In the Matter of: 

UNITED STATES OF AMERICA 

Before the 

COMMODITY FUTURES TRADING COMMISSION 

Societe Generate International 

Limited, 

) 

) 

) 

) 

) CFTC Docket No. 19-38 

) 

Respondent. ) 

__________ ) 

ORDER INSTITUTING PROCEEDINGS PURSUANT TO 

SECTION 6(c) AND (d) OF THE COMMODITY EXCHANGE ACT, MAKING 

FINDINGS, AND IMPOSING REMEDIAL SANCTIONS 

I. INTRODUCTION 

The Commodity Futures Trading Commission ("Commission") has reason to believe that 

from December 31, 2012, to at least June 2019 ("Relevant Period"), Societe Generale 

International Limited ("Respondent" or "Societe Generale International") violated Sections 

2(a)(l3)(F) and (G), 4s(f)(l)(A), and 4s(h)(l)(B) of the Commodity Exchange Act ("Act"), 7 

U.S.C. §§ 2(a)(l3)(F), (G), 6s(f)(l)(A), 6s(h)(l)(B) (2012), and Commission Regulations 

("Regulations") 20.4, 20.7, 23.402(b), 23.602(b), 43.3, 45.3, and 46.3, 17 C.F.R. §§ 20.4, 20.7, 

23.402(b), 23.602(b), 43.3, 45.3, 46.3 (2019). Therefore, the Commission deems it appropriate 

and in the public interest that public administrative proceedings be, and hereby are, instituted to 

determine whether Respondent engaged in the violations set forth herein and to determine 

whether any order should be issued imposing remedial sanctions. 

In anticipation of the institution of an administrative proceeding, Respondent has 

submitted an Offer of Settlement ("Off er"), which the Commission has determined to accept. 

Without admitting or denying any of the findings or conclusions herein, Respondent consents to 

the entry of this Order Instituting Proceedings Pursuant to Section 6(c) and (d) of the Commodity 

Exchange Act, Making Findings, and Imposing Remedial Sanctions ("Order") and acknowledges 

service of this Order. 1 

1 Respondent consents to the use of the findings of fact and conclusions of law in this Order in this proceeding and 

in any other proceeding brought by the Commission or to which the Commission is a party or claimant, and agrees 

that they shall be taken as true and correct and be given preclusive effect therein, without further proof. Respondent 

does not consent, however, to the use of this Order, or the findings or conclusions herein, as the sole basis for any 

other proceeding brought by the Commission or to which the Commission is a party or claimant, other than: a 

proceeding in bankruptcy or receivership; or a proceeding to enforce the terms of this Order. Respondent does not 
II. FINDINGS 

The Commission finds the following: 

A. SUMMARY 

Reporting is at the heart of the Commission's market and financial surveillance 

programs, which are critical to the Commission's mission to protect market participants and 

promote market integrity. Accurate swap data is essential to effective fulfillment of the 

regulatory functions of the Commission, including meaningful surveillance and enforcement 

programs. 

As a provisionally registered swap dealer ("SD"), Societe Generale International is 

required to comply with certain reporting requirements related to its swap transactions. During 

the Relevant Period, Societe Generale International failed to comply with its swap data reporting 

obligations by over-reporting, under-reporting, and misreporting millions of swaps to a swap 

data repository ("SDR"). Societe Generale Intemational's swap data reporting failures were 

widespread and systemic, and occurred in all asset classes and across its reporting obligations 

under Part 20, Part 43, Part 45, and Part 46 of the Regulations, 17 C.F.R. pts. 20, 43, 45, 46 

(2019). Societe Generale International therefore failed to report properly millions of swaps 

subject to real time, creation data, and pre-enactment and transition swaps reporting 

requirements. 2 Societe Generale International also failed to submit daily large trader reports 

("L TRs") for certain reportable positions in physical commodity swaps and submitted erroneous 

L TRs for other reportable positions. 

A portion of Societe Generale Intemational's swap data reporting failures stemmed in 

part from a failure to implement policies and procedures reasonably designed to obtain and 

record facts about its counterparties needed to determine whether its counterparties were U.S. 

persons, or conduit affiliates or guaranteed affiliates of U.S. persons, and, in tum, whether 

transactions with those counterparties were subject to reporting requirements of the Act and 

Regulations. Societe Generale Intemational's compliance failures also resulted from a failure to 

have an adequate system to supervise certain activities relating to its business as a swap dealer. 

* * * 

In accepting Societe Generale Intemational's Offer, the Commission recognizes Societe 

Generale Intemational's self-reporting and cooperation with the Division of Enforcement's 

("Division") investigation of this matter, explained in more detail below. The Commission notes 

that its determination of the civil monetary penalty in this matter reflects a substantial reduction 

consent to the use of the Offer or this Order, or the findings or conclusions in this Order, by any other party in any 

other proceeding. 

2 Pre-enactment swaps are those swaps entered into prior to the enactment of the Dodd-Frank Wall Street Reform 

and Consumer Protection Act ("Dodd-Frank"), Pub. L. 111-203, 124 Stat. 1376 (2010), the terms of which have not 

expired as of the date of enactment of Dodd Frank, and transition swaps are those entered into between DoddFrank's enactment date and the applicable compliance date for swap data recordkeeping and reporting under Part 46 

of the Regulations. 

2 
from the otherwise applicable penalty based upon Societe Generale International' s self-reporting 

of violations to the Commission, its cooperation with the Division's investigation, and its 

comprehensive remediation efforts. 

B. RESPONDENT 

Respondent Societe Generale International Limited is a provisionally registered swap 

dealer with a principal place of business in London, United Kingdom. Societe Generale 

International is the successor ofNewedge UK Financial Ltd., which became a provisionally 

registered swap dealer on December 31, 2012. 

C. FACTS 

1. Societe Generate International's Swap Data Reporting Failures 

a. Societe Generate International's Failure To Report and Misreporting of 

Swaps 

Societe Generale International, as a provisionally-registered SD, is a reporting 

counterparty required to report certain data about certain swap transactions to an SDR. During 

the Relevant Period, Societe Generale International over-reported, under-reported, and 

misreported millions of swaps. Societe Generale International's swap data reporting failures 

were widespread and systemic, and occurred in all asset classes and across its reporting 

obligations under Part 43, 45, and 46 of the Regulations, 17 C.F.R. pts. 43, 45, 46 (2019). 

From December 2012 through April 2019,3 Societe Generale International failed to report 

over 2.7 million swaps and over-reported almost 1 million swaps. As discussed further below, a 

portion of Societe Generale International's under- and over-reporting errors were due in part to 

Societe Generale International failing to identify and record whether its counterparties were U.S. 

persons, or a conduit affiliate or guaranteed affiliate of a U.S. person. Without this information, 

Societe Generale International was unable to properly determine which of its transactions were 

subject to the reporting requirements of the Act and Regulations. Where Societe Generale 

International failed to submit trades required to be reported to an SDR, data for these trades was 

not disseminated to the market through the real time public tape, and data for these trades was 

not reported to the Commission. 

Societe Generale International also misreported approximately 2.5 million swaps by 

reporting the swaps with errors in various data fields. For example, for foreign exchange ("FX") 

swaps (the largest part of Societe Generale International's business), Societe Generale 

International reported incorrect data in multiple data fields required to be reported under Part 43 

and Part 45. These errors included Societe Generale International incorrectly identifying itself as 

a U.S. person, reporting null entries where a value was required, reporting inaccurate execution 

times, and failing to report a counterparty's Legal Entity Identifier ("LEI"). With respect to Part 

46 reporting, Societe Generale International erroneously reported null values for the majority of 

3 Although Societe Generale International completed implementing the last of its new data reporting architectures in 

April 2019, it continued to misreport a small number of swaps through June 2019. 

3 
fields required to be reported and made various errors in some of the data that it did report, 

including failing to report its counterparty's LEI. 

b. Societe Generale International's Failure To Submit Large Trader Reports 

and Submission of Erroneous Large Trader Reports 

As a provisionally-registered SD, Societe Generale International is required to submit 

L TRs in the form and manner determined by the Commission. During the Relevant Period, 

Societe Generale International had reporting failures associated with fifty-four of its counterparty 

accounts that required Part 20 reporting. For twenty-eight accounts, Societe Generale 

International failed to submit LTRs entirely during the period March 2013 through November 

2018. For twenty-six accounts, Societe Generale International filed LTRs that contained errors 

in five fields of data during the period March 2013 through June 2019. 

2. Societe Generale International's Failure To Implement Policies and 

Procedures Reasonably Designed To Obtain and Record Essential Facts 

About Its Counterparties 

A portion of Societe Generale International' s swap data reporting failures stemmed from 

Societe Generale International's failure to implement, as required by Regulation 23.402(b), 17 

C.F.R. § 23.402(b) (2019), policies and procedures reasonably designed to obtain and record 

facts regarding whether its swap counterparties were U.S. persons, or a conduit affiliate or 

guaranteed affiliate of a U.S. person. These facts were needed to determine whether Societe 

Generale International's transactions with those counterparties were subject to reporting 

requirements. 

Although Societe Generale International sought to ascertain its counterparty's U.S. 

person status through Societe Generale International' s counterparty onboarding process, prior to 

February 2017 Societe Generale International's onboarding process was deficient. For example, 

Societe Generale International' s onboarding process failed to result in a proper identification of 

whether a counterparty was a U.S. person, or a conduit affiliate or guaranteed affiliate of a U.S. 

person. Although Societe Generale International had a written onboarding procedure, it lacked 

detail, and Societe Generale International's onboarding team lacked training in how to properly 

determine a counterparty's U.S. person status. Further, Societe Generale International did not 

have a formal recordkeeping framework in place to maintain records of the U.S. person status of 

its counterparties. Societe Generale International therefore did not retain counterparty 

onboarding documents such as the standard form International Swaps and Derivatives 

Association ("ISDA'') Cross-Border Representation Letter. 4 Societe Generale International also 

held counterparty onboarding data in multiple systems, and the information was not readily 

available to those within Societe Generale International that may have needed it. Finally, Societe 

Generale International failed to feed information about each counterparty's U.S. person status 

into Societe Generale International' s swap data reporting systems. 

4 The ISDA Cross-Border Representation Letter summarizes the relevant Commission guidance and asks the 

counterparty to represent whether or not it has certain characteristics that are relevant to assessing the applicability 

of the Act and Regulations. 

4 
3. Societe Generale International's Failure To Supervise Diligently 

Societe Generale International' s swap data reporting and compliance failures were due, in 

part, to deficiencies in Societe Generale International's swaps supervisory system. During the 

Relevant Period, Societe Generale International did not establish systems sufficient to comply 

with its swap data reporting requirements. Societe Generale International's lack of an effective 

supervisory system is evidenced by the widespread nature of its reporting failures, which 

occurred across its various swap data reporting obligations and across asset classes, and the fact 

that these failures went undetected and uncorrected for an extended period of time. Societe 

Generale International' s lack of an effective supervisory system is further demonstrated by the 

deficiencies in its counterparty onboarding process described above. 

4. Societe Generale International's Self-Reporting, Cooperation, and 

Remediation 

After self-identifying weaknesses in its counterparty onboarding procedures and potential 

swap data reporting failures, Societe Generale International initiated a review of its swap data 

reporting compliance and engaged an outside vendor to assist it in identifying and remediating 

swap data reporting errors. In February 2017, Societe Generale International disclosed to the 

Commission areas of significant concern with respect to its swap data reporting compliance. 

Societe Generale International' s self-report led to the Division opening its investigation. 

After its disclosure, Societe Generale International continued to conduct its review and 

cooperated with the Division's investigation. Societe Generale International' s cooperation 

resulted in material assistance to the Division's investigation. Societe Generale International 

voluntarily and promptly provided information and updates to Division staff, categorized and 

detailed errors in its reporting, and disclosed additional deficiencies as Societe Generale 

International discovered them. Societe Generale International' s assistance conserved the time 

and resources of Division staff. 

Societe Generale International also represented to the Commission that it engaged in 

comprehensive remediation efforts and devoted substantial resources to those efforts, including 

voluntarily engaging an outside vendor to assist with both backward looking and forward 

looking remediation. With the aid of its outside vendor, Societe Generale International 

systematically analyzed its historic swap data reporting to identify errors. Societe Generale 

International then undertook to correct all of those errors and began backreporting corrected data 

to an SDR in February 2018. Societe Generale International completed the vast majority of its 

backreporting by February 2019 and completed all of its backreporting by July 2019. Societe 

Generale International backreported over thirteen million messages to an SDR. Societe Generale 

International' s remediation efforts also included engaging in forward-looking remediation to 

ensure compliant reporting in the future, including designing new swap data reporting 

architectures. In September 2017, Societe Generale International began deploying new swap 

data reporting architectures by product, starting with FX products. Societe Generale 

International continued to deploy additional reporting architectures for other products through 

April 2019. Societe Generale International also restructured its client onboarding and reporting 

process and controls and established a swap dealer oversight committee to monitor compliance 

with Societe Generale International's Dodd-Frank obligations, including swap data reporting 

5 
obligations. In addition to the oversight committee, Societe Generale International put in place 

monitors and controls that evaluate the completeness, accuracy and timeliness of Societe 

Generale International's swap data reporting. Societe Generale International undertook 

extensive remediation efforts, which went beyond the steps highlighted above. 

Societe Generale International also represented that as part of its remediation, it verified 

the U.S. person status of all of its active counterparties and analyzed the U.S. person status of all 

of its former counterparties. 5 Societe Generale International began its U.S person remediation 

program in April 2016 and, as of February 2017, Societe Generale International implemented a 

new counterparty on boarding process designed to identify and record each counterparty' s U.S. 

person status. This process included, among other things, Societe Generale International 

updating its procedures, developing controls to monitor the U.S. person status of its 

counterparties, providing new training programs to its onboarding team, and revising its systems 

to feed the U.S. person status of each counterparty into the Societe Generale International data 

repositories used for swap data reporting. Societe Generale International completed remediation 

of its U.S. person identification issue by January 2018. 

Due to Societe Generale International's self-reporting, cooperation, and comprehensive 

remediation, the civil monetary penalty imposed by the Commission has been substantially 

reduced from the otherwise applicable penalty. 

III. LEGAL DISCUSSION 

A. Societe Generale International Failed To Report and Misreported Swaps 

All swaps, both cleared and uncleared, are required to be reported to a registered 

SDR, and the Act establishes requirements for real-time reporting and public availability of swap 

transaction data. See Sections 2(a)(13)(F) and (G) of the Act, 7 U.S.C. § 2(a)(l3)(F), (G) (2012). 

Pursuant to these requirements, the Commission adopted implementing reporting regulations, 

including those under Parts 43, 45, and 46 of the Regulations, 17 C.F.R. pts. 43, 45, 46 (2019). 

The requirements under these regulations were phased-in over time based upon asset classes. 

See Real-Time Public Reporting of Swap Transaction Data, 77 Fed. Reg. 1182 (Jan. 9, 2012); 

Swap Data Recordkeeping and Reporting Requirements, 77 Fed. Reg. 2136 (Jan. 13, 2012); 

Swap Data Recordkeeping and Reporting Requirements: Pre-Enactment and Transition Swaps, 

77 Fed. Reg. 35,200 (June 12, 2012). 

Part 43 of the Regulations establishes requirements for the real-time public reporting 

and public availability of swap transaction and pricing data. See Regulations 43.2 and 43.3, 17 

C.F.R. §§ 43.2, 43.3 (2019). Regulation 43.3 requires that reporting parties must report any 

publicly reportable swap transaction to an SDR as soon as technologically practicable after the 

swap transaction is executed. 

5 Societe Generale International ultimately confirmed that, due to a misidentification of its counterparty's U.S. 

person status, it had under-reported transactions for 13 counterparties and over-reported transactions for 37 

counterparties, but Societe Generale International was unable to determine the U.S. person status for 113 former 

counterparties. 

6 
Regulation 45.3, 17 C.F.R. § 45.3 (2019), requires reporting parties to, among other 

things, report swap creation data to an SDR. Regulation 45.3 also sets forth the requirements 

for reporting swap creation data, including primary economic terms data and confirmation 

data. 

Part 46 of the Regulations requires reporting parties to make reports regarding preenactment and transition swaps. In particular Regulation 46.3, 17 C.F.R. § 46.3(a) (2019), 

requires that for each pre-enactment swap or transition swap, the reporting counterparty shall 

report to an SDR, among other things, minimum primary economic terms data. 

The accuracy and completeness of swap data reporting are critical to the Commission's 

mission to protect market participants and to ensure market integrity. See, e.g., In re Citibank, 

NA., CFTC No. 17-26, 2017 WL 4280594 (Sept. 25, 2017) (consent order); In re Societe 

Generate S.A., CFTC No. 17-01, 2016 WL 7210405 (Dec. 7, 2016) (consent order); In re 

Deutsche Bank AG, CFTC No. 15-40, 2015 WL 5783049 (Sept. 30, 2015) (consent order). 

Market participants rely upon the public availability of swaps transaction and pricing data for 

price discovery purposes. The Commission, in tum, requires complete and accurate swap data to 

engage in meaningful oversight of the swaps market, including for its surveillance and 

enforcement program. 

From December 2012 through April 2019, Societe Generale International failed to 

properly report millions of swap transactions to an SDR, in violation of Section 2(a)(l3)(F) and 

(G) of the Act, 7 U.S.C. § 2(a)(l3)(F), (G) (2012), and Regulations 43.3, 45.3, and 46.3, 17 

C.F.R. §§ 43.3, 45.3, 46.3 (2019). 

B. Societe Generale International Failed To Submit Large Trader Reports and 

Submitted Erroneous Large Trader Reports 

Pursuant to Regulation 20.4, 17 C.F.R. § 20.4 (2019), SDs that meet certain requirements 

are required to file daily LTRs for reportable positions in physical commodity swaps, which are 

populated with specific data as directed by the Commission. Regulation 20.4( c) requires that 

certain enumerated data elements be included in a swap dealer's data report. These data 

elements include, among others: the commodity underlying the reportable positions, the 

commodity reference price, futures equivalent month, long paired swap positions and short 

paired swap positions, swaption strike price, name of the counterparty, a cleared or uncleared 

indicator, and an identifier indicating that a principal or counterparty position is being reported. 

The L TRs must also conform to the form and manner for reporting and submitting 

information as set forth in Regulation 20.7, 17 C.F.R. § 20.7 (2019). Regulation 20.7 provides, 

in relevant part: 

Unless otherwise instructed by the Commission, a clearing 

organization or reporting entity shall submit data records and any 

other information required under this part to the Commission ... 

(a) Using the format, coding structure, and electronic data 

transmission procedures approved in writing by the Commission. 

7 
The prescribed manner and form of reporting and submitting L TRs is provided in the Part 20 

Guidebook. 6 

Large trader reporting for physical commodity swaps is essential to the Commission's 

ability to conduct effective surveillance of markets in U.S. physical commodity futures and 

economically equivalent swaps. Failure to comply with the reporting specifications set forth by 

the Commission hinders the Commission's ability to efficiently process and effectively utilize 

this critical data. The accuracy of the reports is critical to the mission of the Commission for 

numerous reasons, including surveillance of the markets to detect disruptions to market integrity, 

enforcement, and calculating statistics that the Commission publishes to enhance market 

transparency. See, e.g., In re Wells Fargo Bank, NA., CFTC No. 16-32, 2016 WL 5582342, at 

*2 (Sept. 27, 2016) (consent order). 

During the Relevant Period, Societe Generale International failed to submit L TRs for 

reportable positions for certain counterparty accounts, and Societe Generale International 

submitted LTRs with errors for other counterparty accounts. Accordingly, Societe Generale 

International violated Regulations 20.4 and 20.7. 

C. Societe Generale International Violated Section 4s{f)(l){A) by Failing To Make 

Required Reports 

Pursuant to Section 4s(f)(l)(A) of the Act, 7 U.S.C. § 6s(f)(l)(A) (2012), "[e]ach 

registered swap dealer ... shall make such reports as are required by the Commission by rule or 

regulation regarding the transactions and positions and financial condition of the registered swap 

dealer or major swap participant." Societe Generale International provisionally registered as a 

swap dealer on December 31, 2012, and, while registered and being a reporting entity with 

reportable positions, failed to submit LTRs as required by Regulations 20.4 and 20.7, or 

submitted LTRs with errors. Accordingly, Societe Generale International violated Section 

4s(f)(l)(A) of the Act. 

D. Societe Generale International Failed To Implement Required Policies and 

Procedures 

Regulation 23 .402(b ), 17 C.F .R. § 23 .402(b) (2019), requires SDs to implement policies 

and procedures reasonably designed to obtain and retain a record of the essential facts 

concerning each counterparty, including facts required to comply with applicable laws, 

regulations, and rules. 

From December 2012 through February 2017, as found above, Societe Generale 

International failed to implement policies and procedures reasonably designed to obtain and 

6 As previously provided for in Regulation 20.S(a)( 4), 17 C.F.R. § 20.S(a)( 4) (2017), the Commission delegated 

certain authority to the Director of the Division of Market Oversight ("DMO") or others as the Director designated 

from time to time, including the authority pursuant to Regulation 20. 7 "for providing instructions or determining the 

fonnat, coding structure, and electronic data transmission procedures for submitting data records and any other 

information required under [Part 20]." Regulation 20.8 was amended to delegate this authority to the Director of the 

Office of Data and Technology, with the concurrence of the Director ofDMO, or such other employee or employees 

as the Directors may each designate from time to time. See Regulation 20.S(d), 17 C.F.R. §20.S(d) (2019). 

8 
record facts regarding whether its swap counterparties were U.S. persons, or a conduit affiliate or 

guaranteed affiliate of a U.S. person. These facts were essential to determining whether Societe 

Generale International's transactions with those counterparties were subject to the reporting 

requirements of the Act and Regulations. Accordingly, Societe Generale International violated 

Regulation 23 .402(b ). 

E. Societe Generate International Failed To Diligently Supervise Its Swap Dealer 

Business 

Section 4s(h)(l)(B) of the Act, 7 U.S.C. § 6s(h)(l)(B) (2012), requires "diligent 

supervision of the business of the registered swap dealer." Regulation 23.602, 17 C.F.R. 

§ 23.602 (2019), requires each swap dealer to establish and maintain a system to supervise, and 

to diligently supervise, all activities relating to its business performed by its partners, members, 

officers, employees, and agents ( or persons occupying a similar function). 

Under Regulation 23.602, a violation is demonstrated by showing either that: (1) the 

registrant's supervisory system was generally inadequate; or (2) the registrant failed to perform 

its supervisory duties diligently. See In re Commerzbank AG, CFTC No. 19-03, 2018 WL 

5921385, at *10-11 (Nov. 8, 2018) (consent order); In re INTL FCStone Markets, LLC, CFTC 

No. 15-27, 2015 WL 4980321, at *3 (Aug. 19, 2015) (interpreting Regulation 23.602 and noting 

its similarity to Regulation 166.3, 17 C.F.R. § 166.3, making caselaw concerning Regulation 

166.3 instructive); cf In re Murlas Commodities, Inc., CFTC No. 85-29, 1995 WL 523563, at *9 

(Sept. 1, 1995) (interpreting Regulation 166.3). Evidence of violations that '"should be detected 

by a diligent system of supervision, either because of the nature of the violations or because the 

violations have occurred repeatedly' is probative of a failure to supervise." In re INTL FCStone 

Markets, 2015 WL 4980321, at *3 (quoting In re Paragon Futures Ass'n, CFTC No. 88-18, 1992 

WL 74261, at *14 (Apr. 1, 1992)). 

During the Relevant Period, Societe Generale International did not have an effective 

system to supervise certain activities related to its business, which contributed to its swap data 

reporting and compliance failures. Accordingly, Societe Generale International violated Section 

4s(h)(l)(B) of the Act and Regulation 23.602. 

IV. FINDINGS OF VIOLATIONS 

Based on the foregoing, the Commission finds that, during the Relevant Period, Societe 

Generale International violated Sections 2(a)(l3)(F) and (G), 4s(f)(l)(A), and 4s(h)(l)(B) of the 

Act, 7 U.S.C. §§ 2(a)(l3)(F), (G), 6s(f)(l)(A), 6s(h)(l)(B) (2012), and Regulations 20.4, 20.7, 

23.402(b), 23.602(b), 43.3, 45.3, and 46.3, 17 C.F.R. §§ 20.4, 20.7, 23.402(b), 23.602(b), 43.3, 

45.3, 46.3 (2019). 

V. OFFER OF SETTLEMENT 

Respondent has submitted the Offer in which it, without admitting or denying the 

findings and conclusions herein: 

A. Acknowledges service of this Order; 

9 
B. Admits the jurisdiction of the Commission with respect to all matters set forth in this 

Order and for any action or proceeding brought or authorized by the Commission based 

on violation of or enforcement of this Order; 

C. Waives: 

1. The filing and service of a complaint and notice of hearing; 

2. A hearing; 

3. All post-hearing procedures; 

4. Judicial review by any court; 

5. Any and all objections to the participation by any member of the Commission's 

staff in the Commission's consideration of the Offer; 

6. Any and all claims that it may possess under the Equal Access to Justice Act, 5 

U.S.C. § 504 (2012), and 28 U.S.C. § 2412 (2012), and/or the rules promulgated 

by the Commission in conformity therewith, Part 148 of the Regulations, 17 C.F .R. 

pt. 148 (2019), relating to, or arising from, this proceeding; 

7. Any and all claims that it may possess under the Small Business Regulatory 

Enforcement Fairness Act of 1996, Pub. L. No. 104-121, tit. II,§§ 201-253, 110 

Stat. 847, 857-74 (codified as amended at 28 U.S.C. § 2412 and in scattered 

sections of 5 U.S.C. and 15 U.S.C.), relating to, or arising from, this proceeding; 

and 

8. Any claims of Double Jeopardy based on the institution of this proceeding or the 

entry in this proceeding of any order imposing a civil monetary penalty or any 

other relief, including this Order; 

D. Stipulates that the record basis on which this Order is entered shall consist solely of the 

findings contained in this Order to which Respondent has consented in the Offer; 

E. Consents, solely on the basis of the Offer, to the Commission's entry of this Order that: 

1. Makes findings by the Commission that Respondent violated Sections 2(a)(13)(F) 

and (G), 4s(f)(l)(A), and 4s(h)(l)(B) of the Act, 7 U.S.C. §§ 2(a)(13)(F), (G), 

6s(f)(l)(A), 6s(h)(l)(B) (2012), and Regulations 20.4, 20.7, 23.402(b), 23.602(b), 

43.3, 45.3, and 46.3, 17 C.F.R. §§ 20.4, 20.7, 23.402(b), 23.602(b), 43.3, 45.3, 

46.3 (2019); 

2. Orders Respondent to cease and desist from violating Sections 2(a)(13)(F) and (G), 

4s(f)(l)(A), and 4s(h)(l)(B) of the Act and Regulations 20.4, 20.7, 23.402(b), 

23.602(b), 43.3, 45.3, and 46.3; 

10 
3. Orders Respondent to pay a civil monetary penalty in the amount of two million 

five hundred thousand dollars ($2,500,000), plus post-judgment interest, within ten 

days of the date of entry of this Order; and 

4. Orders Respondent and its successors and assigns to comply with the conditions 

and undertakings consented to in the Offer and as set forth in Part VI of this Order; 

and 

F. Represents that it has already undertaken significant remediation efforts, including, but 

not limited to, the following: 

1. Implementing new onboarding policies and procedures designed to identify and 

record essential facts concerning each counterparty; 

2. Enhancing its data reporting policies and procedures to bring them up to date with 

current data reporting requirements and provide for compliant data reporting; 

3. Enhancing its swap data reporting architecture to provide for compliant data 

reporting; 

4. Implementing swap data reporting controls to monitor for complete, timely, and 

accurate swap data reporting; and 

5. Backreporting corrected data to an SDR or to the Commission, as applicable, for 

all of the data reporting errors discussed with Division staff as of the date of the 

filing of this Order. 

Upon consideration, the Commission has determined to accept the Offer. 

VI. ORDER 

Accordingly, IT IS HEREBY ORDERED THAT: 

A. Respondent shall cease and desist from violating Sections 2(a)(13)(F) and (G), 

4s(f)(l)(A), and 4s(h)(l)(B) of the Act, 7 U.S.C. §§ 2(a)(13)(F), (G), 6s(f)(l)(A), 

6s(h)(l)(B) (2012), and Regulations 20.4, 20.7, 23.402(b), 23.602(b), 43.3, 45.3, and 

46.3, 17 C.F.R. §§ 20.4, 20.7, 23.402(b), 2J:602(b), 43.3, 45.3, 46.3 (2019). 

B. Respondent shall pay a civil monetary penalty in the amount of two million five hundred 

thousand dollars ($2,500,000) ("CMP Obligation"), within ten days of the date of the 

entry of this Order. If the CMP Obligation is not paid in full within ten days of the date 

of entry of this Order, then post-judgment interest shall accrue on the CMP Obligation 

beginning on the date of entry of this Order and shall be determined by using the 

Treasury Bill rate prevailing on the date of entry of this Order pursuant to 28 U.S.C. 

§ 1961 (2012). 

Respondent shall pay the CMP Obligation and any post-judgment interest by electronic 

funds transfer, U.S. postal money order, certified check, bank cashier's check, or bank 

I I 
money order. If payment is to be made other than by electronic funds transfer, then the 

payment shall be made payable to the Commodity Futures Trading Commission and sent 

to the address below: 

MMAC/ESC/AMK326 

Commodity Futures Trading Commission 

Division of Enforcement 

6500 S. MacArthur Blvd. 

HQ Room 181 

Oklahoma City, OK 73169 

( 405) 954-6569 office 

(405) 954-1620 fax 

9-AMC-AR-CFTC@faa.gov 

If payment is to be made by electronic funds transfer, Respondent shall contact Marie 

Thorne or her successor at the above address to receive payment instructions and shall 

fully comply with those instructions. Respondent shall accompany payment of the CMP 

Obligation with a cover letter that identifies the paying Respondent and the name and 

docket number of this proceeding. The paying Respondent shall simultaneously transmit 

copies of the cover letter and the form of payment to the Chief Financial Officer, 

Commodity Futures Trading Commission, Three Lafayette Centre, 1155 21st Street, NW, 

Washington, D.C. 20581. 

C. Respondent and its successors and assigns shall comply with the following conditions 

and undertakings set forth in the Offer: 

1. Public Statements: Respondent agrees that neither it nor any of its successors and 

assigns, agents or employees under its authority or control shall take any action or 

make any public statement denying, directly or indirectly, any findings or 

conclusions in this Order or creating, or tending to create, the impression that this 

Order is without a factual basis; provided, however, that nothing in this provision 

shall affect Respondent's: (i) testimonial obligations; or (ii) right to take legal 

positions in other proceedings to which the Commission is not a party. 

Respondent and its successors and assigns shall comply with this agreement, and 

shall undertake all steps necessary to ensure that all of its agents and/or 

employees under its authority or control understand and comply with this 

agreement. 

2. Cooperation, in General: Respondent shall cooperate fully and expeditiously with 

the Commission, including the Commission's Division of Enforcement, in this 

action, and in any current or future Commission investigation or action related 

thereto. Respondent shall also cooperate in any investigation, civil litigation, or 

administrative matter related to, or arising from, the subject matter of this 

action. Respondent's cooperation shall continue for a period of five years from 

the date of the entry of this Order. As part of such cooperation, Respondent 

agrees to: 

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a. Subject to all applicable laws and regulations, preserve and produce to the 

Commission in a responsive and prompt manner, as requested by the 

Division's staff, all non-privileged documents, information, and other 

materials wherever located in the possession, custody, or control of 

Respondent; 

b. Accept service by mail, electronic mail, or facsimile transmission of notices or 

subpoenas for documents and/or testimony at depositions, hearings, or trials; 

c. Appoint Respondent's attorney as agent to receive service of such notices and 

subpoenas;and 

d. Waive the territorial limits on service contained in Rule 45 of the Federal 

Rules of Civil Procedure and any applicable local rules in connection with 

requests or subpoenas of the Division's staff. 

3. Partial Satisfaction: Respondent understands and agrees that any acceptance by 

the Commission of any partial payment of Respondent's CMP Obligation shall 

not be deemed a waiver of its obligation to make further payments pursuant to this 

Order, or a waiver of the Commission's right to seek to compel payment of any 

remaining balance. 

4. Change of Address/Phone: Until such time as Respondent satisfies in full its 

CMP Obligation as set forth in this Order, Respondent shall provide written 

notice to the Commission by certified mail of any change to its telephone number 

and mailing address within ten calendar days of the change. 

5. Remediation: Respondent will continue its remediation efforts in relation to the 

swap data reporting deficiencies that are the subject matter of this Order to 

provide for compliant swap data reporting. Within 120 days of the entry of this 

Order, Respondent shall make a report to the Commission, through the Division, 

concerning its remediation efforts before and since the entry of this Order. Within 

365 days of the entry of this Order, Respondent shall submit a written report to 

the Commission, through the Division, explaining how Respondent has complied 

with the undertakings set forth herein. The written report shall provide an update 

on the status of Respondent's remedial efforts, including but not limited to 

discussion of: the policies, procedures and controls governing Respondent's swap 

data reporting obligations, including the procedure for the escalation to senior 

management of swap data reporting issues; independent periodic testing to test 

compliance with Respondent's swap data reporting obligations; the qualifications 

and training of staff responsible for compliance; and the status of any swap data 

reporting issues escalated to senior management. The written report shall contain 

a certification from Respondent's chief compliance officer(s) regarding whether 

Respondent has established policies, procedures, and controls to satisfy the 

undertakings set forth in this Order. 

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The provisions of this Order shall be effective as of this date. 

By the Commission. 

d2-f£1.L0-1U). 

christoperfjtkpatrick 

Secretary of the Commission 

Commodity Futures Trading Commission 

Dated: September 30, 2019 

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