70250 Federal Register / Vol. 79, No. 227 / Tuesday, November 25, 2014 / Notices 

33 17 CFR 200.30–3(a)(12). 

1 15 U.S.C. 78s(b)(1). 

2 17 CFR 240.19b–4. 

3 15 U.S.C. 78s(b)(3)(A). 

4 17 CFR 240.19b–4(f)(1). 

5NSCC’s Rules are available at http://dtcc.com/ 

legal/rules-and-procedures.aspx. 

6 15 U.S.C. 78q–1(b)(3)(C). 

7See Commission orders approving NSCC and 

DTC’s rule filings which implemented the current 

stock ownership structure that satisfies the fair 

representation requirements. Securities Exchange 

Act Release No. 41800 (August 27, 1999), 64 FR 

48694 (September 7, 1999) (SR–NSCC–1999–10); 

and Securities Exchange Act Release No. 41786 

(August 24, 1999), 64 FR 47882 (September 1, 1999) 

(SR–DTC–1999–17). 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.33

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2014–27839 Filed 11–24–14; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–73644; File No. SR–NSCC– 

2014–10] 

Self-Regulatory Organizations; 

National Securities Clearing 

Corporation; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change To Clarify That Federal 

Reserve Banks, Central 

Counterparties, and Central Securities 

Depositories Shall Not Be Considered 

Either ‘‘Mandatory Purchaser 

Participants’’ or ‘‘Voluntary Purchaser 

Participants’’ 

November 19, 2014. 

Pursuant to Section 19(b)(1) of the 

Securities Exchange Act of 1934 

(‘‘Act’’) 1 and Rule 19b–4 thereunder,2

notice is hereby given that on November 

12, 2014, National Securities Clearing 

Corporation (‘‘NSCC’’) filed with the 

Securities and Exchange Commission 

(‘‘Commission’’) the proposed rule 

change as described in Items I, II and III 

below, which Items have been prepared 

by NSCC. NSCC filed the proposed rule 

change pursuant to Section 19(b)(3)(A) 3

of the Act and Rule 19b–4(f)(1) 4

thereunder. The proposed rule change 

was effective upon filing with the 

Commission. The Commission is 

publishing this notice to solicit 

comments on the proposed rule change 

from interested persons. 

I. Clearing Agency’s Statement of the 

Terms of Substance of the Proposed 

Rule Change 

The proposed rule change consists of 

amendments to Rule 64 Rules & 

Procedures (‘‘Rules’’) of NSCC in order 

to clarify that Federal Reserve Banks, 

central counterparties, and central 

securities depositories shall not be 

considered either ‘‘Mandatory Purchaser 

Participants’’ or ‘‘Voluntary Purchaser 

Participants’’ as such terms are defined 

therein, as more fully described below. 

II. Clearing Agency’s Statement of the 

Purpose of, and Statutory Basis for, the 

Proposed Rule Change 

In its filing with the Commission, 

NSCC included statements concerning 

the purpose of and basis for the 

proposed rule change and discussed any 

comments it received on the proposed 

rule change. The text of these statements 

may be examined at the places specified 

in Item IV below. NSCC has prepared 

summaries, set forth in sections A, B, 

and C below, of the most significant 

aspects of such statements. 

(A) Clearing Agency’s Statement of the 

Purpose of, and Statutory Basis for, the 

Proposed Rule Change 

1. Purpose 

Pursuant to the Third Amended and 

Restated Shareholders Agreement, dated 

as of December 7, 2005 (‘‘Shareholders 

Agreement’’), by and among The 

Depository Trust & Clearing Corporation 

(‘‘DTCC’’), The Depository Trust 

Company (‘‘DTC’’), NSCC, Fixed Income 

Clearing Corporation (‘‘FICC’’) and the 

other parties thereto, and NSCC Rule 64: 

(1) Members (as such term is defined in 

the Rules 5) other than non-U.S. based 

central securities depositories are 

required to be ‘‘Mandatory Purchaser 

Participants’’ (as such term is defined in 

Rule 64) and be parties to the 

Shareholders Agreement; (2) users 

whose use of NSCC is more limited and 

does not include the guaranteed 

services, i.e., Fund Members, Insurance 

Carrier/Retirement Services Members, 

Municipal Comparison Only Members, 

and Mutual Fund/Insurance Services 

Members (as such terms are defined in 

the Rules), are permitted, but not 

required, to purchase and own shares of 

DTCC common stock (‘‘Common 

Shares’’) and be parties to the 

Shareholders Agreement; and (3) all 

other users i.e., Data Services Only 

Members, Commission Billing Members, 

Settling Bank Only Members, 

Investment Manager/Agent Members, 

TPP Members, TPA Members, AIP 

Members, and AIP Settling Bank Only 

Members (as such terms are defined in 

the Rules), are not permitted to 

purchase and own Common Shares or 

be parties to the Shareholders 

Agreement. 

NSCC is proposing to amend Rule 64, 

as marked on Exhibit 5 hereto, in order 

to make clear Federal Reserve Banks, 

central counterparties, and central 

securities depositories shall not be 

considered either Mandatory Purchaser 

Participants or Voluntary Purchaser 

Participants (as such terms are defined 

in Rule 64). NSCC has interpreted Rule 

64 to exclude from its provisions: (1) 

Federal Reserve Banks, because it was 

never intended that such governmental 

authorities should be required to own 

shares in DTCC notwithstanding that 

they may use certain services of NSCC; 

and (2) central counterparties and 

central securities depositories, because 

link arrangements between NSCC and 

these entities are for the purpose of 

extending clearing agency services 

across borders or among closely related 

activities and products, but not for 

ownership purposes. 

2. Statutory Basis 

The proposed rule change is 

consistent with the Act, and the rules 

and regulations thereunder, in 

particular Section 17A(b)(3)(C) which 

requires that the rules of NSCC ‘‘assure 

a fair representation of its shareholders 

(or members) and participants in the 

selection of its directors and 

administration of its affairs . . . [and 

the Commission] may determine that 

the representation of participants is fair 

if they are afforded a reasonable 

opportunity to acquire voting stock of 

the clearing agency, directly or 

indirectly, in reasonable proportion to 

their use of such clearing agency.’’ 6

NSCC implements and meets this 

requirement through NSCC Rule 64, 

which afford NSCC’s Members a 

reasonable opportunity to acquire voting 

stock indirectly in the clearing agency 

in reasonable proportion to their use of 

the clearing agency.7 The proposed rule 

change constitutes a stated policy, 

practice, or interpretation with respect 

to the meaning, administration, or 

enforcement of this existing rule. 

(B) Clearing Agency’s Statement on 

Burden on Competition 

The proposed rule change will not 

have any impact, or impose any burden, 

on competition. 

(C) Clearing Agency’s Statement on 

Comments on the Proposed Rule 

Change Received From Members, 

Participants, or Others 

Written comments relating to the 

proposed rule change have not yet been 

solicited or received. NSCC will notify 


wreier-aviles on DSK4TPTVN1PROD with NOTICES
Federal Register / Vol. 79, No. 227 / Tuesday, November 25, 2014 / Notices 70251 

8 15 U.S.C. 78s(b)(3)(A). 

9 17 CFR 240.19b–4(f). 

10 17 CFR 200.30–3(a)(12). 

1 15 U.S.C. 78s(b)(1). 

2 17 CFR 240.19b–4. 

3Regulation (EU) No 648/2012 of the European 

Parliament and of the Council of 4 July 2012 on 

OTC derivatives, central counterparties and trade 

repositories. 

the Commission of any written 

comments received by NSCC. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The foregoing rule change has become 

effective pursuant to Section 

19(b)(3)(A) 8 of the Act and paragraph (f) 

of Rule 19b–4 9 thereunder. At any time 

within 60 days of the filing of the 

proposed rule change, the Commission 

summarily may temporarily suspend 

such rule change if it appears to the 

Commission that such action is 

necessary or appropriate in the public 

interest, for the protection of investors, 

or otherwise in furtherance of the 

purposes of the Act. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views and 

arguments concerning the foregoing, 

including whether the proposed rule 

change is consistent with the Act. 

Comments may be submitted by any of 

the following methods: 

Electronic Comments 

• Use the Commission’s Internet 

comment form (http://www.sec.gov/

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include File Number SR– 

NSCC–2014–10 on the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Secretary, Securities and Exchange 

Commission, 100 F Street NE., 

Washington, DC, 20549–1090. 

All submissions should refer to File 

Number SR–NSCC–2014–10. This file 

number should be included on the 

subject line if email is used. To help the 

Commission process and review your 

comments more efficiently, please use 

only one method. The Commission will 

post all comments on the Commission’s 

Internet Web site (http://www.sec.gov/

rules/sro.shtml). Copies of the 

submission, all subsequent 

amendments, all written statements 

with respect to the proposed rule 

change that are filed with the 

Commission, and all written 

communications relating to the 

proposed rule change between the 

Commission and any person, other than 

those that may be withheld from the 

public in accordance with the 

provisions of 5 U.S.C. 552, will be 

available for Web site viewing and 

printing in the Commission’s Public 

Reference Room, 100 F Street NE., 

Washington, DC 20549, on official 

business days between the hours of 

10:00 a.m. and 3:00 p.m. Copies of the 

filing also will be available for 

inspection and copying at the principal 

office of NSCC and on NSCC’s Web site 

at http://dtcc.com/legal/sec-rulefilings.aspx. All comments received will 

be posted without change; the 

Commission does not edit personal 

identifying information from 

submissions. You should submit only 

information that you wish to make 

available publicly. All submissions 

should refer to File Number SR–NSCC– 

2014–10 and should be submitted on or 

before December 16, 2014. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.10

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2014–27842 Filed 11–24–14; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–73645; File No. SR–ICEEU– 

2014–22] 

Self-Regulatory Organizations; ICE 

Clear Europe Limited; Notice of Filing 

of Proposed Rule Change Relating to 

ICE Clear Europe Board Risk 

Committee 

November 18, 2014. 

Pursuant to Section 19(b)(1) of the 

Securities Exchange Act of 1934 

(‘‘Act’’),1 and Rule 19b–4 thereunder,2

notice is hereby given that on November 

10, 2014, ICE Clear Europe Limited 

(‘‘ICE Clear Europe’’) filed with the 

Securities and Exchange Commission 

(‘‘Commission’’) the proposed rule 

change as described in Items I, II, and 

III below, which Items have been 

prepared primarily by ICE Clear Europe. 

The Commission is publishing this 

notice to solicit comments on the 

proposed rule change from interested 

persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The principal purpose of the 

proposed changes is to establish a risk 

committee (the ‘‘Board Risk 

Committee’’) which would advise the 

ICE Clear Europe Board (the ‘‘Board’’) 

on certain clearing house-wide risk 

management matters. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, ICE 

Clear Europe included statements 

concerning the purpose of and basis for 

the proposed rule change and discussed 

any comments it received on the 

proposed rule change. The text of these 

statements may be examined at the 

places specified in Item IV below. ICE 

Clear Europe has prepared summaries, 

set forth in sections A, B, and C below, 

of the most significant aspects of these 

statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

(a) Purpose 

The purpose of the amendments is for 

ICE Clear Europe to establish the Board 

Risk Committee. Establishment of the 

Board Risk Committee is required under 

Article 28 of the European Market 

Infrastructure Regulation (‘‘EMIR’’),3

which will apply to ICE Clear Europe as 

an authorized central counterparty. The 

Board Risk Committee will advise the 

Board with respect to various firm-wide 

risk management matters, with the goal 

of enabling the Board to ensure that ICE 

Clear Europe (i) implements and 

maintains agreed risk management 

procedures, processes and controls, (ii) 

provides appropriate access to 

participation in its clearing services and 

(iii) appropriately considers the 

interests of non-clearing member users 

of cleared products, including with 

respect to account segregation and 

collateral protection. The activities of 

the Board Risk Committee will relate to 

all categories of products cleared at ICE 

Clear Europe, and are in addition to ICE 

Clear Europe’s existing product-specific 

risk committees (F&O, CDS and FX). 

Pursuant to its terms of reference, the 

Board Risk Committee will report 

directly to the Board and receive and 

review all recommendations from each 

of the product-specific risk committees. 

The Board Risk Committee will 

undertake at least annual reviews of 

business risk mitigation procedures and 

controls and will have oversight of all 

risks facing ICE Clear Europe, including 

counterparty credit risk (across all 

clearing services) and non-counterparty 

credit risk matters, such as operational 

and liquidity risk. The Board Risk 

Committee will also advise the Board 


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