2160 Federal Register / Vol. 80, No. 10 / Thursday, January 15, 2015 / Notices 

17 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3Securities Exchange Act Release No. 34–73645 

(Nov. 18, 2014), 79 FR 70251 (Nov. 25, 2014) (SR– 

ICEEU–2014–22). 

4Regulation (EU) No 648/2012 of the European 

Parliament and of the Council of 4 July 2012 on 

OTC derivatives, central counterparties and trade 

repositories. 

available publicly. All submissions 

should refer to File Number SR–Phlx– 

2015–04, and should be submitted on or 

before February 5, 2015. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.17

Brent J. Fields, 

Secretary. 

[FR Doc. 2015–00524 Filed 1–14–15; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–74026; File No. SR–ICEEU– 

2014–22] 

Self-Regulatory Organizations; ICE 

Clear Europe Limited; Order Approving 

Proposed Rule Change Relating to ICE 

Clear Europe Board Risk Committee 

January 9, 2015. 

I. Introduction 

On November 10, 2014, ICE Clear 

Europe Limited (‘‘ICE Clear Europe’’) 

filed with the Securities and Exchange 

Commission (‘‘Commission’’) the 

proposed rule change SR–ICEEU–2014– 

22 pursuant to Section 19(b)(1) of the 

Securities Exchange Act of 1934 

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

The proposed rule change was 

published for comment in the Federal 

Register on November 25, 2014.3 The 

Commission did not receive comments 

on the proposed rule change. For the 

reasons discussed below, the 

Commission is approving the proposed 

rule change. 

II. Description of the Proposed Rule 

Change 

ICE Clear Europe is proposing this 

change to establish a risk committee (the 

‘‘Board Risk Committee’’), as described 

in the ICE Clear Europe Board Risk 

Committee Composition and Terms of 

Reference (‘‘Terms of Reference’’), 

which will advise the ICE Clear Europe 

Board (the ‘‘Board’’) on certain clearing 

house-wide risk management matters. 

The establishment of the Board Risk 

Committee is required under Article 28 

of the European Market Infrastructure 

Regulation (‘‘EMIR’’),4 which will apply 

to ICE Clear Europe as an authorized 

central counterparty. 

Pursuant to the Terms of Reference, 

the role of the Board Risk Committee, 

which will meet at least quarterly and 

report directly to the Board, will be to 

advise the Board so the Board can 

ensure that ICE Clear Europe (i) 

implements and maintains agreed risk 

management procedures, processes, and 

controls, (ii) provides appropriate access 

to its clearing services, and (iii) 

appropriately considers the interests of 

non-clearing members, including with 

respect to account segregation and 

collateral protection. ICE Clear Europe 

states that the Board Risk Committee’s 

activities will relate to all product 

categories cleared at ICE Clear Europe, 

and that they 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’s 

responsibilities will include receiving 

and reviewing all recommendations 

from each of the product-specific risk 

committees, reviewing business risk 

mitigation procedures and controls at 

least annually, and overseeing all risks 

facing ICE Clear Europe, including 

counterparty credit risk and noncounterparty credit risks, such as 

operational and liquidity risks. In 

addition, the Terms of Reference 

provide that the Board Risk Committee 

will advise the Board regarding any 

arrangements that may materially 

impact the risk management of ICE 

Clear Europe, such as a significant 

change in its criteria for accepting 

clearing members, clearing in new 

markets, or outsourcing of certain 

functions. 

In accordance with its Terms of 

Reference, the Board Risk Committee 

will be provided with results and 

analysis of back-testing, sensitivity 

testing, stress testing, and reverse stress 

testing for any review of margin models, 

methodologies, and/or the liquidity risk 

management framework. The Board Risk 

Committee’s Terms of Reference also 

provide that the Board Risk Committee 

will consider other issues that may be 

referred to it by the Board and/or 

executive, including the exercise of 

discretion regarding recovery 

arrangements under the Rules. Further, 

the Terms of Reference provide that the 

Board Risk Committee may obtain 

external legal or other independent 

advice and secure the attendance of 

third parties with relevant experience 

and expertise. The Terms of Reference, 

however, clarify that the Board Risk 

Committee’s advice is not required for 

the daily operations of ICE Clear 

Europe. 

The Terms of Reference provide that 

the Board Risk Committee will be 

composed of at least two, and up to 

four, Clearing Member representatives 

and at least two, and up to four, 

customer representatives, in each case 

appointed by the Board Risk Committee 

Chairman following consideration by 

the ICE Clear Europe Nominations 

Committee. Pursuant to the Board Risk 

Committee composition requirements as 

described in the Terms of Reference, the 

Board Risk Committee Chairman will be 

an independent non-executive director 

of ICE Clear Europe appointed by the 

Board and will be a full voting member 

of the committee. In addition, the Terms 

of Reference provide that any member of 

the Board Risk Committee may be 

removed by the Board without cause, 

and that the Board Risk Committee 

composition will be reviewed annually 

to determine whether the committee has 

appropriate representation of Clearing 

Members, customers and independent 

non-executive directors, and 

appropriate representation of expertise 

and experience in relevant risk 

disciplines, including market, credit 

and operational risk. Based on this 

review, the Chairman may, pursuant to 

the Terms of Reference, request the 

resignation of one or more committee 

members and/or appoint one or more 

committee members to achieve such 

appropriate representation. 

Pursuant to the Terms of Reference, 

ICE Clear Europe’s Chief Risk Officer, 

President, and other appropriate staff 

members will attend Board Risk 

Committee meetings in a non-voting 

capacity. Additionally, the Terms of 

Reference provide that the chairs of any 

groups or committees involved in 

developing risk policies and a 

representative from each of the markets 

cleared by ICE Clear Europe will have 

a right to attend, but not vote, at Board 

Risk Committee meetings, and that the 

Board Risk Committee may invite 

external independent experts to attend 

meetings in a non-voting capacity. The 

Terms of Reference requires that a 

quorum will be a minimum of four 

members, one of whom must be a 

customer representative and one of 

whom must be a Clearing Member 

representative, and that the Board Risk 

Committee Chairman will count toward 

the quorum. The Terms of Reference 

stipulates that each Board Risk 

Committee member will have one vote 

and Board Risk Committee decisions 

will be made by a simple majority, 

provided that if the committee is evenly 

divided, the Chairman may cast a 

deciding vote (in addition to the 


rljohnson on DSK3VPTVN1PROD with NOTICES
Federal Register / Vol. 80, No. 10 / Thursday, January 15, 2015 / Notices 2161 

5 15 U.S.C. 78s(b)(2)(C). 

6 15 U.S.C. 78q–1(b)(3)(F). 

7 17 CFR 240.17Ad–22(d)(8). 

8 15 U.S.C. 78q–1. 

9 15 U.S.C. 78q–1(b)(3)(F). 

10 17 CFR 240.17Ad–22(d)(8). 

11 15 U.S.C. 78q–1. 

12 15 U.S.C. 78s(b)(2). 

13 In approving the proposed rule change, the 

Commission considered the proposal’s impact on 

efficiency, competition and capital formation. 15 

U.S.C. 78c(f). 

14 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

Chairman’s normal vote as a committee 

member). 

III. Discussion and Commission 

Findings 

Section 19(b)(2)(C) of the Act 5 directs 

the Commission to approve a proposed 

rule change of a self-regulatory 

organization if the Commission finds 

that such proposed rule change is 

consistent with the requirements of the 

Act and the rules and regulations 

thereunder applicable to such selfregulatory organization. Section 

17A(b)(3)(F) of the Act 6 requires, among 

other things, that the rules of a clearing 

agency are designed, in general, to 

protect investors and the public interest. 

In addition, Rule 17Ad–22(d)(8) 

requires registered clearing agencies to 

establish, implement, maintain and 

enforce written policies and procedures 

reasonably designed to have governance 

arrangements that are clear and 

transparent to fulfill the public interest 

requirements in Section 17A of the Act 

applicable to clearing agencies, to 

support the objectives of owners and 

participants, and to promote the 

effectiveness of the clearing agency’s 

risk management procedures.7

The Commission finds that the 

proposed rule change is consistent with 

Section 17A of the Act 8 and the rules 

thereunder applicable to ICE Clear 

Europe. As described above, the Board 

Risk Committee’s Terms of Reference 

provide specific information regarding, 

among other things, the Board Risk 

Committee’s objectives, responsibilities, 

composition, and governance, as well as 

its relationship with the Board and 

other ICE Clear Europe committees. 

Specifically, the Terms of Reference 

state that the Board Risk Committee’s 

role is to advise the Board with respect 

to various firm-wide risk management 

matters, while helping the Board to 

ensure that ICE Clear Europe (i) 

implements and maintains agreed risk 

management procedures, processes and 

controls, (ii) provides appropriate access 

to 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. In this role, the Terms of 

Reference provide that the Board Risk 

Committee will, among other things, 

advise the Board regarding any 

arrangements that may materially 

impact ICE Clear Europe’s risk 

management (such as a significant 

change in its criteria for accepting 

clearing members, clearing in new 

markets, or outsourcing of certain 

functions). 

Moreover, the Terms of Reference 

provide that the Board Risk Committee 

will oversee all risks facing ICE Clear 

Europe (including counterparty credit 

risk, operational risk, and liquidity risk). 

ICE Clear Europe states that the Board 

Risk Committee’s activities will relate to 

all categories of products cleared at ICE 

Clear Europe, and will be in addition to 

the activities of its existing productspecific risk committees (i.e., the F&O, 

CDS and FX risk committees). The 

Terms of Reference also require the 

Board Risk Committee to report directly 

to the Board and receive and review all 

recommendations from each of the 

product-specific risk committees. The 

Commission believes that these 

arrangements are reasonably designed to 

protect investors and the public interest 

and to promote the effectiveness of ICE 

Clear Europe’s risk management 

procedures. In addition, the 

Commission believes that the 

composition of the Board Risk 

Committee, as described in the Terms of 

Reference, is reasonably designed to 

represent the interests of owners, 

clearing participants, and customers, 

and, therefore, support owner and 

participant objectives. 

Accordingly, the Commission believes 

that the proposed rule change is 

consistent with Section 17A(b)(3)(F) of 

the Act,9 and the requirements of Rule 

17Ad–22(d)(8) 10 applicable to 

registered clearing agencies. 

IV. Conclusion 

On the basis of the foregoing, the 

Commission finds that the proposal is 

consistent with the requirements of the 

Act and in particular with the 

requirements of Section 17A of the 

Act 11 and the rules and regulations 

thereunder. 

It is therefore ordered, pursuant to 

Section 19(b)(2) of the Act,12 that the 

proposed rule change (SR–ICEEU–2014– 

22) be, and hereby is, approved.13

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.14

Brent J. Fields, 

Secretary. 

[FR Doc. 2015–00529 Filed 1–14–15; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–74029; File No. SR– 

NYSEArca–2014–151] 

Self-Regulatory Organizations; NYSE 

Arca, Inc.; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change Amending Commentary 

.06 to Rule 6.8 To Extend the Pilot 

Program That Eliminated the Position 

Limits for Options on SPDR S&P 500 

ETF 

January 9, 2015. 

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

Securities Exchange Act of 1934 (the 

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

notice is hereby given that on December 

30, 2014, NYSE Arca, Inc. (the 

‘‘Exchange’’ or ‘‘NYSE Arca’’) filed with 

the Securities and Exchange 

Commission (‘‘Commission’’) the 

proposed rule change as described in 

Items I and II below, which Items have 

been prepared by the self-regulatory 

organization. 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 the Substance 

of the Proposed Rule Change 

The Exchange proposes to amend 

Commentary .06 to Rule 6.8 to extend 

the pilot program that eliminated the 

position limits for options on SPDR S&P 

500 ETF (‘‘SPY’’) (‘‘SPY Pilot Program’’). 

The text of the proposed rule change is 

available on the Exchange’s Web site at 

www.nyse.com, at the principal office of 

the Exchange, and at the Commission’s 

Public Reference Room. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, the 

self-regulatory organization 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 those statements may be examined at 


rljohnson on DSK3VPTVN1PROD with NOTICES