UNITED STATES OF AMERICA

Before the

COMMODITY FUTURES TRADING COMMISSION

In the Matter of:

CITIBANK, N.A. and 

CITIGROUP GLOBAL 

MARKETS LIMITED, 

Respondents. 

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CFTC Docket No. 21-15

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 in or about 2013 to at least September 2020 (“Relevant Period”), Citibank, N.A. (“CBNA”) 

and Citigroup Global Markets Limited (“CGML”) (collectively, “Respondents” or “Citi”) 

violated Sections 2(a)(13)(G), 4r(a)(3), and 4s(h)(1)(B) of the Commodity Exchange Act 

(“Act”), 7 U.S.C. §§ 2(a)(13)(G), 6r(a)(3), 6s(h)(1)(B) (2018), and Regulations 23.602(a), 45.3, 

45.4, and 45.6, 17 C.F.R. §§ 23.602(a), 45.3, 45.4, 45.6 (2020), of the Commission Regulations 

(“Regulations”) promulgated thereunder, and from in or about September 2017 to at least 

September 2020, violated a prior Commission Order. Therefore, the Commission deems it 

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

instituted to determine whether Respondents 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, Respondents have 

submitted an Offer of Settlement (“Offer”), which the Commission has determined to accept. 

Without admitting or denying any of the findings or conclusions herein, Respondents consent 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 acknowledge 

service of this Order.1

1

 Respondents consent 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 agree 

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

Respondents do 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 
2 

II. FINDINGS

The Commission finds the following: 

A. SUMMARY

CBNA and CGML, as provisionally registered swap dealers, are required to comply with 

certain requirements related to reporting their swap transactions to a swap data repository 

(“SDR”), including requirements in Part 45 of the Regulations, 17 C.F.R. pt. 45 (2020), 

concerning reporting the legal entity identifier (“LEI”) of each counterparty to a swap.2 During 

the Relevant Period, CBNA and CGML failed to report LEIs properly for tens of thousands of 

swaps; failed to satisfy the conditions of available CFTC no-action relief on which they sought to 

rely for over one hundred thousand swaps that lacked LEIs; and failed to supervise their swap 

dealer activities diligently with respect to LEI swap data reporting, in violation of the Act and 

Regulations. In doing so, CBNA and CGML also violated the cease-and-desist provision of a 

prior Commission Order filed in September 2017 that found CBNA and CGML in violation of 

LEI swap data reporting and supervision requirements. 

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 thus essential to effective fulfillment of the 

regulatory functions of the Commission, including meaningful surveillance and enforcement 

programs. 

In accepting Respondents’ Offer, the Commission recognizes the substantial cooperation 

of Citi with the Division of Enforcement’s (“Division”) investigation of this matter. The 

Commission also acknowledges Respondents’ representations concerning their remediation in 

connection with this matter. The Commission’s recognition of Respondents’ substantial 

cooperation, and appropriate remediation is further reflected in the form of a reduced penalty. 

B. RESPONDENTS 

Respondent CBNA is a national banking association with its main office in Sioux Falls, 

South Dakota, and offices in, among other places, New York City. CBNA provides consumer 

finance, investment banking, commercial banking, and other services. CBNA became a 

provisionally registered swap dealer on December 31, 2012. 

Respondent CGML is a non-U.S. swap dealer with a principal place of business in 

London, United Kingdom. CGML became a provisionally registered swap dealer on October 9, 

2013. 

 

than: a proceeding in bankruptcy or receivership; or a proceeding to enforce the terms of this Order. Respondents 

do not 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

 An LEI is a unique, 20-character, alpha-numeric code, used to uniquely identify legally distinct entities that act as 

counterparties to swap transactions, among other financial transactions. 
3 

C. FACTS

1. The 2017 Order 

In September 2017, the Commission entered an Order against Citi finding that from at 

least April 2015 to December 2016, Citi failed to report LEI data for swap transactions properly 

to an SDR for tens of thousands of swaps, failed to establish the electronic systems and 

procedures necessary to do so, failed to correct errors in LEI data previously reported to an SDR, 

and failed to perform its supervisory duties diligently with respect to LEI swap data reporting, in 

violation Regulations 23.204, 23.602, 45.4, 45.6, 45.14, 46.3, 46.4, and 46.11, 17 C.F.R. §§ 

23.204, 23.602, 45.4, 45.6, 45.14, 46.3, 46.4, 46.11 (2017).3

 In re Citibank, N.A., CFTC No. 17-

26, 2017 WL 4280594, at *5 (Sept. 25, 2017) (consent order) (the “2017 Order”). 

The Commission required Citi to pay a $550,000 civil monetary penalty and further 

required Citi to cease and desist from violating Regulations 23.204, 23.602, 45.4, 45.6, 45.14, 

46.3, 46.4, and 46.11, 17 C.F.R. §§ 23.204, 23.602, 45.4, 45.6, 45.14, 46.3, 46.4, 46.11 (2017).4 

Id. at *6. 

2. Division of Market Oversight No-Action Relief from LEI Reporting 

Requirements

Recognizing potential conflicts between the Commission’s reporting requirements and

non-U.S. privacy, secrecy, and blocking laws, the Division of Market Oversight (“DMO”) has 

issued certain time-limited and conditional no-action relief from LEI reporting requirements. 

See, e.g., CFTCLTR No. 17-16, 2017 WL 956324 (Mar. 10, 2017) (“CFTC No-Action Letter 17-

16”). The no-action relief permits a reporting party to mask the LEI of certain counterparties in 

its swaps reporting pursuant to Part 43 and Part 45 of the Regulations, 17 C.F.R. pt. 43, 45 

(2020), provided several conditions set forth in the no-action relief are met.5 One condition is 

that the reporting party must report an alternative counterparty identifier, a “Privacy Law 

Identifier” (“PLI”), in each instance in which it would otherwise have been required to report an 

LEI.6 Another condition is that once the relief expires, those relying on the relief must comply 

 

3

 In connection with certain LEI reporting errors, the Order also found that Citi did not satisfy the conditions of 

available no-action relief from the Division of Market Oversight because they failed to report a unique Privacy Law 

Identifier for masked counterparties, as required by the no-action relief. Id. at *3.

4

 The Order also required Citi “to enhance its LEI reporting processes relating to the reporting of unique [Privacy 

Law Identifiers] in a manner reasonably designed to satisfy the conditions of CFTC Letter No. 17-16, CFTCLTR 

No. 17-16, 2017 WL 956234 (Mar. 10, 2017), or any successor thereto, where Citi intends to rely upon such noaction relief.” Id. at *7.

5

 See CFTC No-Action Letter 17-16, 2017 WL 956324, at *5. 

6

 Id. at *4-5 (extending, but declining to expand, the PLI condition granted in prior DMO masking no-action relief 

letters). “Privacy Law Identifier” is defined in prior DMO masking no-action relief letters as: 

[A] unique identifier, which is not an LEI, and is used to identify a Privacy Law 

Counterparty pursuant to this Division Letter. Each Reporting Counterparty 

shall use a consistent and static Privacy Law Identifier for a Privacy Law 

Counterparty in each instance that it would use the Opposite LEI and other 

Enumerated Identifier. 
4 

with certain backloading conditions, which require the reporting party to correct all counterparty 

identifiers previously omitted or submitted in a masked form by reporting corrected data to an 

SDR by no later than 30 days of the expiration of the relief.7

 

3. Citi’s Continued LEI Swap Data Reporting and Supervision Failures

During the Relevant Period, including after the date of the 2017 Order, Citi had numerous 

LEI swap data reporting failures. Citi’s continued LEI reporting failures involve several issues 

related to the masking of counterparty LEIs. 

From 2013 until November 2019, Citi misreported LEIs for tens of thousands of swaps 

that Citi reported using a certain third party service provider (the “Reporting Service Provider”).8 

For these swaps, the Reporting Service Provider erroneously reported, on Citi’s behalf, “Name 

Withheld” as the counterparty identifier rather than reporting a valid LEI or a PLI compliant with 

available no-action relief.9 Many of these reporting errors also involved the incorrect masking of 

the LEI of a counterparty that did not require masking. 

These failures were due in part to Citi failing to supervise the Reporting Service Provider 

diligently. Since 2013, Citi communicated LEI masking instructions to the Reporting Service 

Provider on an informal, ad hoc basis, and Citi did not keep an audit trail of its masking 

instructions. In September 2017, around the same time as the 2017 Order, Citi implemented a 

monthly control requiring Citi to review the Reporting Service Provider’s LEI reporting for Citi, 

identify counterparties that were incorrectly masked, and send the Reporting Service Provider 

updated masking instructions. Yet even after it implemented this control, Citi did not maintain a 

consistent record of the unmasking instructions it sent to the Reporting Service Provider or take 

steps sufficient to ensure that the Reporting Service Provider implemented Citi’s masking 

instructions on a going forward basis. As a result, in many instances, the Reporting Service 

Provider continued to misreport counterparty identifiers on Citi’s behalf. 

Citi’s LEI reporting failures were also due in part to Citi taking over eighteen months to 

complete upgrades to its internal systems needed for it to report PLIs properly when reporting 

via the Reporting Service Provider. Prior to making these upgrades, Citi was unable to feed PLIs 

from its trade processing system to the Reporting Service Provider. 

Citi also masked LEIs for swaps for which no-action relief was available, but for which 

Citi did not satisfy the backloading conditions of the no-action relief. Although the no-action 

 

See, e.g., CFTCLTR No. 15-01, 2015 WL 221101, at *4 (Jan. 8, 2015). 

7

 CFTC No-Action Letter 17-16, 2017 WL 956324, at *5 & n.30 (incorporating the backloading conditions of 

CFTC Letter No. 16-03, CFTCLTR No. 16-03, 2016 WL 192281, at *4 (Jan. 15, 2016), which in turn incorporates 

the backloading conditions of CFTC Letter No. 13-41, CFTCLTR No. 13-41, 2013 WL 3355714, at *4 (June 28, 

2013)).

8

 The Regulations permit swap reporting parties like Citi to contract with third party service providers to facilitate 

swap data reporting, but make clear that the swap reporting party “remain[s] fully responsible for reporting as 

required.” See Regulation 45.9, 17 C.F.R. § 45.9 (2020).

9

 Over 90% of the misreported swaps were original swaps between two Citi affiliates that were submitted to a 

derivatives clearing organization (“DCO”); accepted for clearing within the same day; and replaced by equal and 

opposite swaps, with the DCO as the counterparty. 
5 

relief required backloading LEIs in place of previously reported PLIs to an SDR within 30 days 

of the expiration of the relief, during the Relevant Period, Citi had not designed its LEI reporting 

processes to meet this condition. For live trades, Citi’s process generally took at least 30-60 days 

after the expiration of no-action relief to begin backloading LEIs to an SDR. For expired or 

terminated trades, Citi had no process whatsoever for backloading LEIs to an SDR after the 

expiration of no-action relief. This failure resulted in untimely backloading for approximately

one hundred thousand swaps and a failure to backload LEIs entirely for additional swaps. These

failures occurred through at least September 2020, despite the fact that in the 2017 Order, Citi 

committed to enhancing its reporting processes in a manner reasonably designed to satisfy the 

conditions of the CFTC’s masking no-action relief where it intended to rely upon such 

relief. See In re Citibank, 2017 WL 4280594, at *5. 

Citi’s continued LEI reporting failures resulted in part from a failure to supervise its swap 

dealer activities diligently with respect to LEI swap data reporting. In addition to the supervision 

failures described above, Citi’s supervisory system did not detect its repeated LEI reporting 

failures. After the Division of Enforcement brought certain LEI reporting errors to Citi’s 

attention, Citi engaged an external consultant to conduct a comprehensive review of Citi’s LEI 

reporting systems and processes. That review identified the issues described above with respect 

to Citi’s failure to meet the backloading conditions of the no-action relief, as well as additional 

areas in Citi’s LEI reporting systems and processes that could be strengthened. Citi’s 

supervision failures are further magnified by the fact that the 2017 Order highlighted Citi’s need 

to address LEI-related deficiencies in its swap data reporting systems and controls. 

Citi cooperated with the Division’s investigation which included disclosing to Division 

staff the findings of its external consultant’s review, analyzing its LEI swap data reporting, and 

categorizing and detailing errors for Division Staff. Citi also proactively remediated LEI 

reporting failures beyond those that were the subject of the 2017 Order and made other 

enhancements to its LEI reporting systems and processes, including by implementing the 

recommendations of its external consultant. 

III. LEGAL DISCUSSION

A. Violation of Prior Commission Order

On September 25, 2017, the Commission issued the 2017 Order filing and settling 

charges against Citi for, among other things, failing to report LEIs for swap transactions properly 

to an SDR and failing to perform supervisory duties diligently with respect to LEI swap data 

reporting, in violation of Regulations 23.602, 45.4, and 45.6, 17 C.F.R. §§ 23.602, 45.4, 45.6 

(2017), among others. See In re Citibank, N.A., CFTC No. 17-26, 2017 WL 4280594, at *5 

(Sept. 25, 2017) (consent order). The Commission has authority to bring an action for a 

violation of this Order under Section 6(c)(4) of the Act, 7 U.S.C. § 9(c)(4)(2018). 

Section VI.A of the 2017 Order directed Citi to cease and desist from violating 

Regulations 23.602, 45.4, and 45.6, among others. Id. at *6. As discussed above, after the 2017 

Order, Citi failed to report LEIs for swap transactions properly and failed to perform its 

supervisory duties diligently with respect to LEI swap data reporting, in violation of Regulations 

23.602, 45.4, and 45.6. Thus, Citi violated the 2017 Order.
6 

B. LEI Swap Data Reporting 

The Act requires all swaps, both cleared and uncleared, to be reported to a registered 

SDR. See Sections 2(a)(13)(G), 4r(a)(3) of the Act, 7 U.S.C. §§ 2(a)(13)(G), 6r(a)(3) (2018). 

These sections of the Act and the Commission’s implementing regulations in Parts 43 and 45 of 

the Regulations, 17 C.F.R. pts. 43, 45 (2020), were designed to enhance transparency, promote 

standardization, and reduce systemic risk. “The accuracy and completeness of swap reporting 

are critical to the Commission’s mission to protect market participants and to ensure market 

integrity.” CFTC v. Deutsche Bank AG, No. 1:16-cv-6544 (WHP), 2020 WL 4611985, at *8 

(S.D.N.Y. June 17, 2020) (citing In re Société Généralé Int’l Ltd., CFTC No. 19-38, 2019 WL 

4915485, at *6 (Sept. 30, 2019) (consent order) (collecting cases). The Commission requires 

complete and accurate reporting data to engage in meaningful oversight of the swaps market. Id. 

“[S]wap data that does not identify eligible counterparties with an LEI hinders the Commission’s 

fulfillment of its regulatory mandates,” including monitoring systemic risk, market monitoring, 

and market abuse prevention. Swap Data Recordkeeping and Reporting Requirements, 85 Fed. 

Reg. 75,503, 75,530 (Nov. 25, 2020). 

The Regulations mandate LEI reporting. Regulation 45.6 requires the reporting of LEIs 

in all swap data reporting pursuant to Part 45 of the Regulations.10 See 17 C.F.R. § 45.6 (2020). 

Regulation 45.3 requires the reporting of required swap creation data, which, as defined 

in Regulation 45.1, includes the primary economic terms data and all confirmation data for the 

swap. 17 C.F.R. §§ 45.1, 45.3 (2020). Primary economic terms data, as defined in Regulation 

45.1, includes the LEIs for both counterparties to a swap. See Regulation 45.1; 17 C.F.R. pt. 45 

app. 1 (2020). 

Regulation 45.4 requires the reporting of required swap continuation data, which as 

defined in Regulation 45.1, includes “all of the data elements that must be reported during the 

existence of a swap to ensure that all swap data concerning the swap in the [SDR] remains 

current and accurate, and includes all changes to the primary economic terms of a swap 

occurring during the existence of the swap.”11 See 17 C.F.R. §§ 45.1, 45.4 (2020) 

The Regulations permit swap counterparties required to report required swap creation 

data or swap continuation data under Part 45 of the Regulations, “while remaining fully 

responsible for reporting as required by [Part 45 of the Regulations],” to contract with third party 

service providers to facilitate reporting. Regulation 45.9, 17 C.F.R. § 45.9 (2020). 

 

10 The conduct at issue took place before recent amendments to Part 45 of the Regulations. See Swap Data 

Recordkeeping and Reporting Requirements, 85 Fed. Reg. 75,503, 75,560-62 (Nov. 25, 2020) (to be codified at 17 

C.F.R. pts. 45, 46, 49); Certain Swap Data Repository and Data Reporting Requirements, 85 Fed. Reg. 75601, 

75,654 (Nov. 25, 2020) (to be codified at 17 C.F.R. pts. 43, 45, 49). 

11 Required swap continuation data includes, but is not limited to, all “life cycle event data” for the swap. 17 C.F.R. 

§ 45.1 (2020). “Life cycle event data” means all of the data elements necessary to fully report any “life cycle 

event.” Id. “Life cycle event” includes “any event that would result in a change to a primary economic term of a 

swap or to any primary economic terms data previously reported to [an SDR] in connection with a swap.” Id. 

Examples of such events include, without limitation, the “availability of a legal entity identifier for a swap 

counterparty previously identified by name or by some other identifier.” Id.
7 

During the Relevant Period, Respondents failed to report LEIs properly. For certain 

swaps, Respondents reported, via the Reporting Service Provider, “Name Withheld” as a 

counterparty identifier, which did not satisfy the conditions of the available no-action relief

because that relief required, among other things, the reporting of a PLI. For other swaps, 

Respondents masked LEIs, but failed to satisfy the conditions of the no-action relief because 

they failed to complete backloading corrected swap data to an SDR within 30 days of the 

expiration of relief. Respondents therefore violated Sections 2(a)(13)(G) and 4r(a)(3) of the Act

and Regulations 45.3, 45.4, and 45.6. 

C. Supervision

Section 4s(h)(l)(B) of the Act requires “diligent supervision of the business of the 

registered swap dealer.” 7 U.S.C. § 6s(h)(l)(B) (2020). Regulation 23.602(a) 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). 17 C.F.R. § 23.602(a) (2020). 

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 Bank of Nova Scotia, CFTC No. 20-26, 2020 WL 

4926053, at *10 (Aug. 19, 2020) (consent order) (citing In re Commerzbank AG, CFTC No. 19-

03, 2018 WL 5921385, at *10-11 (Nov. 8, 2018) (consent order); In re INTL FCStone Mkts., 

LLC, CFTC No. 15-27, 2015 WL 4980321, at *3 (Aug. 19, 2015) (consent order) (interpreting 

Regulation 23.602 and noting its similarity to Regulation 166.3, 17 C.F.R. § 166.3, making case 

law concerning Regulation 166.3 instructive); cf. In re Murlas Commodities, Inc., CFTC No. 85-

29, 1995 WL 523563, at *9 (Sept. 1, 1995) (consent order) (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.” CFTC v. Deutsche Bank AG, No. 16-cv-6544 (WHP), 2020 

WL 4611985, at *9 (June 17, 2020) (consent order) (citing INTL FCStone Mkts., 2015 WL 

4980321, at *3 (quoting In re Paragon Futures Ass’n, CFTC No. 8818, 1992 WL 74261, at *14 

(Apr. 1, 1992)). 

As described above, during the Relevant Period, Respondents failed to maintain an 

adequate supervisory system and failed to perform their supervisory obligations diligently with 

respect to LEI swap data reporting, including failing to supervise a Reporting Service Provider 

by failing to take steps to ensure it implemented Respondents’ masking instructions. 

Respondents’ failure to supervise is also demonstrated by their failure to detect, prevent, and 

remediate repeated LEI swap data reporting errors, even after the 2017 Order. Accordingly, 

Respondents violated Section 4s(h)(1)(B) of the Act and Regulation 23.602(a). 

IV. FINDINGS OF VIOLATIONS 

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

and CGML violated Section VI.A of the 2017 Order, Sections 2(a)(13)(G), 4r(a)(3), and 
8 

4s(h)(1)(B) of the Act, 7 U.S.C. §§ 2(a)(13)(G), 6r(a)(3), 6s(h)(1)(B) (2018), and Regulations 

23.602(a), 45.3, 45.4, and 45.6, 17 C.F.R. §§ 23.602(a), 45.3, 45.4, 45.6 (2020). 

V. OFFER OF SETTLEMENT

Respondents have submitted the Offer in which they, without admitting or denying the 

findings and conclusions herein: 

A. Acknowledge service of this Order;

B. Admit 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. Waive: 

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 they may possess under the Equal Access to Justice Act, 

5 U.S.C. § 504 (2018), and 28 U.S.C. § 2412 (2018), and/or the rules promulgated 

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

pt. 148 (2020), relating to, or arising from, this proceeding; 

7. Any and all claims that they 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. Stipulate that the record basis on which this Order is entered shall consist solely of the 

findings contained in this Order to which Respondents have consented in the Offer; 

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

1. Makes findings by the Commission that Respondents violated Section VI.A of the 

2017 Order, Sections 2(a)(13)(G), 4r(a)(3), and 4s(h)(1)(B) of the Act, 7 U.S.C. 
9 

§§ 2(a)(13)(G), 6r(a)(3), 6s(h)(1)(B) (2018), and Regulations 23.602(a), 45.3, 45.4, 

and 45.6, 17 C.F.R. §§ 23.602(a), 45.3, 45.4, 45.6 (2020); 

2. Orders Respondents to cease and desist from violating Section VI.A of the 2017 

Order, Sections 2(a)(13)(G), 4r(a)(3), and 4s(h)(1)(B) of Act and Regulations 

23.602(a), 45.3, 45.4, and 45.6; 

3. Orders Respondents to pay, jointly and severally, a civil monetary penalty in the 

amount of one million dollars ($1,000,000), plus post-judgment interest;

4. Orders Respondents and their 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. Represent that they have already undertaken significant remediation efforts, including, 

but not limited to, the following:

1. Engaging a third-party consultant to conduct a review of certain of Citi’s swap 

data reporting systems and processes and implementing various enhancements 

recommended by that consultant;

2. Discontinuing Citi’s use of the Reporting Service Provider to report swaps on 

Citi’s behalf;

3. Enhancing Citi’s controls and reporting technology to facilitate backloading 

counterparties’ LEIs within 30 days of the expiration of CFTC no-action relief; 

and 

4. Implementing new technology to automatically backload counterparties’ LEIs for 

certain expired and terminated swaps.

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

VI. ORDER

Accordingly, IT IS HEREBY ORDERED THAT:

A. Respondents shall cease and desist from violating Section VI.A of the 2017 Order, 

Sections 2(a)(13)(G), 4r(a)(3), and 4s(h)(1)(B) of the Act, 7 U.S.C. §§ 2(a)(13)(G), 

6r(a)(3), 6s(h)(1)(B) (2018), and Regulations 23.602(a), 45.3, 45.4, and 45.6, 17 C.F.R. 

§§ 23.602(a), 45.3, 45.4, 45.6 (2020). 

B. Respondents shall pay, jointly and severally, a civil monetary penalty in the amount of 

one million dollars ($1,000,000) (“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 
10 

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 (2018).

Respondents 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 

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:

CFTC

C/O ESC/AMK-326; HQ RM 265 

6500 S. MacArthur Blvd. 

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, Respondents shall contact Marie 

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

fully comply with those instructions. Respondents 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. Respondents and their successors and assigns shall comply with the following conditions 

and undertakings set forth in the Offer:

1. Public Statements: Respondents agree that neither they nor any of their

successors and assigns, agents or employees under their 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 Respondents’: (i) testimonial obligations; or 

(ii) right to take legal positions in other proceedings to which the Commission is 

not a party. Respondents and their successors and assigns shall comply with this 

agreement, and shall undertake all steps necessary to ensure that all of their agents 

and/or employees under their authority or control understand and comply with 

this agreement. 

2. Cooperation, in General: Respondents 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. Respondents shall also cooperate in any investigation, civil 

litigation, or administrative matter related to, or arising from, this action. 
11 

3. Partial Satisfaction: Respondents understand and agree that any acceptance by

the Commission of any partial payment of Respondents’ CMP Obligation shall

not be deemed a waiver of their 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 Respondents satisfy in full their

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

notice to the Commission by certified mail of any change to their telephone

number and mailing address within ten calendar days of the change.

5. Remediation:

a. Within 60 days of the entry of this Order, Respondents shall provide its SDR

corrected swap data with respect to the swap data reporting errors brought to

the attention of Division Staff as of the date of the filing of this Order.

b. Within 180 days of the entry of this Order, Respondents shall make a report to

the Commission, through the Division, concerning their remediation efforts

before and since the entry of this Order. Within 365 days of the entry of this

Order, Respondents shall submit a written report to the Commission, through

the Division explaining how Respondents have complied with the

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

the status of Respondents’ remedial efforts, including but not limited to

discussion of: the policies, procedures and controls governing Respondents’

LEI swap data reporting obligations, including the procedure for the

escalation to senior management of LEI swap data reporting issues;

independent periodic testing to test compliance with Respondents’ LEI swap

data reporting obligations; the qualifications and training of staff responsible

for compliance; and the status of any LEI swap data reporting issues escalated

to senior management. The written report shall contain a certification from

Respondents’ chief compliance officer(s) regarding whether Respondents

have established policies, procedures, and controls to satisfy the terms set

forth in this Order.

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

By the Commission.

_________________________________ 

Robert N. Sidman

Deputy Secretary of the Commission

Commodity Futures Trading Commission

Dated: September 27, 2021