Dodd-Frank

Today, in a move on its long-pending proposals, the CFTC: (1) re-proposed its new speculative position limits rules (the “Re-Proposal”), which would impose federal limits on 25 physical commodity futures contracts and their “economically equivalent” futures, options, and swaps; and (2) separately issued final rules relating to position aggregation requirements (the “Final…

On October 13, 2016, the Commodity Futures Trading Commission (“CFTC’”) unanimously issued an order establishing December 31, 2018 as the swap dealer de minimis threshold phase-in termination date (the “Order”). The Order is effective October 13, 2016.

Summary of the Order

Pursuant to CFTC Regulation 1.3(ggg), a person shall not be deemed to be a…

On October 11, the Commodity Futures Trading Commission (“CFTC’”) issued proposed rules and interpretations (the “Proposed Rule”) addressing the cross-border application of certain swap provisions of the Commodity Exchange Act. Generally speaking, the Proposed Rule aims to: (1) codify certain aspects of the CFTC’s earlier guidance on the cross-border aspects of its swaps…

Market participants must be mindful of the robust enforcement environment at the CFTC and U.S. futures exchanges.  In 2015, the CFTC brought numerous enforcement actions and continued to impose aggressive civil monetary penalties on market participants, including energy and agricultural companies.  Significantly, the CFTC also started to pivot from implementing to enforcing its regulations promulgated…

The CFTC has proposed a set of rules, referred to collectively as proposed Regulation AT, that would, for the first time, impose risk control and other requirements governing algorithmic trading systems (ATSs) in futures contracts, options, and swaps traded on designated contract markets (DCMs) such as CME, CBOT, NYMEX, and ICE Futures US.  Regulation…

CFTC staff has published for public comment a Preliminary Report regarding the level of swap dealing activity that is considered “de minimis” and therefore does not require an entity to register as a swap dealer with the CFTC.  Comments must be filed on or before January 19, 2016.

The de minimis threshold       

CFTC…

On September 24, 2015 the CFTC issued an Order settling an enforcement action against TeraExchange, a provisionally registered swap execution facility (SEF). According to the Order, TeraExchange failed to enforce its rules prohibiting wash trading and pre-arranged trading. In fact, the Order found, TeraExchange affirmatively arranged for two market participants to enter into the SEF’s…

On September 22, 2015, the CFTC issued a “supplemental” proposed rulemaking (the “2015 Proposal”) to revise its long-pending proposal on aggregation for position limit purposes published in November 2013 (the “2013 Proposal”). The 2015 Proposal, if finalized, would provide companies with over 50% ownership or equity interest in affiliated entities with an easier mechanism to…

The SEC recently adopted new rules that outline the registration process for security-based swap dealers and major security-based swap participants (“SBS Entities”).  Section 764 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”) amended the Securities Exchange Act of 1934 (the “Exchange Act”) to require the registration of SBS Entities with…

The SEC adopted a new rule mandated by the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd Frank Act”) that requires public companies to disclose the ratio of the compensation of its chief executive officer (“CEO”) to the median compensation of its employees. The rule requires disclosure of this pay ratio in registration…