When: 

Rulemakings: 

Attendees: 

Foreign Banks 

Barclays Banlc plc 

BNP Paribas S.A. 

Deutsche Bank AG 

Societe Generale 

The Royal Banlc of 

1114/2011, 10:00 a.m. 

Definitions 

Swap Dealer and Major Swap Pmiicipant Registration 

Business Conduct Standards (Intemal) 

Alan Kaplan 

Andrew Alter 

Michael Kadish, Marcelo Riffaud 

Jeffrey Rosen, Laura Schisgall 

Scotland Group plc Anahaita Kotval, Paul Stevelman 

UBS AG Darryll Hendricks, David Kelly 

The Royal Banlc of 

Canada Suzanne Calcagno, Peter von Maur, LaBrena Martin 

Davis, Polk, 

& Wardwell, LLP Bob Colby, Arthur Long, Lanny Schwartz 

CFTC 

DCIO 

OGC 

OIA 

Ananda Radhakrishnan 

John Lawton 

Barbara Gold 

Sarah Josephson 

Chris Cummings 

Elizabeth Miller 

Dan Berkowitz 

MarkFajfar 

Lee Ann Duffy 

Carl Kennedy 

Jacqueline Mesa 

Natalie Markman Radhakrishnan 

This group of foreign banlcs submitted a comment letter to the CFTC three days before 

this meeting, in which they explained how they would like the CFTC to apply Dodd-Franlc Act's 

Title VII regulations to them. This meeting largely followed the structure of that letter, which 

can be found in the comment files of the Definitions and Registration rulemakings for swap 

dealers and major swap participants. 

The banks began by explaining the structure of their existing swaps business, referred to 

as the Central Booking Model, in which swaps are usually solicited, negotiated, or effected in 

various locations (including the U.S.), but are all ultimately booked in the main foreign banlcing 

entity, rather than in a subsidiary or affiliate. This model, according to the banks, is the safest 

and most efficient from a risk management standpoint, and a structure the banlcs wish to continue 
using after Dodd-Frank regulations become final. The banks further emphasized that they are 

subject to comprehensive regulation by their home country regulators, and also by the Federal 

Reserve for their U.S. banking activities. 

According to the foreign banks, if the CFTC were to adopt regulations that conflicted 

with or were duplicative of regulations already applicable to them in their foreign, home country, 

the foreign banks would be required to set up special purpose companies solely for their U.S. 

swap dealing activities. That, the banks said, would be an onerous and expensive burden on both 

them and their customers, difficult to accomplish under the Dodd-Frank Act's timeline, and 

potentially could increase systemic risk. Ultimately, the foreign banks would like the CFTC to 

evaluate their home country regulations, coordinate and share information with international 

regulators, and if appropriate, allow the foreign banks' compliance with their home country 

regulations to be substituted for compliance with U.S. swap entity regulations. The banks 

· explained that such a substituted compliance regime would allow them to maintain the Central 

Booking Model structure for their swaps business. Additionally, the foreign banks also 

requested that transaction-level regulations be applicable only to U.S. swaps, and in the event a 

U.S. swap is subject to foreign transaction-level requirements, the banks requested that such 

swaps be exempt from such U.S. regulations to avoid the application of conflicting or duplicative 

regulatory requirements. 

CFTC staff suggested that the foreign banks submit additional comment letters and, in 

particular, cite the specific legal authority in the Dodd-Frank Act in support of their suggestions 

on how U.S. swaps regulations should apply to foreign banks.