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Seed SEF LLC – Exhibit L

Attach as Exhibit L, a narrative and any other form of documentation that may be provided under other Exhibits herein, that describes the manner in which the Applicant 

is able to comply with each core principle. Such documentation must include a regulatory compliance chart setting forth each core principle and providing citations to 

the Applicant’s relevant rules, policies, and procedures that address each core principle. To the extent that the application raises issues that are novel or for which 

compliance with a core principle is not self- evident, include an explanation of how that item and the application satisfy the core principles.

Core Principle or Other Requirement Seed SEF LLC Rule, Policy or Procedure Relevant Exhibit

Core Principle 1 – Compliance with Core Principles

(A) In general

To be registered, and maintain registration, as a 

swap execution facility, the swap execution facility 

shall comply with—

(i) the core principles described in this subsection; 

and

(ii) any requirement that the Commission may 

impose by rule or regulation pursuant to section 

12a(5) of this title.

(B) Reasonable discretion of swap execution facility

Unless otherwise determined by the Commission by 

rule or regulation, a swap execution facility 

described in subparagraph (A) shall have 

reasonable discretion in establishing the manner in 

which the swap execution facility complies with the 

core principles described in this subsection.

The Seed SEF LLC (“Seed SEF”) application (“Application”) 

in its entirety satisfies this Core Principle. See Generally 

the Application. 

Seed SEF Application, including all 

attachments and Exhibits. 

Seed SEF Rules (Exhibit M)

Seed SEF Compliance Manual (Exhibit O)

Seed SEF Participant Agreement (Exhibit N1)

Core Principle 2 – Compliance with Rules

A swap execution facility shall—

(A) establish and enforce compliance with any rule 

of the swap execution facility, including—

(i) the terms and conditions of the swaps traded or 

processed on or through the swap execution facility; 

and

(ii) any limitation on access to the swap execution 

facility;

(B) establish and enforce trading, trade processing, 

and participation rules that will deter abuses and 

Seed SEF has established rules and procedures reasonably 

designed to ensure compliance with section 5h of the 

Commodity Exchange Act (“CEA”) and the rules of the 

CFTC including procedures to be used in entering and 

executing orders traded on Seed SEF. Seed SEF fulfills its 

compliance with the CEA, CFTC regulations and Seed SEF

Rules, through oversight by its Regulatory Oversight 

Committee ("ROC"), its Chief Compliance Officer ("CCO"), 

and the Compliance Department.

The Compliance Department is under the supervision of 

the CCO and monitors compliance with Seed SEF Rules, 

policies and procedures. The CCO is appointed by the 

Compliance Manual – Exhibit O

Generally

Rules – Exhibit M

Rule 206 – Regulatory Oversight Committee

Rule 406 – Trading Limitations, Termination, 

Suspension

Rule 601 – Real-Time Public Reporting

Rule 502 – Regulatory Reporting
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have the capacity to detect, investigate, and enforce 

those rules, including means—

(i) to provide market participants with impartial 

access to the market; and

(ii) to capture information that may be used in 

establishing whether rule violations have occurred;

(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

(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 

requirement of section 2 (h) of this title, the swap 

dealer or major swap participant shall be 

responsible for compliance with the mandatory 

trading requirement under section 2 (h)(8) of this 

title.

President and reports to the Chief Executive Officer 

(“CEO”) and the Regulatory Oversight Committee (“ROC”). 

The CCO will meet with the ROC on at least a quarterly 

basis. The ROC oversees Seed SEF’s regulatory program on 

behalf of the Board. The ROC has the authority, among 

other things, to (1) monitor Seed SEF’s regulatory 

program for effectiveness and independence and (2) 

oversee all facets of Seed SEF’s regulatory program, 

including trade practice and market surveillance; audits 

examinations, and other regulatory responsibilities with 

respect to Participants.

The Compliance Department will perform certain 

surveillance, investigative, and regulatory functions under

Seed SEF Rules. The Compliance Department will review 

Seed SEF trades on a routine basis to determine whether

suspicious activity relating to Seed SEF's trading standards

exists. Initially, Seed SEF does not intend to use a 

regulatory service provider. 

The Compliance Department will be responsible for 

monitoring overall activity on its market on a real-time 

basis. The Compliance Department will collect and 

evaluate data on trading activity, tracking specific traders, 

and monitoring pricing and volume.

The Compliance Department will be responsible for 

performing most of the investigatory work relating to

trade practice and market surveillance inquiries and

investigations. If, after the preliminary inquiry, the

Compliance Department has reason to believe that further

investigation is required, the Compliance Department shall

open a case matter and conduct further investigations. In 

conducting this investigation, the Compliance Department

may engage in certain activities, including but not limited

to the following (1) request documents; (2) conduct trader

interviews, which at the Compliance Department’s 

discretion, may be conducted under oath; (3) review other

trade activity; and (4) gather any additional information

that it deems necessary.

In addition, the Compliance Department will also conduct 

inquiries and investigations relating to real-time 

surveillance, trade practice and market surveillance. 

The Compliance Department's investigations are governed 

by Chapter 9 of the Rulebook. Chapter 9 governs 

Rule 606 – Monitoring of Trading and Trade 

Processing 

Chapter 7 – Trading Practices and Business 

Conduct
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disciplinary proceedings, including the initiation and

adjudication proceedings. The ROC will appoint

individuals to serve on a Disciplinary Panel. 

Seed SEF has the ability to actively monitor trading activity 

and Participants in order to prevent market manipulation, 

and has requirements to ensure that Participants maintain 

and make available information regarding their trading

activity. After consultation with the Chief Compliance 

Officer, the Regulatory Oversight Committee, may revoke, 

suspend, limit, condition, restrict, or qualify the trading

privileges of any Participant as result of (i) their statutory

disqualification, (ii) the reasonable belief that immediate 

action is required to protect the public or Participants; or

(iii) the nonpayment of disciplinary fines (“Summary

Proceeding”).

Seed SEF has entered into a software licensing agreement 

with GMEX Technology Limited that will provide to Seed 

SEF software to operate a trading platform that also 

includes an automated trade surveillance system that is

capable of detecting potential trade practice violations

(“GMEX Technology”). The GMEX Technology has the 

ability to detect and flag specific trade execution patterns 

and trade anomalies; compute, retain, and compare 

trading statistics; reconstruct the sequence of market

activity; perform market analysis; and support system

users to perform in- depth analysis of trade related data. 

An overview of the GMEX Technology is provided the 

Forum Trading Solutions User Guide found in Exhibit O-2

of the Application. 

Core Principle 3 – Swaps Not Readily Susceptible to Manipulation

The swap execution facility shall permit trading 

only in swaps that are not readily susceptible to 

manipulation.

Seed SEF intends to initially offer Swaps that are not 

required to be cleared. Any Participant placing an Order 

with respect to such Swaps shall have entered into an 

agreement governing the execution of the Swap with the 

prospective counterparty to such Swap prior to placing 

such Order. 

Rules – Exhibit M

Chapter 9 – Disciplinary Rule

Rule 208 – Conflicts of Interest of Named 

Persons

Rule 210 – Conflicts of interest in 

Emergencies

Rule 707 – Market Manipulation Prohibited

Rule 720 – Disclosing Orders Prohibited
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Core Principle 4 – Monitoring of Trading and Trade Processing

The swap execution facility shall—

(A) establish and enforce rules or terms and 

conditions defining, or specifications detailing—

(i) trading procedures to be used in entering and 

executing orders traded on or through the facilities 

of the swap execution facility; and

(ii) procedures for trade processing of swaps on or 

through the facilities of the swap execution facility; 

and

(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.

Chapter 7 of the Rules establishes rules regarding (i)

trading procedures to be used in entering and executing

orders traded on or through the facilities of the swap

execution facility; and (ii) procedures for trade processing

of swaps on or through the facilities of the swap execution 

facility. 

The Compliance Department conducts real-time 

monitoring of trading on Seed SEF for compliance 

purposes to prevent manipulation and price distortion. 

The Compliance Department will also maintain both a 

trade practice and market surveillance program to 

monitor for abuses including manipulation, and has 

disciplinary procedures for violations of its rules. 

Seed SEF has entered into a software licensing agreement 

with GMEX Technology Limited that will provide to Seed 

SEF software to operate a trading platform that also 

includes an automated trade surveillance system that is

capable of detecting potential trade practice violations

(“GMEX Technology”). The GMEX Technology has the 

ability to detect and flag specific trade execution patterns 

and trade anomalies; compute, retain, and compare 

trading statistics; reconstruct the sequence of market

activity; perform market analysis; and support system

users to perform in- depth analysis of trade related data. 

An overview of the GMEX Technology is provided the 

Forum Trading Solutions User Guide found in Exhibit O-2

of the Application. 

Rules – Exhibit M

Chapter 7 – Trading Practices and Business 

Conduct

Compliance Manual – Exhibit O

Chapter 3 – Trade Practice and Market 

Surveillance

Core Principle 5 – Ability to Obtain Information

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 this 

section;

(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.

Seed SEF Rules sets forth the requirements of Participants 

to maintain books and records, and permitting inspection 

and visitation by duly authorized Representatives of the 

CFTC. 

Seed SEF shall provide the information to the Commission 

upon request. 

Rules – Exhibit M

Rule 212 – Information-Sharing Agreements

Rule 401 – Duties of Participants

Rule 403 – Right of Inspection 

Rule 409 – Books and Records
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The SEF shall enter into information-sharing 

arrangements as it determines necessary or advisable to 

obtain any necessary information to perform any 

monitoring of trading or trade processing, to provide 

information to the CFTC upon request and to carry out 

such international information-sharing agreements as the 

CFTC may require. The SEF shall share information with 

other regulatory organizations, data repositories and 

third-party data reporting services as required by the 

CFTC or as otherwise necessary and appropriate to fulfill 

its self-regulatory and reporting responsibilities. Such 

information shall be provided in a form and manner 

acceptable to the regulatory authority to which such 

information is being provided. 

The SEF may enter into any arrangement with any other 

Person (including any governmental authority, trading 

facility or clearing organization) where the SEF 

determines that such Person exercises a legal or 

regulatory function under any Applicable Law or 

considers such arrangement to be in furtherance of the 

operation or duties of the SEF under Applicable Law. 

Core Principle 6 — Position Limits or Accountability

(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.

(B) Position limits

For any contract that is subject to a position 

limitation established by the Commission pursuant 

to section 6a (a) of this title, the swap execution 

facility shall—

(i) set its position limitation at a level no higher than 

the Commission limitation; and

(ii) monitor positions established on or through the 

swap execution facility for compliance with the limit 

To reduce the potential threat of market manipulation or 

congestion, especially during trading in the delivery

month, Seed SEF may adopt for each of the contracts of the

facility, as is necessary and appropriate, position

limitations or position accountability for speculators. 

Seed SEF does not initially expect to establish position 

limits for any contract.

Rules – Exhibit M

Rule 729 – Position Limits
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set by the Commission and the limit, if any, set by 

the swap execution facility.

Core Principle 7 —Financial Integrity of Transactions

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 this title.

Each Participant must be an Eligible Contract Participant 

in good financial standing and in compliance with the 

Participant eligibility standards set forth in Chapter 3.

Seed SEF will not be offering any contracts that require 

clearing, so Seed SEF has not included clearing by a 

derivatives clearing organization. 

Rules – Exhibit M

Rule 303 – Criteria for Becoming a 

Participant

Core Principle 8 — Emergency Authority

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 liquidate or transfer open positions in 

any swap or to suspend or curtail trading in a swap.

The Rules set forth procedures for decision-making and 

emergency intervention in the market. During an 

Emergency, the Board may take temporary emergency 

action and/or implement temporary emergency 

procedures and rules subject to Applicable Law and in 

consultation or cooperation with the CFTC and other 

applicable regulatory authorities. In the event that the SEF 

is unable to convene a meeting of the Board reasonably 

promptly, the President or an Officer designated thereby 

may take Emergency Actions pursuant to the Seed SEF

Rules, provided that the SEF shall convene a meeting of the 

Board as soon as practicable thereafter to ratify, modify or 

rescind such Officer Emergency Action. Rule 209(b) 

authorizes the SEF, the Board, any committee of the Board, 

the President, or any other Officer to take actions 

necessary or appropriate to respond to the Emergency, on 

its own or in coordination with a Clearing House or other 

relevant person. Under Rule 208(b), the measures 

available to Seed SEF in the event of an emergency include 

the ability to impose or modify position limits; impose or 

modify price limits; impose or modify intraday market 

restrictions; impose special margin requirements; order 

the liquidation or transfer of open positions in any 

contract; order the fixing of a settlement price; extend or 

shorten the expiration date or the Trading Hours; suspend 

or curtail trading in any contract; transfer customer 

contracts and the margin associated therewith as 

permitted by Applicable Law; alter any contracts 

settlement terms or conditions; limit access to the 

Platform by any Participant, Customer, Client Authorized 

Trader or ISV; taking such other actions as may be directed 

Rules – Exhibit M

Rule 209 – Emergency Actions
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by the CFTC or other regulatory authority; or if applicable, 

providing for the carrying out of such actions through its 

agreements with any third party Clearing House or 

provider of regulatory services. 

Core Principle 9 — Timely Publication of Trading Information

(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.

(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.

Seed SEF has entered into an agreement with CME SDR to 

utilize CME SDR’s swap data repository to make public 

timely information regarding swaps as prescribed in Part 

43 and 45 of the Commission’s Regulations. 

Seed SEF will publish trading information as required by 

CEA Section 5h(f)(9) and Parts 16 and 37 of the 

Commission regulations. 

As shown in Exhibit V (Technology Questionnaire), the 

Platform has the capacity to electronically capture trade

information executed on the facility. Trade information is 

stored electronically and includes the time of order entry, 

the time of trade execution, primary economic terms, and

identifying data. 

Rules – Exhibit M

Rule 608 – Publication of Trading 

Information

Technology Questionnaire – Exhibit V

Core Principle 10 — Recordkeeping and Reporting

(A) In general

A swap execution facility shall—

(i) 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 5 years;

(ii) 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 this chapter; and

(iii) shall keep any such records relating to swaps 

defined in section 1a (47)(A)(v) of this title open to 

inspection and examination by the Securities and 

Exchange Commission.”

(B) Requirements

The Commission shall adopt data collection and 

reporting requirements for swap execution facilities 

that are comparable to corresponding requirements 

Seed SEF will maintain records of all activities related to its 

business for a period of atleast five (5) years in accordance 

with CFTC regulations or such longer period as may be 

required by applicable law, and shall make such books and 

records readily accessible for inspection, as may be 

required by applicable law, during the first two years of

such five year period.

Each participant is also obliged to maintain all requisite

books and records in accordance with CFTC regulations 

and shall retain such records for a period of five (5) years

from the date on which they were prepared. Such records 

will be readily accessible for inspection for the first two

years of the five-year retention period.

Rule 409 and 603 satisfy the recordkeeping requirements 

set forth in Commission Regulations 37.1001-1003 and 

the requirements imposed on SEFs in Commission 

Regulations Parts 43 and 45. 

Rules – Exhibit M

Rule 409 – Books and Records

Rule 603 – Maintenance of Books and 

Records by Seed SEF. 
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for derivatives clearing organizations and swap data 

repositories.

Core Principle 11 — Antitrust Considerations

Unless necessary or appropriate to achieve the 

purposes of this chapter, the swap execution facility 

shall not—

(A) adopt any rules or taking any actions that result 

in any unreasonable restraint of trade; or

(B) impose any material anticompetitive burden on 

trading or clearing.

Seed SEF’s Rules and business plan have been designed to 

avoid unreasonable restraints on trade or the imposition 

of any material anticompetitive burden on trading, as will 

the specifications for each contract listed for trading on 

the Platform. 

In particular, access to the Platform will not require the 

acquisition of any equity interest but will be available to a 

broad range of potentially unlimited number of 

Participants, on a fair, equitable and timely basis. 

Rules – Exhibit M

Rule 207 - Chief Compliance Officer

Core Principle 12: Conflicts of Interest

The swap execution facility shall—

(A) establish and enforce rules to minimize conflicts 

of interest in its decision-making process; and

(B) establish a process for resolving the conflicts of 

interest.

The Seed SEF Rules minimize conflicts of interest in the 

decision making process and contain methods to ascertain 

the presence of conflicts of interest and to make decisions 

in the event of such conflict. Under Rule 208(b), no 

member of the Board or of any committee which has the 

authority to take action for and in the name of the SEF shall 

knowingly participate in such body’s deliberations or 

voting in any matter involving a Named Party in Interest 

where such member (i) is a Named Party in Interest; (ii) is 

an employer, employee or fellow employee of a Named 

Party in Interest, (iii) is associated with a Named Party in 

Interest through a broker association; (iv) has a Family 

Relationship with a Named Party in Interest or (v) has any 

other significant, ongoing business relationship with a 

Named Party in Interest. 

The Seed SEF Compliance Manual also addresses the 

process for handling conflicts of interest and the handling 

of confidential information. 

Additionally, Seed SEF Rule 215 provides limitations on 

the use or disclosure of material non-public information 

gained through the performance of duties by Directors or

committee members, and requires Directors and

committee members to take all appropriate steps to

safeguard such information.

Rules – Exhibit M

Rule 206 – Regulatory Oversight Committee

Rule 208 – Conflicts of Interest of Named 

Persons

Rule 210 – Conflicts of Interest in 

Emergencies

Rule 215 – Improper Use or Disclosure of 

Material Non-Public Information

Exhibit O – Seed SEF Compliance Manual

Chapter V – Company Policies 

Appendix B- Conflicts of Interest 

Appendix C – Handling of Confidential 

Information
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Seed SEF will have at least one Public Director on its Board 

of Directors that will have no material relationship with 

the Seed SEF.

Seed SEF will have a Regulatory Oversight Committee 

(“ROC”) that will be comprised of all Public Directors. The 

ROC shall oversee the regulatory program of the SEF on 

behalf of the Board. The Board shall delegate sufficient 

authority, dedicate sufficient resources and allow 

sufficient time for the ROC to fulfill its mandate. 

Core Principle 13: Financial Resources

(A) In general

The swap execution facility shall have adequate 

financial, operational, and managerial resources to 

discharge each responsibility of the swap execution 

facility.

(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 1- year period, as calculated on a rolling basis.

Seed SEF will maintain financial resources that exceed the 

total amount that would enable it to cover its operating

costs for a one-year period, as calculated on a rolling basis.

Exhibit I includes a balance sheet, statement of income and 

expenses, statement of cash flows, and a statement of

sources and application of revenues and all notes or

schedules thereto, as of the most recent fiscal year, for the 

parent of Seed SEF LLC, Seed CX Ltd., as well as a narrative 

of how the value of the financial resources held by Seed 

SEF is at least equal to a total amount that would enable it

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

calculated on a rolling basis, and a description of

unencumbered, liquid financial assets (i.e. cash and/or

highly liquid securities) equal to at least six months’ 

operating costs.

Exhibit I 

Core Principle 14: System Safeguards

The swap execution facility shall—

(A) establish and maintain a program of risk 

analysis and oversight to identify and minimize 

sources of operational risk, through the 

development of appropriate controls and 

procedures, and automated systems, that—

(i) are reliable and secure; and

(ii) have adequate scalable capacity;

(B) establish and maintain emergency procedures, 

backup facilities, and a plan for disaster recovery 

that allow for—

(i) the timely recovery and resumption of 

operations; and

Materials submitted with the Technology Questionnaire 

explain the controls to be used to ensure the proper

function, adequate security and capacity of automated 

trading systems and related systems such as those used for

dissemination of market data and recording and safe 

storage of audit trail information. These controls include 

periodic, objective testing and review of automated

systems to ensure that these systems are reliable, secure 

and have adequate scalable capacity. Results of such 

testing are retained as described with respect to Core

Principle 10 (Recordkeeping and reporting). Compliance 

with these policies is under the supervision of the Chief

Compliance Officer.

Technology Questionnaire - Exhibit V

Generally
Page 10 of 11

(ii) the fulfillment of the responsibilities and 

obligations of the swap execution facility; and

(C) periodically conduct tests to verify that the 

backup resources of the swap execution facility are 

sufficient to ensure continued—

(i) order processing and trade matching;

(ii) price reporting;

(iii) market surveillance and

(iv) maintenance of a comprehensive and accurate 

audit trail.

￼Core Principle 15: Designation of a Chief Compliance Officer

￼(A) In general

Each swap execution facility shall designate an 

individual to serve as a chief compliance officer.

(B) Duties

The chief compliance officer shall—

(i) report directly to the board or to the senior 

officer of the facility;

(ii) review compliance with the core principles in 

this subsection; (iii) 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;

(iv) be responsible for establishing and 

administering the policies and procedures required 

to be established pursuant to this section;

(v) ensure compliance with this chapter and the 

rules and regulations issued under this chapter, 

including rules prescribed by the Commission 

pursuant to this section; and

(vi) 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.

(C) Requirements for procedures

In establishing procedures under subparagraph 

(B)(vi), the chief compliance officer shall design the 

procedures to establish the handling, management 

The President shall appoint a Chief Compliance Officer. 

The Chief Compliance Officer shall report directly to the 

President. The Chief Compliance Officer can only be 

removed by a majority of the Board. 

The Chief Compliance Officer shall: (1) oversee and review 

Seed SEF’s compliance with Section 5h of the CEA and any 

related rules adopted by the Commission (2) consult with 

the Board or President, resolving any conflicts of interest 

that may arise; (3) establish and administer written 

policies and procedures reasonably designed to prevent 

violations of the CEA and the rules of the CFTC; (4) take 

reasonable steps to ensure compliance with the CEA and 

the rules of the CFTC, including rules prescribed by the 

CFTC pursuant to Section 5h of the CEA; and (5) establish 

procedures for the remediation of non-compliance 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. 

The Chief Compliance Officer shall establish and follow 

appropriate procedures for the handling, management 

response, remediation, retesting and closing of 

noncompliance issues. 

The Chief Compliance Officer shall annually prepare and 

sign a report that contains a description of: (i) the 

compliance of Seed SEF with the CEA; and (ii) the policies 

and procedures, including the code of ethics and conflict of 

interest policies of Seed SEF. Such annual report shall 

Rules – Exhibit M

Rule 207 – Chief Compliance Officer

Chapter 9 – Disciplinary Rules
Page 11 of 11

response, remediation, retesting, and closing of 

noncompliance issues.

(D) Annual reports

(i) 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 this chapter; and

(II) the policies and procedures, including the code 

of ethics and conflict of interest policies, of the swap 

execution facility.

(ii) Requirements The chief compliance officer 

shall—

(I) submit each report described in clause (i) with 

the appropriate financial report of the swap 

execution facility that is required to be submitted to 

the Commission pursuant to this section; and

(II) include in the report a certification that, under 

penalty of law, the report is accurate and complete.

include a certification that, under penalty of law, is 

accurate and complete.