SEF Rule’s provide that the SEF may provide 

information to the Commission upon request and that the 

SEF has the capacity to enter into international informationsharing agreements as the Commission may require.

See Rule 306.A (Compliance with the Commodity 

Exchange Act).

See Rule 401 (Duties of Participants).

See Rule 403 (Right of Inspection).

See Rule 211 (Information-Sharing Agreements).

See Rule 213 (Use of Data Collected from 

Participants).

See Rulebook Chapter 8 (Disciplinary Procedures).

See Rule 210 (Reporting to the CFTC).

Rule 211 (Information-Sharing Agreements).

§37.501 – Establish and enforce rules. A

swap execution facility shall establish and 

enforce rules that will allow the swap 

execution facility to have the ability and 

authority to obtain sufficient information 

to allow it to fully perform its operational, 

risk management, governance, and 

regulatory functions and any requirements 

under this part, including the capacity to 

carry out international informationsharing agreements as the Commission 

may require.

The SEF Rule’s requires that all Participants and any other 

person that submits orders or enters into transaction on or 

through the SEF keep books and records of its trading on 

the SEF (including trading on behalf of any Customer), 

including records of its activity in the index or instrument 

used as a reference price, the underlying commodity and 

related derivatives markets, and make such records 

available, upon request, to the SEF (or its Regulatory 

Service Provider) and the CFTC or other regulatory 

authority. Further, the SEF’s Rules require that each SEF 

participant make such information/records available to the 

SEF for inspection. The SEF has the ability to enforce 

these Rules.

The SEF Rule’s provide that the SEF may provide 

See Rule 306.A (Compliance with the Commodity 

Exchange Act).

See Rule 401 (Duties of Participants).

See Rule 403 (Right of Inspection).

See Rule 211 (Information-Sharing Agreements).

See Rule 213 (Use of Data Collected from 

Participants).

See Rulebook Chapter 8 (Disciplinary Procedures).

See Rule 210 (Reporting to the CFTC).
information to the Commission upon request and that the 

SEF has the capacity to enter into international informationsharing agreements as the Commission may require.

§37.502 – Collection of information. A

swap execution facility shall have rules 

that allow it to collect information on a 

routine basis, allow for the collection of 

non-routine data from its market 

participants, and allow for its examination 

of books and records kept by the market 

participants on its facility.

The SEF Rule’s requires that all Participants and any other 

person that submits orders or enters into transaction on or 

through the SEF keep books and records of its trading on 

the SEF (including trading on behalf of any Customer), 

including records of its activity in the index or instrument 

used as a reference price, the underlying commodity and 

related derivatives markets, and make such records 

available, upon request, to the SEF (or its Regulatory 

Service Provider) and the CFTC or other regulatory 

authority. Further, the SEF’s Rules require that each SEF 

participant make such information/records available to the 

SEF for inspection. The SEF has the ability to enforce 

these Rules.

See Rule 306.A (Compliance with the Commodity 

Exchange Act).

See Rule 401 (Duties of Participants).

See Rule 403 (Right of Inspection).

See Rule 211 (Information-Sharing Agreements).

See Rule 213 (Use of Data Collected from 

Participants).

§37.503 – Provide information to the 

Commission. A swap execution facility 

shall provide information in its possession 

to the Commission upon request, in a 

form and manner that the Commission 

approves.

The SEF rules permit that the SEF shall provide 

information in its possession to the Commission upon 

request, in a form and manner that the Commission 

approves.

See Rule 211 (Information-Sharing Agreements).

§37.504 – Information-sharing 

agreements. A swap execution facility 

shall share information with other 

regulatory organizations, data 

repositories, and third-party data 

reporting services as required by the 

Commission or as otherwise necessary 

and appropriate to fulfill its selfregulatory and reporting responsibilities. 

Appropriate information-sharing 

agreements can be established with such 

entities or the Commission can act in 

The SEF’s Rules provide that it may enter into information 

sharing agreements with other regulatory organizations, 

data repositories, and third-party data reporting services as 

required by the Commission or as otherwise necessary and 

appropriate to fulfill its self-regulatory and reporting 

responsibilities.

See Rule 211 (Information-Sharing Agreements).
conjunction with the swap execution 

facility to carry out such information 

sharing.

Core Principle 6 – Position Limits or Accountability

§37.600(a) – In general. To reduce the 

potential threat of market manipulation or 

congestion, especially during trading in 

the delivery month, a swap execution 

facility that is a trading facility shall 

adopt for each of the contracts of the 

facility, as is necessary and appropriate, 

position limitations or position 

accountability for speculators. 

The SEF’s Rules provide that it shall adopt for each of the 

contracts listed on the facility, as is necessary and 

appropriate, position limits or position accountability levels.

See Rule 517 (Position Limits), Rule 518 

(Exemptions from Position Limits) and Rule 519 

(Position Accountability).

§37.600(b) – Position limits. For any 

contract that is subject to a position 

limitation established by the Commission 

pursuant to section 4a(a) of the Act, the 

swap execution facility shall: 

(1) Set its position limitation at a level no 

higher than the Commission limitation; 

and 

(2) Monitor positions established on or 

through the swap execution facility for 

compliance with the limit set by the 

Commission and the limit, if any, set by

the swap execution facility.

The SEF’s Rules require that it shall adopt for each of the 

contracts of the facility, as is necessary and appropriate, 

position limitations or position accountability levels, such 

limitations shall be set at a level no higher than the 

Commission limitation, and shall be monitored by the SEF. 

See Rule 517 (Position Limits) and 519 (Position 

Accountability).

See Compliance Manual Chapter 15 at Exhibit O to 

this Application.

§37.601 – Additional sources for 

compliance. Until such time that 

compliance is required under part 151 of 

this chapter, a swap execution facility 

may refer to the guidance and/or 

acceptable practices in Appendix B of this 
part to demonstrate to the Commission 

compliance with the requirements of § 

37.600.

Core Principle 7 – Financial Integrity of Transactions

§37.700 – The swap execution facility 

shall establish and enforce rules and 

procedures for ensuring the financial 

integrity of swaps entered on or through 

the facilities of the swap execution 

facility, including the clearance and 

settlement of the swaps pursuant to 

section 2(h)(1) of the Act.

The SEF has established and will enforce Rules and

procedures relating to the financial integrity of swaps 

entered on or through the facilities of the SEF, including the 

clearance and settlement of the swaps pursuant to section 

2(h)(1) of the Act.

See Rule 303 (Criteria for Becoming a Participant).

See Rule 304 (Additional Criteria for Participants 

Trading for Customers).

See Rule 516 (Pre-Execution Credit Checks).

See Rule 404 (Financial Notices).

See Rule 405 (Customers).

See Rule 406 (Trading Limitations, Termination, 

Suspension).

See Rulebook Chapter 10 (Clearing and Financial 

Responsibility; Reporting). 

See Clearing House Access Agreements at Exhibit 

N to this Application. 

§37.701 – Required clearing. 

Transactions executed on or through the 

swap execution facility that are required 

to be cleared under section 2(h)(1)(A) of 

the Act or are voluntarily cleared by the 

counterparties shall be cleared through a 

Commission-registered derivatives 

clearing organization, or a derivatives 

clearing organization that the 

Commission has determined is exempt 

from registration.

The SEF has established Rules that require each participant 

that executes transactions on or through the SEF to either be 

a clearing member or have in place a relationship with a 

Clearing Member and such transactions that are either (i) 

required to be cleared under section 2(h)(1)(A) of the Act, 

or (ii) voluntarily cleared, shall be cleared in accordance 

with the applicable clearing house rules. 

See Rule 303 (Criteria for Becoming a Participant).

See Rule 1002 (Cleared Swaps).

See Clearing House Access Agreements at Exhibit 

N to this Application.
§37.702 – General financial integrity. A

swap execution facility shall provide for 

the financial integrity of its transactions: 

(a) By establishing minimum financial 

standards for its members, which shall, at 

a minimum, require that members qualify 

as an eligible contract participant as 

defined in section 1a(18) of the Act; 

(b) [Reserved]

The SEF has established Rules that require participants to 

provide a written representation (and to continuously update 

such representation) that the participant meets the minimum 

required financial standards, to include that such participant 

is a eligible contract participant, and be able to demonstrate 

that such participant has sufficient financial resources to 

perform its obligations under its transactions, and is either a 

clearing member or has a relationship in place with a 

clearing member.

See Rule 303 (Criteria for Becoming a Participant).

See Rule 304 (Additional Criteria for Participants 

Trading for Customers).

See Rule 404 (Financial Notices).

See Rule 406 (Trading Limitations, Termination, 

Suspension).

See Compliance Manual Chapter 14 at Exhibit O to 

this Application.

See SEF Participation Agreement at Exhibit N to 

this Application. 

§37.703 – Monitor for financial 

soundness. A swap execution facility 

shall monitor its members to ensure that 

they continue to qualify as eligible 

contract participants as defined in section 

1a(18) of the Act.

The SEF has established Rules that require participants to 

provide a written representation (and to continuously update 

such representation, as required by the Rules) that they meet 

the minimum required financial standards, to include that 

such participant is an eligible contract participant as defined 

in section 1a(18) of the Act.

See SEF Participation Agreement at Exhibit N to 

this Application. 

See Rule 303 (Criteria for Becoming a Participant).

See Rule 403 (Right of Inspection).

See Rule 404 (Financial Notices).

See Compliance Manual Chapter 14 at Exhibit O to 

this Application.

Core Principle 8 – Emergency Authority

§ 37.800 – The swap execution facility 

shall adopt rules to provide for the 

exercise of emergency authority, in 

consultation or cooperation with the 

Commission, as is necessary and 

appropriate, including the authority to 

The SEF’s Rules provide for the exercise of emergency 

authority, in consultation or cooperation with the 

Commission, as is necessary and appropriate, including the 

authority to liquidate or transfer open positions in any swap 

or to suspend or curtail trading in a swap.

See Rule 208 (Emergency Actions).
liquidate or transfer open positions in any

swap or to suspend or curtail trading in a 

swap.

§ 37.801 – Additional sources for 

compliance. A swap execution facility 

may refer to the guidance and/or 

acceptable practices in Appendix B of this 

part to demonstrate to the Commission 

compliance with the requirements of § 

37.800.

Core Principle 9 – Timely Publication of Trading Information

§ 37.900(a) – In general. The swap 

execution facility shall make public 

timely information on price, trading 

volume, and other trading data on swaps 

to the extent prescribed by the 

Commission.

The SEF has established rules that the SEF will report all 

Transactions (including accepted Block Trades) subject to 

reporting by the SEF under Applicable CFTC Regulations 

to a swap data repository selected by the SEF for such 

purpose within the time limits set forth in the Applicable 

CFTC Regulations. 

See Rule 1004 (Reporting to SDR).

See Compliance Manual Chapter 18 at Exhibit O to 

this Application.

See Exhibit N to this Application for agreements 

relating to reporting to a swap data repository. 

§ 37.900(b) – Capacity of swap execution 

facility. The swap execution facility shall 

be required to have the capacity to 

electronically capture and transmit trade 

information with respect to transactions 

executed on the facility.

The SEF has the capacity to electronically capture and 

transmit trade information with respect to transactions 

executed on the facility.

See Rule 1004 (Reporting to SDR).

See Compliance Manual Chapter 26 at Exhibit O to 

this Application.

See Exhibit S to this Application for a description

as to how the trading data will be maintained by the 

SEF.

§ 37.901 – General requirements. With 

respect to swaps traded on or through a 

swap execution facility, each swap 

execution facility shall:
§ 37.901(a) – Report specified swap data 

as provided under part 43 and part 45 of 

this chapter; and

The SEF will report specified swap data as provided under 

Part 43 and Part 45 of the CFTC’s regulations.

See Rule 1004 (Reporting to SDR).

See Compliance Manual Chapter 26 at Exhibit O to 

this Application.

§ 37.901(b) – Meet the requirements of 

part 16 of this chapter.

The SEF will record and report all data required by part 16 

of the CFTC’s regulations. 

See Rule 1004(d) (Reporting).

Core Principle 10 – Recordkeeping and Reporting

§ 37.1000(a) – In general. A swap 

execution facility shall: 

§ 37.1000(a)(1) – Maintain records of all 

activities relating to the business of the 

facility, including a complete audit trail, 

in a form and manner acceptable to the 

Commission for a period of five years; 

The SEF will, and will cause its regulatory services 

provider to, as applicable, maintain records of all activities 

relating to the business of the facility, including a complete 

audit trail, in a form and manner acceptable to the 

Commission for a period of five years.

See Compliance Manual Chapter 26 (Maintenance 

of Books and Records) at Exhibit O to this 

Application. 

See RSA at Exhibit N to this Application.

See Exhibit S.1 for the Applicant’s Record Keeping 

Policy.

§ 37.1000(a)(2) – Report to the 

Commission, in a form and manner 

acceptable to the Commission, such 

information as the Commission 

determines to be necessary or appropriate 

for the Commission to perform the duties 

of the Commission under the Act; and 

The SEF will, and will cause its regulatory services 

provider to, as applicable, report to the Commission, in a 

form and manner acceptable to the Commission, such 

information as the Commission determines to be necessary 

or appropriate for the Commission to perform the duties of

the Commission under the Act.

See Rule 211 (Information-Sharing Arrangements).

See Compliance Manual Chapter 26 at Exhibit O to 

this Application.

§ 37.1000(a)(3) – 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.

The SEF will, and will cause its regulatory services 

provider to, as applicable, 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.

See Rule 211 (Information-Sharing Arrangements).

See Compliance Manual Chapter 26 at Exhibit O to 

this Application.

See RSA at Exhibit N to this Application.

See Exhibit S.1 for the Applicant’s Record Keeping 
Policy.

§ 37.1000(b) – Requirements. The 

Commission shall adopt data collection 

and reporting requirements for swap 

execution facilities that are comparable to 

corresponding requirements for 

derivatives clearing organizations and 

swap data repositories.

§ 37.1001 – Recordkeeping. A swap 

execution facility shall maintain records 

of all activities relating to the business of 

the facility, in a form and manner 

acceptable to the Commission, for a 

period of at least five years. A swap 

execution facility shall maintain such 

records, including a complete audit trail 

for all swaps executed on or subject to the 

rules of the swap execution facility, 

investigatory files, and disciplinary files, 

in accordance with the requirements of § 

1.31 and part 45 of this chapter.

The SEF will, and will cause its regulatory services 

provider to, as applicable, maintain records of all activities 

relating to the business of the facility, in a form and manner 

acceptable to the Commission, for a period of at least five 

years. A swap execution facility shall maintain such 

records, including a complete audit trail for all swaps 

executed on or subject to the rules of the swap execution 

facility, investigatory files, and disciplinary files, in 

accordance with the requirements of § 1.31 and Part 45 of

this chapter.

See Compliance Manual Chapter 26 at Exhibit O to 

this Application.

See Exhibit S to this Application for a description 

as to how the trading data/records will be 

maintained by the SEF.

See RSA at Exhibit N to this Application.

See Exhibit S.1 for the Applicant’s Record Keeping 

Policy.

Core Principle 11 – Antitrust Considerations

§37.1100 –Unless necessary or 

appropriate to achieve the purposes of the 

Act, the swap execution facility shall not:

§37.1100(a) –Adopt any rules or take any 

actions that result in any unreasonable 

restraint of trade; or

The SEF has not adopted any Rules, nor has it taken any 

action that results in any unreasonable restraint of trade, or 

imposes any material anticompetitive burden on trading, 

clearing or reporting. The SEF’s Rules provide for fair and 

open access to its trading facility and there are no 

discriminatory barriers to use of the facility or other 

services. In particular, Rule 302 provides states that 

“Consistent with Applicable Law, the SEF provides access 

See Rule 302 (Impartial Access).

See Compliance Manual Chapters 9 and 14 at 

Exhibit O to this Application. 
to Participants and ISVs on a fair, non-discriminatory and 

open basis. Participant and ISV status, and access to, and 

usage of, the Platform in such capacity is available to all 

market participants that meet the criteria set forth herein 

and validly engage in Transactions. ” Additionally, the SEF 

offers the same fee structure for the same services to all 

users. The SEF does not tie or bundle the offering of 

facilities and/or services with other ancillary services that it 

provides to market participants.

As part of the annual compliance review, the Chief 

Compliance Officer will review compliance with this Core 

Principle 11.

§37.1100(b) – Impose any material 

anticompetitive burden on trading or 

clearing.

The SEF has not adopted any Rules, nor has it taken any 

action that results in any unreasonable restraint of trade, or 

imposes any material anticompetitive burden on trading, 

clearing or reporting. The SEF’s Rules provide for fair and 

open access to its trading facility and there are no 

discriminatory barriers to use of the facility or other 

services. In particular, Rule 302 provides states that 

“Consistent with Applicable Law, the SEF provides access 

to Participants and ISVs on a fair, non-discriminatory and 

open basis. Participant and ISV status, and access to, and 

usage of, the Platform in such capacity is available to all 

market participants that meet the criteria set forth herein 

and validly engage in Transactions.” Additionally, the SEF 

offers the same fee structure for the same services to all 

users. The SEF does not tie or bundle the offering of 

facilities and/or services with other ancillary services that it 

provides to market participants.

As part of the annual compliance review, the Chief 

Compliance Officer will review compliance with this Core 

Principle 11.

See Rule 302 (Impartial Access).

See Compliance Manual Chapter 9 at Exhibit O to 

this Application. 

§37.1101 – Additional sources for 

compliance. A swap execution facility 
may refer to the guidance and/or 

acceptable practices in Appendix B of this 

part to demonstrate to the Commission 

compliance with the requirements of 

§ 37.1100.

Core Principle 12: Conflicts of Interest

§37.1200 –The swap execution facility 

shall: 

§37.1200(a) –Establish and enforce rules 

to minimize conflicts of interest in its 

decision making process; and

The SEF has established, and will enforce, Rules to 

minimize conflicts of interest in its decision-making 

process, and has established a process for resolving such 

conflicts of interest. The SEF’s Rules and policies 

applicable to Directors, Committee Members and all 

employees of the SEF are set forth in the SEF’s Rules and 

in it Compliance Manual. These policies establish written 

procedures to: 

• Identify, on an ongoing basis, existing and 

potential conflicts of interest. 

• Make decisions in the event of a conflict of 

interest.

These policies include rules regarding the recusal, in 

applicable circumstances, of parties involved in the making

of decisions.

The SEF’s Chief Compliance Officer is responsible for 

administering and enforcing compliance with the various 

Rules and policies adopted by the SEF and, in consultation 

with the Board of Managers, will resolve any such conflicts 

of interest.

As part of the annual compliance review, the Chief 

Compliance Officer will review the SEF’s compliance with 

this Core Principle 12.

As part of the annual compliance review, the Chief 

Compliance Officer will review compliance with this Core 

Principle 11.

See Rule 201 (Management) relating to the rules 

applicable to the required number of Public 

Directors for the SEF’s board.

See Compliance Manual Chapter 10 at Exhibit O to 

this Application, relating to the required number of

Public Directors that must sit on the SEF’s 

Regulatory Oversight Committee.

See Compliance Manual Chapters 12 and 13 

(Conflicts of Interest) at Exhibit O to this 

Application. 

See Rule 207 (Conflicts of Interest of Named 

Persons) and 209 (Conflict of Interest in 

Emergencies).

See Compliance Manual Chapter 9 at Exhibit O to 

this Application. 

See Fitness of the Board of Directors Charter, The 

Board of Managers Governance Principles, Code of 

Business and Ethics for Committee Members and 

Code of Business Conduct and Ethics for Managers 

attached at Exhibit C to this Application. 
§37.1200(b) – Establish a process for 

resolving the conflicts of interest.

The SEF has established, and will enforce, Rules to 

minimize conflicts of interest in its decision-making 

process, and has established a process for resolving such 

conflicts of interest. The SEF’s Rules and policies 

applicable to Directors, Committee Members and all 

employees of the SEF are set forth in the SEF’s Rules and 

in it Compliance Manual. These policies establish written 

procedures to: 

• Identify, on an ongoing basis, existing and 

potential conflicts of interest. 

• Make decisions in the event of a conflict of 

interest.

These policies include Rules regarding the recusal, in 

applicable circumstances, of parties involved in the making 

of decisions.

The SEF’s Chief Compliance Officer is responsible for 

administering and enforcing compliance with the various 

Rules and policies adopted by the SEF and, in consultation 

with the Board of Managers, will resolve any such conflicts 

of interest.

As part of the annual compliance review, the Chief 

Compliance Officer will review the SEF’s compliance with 

this Core Principle 12.

As part of the annual compliance review, the Chief 

Compliance Officer will review compliance with this Core 

Principle 11.

See Rule 201 (Management) relating to the rules 

applicable to the required number of Public 

Directors for the SEF’s board.

See Compliance Manual Chapter 10 at Exhibit O to 

this Application, relating to the required number of

Public Directors that must sit on the SEF’s 

Regulatory Oversight Committee. 

See Compliance Manual Chapters 12 and 13 

(Conflicts of Interest) at Exhibit O to this 

Application. 

See Rule 207 (Conflicts of Interest of Named 

Persons) and 209 (Conflict of Interest in 

Emergencies).

See Compliance Manual Chapter 9 at Exhibit O to 

this Application. 

Core Principle 13: Financial Resources

§37.1300(a) –In general. The swap 

execution facility shall have adequate 

financial, operational, and managerial 

resources to discharge each responsibility 

of the swap execution facility.

As demonstrated in Exhibit I, the SEF has made a 

reasonable calculation of its projected operating costs over a 

12-month period in order to determine the amount needed 

to enable the SEF to cover its operating costs for a period of

at least one year, calculated on a rolling basis. As shown on 

its balance sheet, the SEF will maintain financial resources 

See Compliance Manual Chapter 25 (Financial 

Resources and Reporting) at Exhibit O attached to 

this Application.

See Exhibit I (Pro-Forma financial statements and 

accompanying narrative) to this Application.
that are equal to the total amount that would enable the SEF 

to cover its operating costs for a period of at least one year. 

The SEF has reserved, as restricted cash on its balance 

sheet, cash equal to at least six months' operating costs.

The SEF maintains the financial resources required to meet 

its operating costs in the form of cash and accounts 

receivable on its balance sheet. The SEF’s balance sheet 

reflects the current market value of these financial 

resources. The SEF believes that no reduction in value to 

these financial resources is necessary to reflect market and 

credit risk.

§37.1300(b) –Determination of resource 

adequacy. The financial resources of a 

swap execution facility shall be 

considered to be adequate if the value of 

the financial resources exceeds the total 

amount that would enable the swap 

execution facility to cover the operating 

costs of the swap execution facility for a 

one-year period, as calculated on a rolling 

basis.

As demonstrated in Exhibit I, the SEF has made a 

reasonable calculation of its projected operating costs over a 

12-month period in order to determine the amount needed 

to enable the SEF to cover its operating costs for a period of 

at least one year, calculated on a rolling basis. As shown on 

its pro forma balance sheet, the SEF will maintain financial 

resources that are equal to the total amount that would 

enable the SEF to cover its operating costs for a period of at 

least one year. The SEF will reserve, as restricted cash on 

its balance sheet, cash equal to at least six months' operating 

costs. The SEF’s financial resources will be satisfied by a

capital contribution from the SEF’s parent that will be made 

prior to or upon the SEF receiving an Order of Registration.

See Compliance Manual Chapter 25 (Financial 

Resources and Reporting) at Exhibit O attached to 

this Application.

See Exhibit I (Pro-Forma financial statements and 

accompanying narrative) to this Application.

§37.1301 General requirements.

§37.1301(a) – A swap execution facility 

shall maintain financial resources 

sufficient to enable it to perform its 

functions in compliance with the core 

principles set forth in section 5h of the 

Act.

As demonstrated in Exhibit I, the SEF has made a 

reasonable calculation of its projected operating costs over a 

12-month period in order to determine the amount needed 

to enable the SEF to cover its operating costs for a period of 

at least one year, calculated on a rolling basis. As shown on 

its pro forma balance sheet, the SEF will maintain financial 

resources that are equal to the total amount that would 

enable the SEF to cover its operating costs for a period of at 

least one year. The SEF will reserve, as restricted cash on 

See Exhibit I (Pro-Forma financial statements and 

accompanying narrative) to this Application.
its balance sheet, cash equal to at least six months' operating 

costs. 

§37.1301(b) – An entity that operates as 

both a swap execution facility and a 

derivatives clearing organization shall 

also comply with the financial resource 

requirements of § 39.11 of this chapter.

The SEF is not a derivatives clearing organization.

§37.1301(c) – Financial resources shall be 

considered sufficient if their value is at 

least equal to a total amount that would 

enable the swap execution facility to 

cover its operating costs for a period of at 

least one year, calculated on a rolling 

basis. 

As demonstrated in Exhibit I, the SEF has made a 

reasonable calculation of its projected operating costs over a 

12-month period in order to determine the amount needed 

to enable the SEF to cover its operating costs for a period of 

at least one year, calculated on a rolling basis. As shown on 

its pro forma balance sheet, the SEF will maintain financial 

resources that are equal to the total amount that would 

enable the SEF to cover its operating costs for a period of at 

least one year. The SEF will reserve, as restricted cash on 

its balance sheet, cash equal to at least six months' operating 

costs. 

See Exhibit I (Pro-Forma financial statements and 

accompanying narrative) to this Application.

§37.1302 – Types of financial resources. 

Financial resources available to satisfy 

the requirements of § 37.1301 may 

include:

§37.1302(a) – The swap execution 

facility’s own capital, meaning its assets 

minus its liabilities calculated in 

accordance with U.S. generally accepted 

accounting principles; and 

The SEF’s financial resources will be satisfied by a capital 

contribution from the SEF’s parent that will be made prior 

to or upon the SEF receiving an Order of Registration. 

After that time, the SEF will rely on its own capital to 

satisfy the requirements of CFTC regulation 37.1301.

See Exhibit I (Pro-Forma financial statements and 

accompanying narrative) to this Application.

§37.1302(b) – Any other financial 

resource deemed acceptable by the 

Commission.

The SEF’s financial resources will be satisfied by a capital 

contribution from the SEF’s parent that will be made prior 

to or upon the SEF receiving an Order of Registration. 

After that time, the SEF will rely on its own capital to 

See Exhibit I (Pro-Forma financial statements and 

accompanying narrative) to this Application.
satisfy the requirements of CFTC regulation 37.1301.

§37.1303 – Computation of projected 

operating costs to meet financial resource 

requirement. A swap execution facility 

shall, each fiscal quarter, make a 

reasonable calculation of its projected 

operating costs over a twelve-month 

period in order to determine the amount 

needed to meet the requirements of §

37.1301. The swap execution facility 

shall have reasonable discretion in 

determining the methodology used to 

compute such projected operating costs. 

The Commission may review the 

methodology and require changes as 

appropriate.

Each fiscal quarter, the SEF will make a reasonable 

calculation of its projected operating costs over a twelvemonth period in order to determine the amount needed to 

meet the requirements of § 37.1301.

See Compliance Manual Chapter 25 (Financial 

Resources and Reporting) at Exhibit O attached to 

this Application.

See Exhibit I (Pro-Forma financial statements and 

accompanying narrative) to this Application.

§ 37.1304 – Valuation of financial 

resources. No less than each fiscal 

quarter, a swap execution facility shall 

compute the current market value of each 

financial resource used to meet its 

obligations under § 37.1301. Reductions 

in value to reflect market and credit risk 

(“haircuts”) shall be applied as 

appropriate.

The SEF intends to maintain the financial resources 

required to meet its operating costs in the form of cash and 

accounts receivable on its balance sheet. The SEF’s pro 

forma balance sheet reflects the current market value of 

these financial resources. The SEF believes that no 

reduction in value to these financial resources is necessary 

to reflect market and credit risk.

See Compliance Manual Chapter 25 (Financial 

Resources and Reporting) at Exhibit O attached to 

this Application.

See Exhibit I (Pro-Forma financial statements and 

accompanying narrative) to this Application.

§ 37.1305 – Liquidity of financial 

resources. The financial resources 

allocated by the swap execution facility to 

meet the requirements of § 37.1301 shall 

include unencumbered, liquid financial 

assets (i.e., cash and/or highly liquid 

securities) equal to at least six months’ 

operating costs. If any portion of such 

The SEF will reserve, as restricted cash on its balance sheet, 

cash equal to at least six months' operating costs.

See Exhibit I (Pro-Forma financial statements and 

accompanying narrative) to this Application
financial resources is not sufficiently 

liquid, the swap execution facility may 

take into account a committed line of 

credit or similar facility for the purpose of 

meeting this requirement.

§ 37.1306 Reporting to the Commission. 

§ 37.1306(a) - Each fiscal quarter, or at 

any time upon Commission request, a 

swap execution facility shall: 

(1) Report to the Commission: 

(i) The amount of financial resources 

necessary to meet the requirements of § 

37.1301; and

(ii) The value of each financial resource 

available, computed in accordance with 

the requirements of § 37.1304;

(2) Provide the Commission with a 

financial statement, including the balance 

sheet, income statement, and statement of 

cash flows of the swap execution facility 

or of its parent company;

Each fiscal quarter, or at any time upon Commission 

request, the SEF will provide the reports, consisting of such 

information, as required to satisfy CFTC Regulation 

37.1306.

See Compliance Manual Chapter 25 (Financial 

Resources and Reporting) at Exhibit O attached to 

this Application.

§ 37.1306(b) –The calculations required 

by paragraph (a) of this section shall be 

made as of the last business day of the 

swap execution facility’s fiscal quarter.

The calculations required by CFTC Regulation 37.1306(a) 

will be made as of the last business day of the SEF’s fiscal 

quarter.

See Compliance Manual Chapter 25 (Financial 

Resources and Reporting) at Exhibit O attached to 

this Application.

§ 37.1306(c) –The swap execution facility 

shall provide the Commission with: 

(1) Sufficient documentation explaining 

the methodology used to compute its 

financial requirements under § 37.1301; 

(2) Sufficient documentation explaining 

Each fiscal quarter, or at any time upon Commission 

request, the SEF will provide the reports, consisting of such 

information and/or documentation, as necessary to satisfy 

CFTC Regulation 37.1306.

To the extent applicable, the SEF shall provide all copies of

See Compliance Manual Chapter 25 (Financial 

Resources and Reporting) at Exhibit O attached to 

this Application.
the basis for its determinations regarding 

the valuation and liquidity requirements 

set forth in §§ 37.1304 and 37.1305; and 

(3) Copies of any agreements establishing 

or amending a credit facility, insurance 

coverage, or other arrangement 

evidencing or otherwise supporting the 

swap execution facility’s conclusions.

any agreements establishing or amending a credit facility, 

insurance coverage, or other arrangement evidencing or 

otherwise supporting the swap execution facility’s 

conclusions.

§ 37.1306(d) –The reports required by 

this section shall be filed not later than 40 

calendar days after the end of the swap 

execution facility’s first three fiscal 

quarters, and not later than 60 calendar 

days after the end of the swap execution 

facility’s fourth fiscal quarter, or at such 

later time as the Commission may permit, 

in its discretion, upon request by the swap 

execution facility.

The SEF shall file such reports required by this section in 

the time and manner as required by CFTC regulation 

37.1306(d).

See Compliance Manual Chapter 25 (Financial 

Resources and Reporting) at Exhibit O attached to 

this Application.

§ 37.1307 Delegation of authority. 

§ 37.1307(a) –The Commission hereby 

delegates, until it orders otherwise, to the 

Director of the Division of Market 

Oversight or such other employee or 

employees as the Director may designate 

from time to time, authority to: 

(1) Determine whether a particular 

financial resource under § 37.1302 may 

be used to satisfy the requirements of § 

37.1301; 

(2) Review and make changes to the 

methodology used to compute projected 

operating costs under § 37.1303; 

(3) Request reports, in addition to fiscal 

quarter reports, under § 37.1306(a); and 

(4) Grant an extension of time to file 
fiscal quarter reports under § 37.1306(d).

§ 37.1307(b) –The Director may submit 

to the Commission for its consideration 

any matter that has been delegated in this 

section. Nothing in this section prohibits 

the Commission, at its election, from 

exercising the authority delegated in this 

section.

Core Principle 14: System Safeguard

§ 37.1400 – System Safeguards.

The swap execution facility shall:

§ 37.1400(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 automated systems, that:

(1) Are reliable and secure; and

(2) Have adequate scalable capacity;

The SEF has established and will maintain a reliable and 

secure program of risk analysis and oversight to identify 

and minimize sources of operational risk, through the 

development of appropriate controls and procedures, and

automated systems with adequate scalable capacity.

See Exhibit V - Q2 (secure) to this Application. 

See Exhibit V – Q7 (scalable & reliable) to this 

Application.

See RSA at Exhibit N to this Application. 

§ 37.1400 (b) - Establish and maintain 

emergency procedures, backup facilities, 

and a plan for disaster recovery that allow 

for:

(1) The timely recovery and resumption 

of operations; and

(2) The fulfillment of the responsibilities 

and obligations of the swap execution 

facility; and

The SEF has established, and will cause its regulatory 

service provider to establish, and maintain emergency 

procedures, backup facilities, and a plan for disaster 

recovery.

See Exhibit V – Q7 & 8 to this Application.

Compliance Manual (Section 27) at Exhibit O 

attached to this Application.

See response to question 8 in Exhibit V to this 

Application. 

See RSA at Exhibit N to this Application. 

§ 37.1400(c) - Periodically conduct tests 

to verify that the backup resources of the 

The SEF has established, and will cause its regulatory 

service provider to, periodically conduct tests to verify that 

See Exhibit V – Q8 (q)(s) to this Application.
swap execution facility are sufficient to 

ensure continued:

(1) Order processing and trade matching;

(2) Price reporting;

(3) Market surveillance; and

(4) Maintenance of a comprehensive and 

accurate audit trail.

the backup resources are sufficient. Compliance Manual (Section 27) at Exhibit O 

attached to this Application.

See Business Continuity Plan at Exhibit V to this 

Application. 

See RSA at Exhibit N to this Application. 

§ 37.1401 – Requirements. 

§ 37.1401(a) – A swap execution 

facility’s program of risk analysis and 

oversight with respect to its operations 

and automated systems shall address each 

of the following categories of risk 

analysis and oversight:

(1) Information security;

(2) Business continuity-disaster recovery 

planning and resources;

(3) Capacity and performance planning;

(4) Systems operations;

(5) Systems development and quality 

assurance; and

(6) Physical security and environmental 

controls.

The SEF, and its regulatory service providers, program of 

risk analysis and oversight adequately addresses the 

following:

(1) Information security; (Question 5 – Exhibit V)

(2) Business continuity-disaster recovery planning and 

resources; (Question 8 – Exhibit V)

(3) Capacity and performance planning; (Questions 1a, 4a, 

4b, 7 – Exhibit V

(4) Systems operations; (Questions 2(d)(4) and 3 – Exhibit 

V

(5) Systems development and quality assurance; and 

(Question 4 – Exhibit V)

(6) Physical security and environmental controls. (Question 

6 – Exhibit V)

See Exhibit V Q5, to this Application.

See Exhibit V Q8, to this Application.

See Exhibit V - 1a, 4a & 4b, 7 to this Application.

See Exhibit V – 2(d)(4), 3 to this Application.

See Exhibit V – 4 to this Application.

See Exhibit V – 6 to this Application.

See Business Continuity Plan at Exhibit V to this 

Application. 

See RSA at Exhibit N to this Application. 

§ 37.1401(b) – A swap execution facility 

shall maintain a business continuitydisaster recovery plan and resources, 

emergency procedures, and backup 

facilities sufficient to enable timely 

recovery and resumption of its operations 

and resumption of its ongoing fulfillment 

of its responsibilities and obligations as a 

swap execution facility following any 

The SEF and its regulatory services provider maintain a 

business continuity-disaster recovery plan and resources, 

emergency procedures, and backup facilities sufficient to 

enable timely recovery and resumption of its operations and 

resumption of its ongoing fulfillment of its responsibilities 

and obligations as a swap execution facility following any 

disruption of its operations

See Business Continuity Plan at Exhibit V to this 

Application. 

See RSA at Exhibit N to this Application. 

See Exhibit V – 8 to this Application.
disruption of its operations. Such 

responsibilities and obligations include, 

without limitation, order processing and 

trade matching; transmission of matched 

orders to a designated clearing 

organization for clearing, where 

appropriate; price reporting; market 

surveillance; and maintenance of a 

comprehensive audit trail. The swap 

execution facility’s business continuity 

disaster recovery plan and resources 

generally should enable resumption of 

trading and clearing of swaps executed on 

the swap execution facility during the 

next business day following the 

disruption. Swap execution facilities 

determined by the Commission to be 

critical financial markets pursuant to 

Appendix E to part 40 of this chapter are 

subject to more stringent requirements in 

this regard, set forth in § 40.9 of this 

chapter.

§ 37.1401(c) - A swap execution facility 

that is not determined by the Commission 

to be a critical financial market satisfies 

the requirement to be able to resume its 

operations and resume its ongoing 

fulfillment of its responsibilities and 

obligations during the next business day 

following any disruption of its operations 

by maintaining either: 

(1) Infrastructure and personnel resources 

of its own that are sufficient to ensure 

timely recovery and resumption of its 

operations and resumption of its ongoing 

fulfillment of its responsibilities and 

obligations as a swap execution facility 

The SEF will, and will cause its regulatory services 

provider to, maintain infrastructure and personnel resources 

of its own that are sufficient to ensure timely recovery and 

resumption of its operations and resumption of its ongoing 

fulfillment of its responsibilities and obligations as a swap 

execution facility following any disruption of its operations.

See RSA at Exhibit N to this Application. 

See Exhibit V – 8 – 8 to this Application. 
following any disruption of its operations; 

or

(2) Contractual arrangements with other 

swap execution facilities or disaster 

recovery service providers, as 

appropriate, that are sufficient to ensure 

continued trading and clearing of swaps 

executed on the swap execution facility, 

and ongoing fulfillment of all of the swap 

execution facility’s responsibilities and 

obligations with respect to such swaps, in 

the event that a disruption renders the 

swap execution facility temporarily or 

permanently unable to satisfy this 

requirement on its own behalf.

§ 37.1401(d) - A swap execution facility 

shall notify Commission staff promptly of 

all:

(1) Electronic trading halts and material 

system malfunctions;

(2) Cyber security incidents or targeted 

threats that actually or potentially 

jeopardize automated system operation, 

reliability, security, or capacity; and

(3) Activations of the swap execution 

facility’s business continuity-disaster 

recovery plan.

The SEF will promptly notify the CFTC upon the 

occurrence of any occurrence of an event enumerated in 

CFTC regulation 3.1401(d).

See Compliance Manual Chapter 27 at Exhibit O to 

this Application.

§ 37.1401(e) - A swap execution facility 

shall provide Commission staff timely 

advance notice of all material:

(1) Planned changes to automated 

The SEF shall provide Commission staff timely advance 

notice of all material planned changes to (1) automated 

systems that may impact the reliability, security, or 

adequate scalable capacity of such systems, and (2) the 

SEF’s program of risk analysis and oversight.

See Compliance Manual 27 at Exhibit O to this 

Application.
systems that may impact the reliability, 

security, or adequate scalable capacity of 

such systems; and

(2) Planned changes to the swap 

execution facility’s program of risk 

analysis and oversight.

§ 37.1401(f) - A swap execution facility 

shall provide to the Commission, upon 

request, current copies of its business 

continuity-disaster recovery plan and 

other emergency procedures, its 

assessments of its operational risks, and 

other documents requested by 

Commission staff for the purpose of 

maintaining a current profile of the swap 

execution facility’s automated systems.

See Compliance Manual 27 at Exhibit O to this 

Application.

See Business Continuity Plan at Exhibit V to this 

Application.

§ 37.1401(g) - A swap execution facility 

shall conduct regular, periodic, objective 

testing and review of its automated 

systems to ensure that they are reliable, 

secure, and have adequate scalable 

capacity. A swap execution facility shall 

also conduct regular, periodic testing and 

review of its business continuity disaster 

recovery capabilities. Pursuant to Core 

Principle 10 under section 5h of the Act 

(Recordkeeping and Reporting) and §§ 

37.1000 through 37.1001, the swap 

execution facility shall keep records of all 

such tests, and make all test results 

available to the Commission upon 

request.

The SEF will, and will cause its regulatory service provider 

to, conduct regular, periodic, objective testing and review of 

its automated systems to ensure that they are reliable, 

secure, and have adequate scalable capacity. The SEF will,

and will cause its regulatory service provider to, conduct 

regular, periodic testing and review of its business 

continuity disaster recovery capabilities. 

The SEF will keep records of all such tests, and make all 

test results available to the Commission upon request.

See Exhibit V – 3(b)(1), 3(b)(2), 3(c)(4), 3(e)(5), 

6(b), 7, 8(f), 8(m), 8(q) to this Application. 

See RSA at Exhibit N to this Application. 

See Compliance Manual Chapter 27 at Exhibit O to 

this Application. 

§ 37.1401(h) - Part 40 of this chapter 
governs the obligations of those 

registered entities that the Commission 

has determined to be critical financial 

markets, with respect to maintenance and 

geographic dispersal of disaster recovery 

resources sufficient to meet a same-day 

recovery time objective in the event of a 

widescale disruption. Section 40.9 

establishes the requirements for core 

principle compliance in that respect.

The SEF has not been determined (at time of application) to 

be a critical financial market.

Core Principle 15: Designation of a Chief Compliance Officer

§ 37.1500 – Designation of a chief 

compliance officer.

§ 37.1500(a) - In general. Each swap 

execution facility shall designate an 

individual to serve as a chief compliance 

officer.

The SEF’s President shall appoint the Chief Compliance 

Officer of the SEF. The Chief Compliance Officer may 

only be removed from their post by a majority vote of the 

board of managers.

See Rule 206 (Chief Compliance Officer).

See Compliance Manual Chapter 10 at Exhibit O to 

this Application. 

§ 37.1500(b) - Duties. The chief 

compliance officer shall:

(1) Report directly to the board or to the 

senior officer of the facility;

(2) Review compliance with the core 

principles in this subsection;

(3) In consultation with the board of the 

facility, a body performing a function 

similar to that of a board, or the senior 

officer of the facility, resolve any 

conflicts of interest that may arise;

The CCO shall report directly to the SEF’s President. 

The SEF’s Rules require and state that the CCO’s duties are 

functions include ensuring the SEF’s compliance with the 

core principles (Rule 206(c)(i)).

The SEF’s Rules require and state that the CCO’s duties are 

functions include resolving (in conjunction with the Board 

of Managers or the President) any conflicts of interest that 

may arise (Rule 206(c)(ii)).

See Rule 206 (Chief Compliance Officer).

See Rule 206 (Chief Compliance Officer).

See Compliance Manual Chapters 9 and 10 at 

Exhibit O to this Application.

See Rule 206 (Chief Compliance Officer).

See Compliance Manual Chapters 8, 9 and 10 at 

Exhibit O to this Application.
(4) Be responsible for establishing and 

administering the policies and procedures 

required to be established pursuant to this 

section;

(5) Ensure compliance with the Act and 

the rules and regulations issued under the 

Act, including rules prescribed by the 

Commission pursuant to section 5h of the 

Act; and

(6) Establish procedures for the 

remediation of noncompliance issues 

found during compliance office reviews, 

look backs, internal or external audit 

findings, self-reported errors, or through 

validated complaints.

The SEF’s Rules require and state that the CCO is 

responsible for establishing and administering written 

policies and procedures reasonably designed to prevent 

violations of the CEA and the rules of the CFTC (Rule 

206(c)(iii)).

The SEF’s Rules require and state that the CCO is 

responsible for ensuring compliance with the CEA and the 

rules of the CFTC, including rules prescribed by the CFTC 

pursuant to Section 5h of the CEA (Rule 206(c)(iv)).

The SEF’s Rules require and state that the CCO is

responsible for establishing procedures for the remediation 

of noncompliance issues identified by the Chief 

Compliance Officer through compliance office reviews, 

look backs, internal or external audit findings, self-reported 

errors, or through validated complaints (Rule 206(c)(v)).

See Rule 207 (Conflicts of Interest of Named 

Persons) and 209 (Conflict of Interest in 

Emergencies). 

See Rule 206 (Chief Compliance Officer).

See Compliance Manual Chapters 9 & 10 at Exhibit 

O to this Application. 

See Rule 206 (Chief Compliance Officer).

See Rule 801 (Disciplinary Rules – General).

See Compliance Manual Chapters 9 and 10 at 

Exhibit O to this Application. 

See Rule 206 (Chief Compliance Officer).

See Compliance Manual Chapters 7, 9 and 10 at 

Exhibit O to this Application. 

§ 37.1500(c) - Requirements for 

procedures. In establishing procedures 

under paragraph (B)(6) of this section, the 

chief compliance officer shall design the 

procedures to establish the handling, 

management response, remediation, 

The SEF’s Rules require and state that the CCO is 

responsible designing procedures to establish the handling, 

management response, remediation, retesting, and closing 

of noncompliance issues (Rule 206(c)(vi)).

See Rule 206 (Chief Compliance Officer).

See Compliance Manual Chapters 7, 9 and 10 at 

Exhibit O to this Application.
retesting, and closing of noncompliance 

issues.

§ 37.1500(d) - Annual reports. (1) In 

general. In accordance with rules 

prescribed by the Commission, the chief 

compliance officer shall annually prepare 

and sign a report that contains a 

description of:

(i) The compliance of the swap execution 

facility with the Act; and

(ii) The policies and procedures, 

including the code of ethics and conflict 

of interest policies, of the swap execution 

facility.

(2) Requirements. The chief compliance 

officer shall:

(i) Submit each report described in clause 

(1) with the appropriate financial report of 

the swap execution facility that is 

required to be submitted to the 

Commission pursuant to section 5h of the 

Act; and

(ii) Include in the report a certification 

that, under penalty of law, the report is 

accurate and complete.

The SEF’s Chief Compliance Officer shall prepare and sign 

an annual compliance report in the form and manner 

prescribed by CFTC Regulation 37.1500(d).

See Rule 206 (Chief Compliance Officer).

See Compliance Manual Sections 9.2.3 and 23.5 at 

Exhibit O to this Application. 

See Chapter 12 and 13 for Conflict of Interest 

Policy and Code of Business Conduct and Ethics 

found in Compliance Manual Exhibit O to this 

Application.

§ 37.1501 - Chief compliance officer.

§ 37.1501(a) - Definition of board of 

directors. For purposes of this part, the 

term ‘‘board of directors’’ means the 

board of directors of a swap execution 

facility, or for those swap execution 

facilities whose organizational structure 

does not include a board of directors, a 

body performing a function similar to a 

Board of Directors means, the Board of Managers of the 

SEF.

See definition section of the SEF Rulebook. 
board of directors.

§ 37.1501(b) – Designation and 

qualifications of chief compliance officer 

—

(1) Chief compliance officer required. 

Each swap execution facility shall 

establish the position of chief compliance 

officer and designate an individual to 

serve in that capacity.

(i) The position of chief compliance 

officer shall carry with it the authority 

and resources to develop and enforce 

policies and procedures necessary to 

fulfill the duties set forth for chief 

compliance officers in the Act and 

Commission regulations.

(ii) The chief compliance officer shall 

have supervisory authority over all staff 

acting at the direction of the chief 

compliance officer.

(2) Qualifications of chief compliance 

officer. The individual designated to serve 

as chief compliance officer shall have the 

background and skills appropriate for 

fulfilling the responsibilities of the 

position. No individual disqualified from 

registration pursuant to sections 8a(2) or 

8a(3) of the Act may serve as a chief 

compliance officer.

The SEF’s President shall appoint the Chief Compliance 

Officer of the SEF. The Chief Compliance Officer may only 

be removed from their post by a majority vote of the SEF’s 

Board of Managers. 

SEF Rule 206(b) provides that the Chief Compliance 

Officer shall have the authority and resources to develop 

and enforce policies and procedures necessary to perform 

his duties hereunder and under the CEA and CFTC 

regulations. The Chief Compliance Officer shall have 

authority over all staff acting at his direction.

SEF Rule 206(b) provides that the Chief Compliance 

Officer must not be subject to Statutory Disqualification 

and must have the background and skills appropriate for

fulfilling the responsibilities of the position. 

See Rule 206 (Chief Compliance Officer).

See Compliance Manual Chapter 4 and 10 at 

Exhibit O to this Application. 

See Rule 206(b) and (e) (Chief Compliance 

Officer).

See Exhibit F to this Application with respect to 

Chief Compliance Officer’s background and skills.

§ 37.1501(c) – Appointment, supervision, 

and

removal of chief compliance office—
(1) Appointment and compensation of 

chief compliance officer. (i) A swap 

execution facility’s chief compliance 

officer shall be appointed by its board of 

directors or senior officer. A swap 

execution facility shall notify the 

Commission within two business days of 

appointing any new chief compliance 

officer, whether interim or permanent.

(ii) The board of directors or the senior 

officer shall approve the compensation of 

the chief compliance officer.

(iii) The chief compliance officer shall 

meet with the board of directors at least 

annually and the regulatory oversight 

committee at least quarterly.

(iv) The chief compliance officer shall 

provide any information regarding the 

swap execution facility’s self-regulatory 

program that is requested by the board of 

directors or the regulatory oversight 

committee.

(2) Supervision of chief compliance 

officer. A swap execution facility’s chief 

compliance officer shall report directly to 

the board of directors or to the senior 

officer of the swap execution facility, at 

the swap execution facility’s discretion.

(3) Removal of chief compliance officer. 

(i) Removal of a swap execution facility’s 

chief compliance officer shall require the 

approval of a majority of the swap 

execution facility’s board of directors. If 

the swap execution facility does not have 

a board of directors, then the chief 

compliance officer may be removed by 

The SEF’s Rules provide that the President shall have the 

authority to appoint and approve the compensation of the 

Chief Compliance Officer of the SEF. The Chief 

Compliance Officer may only be removed from their post 

by a majority vote of the board of managers.

The SEF shall notify the Commission within two business 

days of appointing any new chief compliance officer, 

whether interim or permanent.

The SEF’s Rules provide that the Chief Compliance Officer 

will be required to meet with the Board at least annually 

and with the Regulatory Oversight Committee at least 

quarterly, and shall provide any information regarding the 

SEF’s self-regulatory program that is requested by the 

Board or such committee.

The Chief Compliance Officer shall report directly to the 

Board or the President.

The Chief Compliance Officer can only be removed by a 

majority of the Board.

See Rule 206 (Chief Compliance Officer).

See Compliance Manual Section 10 at Exhibit O to 

this Application. 

See Rule 206(d) (Chief Compliance Officer).

See Rule 206(a) (Chief Compliance Officer).

See Rule 206(a) (Chief Compliance Officer).

See Compliance Manual Chapter 10 at Exhibit O to 

this Application. 
the senior officer of the swap execution 

facility. (ii) The swap execution facility 

shall notify the Commission of such 

removal within two business days.

§ 37.1501(d) - Duties of chief compliance 

officer. The chief compliance officer’s 

duties shall include, but are not limited to, 

the following:

(1) Overseeing and reviewing the swap 

execution facility’s compliance with 

section 5h of the Act and any related rules 

adopted by the Commission;

(2) In consultation with the board of 

directors, a body performing a function 

similar to the board of directors, or the 

senior officer of the swap execution 

facility, resolving any conflicts of interest 

that may arise, including:

(i) Conflicts between business 

considerations and compliance 

requirements;

(ii) Conflicts between business 

considerations and the requirement that 

the swap execution facility provide fair, 

open, and impartial access as set forth in 

§ 37.202; and;

(iii) Conflicts between a swap execution 

facility’s management and members of 

the board of directors;

(3) Establishing and administering written 

policies and procedures reasonably 

designed to prevent violations of the Act 

and the rules of the Commission;

(4) Taking reasonable steps to ensure 

The SEF’s Rules provide that the duties of the Chief 

Compliance Officer are those enumerated in CFTC 

Regulation 37.1501.

See Rule 206 (Chief Compliance Officer).
compliance with the Act and the rules of 

the Commission;

(5) Establishing procedures for the 

remediation of noncompliance issues 

identified by the chief compliance officer 

through a compliance office review, lookback, internal or external audit finding, 

self-reported error, or validated 

complaint; 

(6) Establishing and following 

appropriate procedures for the handling, 

management response, remediation, 

retesting, and closing of noncompliance 

issues;

(7) Establishing and administering a 

compliance manual designed to promote 

compliance with the applicable laws, 

rules, and regulations and a written code 

of ethics designed to prevent ethical 

violations and to promote honesty and 

ethical conduct;

(8) Supervising the swap execution 

facility’s self-regulatory program with 

respect to trade practice surveillance; 

market surveillance; real-time market 

monitoring; compliance with audit trail 

requirements; enforcement and 

disciplinary proceedings; audits, 

examinations, and other regulatory 

responsibilities with respect to members 

and market participants (including 

ensuring compliance with, if applicable, 

financial integrity, financial reporting, 

sales practice, recordkeeping, and other 

requirements); and
(9) Supervising the effectiveness and 

sufficiency of any regulatory services 

provided to the swap execution facility by 

a regulatory service provider in 

accordance with § 37.204.

§ 37.1501(e) - Preparation of annual 

compliance report. The chief compliance 

officer shall, not less than annually, 

prepare and sign an annual compliance 

report that, at a minimum, contains the 

following information covering the time 

period since the date on which the swap 

execution facility became registered with 

the Commission or since the end of the 

period covered by a previously filed 

annual compliance report, as applicable:

(1) A description of the swap execution 

facility’s written policies and procedures, 

including the code of ethics and conflict 

of interest policies;

(2) A review of applicable Commission 

regulations and each subsection and core 

principle of section 5h of the Act, that, 

with respect to each:

(i) Identifies the policies and procedures 

that are designed to ensure compliance 

with each subsection and core principle, 

including each duty specified in section 

5h(f)(15)(B) of the Act;

(ii) Provides a self-assessment as to the 

effectiveness of these policies and 

procedures; and 

(iii) Discusses areas for improvement and 

recommends potential or prospective 

changes or improvements to its 

compliance program and resources; 

(3) A list of any material changes to 

The SEF’s Chief Compliance Officer will prepare and sign 

an annual compliance report in the form and manner 

prescribed in CFTC Regulation 37.1501(e).

See Rule 206(c)(x) (Chief Compliance Officer).

See Compliance Manual Chapter 10.3.9 and 9.2.3 at 

Exhibit O to this Application. 
compliance policies and procedures since 

the last annual compliance report;

(4) A description of the financial, 

managerial, and operational resources set 

aside for compliance with respect to the 

Act and Commission regulations, 

including a description of the swap 

execution facility’s self-regulatory 

program’s staffing and structure, a 

catalogue of investigations and 

disciplinary actions taken since the last 

annual compliance report, and a review of 

the performance of disciplinary 

committees and panels;

(5) A description of any material 

compliance matters, including 

noncompliance issues identified through a 

compliance office review, look-back, 

internal or external audit finding, selfreported error, or validated complaint, 

and an explanation of how they were 

resolved; and

(6) A certification by the chief 

compliance officer that, to the best of his 

or her knowledge and reasonable belief, 

and under penalty of law, the annual 

compliance report is accurate and 

complete. 

§ 37.1501(f) - Submission of annual 

compliance report. 

(1) Prior to submission to the 

Commission, the chief compliance officer 

shall provide the annual compliance 

report to the board of directors of the 

swap execution facility for its review. If 

Prior to submitting the annual compliance report to the 

Commission, the SEF’s Chief Compliance Officer will 

provide the annual compliance report to the Board of 

Managers of the SEF for review and such submission shall 

be recorded in the board minutes. 

See Compliance Manual Chapter 10.3.9 at Exhibit 

O to this Application. 
the swap execution facility does not have 

a board of directors, then the annual 

compliance report shall be provided to the 

senior officer for his or her review. 

Members of the board of directors and the 

senior officer shall not require the chief 

compliance officer to make any changes 

to the report. Submission of the report to 

the board of directors or the senior 

officer, and any subsequent discussion of 

the report, shall be recorded in board 

minutes or a similar written record, as 

evidence of compliance with this 

requirement.

(2) The annual compliance report shall be 

submitted electronically to the 

Commission not later than 60 calendar 

days after the end of the swap execution 

facility’s fiscal year, concurrently with 

the filing of the fourth fiscal quarter 

financial report pursuant to § 37.1306.

(3) Promptly upon discovery of any 

material error or omission made in a 

previously filed annual compliance 

report, the chief compliance officer shall 

file an amendment with the Commission 

to correct the material error or omission. 

An amendment shall contain the 

certification required under paragraph 

(e)(6) of this section.

(4) A swap execution facility may request 

from the Commission an extension of 

time to file its annual compliance report 

based on substantial, undue hardship. 

Extensions of the filing deadline may be 

granted at the discretion of the 

Commission.

The annual compliance report will be submitted to the 

CFTC in the form and manner required by CFTC regulation 

37.1501(f). 
§ 37.1501(g) - Recordkeeping. (1) The 

swap execution facility shall maintain:

(i) A copy of the written policies and 

procedures, including the code of ethics 

and conflicts of interest policies adopted 

in furtherance of compliance with the Act 

and Commission regulations;

(ii) Copies of all materials created in 

furtherance of the chief compliance 

officer’s duties listed in paragraphs (d)(8) 

and (d)(9) of this section, including 

records of any investigations or 

disciplinary actions taken by the swap 

execution facility;

(iii) Copies of all materials, including 

written reports provided to the board of 

directors or senior officer in connection 

with the review of the annual compliance 

report under paragraph (f)(1) of this 

section and the board minutes or a similar 

written record that documents the review 

of the annual compliance report by the 

board of directors or senior officer; and 

(iv) Any records relevant to the swap 

execution facility’s annual compliance 

report, including, but not limited to, work 

papers and other documents that form the 

basis of the report, and

memoranda, correspondence, other 

documents, and records that are (A) 

Created, sent, or received in connection 

with the annual compliance report and (B) 

Contain conclusions, opinions, analyses, 

or financial data related to the annual 

compliance report.

(2) The swap execution facility shall 

maintain records in accordance with 

The SEF shall, and shall cause its regulatory services 

provider to, maintain complete and accurate books and 

records of all activities of the SEF, to include the 

enumerated items described in CFTC regulations 

37.1501(g) and any other item that the Commission may 

require. 

See Rule 206 (Chief Compliance Officer).

See Compliance Manual Chapters 9, 10 and 26 at 

Exhibit O to this Application. 
§1.31 and part 45 of this chapter.

§ 37.1501(h) - Delegation of authority. 

The Commission hereby delegates, until it 

orders otherwise, to the Director of the 

Division of Market Oversight or such 

other employee or employees as the 

Director may designate from time to time, 

authority to grant or deny a swap 

execution facility’s request for an 

extension of time to file its annual 

compliance report under paragraph (f)(4) 

of this section.