[Federal Register Volume 86, Number 131 (Tuesday, July 13, 2021)]
[Notices]
[Pages 36799-36807]
[FR Doc No: 2021-14796]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-92341; File No. SR-FICC-2021-004]

Self-Regulatory Organizations; Fixed Income Clearing Corporation;
Notice of Filing of Proposed Rule Change Relating to Confidential
Information, Market Disruption Events, and Other Changes

July 7, 2021.
    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 June 25, 2021, Fixed Income Clearing Corporation (``FICC'') 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 the clearing agency. The Commission is
publishing this notice to solicit comments on the proposed rule change
from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
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I. Clearing Agency's Statement of the Terms of Substance of the
Proposed Rule Change

    The proposed rule change consists of modifications to FICC's
Government Securities Division (``GSD'') Rulebook (the ``GSD Rules''),
Mortgage-Backed Securities Division (``MBSD'') Clearing Rules (the
``MBSD Clearing Rules'') and

MBSD EPN Rules (the ``EPN Rules,'' and collectively with the GSD Rules
and the MBSD Clearing Rules, the ``Rules'') \3\ to (i) revise certain
provisions in the Rules relating to the confidentiality of information
furnished by applicants, Members and EPN Users (collectively,
``participants'') to FICC, (ii) require that each participant maintain
confidential information furnished by FICC or its affiliates in
confidence and restrict use and disclosure of such information, (iii)
add certain officers who are allowed to determine that there is a
Market Disruption Event pursuant to GSD Rule 50 and MBSD Rule 40 and
(iv) add a new GSD Rule 50A and MBSD Rule 40A to address situations in
which it is necessary to disconnect a Member, EPN User, third party
service provider, or service bureau due to an imminent threat of harm
to FICC, Members, EPN Users and/or other market participants. Each of
the proposed changes is described in greater detail below.
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    \3\ Capitalized terms not defined herein are defined in the GSD
Rules, MBSD Clearing Rules or the EPN Rules, as applicable,
available at https://www.dtcc.com/legal/rules-and-procedures.
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II. Clearing Agency's Statement of the Purpose of, and Statutory Basis
for, the Proposed Rule Change

    In its filing with the Commission, the clearing agency 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. The clearing agency 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
    The proposed rule change consists of modifications to (i) revise
certain provisions in the Rules relating to the confidentiality of
information furnished by participants to FICC, (ii) require that each
participant maintain confidential information furnished by FICC or its
affiliates in confidence and restrict use and disclosure of such
information, (iii) add certain officers who are allowed to determine
that there is a Market Disruption Event pursuant to GSD Rule 50 and
MBSD Rule 40 and (iv) add a new GSD Rule 50A and MBSD Rule 40A to
address situations in which it is necessary to disconnect a Member, EPN
User, third party service provider, or service bureau due to an
imminent threat of harm to FICC, Members, EPN Users and/or other market
participants. Each of the proposed changes is described in greater
detail below.
(i) FICC Confidentiality Requirements
    Section 5 of GSD Rule 2A,\4\ Section 4 of GSD Rule 3,\5\ Section 10
of GSD Rule 3,\6\ Section 2(j) of GSD Rule 3A,\7\ Section 3(e) of GSD
Rule 3B,\8\ Section 5(k) of GSD Rule 3B,\9\ Section 6 of MBSD Rule
2A,\10\ Section 3 of MBSD Rule 3,\11\ Section 9 of MBSD Rule 3 \12\ and
Section 9 of EPN Rule 1 of Article III of the EPN Rules \13\ each
contain provisions relating to confidentiality of information furnished
by participants to FICC (collectively, the ``FICC Confidentiality
Requirements''). Each of the FICC Confidentiality Requirements provides
that either (a) such furnished information will be held by FICC in the
same degree of confidence as may be required by law or the rules and
regulations of the appropriate regulatory body having jurisdiction over
the participant or (b) the rights of FICC to inspect books and records
or receive information is subject to any applicable laws or rules or
regulations of regulatory bodies having jurisdiction over the
participant that relate to confidentiality of records. FICC is
proposing to update the FICC Confidentiality Requirements because such
provisions (i) may result in unequal treatment of participants due to
differing laws or regulations of regulatory bodies, (ii) may result in
a potential conflict of laws where rules or regulations governing a
regulatory body of a participant differ from the laws applicable to
FICC, or a participant has multiple regulatory bodies whose rules
conflict, (iii) are burdensome as they require FICC to track the rules
and regulations of each regulatory body of its participants, and ensure
that information provided by participants to FICC is held in confidence
to the same degree as it is held by such regulatory bodies, or to
determine what applicable laws or rules or regulations of regulatory
bodies that relate to confidentiality of records affect FICC's rights
to receive information and (iv) are unnecessary as FICC has sufficient
protections in place relating to protection and confidentiality of
participant data.
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    \4\ Section 5 of GSD Rule 2A, supra note 3. GSD Rule 2A relates
to initial membership requirements including information that FICC
may require applicants to furnish to become Members of FICC.
    \5\ Section 4 of GSD Rule 3, supra note 3. GSD Rule 3 relates to
ongoing membership requirements including information that FICC may
require Members to furnish to FICC to continue membership at FICC.
    \6\ Section 10 of GSD Rule 3, supra note 3. Section 10 of GSD
Rule 3 states that the books and records of Members, and in the case
of a Registered Investment Company Netting Member, their Controlling
Management, shall be open to inspection and that FICC shall be
furnished certain information.
    \7\ Section 2(j) of GSD Rule 3A, supra note 3. GSD Rule 3A
relates to the rights, liabilities and obligations of Sponsoring
Members and Sponsored Members including information that FICC may
require Sponsoring Members, Sponsored Members and applicants to
become Sponsoring Members or Sponsored Members, to furnish to FICC.
    \8\ Section 3(e) of GSD Rule 3B, supra note 3. GSD Rule 3B
relates to the rights, liabilities and obligations of CCIT Members
including information that FICC may require CCIT Members and
applicants to become CCIT Members to furnish to FICC.
    \9\ Section 5(k) of GSD Rule 3B, supra note 3. Section 5(k) of
GSD Rule 3B states that the books and records of CCIT Members, and
their Controlling Management, shall be open to inspection and that
FICC shall be furnished certain information.
    \10\ Section 6 of MBSD Rule 2A, supra note 3. MBSD Rule 2A
relates to initial membership requirements including information
that FICC may require applicants to furnish to become Clearing
Members of FICC.
    \11\ Section 3 of MBSD Rule 3, supra note 3. MBSD Rule 3 relates
to ongoing membership requirements including information that FICC
may require Members to furnish to FICC to continue membership in
FICC.
    \12\ Section 9 of MBSD Rule 3, supra note 3. Section 9 of MBSD
Rule 3 states that the books and records of Members shall be open to
inspection and that FICC shall be furnished certain information.
    \13\ Section 9 of EPN Rule 1 of Article III of the EPN Rules,
supra note 3. Rule 1 of Article III of the EPN Rules relates to
initial and ongoing requirements to become and continue to be an EPN
User including information that FICC may require applicants or EPN
Users to provide to FICC.
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    The regulatory bodies that have jurisdiction over participants
differ by participant depending on certain criteria of each
participant, including the type of entity of the participant, where the
participant was organized, the types of businesses in which the
participant engages and where the participant is doing business. In
addition, many participants are regulated by more than one regulatory
body. As a result, a requirement to maintain confidentiality standards
for information provided by a participant or the right to receive
information based on the regulatory body or bodies that regulate such
participant result in varying standards of confidentiality for
participants that are regulated by different regulatory bodies. Such
varying standards may result in unequal treatment of participants due
to differing laws or regulations of the regulatory body or bodies
governing such participants. In addition, such varying standards may
result in a potential conflict of laws where rules or regulations
governing a regulatory body of a participant differ from the laws
applicable to FICC or an entity that has multiple regulatory bodies
whose rules conflict.
    FICC believes that it is unnecessarily burdensome to determine the
rules and regulations of each of the regulatory bodies that regulate
its participants.

Such regulatory bodies include numerous U.S. federal and state
regulators as well as foreign national, state and local regulators.
FICC proposes revising the language in the FICC Confidentiality
Requirements to maintain one confidentiality standard for all
participants rather than maintaining potentially different
confidentiality standards for participants based on the various,
unrelated regulatory bodies regulating such participants. FICC is
proposing to replace the existing language in the FICC Confidentiality
Requirements with language that would provide that FICC will hold non-
public information furnished pursuant to those Rules in confidence as
may be required under the law or the rules and regulations applicable
to FICC that relate to the confidentiality of records. Such laws, rules
and regulations would include national, state and foreign laws
governing confidentiality of data that are applicable to FICC in
connection with its collection and disclosure of data.
    FICC believes that the rules and regulations applicable to FICC
governing the use and disclosure of confidential information provide
standards that are representative of those of the various regulatory
bodies governing its participants. As a result, FICC does not believe
that the proposed rule change relating to the FICC Confidentiality
Requirements would result in any change to FICC's practices relating to
data protection and confidentiality of information provided by
participants.
(ii) Participant Confidentiality Requirements
    Historically, FICC has generally not provided, nor been requested
to provide, information that contains confidential or proprietary
information of FICC or its affiliates to its participants except for
information necessary for participants and their service providers and
service bureaus to connect to FICC and to participate in the services
that FICC offers to its participants. While certain information is
protected by intellectual property rights of FICC and its affiliates
under applicable intellectual property laws, such as copyright laws and
trademark laws, the Rules do not include any express obligations for
participants to protect confidential information received by them from
FICC or its affiliates.
    In connection with the development of cyber and information
security programs pursuant to applicable regulatory requirements by
participants, FICC and its parent company, The Depository Trust &
Clearing Corporation (``DTCC''), have received an increasing number of
requests from participants for confidential and proprietary information
of FICC and DTCC.\14\ This includes, for example, information regarding
DTCC's network operations and data security practices, legal
settlements, and other information. Additionally, in the event there is
a cyber incident relating to a participant, FICC or DTCC may be
requested to disclose confidential information regarding its cyber
threat indicators, sources of cyber threat information, or other
information and actions taken related to a cyber event.
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    \14\ DTCC provides a set of core business processes for FICC and
DTCC's other subsidiaries, including the technology systems and
networks that provide connectivity between FICC and its participants
and that provide the ability of FICC to provide the services as
required under its Rules. Most corporate functions are established
and managed on an enterprise-wide basis pursuant to intercompany
agreements under which it is generally DTCC that provides relevant
services to FICC and DTCC's other subsidiaries.
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    In order to provide for contractual protections for such
confidential information of DTCC, FICC and DTCC's other subsidiaries,
FICC is proposing to add provisions to the Rules that would require
participants to maintain confidential information of FICC and its
affiliates that FICC provides to such participants in confidence and
not to disclose such confidential information except as necessary to
perform such participant's obligations under FICC's Rules or as
otherwise required by applicable law (``Participant Confidentiality
Requirements''). The Participant Confidentiality Requirements would
provide that in the event of a breach of the Participant
Confidentiality Requirements, FICC or DTCC would be entitled to seek
any temporary or permanent injunctive or other equitable relief in
addition to any monetary damages under the Rules. In addition, as with
any failure to comply with its Rules, FICC would have the ability to
impose other disciplinary proceedings or restrictions on access to
services as provided in the Rules for failure to comply with the
Participant Confidentiality Requirements.
(iii) Market Disruption Events
    GSD Rule 50 and MBSD Rule 40 (Market Disruption and Force Majeure)
\15\ (the ``Force Majeure Rule'') contain provisions that identify the
events or circumstances that would be considered a Market Disruption
Event, including, for example, events that lead to the suspension or
limitation of trading or banking in the markets in which FICC operates,
or the unavailability or failure of any material payment, bank
transfer, wire or securities settlement systems.\16\ The Force Majeure
Rule set forth in MBSD Rule 40 is also incorporated into the EPN Rules,
and EPN Users are treated as Members for purposes of the EPN Rules, and
references to ``Rules'' and ``Procedures'' are treated as references to
EPN Rules for purposes of the EPN Rules.\17\ Under the Force Majeure
Rule, during the pendency of a Market Disruption Event, FICC would be
entitled to (i) suspend the provision of any or all services and (ii)
take, or refrain from taking, or require Members to take, or refrain
from taking, any actions FICC considers appropriate to address,
alleviate, or mitigate the event and facilitate the continuation of
FICC's services as may be practicable.\18\
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    \15\ GSD Rule 50 and MBSD Rule 40, supra note 3. The Force
Majeure Rule is identical in the GSD Rules and the MBSD Rules.
    \16\ Id.
    \17\ See Section 5 of EPN Rule 1 of Article III of the EPN
Rules, supra note 3.
    \18\ Id.
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    Section 2 of the Force Majeure Rule provides that the Board of
Directors may determine the existence of a Market Disruption Event and
the actions to be taken in response thereto.\19\ However, if the Board
of Directors is unable to convene, the Force Majeure Rule provides that
certain officers may make such determination, on an interim basis,
which determination is then ratified, modified or rescinded as soon as
practicable by the Board of Directors. The officers that may make such
determination are all senior executive officers of FICC: Chief
Executive Officer, Chief Financial Officer, Group Chief Risk Officer
and General Counsel.
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    \19\ Section 2 of GSD Rule 50 and Section 2 of MBSD Rule 40,
supra note 3.
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    The proposed rule change would add two senior executive officers of
FICC, the Chief Information Officer and the Head of Clearing Agency
Services, to the list of officers that could make such determination if
the Board of Directors is unable to convene. These two officers, like
the other senior executive officers currently listed in the Rules,
maintain senior executive level positions at FICC, oversee divisions of
FICC, and hold positions at FICC that would provide them a necessary
global view into FICC's operations and systems to enable them to
determine the existence of a Market Disruption Event in the event that
the Board of Directors in unable to convene. Adding these two
additional officers would facilitate FICC's ability to implement its
emergency procedures in the event of a Market Disruption Event.

(iv) Systems Disconnect: Threat of Significant Impact to FICC's Systems
    The proposed rule change would add a new GSD Rule 50A and an
identical new MBSD Rule 40A (Systems Disconnect: Threat of Significant
Impact to the Corporation's Systems) (``Systems Disconnect Rule'') that
would address situations in which FICC determines it is necessary for
FICC to disconnect a single or limited number of Members, or third
party service providers or service bureaus used by Members to connect
to FICC \20\ (collectively, ``DTCC Systems Participants'') from FICC's
systems or network due to an imminent threat of harm to FICC's or
DTCC's systems. The imminent threat could be the result of a system
disruption or cyber incident applicable to the DTCC Systems
Participants. This would allow DTCC to work with the affected
participants while protecting FICC, its systems and its other
participants. Like the Force Majeure Rule set forth in MBSD Rule 40,
the new MBSD Rule 40A would be incorporated into the EPN Rules, and EPN
Users would be treated as Members, and references to ``Rules'' and
``Procedures'' would be treated as references to EPN Rules for purposes
of the EPN Rules.
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    \20\ Some Members use third parties to connect to FICC's systems
and/or to send data to FICC and receive data from FICC on the
Member's or EPN User's behalf. Such third parties are referred to as
``service providers'' or ``service bureaus'' herein.
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    The proposed Systems Disconnect Rule would be structured similarly
to the Force Majeure Rule. The Systems Disconnect Rule would address
FICC's authority to take certain actions upon the occurrence, and
during the pendency, of a Major Event. A ``Major Event'' would be
defined as the happening of one or more ``Systems Disruption(s)'' (as
defined below) that is reasonably likely to have a significant impact
on FICC's operations, including the ``DTCC Systems'' (as defined
below), that affect the business, operations, safeguarding of
securities or funds, or physical functions of Members and/or other
market participants. ``Systems Disruption'' would be defined as the
unavailability, failure, malfunction, overload, or restriction (whether
partial or total) of a DTCC Systems Participant's systems that disrupts
or degrades the normal operation of such DTCC Systems Participant's
systems; or anything that impacts or alters the normal communication or
the files that are received, or information transmitted, to or from the
DTCC Systems. ``DTCC Systems'' would be defined as the systems,
equipment and technology networks of DTCC, FICC and/or their
Affiliates,\21\ whether owned, leased, or licensed, software, devices,
IP addresses or other addresses or accounts used in connection with
providing the services set forth in the Rules, or used to transact
business or to manage the connection with FICC.
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    \21\ Affiliate is defined in GSD Rule 1 and MBSD Rule 1, as
applicable, and is intended to cover DTCC and DTCC's other
subsidiaries that use shared systems with FICC. GSD Rule 1 and MBSD
Rule 1, supra note 3. See description of the shared systems of DTCC,
FICC and DTCC's other subsidiaries, supra note 14.
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    The proposed Systems Disconnect Rule would allow FICC to mitigate
the effect of such events by facilitating the continuity of services
(or, if deemed necessary, the temporary suspension of services). To
that end, under the proposed Systems Disconnect Rule, FICC would be
entitled, during the pendency of a Major Event, to (1) disconnect a
DTCC Systems Participant's systems from the DTCC Systems, (2) suspend
the receipt and/or transmission of files or communications to or from
the DTCC Systems Participant to the DTCC Systems and/or (3) take, or
refrain from taking, or require a DTCC Systems Participant to take or
refrain from taking, any actions that FICC considers appropriate to
prevent, address, correct, mitigate or alleviate the Major Event and
facilitate the continuation of services as may be practicable and, in
that context, issue instructions to the DTCC Systems Participant.
    The proposed Systems Disconnect Rule would define the governance
procedures for how FICC would determine whether, and how, to implement
the provisions of the rule. A determination that a Major Event has
occurred could be made by the same officers with delegated authority
under the Force Majeure Rule as discussed above (an ``Officer Major
Event Action''). Following this determination, any management committee
on which all of the foregoing officers serve would convene, and FICC
would convene a Board of Directors meeting as soon as practicable
thereafter, and in any event within five Business Days following such
determination, in each case, to ratify, modify, or rescind the Officer
Major Event Action. The proposed Systems Disconnect Rule would require
Members to notify FICC immediately upon becoming aware of a Major
Event, and, likewise, would require FICC to promptly notify the DTCC
Systems Participant(s) of any action FICC takes or intends to take with
respect to such DTCC Systems Participant(s) pursuant to the proposed
rule.
    Finally, the Systems Disconnect Rule would address certain
miscellaneous matters including: (i) A limitation of liability for any
failure or delay in performance, in whole or in part of FICC's
obligations under the Rules, arising out of or related to a Major
Event, (ii) a statement that the power of FICC to take any action
pursuant to the Systems Disconnect Rule also includes the power to
repeal, rescind, revoke, amend or vary such action, (iii) a statement
that the powers of FICC pursuant to the Systems Disconnect Rule shall
be in addition to and not in derogation of, authority granted elsewhere
in the Rules to take action as specified therein, (iv) a requirement
that Members shall keep any DTCC Confidential Information (as defined
below) provided to them by FICC and/or in connection with a Major Event
confidential and (v) a statement that in the event of any conflict
between the provisions of the Systems Disconnect Rule and any other
Rules or Procedures, the provisions of the Systems Disconnect Rule
would prevail.
(v) Proposed Rule Changes
    The proposed rule change would amend the Rules to make the
following changes to implement the changes discussed above:
FICC Confidentiality Requirements Changes
    The proposed rule change would amend the FICC Confidentiality
Requirements in Section 5 of GSD Rule 2A,\22\ Section 4 of GSD Rule
3,\23\ Section 10 of GSD Rule 3,\24\ Section 2(j) of GSD Rule 3A,\25\
Section 3(e) of GSD Rule 3B,\26\ Section 5(k) of GSD Rule 3B,\27\
Section 6 of MBSD Rule 2A,\28\ Section 3 of MBSD Rule 3,\29\ Section 9
of MBSD Rule 3 \30\ and Section 9 of EPN Rule 1 of Article III of the
EPN Rules.\31\ to state as follows:
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    \22\ Section 5 of GSD Rule 2A, supra note 3.
    \23\ Section 4 of GSD Rule 3, supra note 3.
    \24\ Section 10 of GSD Rule 3, supra note 3.
    \25\ Section 2(j) of GSD Rule 3A, supra note 3.
    \26\ Section 3(e) of GSD Rule 3B, supra note 3.
    \27\ Section 5(k) of GSD Rule 3B, supra note 3.
    \28\ Section 6 of MBSD Rule 2A, supra note 3.
    \29\ Section 3 of MBSD Rule 3, supra note 3.
    \30\ Section 9 of MBSD Rule 3, supra note 3.
    \31\ Section 9 of EPN Rule 1 of Article III of the EPN Rules,
supra note 3.
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    [A]ny non-public information furnished to the Corporation pursuant
to this Rule shall be held in confidence as may be required under the
laws, rules and regulations applicable to the Corporation that relate
to the confidentiality of records.
    As discussed above, the proposed language is intended to provide
one

standard that FICC would apply uniformly to all participants, which
assures participants that such information would be held in confidence
with appropriate controls. FICC would add ``non-public'' when
describing the information that is subject to the FICC Confidentiality
Requirements to make it clear that such requirements would only apply
to information that is not public. In addition, in Section 5 of GSD
Rule 2A,\32\ Section 4 of GSD Rule 3,\33\ Section 2(j) of GSD Rule 3A
\34\ and Section 3(e) of GSD Rule 3B,\35\ FICC would remove the phrase
``Except as otherwise provided in Rule 29'' or ``Except as otherwise
provided in Rule 29 (Clearing Data)'' because the exception would no
longer be needed with the addition of the proposed language. GSD Rule
29 \36\ relates to the ability of FICC to release ``Clearing Data''
under certain circumstances. Because GSD Rule 29 would be a rule
applicable to FICC, it would be covered by the proposed language which
states that FICC would hold the information in confidence subject to
rules applicable to it. FICC would remove a similar reference to MBSD
Rule 22 \37\ in Section 6 of MBSD Rule 2A \38\ and Section 3 of MBSD
Rule 3 \39\ for the same reason. FICC would also amend a sentence in
the Board Statements of Policy in the GSD Rules that references the
FICC Confidentiality Requirements set forth in GSD Rule 3 to reflect
the proposed updated language.
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    \32\ Section 5 of GSD Rule 2A, supra note 3.
    \33\ Section 4 of GSD Rule 3, supra note 3.
    \34\ Section 2(j) of GSD Rule 3A, supra note 3.
    \35\ Section 3(e) of GSD Rule 3B, supra note 3.
    \36\ GSD Rule 29, supra note 3.
    \37\ MBSD Rule 22, supra note 3.
    \38\ Section 6 of MBSD Rule 2A, supra note 3.
    \39\ Section 3 of MBSD Rule 3, supra note 3.
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    Certain Rules relating to FICC Confidentiality Requirements would
also include language relating to Participant Confidentiality
Requirements as described below.
Participant Confidentiality Requirements
    In order to provide for Participant Confidentiality Requirements,
FICC would add provisions in Section 5 of GSD Rule 2A,\40\ Section 4 of
GSD Rule 3,\41\ Section 2(j) of GSD Rule 3A,\42\ Section 3(e) of GSD
Rule 3B,\43\ Section 6 of MBSD Rule 2A,\44\ Section 3 of MBSD Rule
3,\45\ and Section 9 of EPN Rule 1 of Article III of the EPN Rules \46\
to state that each participant shall maintain DTCC Confidential
Information in confidence to the same extent and using the same means
it uses to protect its own confidential information, but no less than a
reasonable standard of care, and shall not use DTCC Confidential
Information or disclose DTCC Confidential Information to any third
party except as necessary to perform its obligations under the Rules or
as otherwise required by applicable law. FICC would add a new
definition of DTCC Confidential Information in GSD Rule 1 and MBSD Rule
1 \47\ to provide that ``DTCC Confidential Information'' would mean all
non-public information provided by DTCC and/or FICC that (i) is marked
or otherwise identified in writing prior to disclosure to the recipient
as confidential, (ii) is designated by DTCC or FICC as confidential, or
(iii) the recipient knows or, under the circumstances surrounding
disclosure, ought to reasonably know is confidential. FICC would also
add a definition of DTCC in GSD Rule 1 and MBSD Rule 1, and remove a
corresponding definition in GSD Rule 22D and MBSD Rule 17B \48\ since
it would be defined in GSD Rule 1 and MBSD Rule 1.
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    \40\ Section 5 of GSD Rule 2A, supra note 3.
    \41\ Section 4 of GSD Rule 3, supra note 3.
    \42\ Section 2(j) of GSD Rule 3A, supra note 3.
    \43\ Section 3(e) of GSD Rule 3B, supra note 3.
    \44\ Section 6 of MBSD Rule 2A, supra note 3.
    \45\ Section 3 of MBSD Rule 3, supra note 3.
    \46\ Section 9 of EPN Rule 1 of Article III of the EPN Rules,
supra note 3.
    \47\ GSD Rule 1 and MBSD Rule 1, supra note 3.
    \48\ GSD Rule 22D and MBSD Rule 17B, supra note 3.
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    FICC would also add a statement in each provision relating to
Participant Confidentiality Requirements that each participant
acknowledges that a breach of its confidentiality obligations under the
Rules may result in serious and irreparable harm to FICC and/or DTCC
for which there is no adequate remedy at law. In the event of such a
breach by the participant, FICC and/or DTCC would be entitled to seek
any temporary or permanent injunctive or other equitable relief in
addition to any monetary damages.
Force Majeure Rule Officer Additions
    The proposed rule change would add the Chief Information Officer
and the Head of Clearing Agency Services to the list of officers that
could make a determination of a Market Disruption Event if the Board of
Directors is unable to convene in GSD Rule 50 and MBSD Rule 40.\49\
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    \49\ GSD Rule 50 and MBSD Rule 40, supra note 3.
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Systems Disconnect Rule
    The proposed rule change would add a new GSD Rule 50A and MBSD Rule
40A entitled ``Systems Disconnect: Threat of Significant Impact to the
Corporation's Systems'' that would address situations in which FICC
determines it is necessary for FICC to disconnect a DTCC Systems
Participant or DTCC Systems Participants from FICC's systems or network
due to an imminent threat of harm to FICC's or DTCC's systems
consistent with the description above. The proposed Systems Disconnect
Rule would include new definitions for ``DTCC Systems,'' ``DTCC Systems
Participant,'' ``Major Event'' and ``Systems Disruption'' consistent
with the descriptions of the Systems Disconnect Rule above.
    References to the new GSD Rule 50A would be added to GSD Rule 3A,
Section 17(b),\50\ GSD Rule 3B, Section 17(a) \51\ and GSD Rule 13,
Section 4(m),\52\ in each case, to reflect that the new GSD Rule 50A
would apply to Sponsored Members and Sponsoring Members, CCIT Members
and Funds-Only Settling Bank Members, respectively, in the same manner
as other GSD Rules, including GSD Rule 50. References to the new MBSD
Rule 40A would be added to MBSD Rule 3A, Section (m) \53\ to reflect
that the new MBSD Rule 40A would apply to Cash Settling Bank Members in
the same manner as other MBSD Rules, including MBSD Rule 40. References
to the new MBSD Rule 40A would also be added to Section 5 of EPN Rule 1
of Article III of the EPN Rules \54\ to reflect that the new MBSD Rule
40A would be incorporated into the EPN Rules in the same manner as
other MBSD Rules, including MBSD Rule 40.
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    \50\ GSD Rule 3A, Section 17(b), supra note 3.
    \51\ GSD Rule 3B, Section 17(a), supra note 3.
    \52\ GSD Rule 13, Section 4(m), supra note 3.
    \53\ MBSD Rule 3A, Section (m), supra note 3.
    \54\ Section 5 of EPN Rule 1 of Article III of the EPN Rules,
supra note 3.
---------------------------------------------------------------------------

2. Statutory Basis
    FICC believes that the proposal is consistent with the requirements
of the Act, and the rules and regulations thereunder applicable to a
registered clearing agency. In particular, FICC believes that each of
the proposed rule changes is consistent with Section 17A(b)(3)(F) of
the Act,\55\ and Rules 17Ad-22(e)(1) and (e)(21) \56\ promulgated under
the Act. In addition, FICC believes that the proposed changes to add
the two senior executive officers in the Force Majeure Rule and to add
the proposed Systems Disconnect Rule

are consistent with Rules 17Ad-22(e)(2) and (e)(17) under the Act.\57\
---------------------------------------------------------------------------

    \55\ 15 U.S.C. 78q-1(b)(3)(F).
    \56\ 17 CFR 240.17Ad-22(e)(1) and (e)(21).
    \57\ 17 CFR 240.17Ad-22(e)(2) and (e)(17).
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Section 17A(b)(3)(F)
    Section 17A(b)(3)(F) of the Act \58\ requires, in part, that the
Rules be designed to promote the prompt and accurate clearance and
settlement of securities transactions, to assure the safeguarding of
securities and funds which are in the custody or control of FICC or for
which it is responsible and to remove impediments to and perfect the
mechanism of a national system for the prompt and accurate clearance
and settlement of securities transactions.
---------------------------------------------------------------------------

    \58\ 15 U.S.C. 78q-1(b)(3)(F).
---------------------------------------------------------------------------

    FICC believes that the proposed changes revising the FICC
Confidentiality Requirements and adding the Participant Confidentiality
Requirements are each consistent with this provision of the Act. The
proposed revisions to the FICC Confidentiality Requirements are
consistent with this provision because the proposed revisions would
provide a clear and consistent standard relating to how FICC holds the
information furnished by participants pursuant to Section 5 of GSD Rule
2A,\59\ Section 4 of GSD Rule 3,\60\ Section 10 of GSD Rule 3,\61\
Section 2(j) of GSD Rule 3A,\62\ Section 3(e) of GSD Rule 3B,\63\
Section 5(k) of GSD Rule 3B,\64\ Section 6 of MBSD Rule 2A,\65\ Section
3 of MBSD Rule 3,\66\ Section 9 of MBSD Rule 3 \67\ and Section 9 of
EPN Rule 1 of Article III of the EPN Rules.\68\ The confidential
information that FICC receives pursuant to these Rules is used by FICC
to determine whether to admit a participant as a Member or EPN User, to
continue to allow such participant to be a Member or EPN User, or to
better understand the risks relating to each participant. Providing a
clear and consistent standard would facilitate this process by allowing
participants to better understand FICC's obligations with respect to
such information and providing a uniform obligation for FICC with
respect to such information. FICC believes that facilitating the
ability of FICC to evaluate participants would promote the prompt and
accurate clearance and settlement of securities transactions by FICC.
As such, FICC believes the proposed rule changes are consistent with
Section 17A(b)(3)(F) of the Act.\69\
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    \59\ Section 5 of GSD Rule 2A, supra note 3.
    \60\ Section 4 of GSD Rule 3, supra note 3.
    \61\ Section 10 of GSD Rule 3, supra note 3.
    \62\ Section 2(j) of GSD Rule 3A, supra note 3.
    \63\ Section 3(e) of GSD Rule 3B, supra note 3.
    \64\ Section 5(k) of GSD Rule 3B, supra note 3.
    \65\ Section 6 of MBSD Rule 2A, supra note 3.
    \66\ Section 3 of MBSD Rule 3, supra note 3.
    \67\ Section 9 of MBSD Rule 3, supra note 3.
    \68\ Section 9 of EPN Rule 1 of Article III of the EPN Rules,
supra note 3.
    \69\ 15 U.S.C. 78q-1(b)(3)(F).
---------------------------------------------------------------------------

    FICC also believes that the proposed rule change adding the
Participant Confidentiality Requirements is consistent with this
provision of the Act because the proposed revisions to the Participant
Confidentiality Requirements would provide a clear and consistent
contractual obligation for participants who are requesting confidential
information from FICC. Having clear and consistent Rules would help
participants to better understand their rights and obligations
regarding FICC's clearance and settlement services. The information
requested by participants that would be subject to the Participant
Confidentiality Requirements would be used by participants to determine
whether to participate in FICC's services, FICC system requirements and
FICC system safeguards. FICC believes that when Members and EPN Users
better understand their rights and obligations regarding FICC's
clearance and settlement services, they can better act in accordance
with the Rules. FICC believes that better enabling Members and EPN
Users to comply with the Rules would promote the prompt and accurate
clearance and settlement of securities transactions by FICC. As such,
FICC believes the proposed rule changes are consistent with Section
17A(b)(3)(F) of the Act.\70\
---------------------------------------------------------------------------

    \70\ Id.
---------------------------------------------------------------------------

    FICC believes that the proposed changes to add the two officers to
make a determination of a Market Disruption Event and to add the
Systems Disconnect Rule in the GSD Rules and the MBSD Rules are also
consistent with this provision of the Act because those changes would
enhance and streamline FICC's ability to take necessary actions in the
event of a Market Disruption Event or a Major Event. Improving the
ability of FICC to react to a Market Disruption Event or a Major Event
would allow FICC to protect its participants and their ability to
promptly and accurately clear and settle securities transactions, and
allow FICC to safeguard securities and funds that are in its custody or
control. In particular, allowing two additional officers that are able
to make an interim determination of a Market Disruption Event in the
event that the Board of Directors is unable to convene would add
additional flexibility and tools to FICC while maintaining proper risk
controls and improve the ability of FICC to act in the event of a
Market Disruption Event. Also, providing for the ability of FICC to
disconnect DTCC Systems Participants, suspend the receipt or
transmission of files or communications to or from a DTCC Systems
Participant, and/or require the DTCC Systems Participant to take such
other actions as are necessary to protect FICC and its participants
would, in each case, provide additional tools for FICC in the event of
a Major Event.
    Improving the governance around the determination of a Market
Disruption Event, and the implementation of procedures allowing FICC to
disconnect a DTCC Systems Participant or DTCC Systems Participants from
FICC's systems or network due to an imminent threat of harm, would
improve FICC's ability to address and minimize losses to FICC and its
participants. Risks, threats and potential vulnerabilities due to a
Market Disruption Event or a Major Event could impact FICC's ability to
clear and settle securities transactions, or to safeguard the
securities and funds which are in its custody or control, or for which
it is responsible. In addition, providing governance around the ability
to disconnect a DTCC Systems Participant that is having a systems
disruption that could disrupt the ability of FICC or other DTCC Systems
Participants from using FICC's systems would remove impediments to and
perfect the mechanism of a national system for the prompt and accurate
clearance and settlement of securities transactions. Although
disconnecting or limiting the service of a DTCC Systems Participant in
the event of a Major Event would likely be an impediment to such DTCC
Systems Participant, improving FICC's ability to address and minimize
losses to FICC and its participants, and reducing risks, threats and
potential vulnerabilities due to a Major Event that could impact FICC's
ability to clear and settle securities transactions, or to safeguard
the securities and funds which are in its custody or control or for
which it is responsible, would be consistent with Section 17A(b)(3)(F)
of the Act.\71\
---------------------------------------------------------------------------

    \71\ Id.
---------------------------------------------------------------------------

    Therefore, by implementing tools that would help to mitigate these
risks, FICC believes that the proposed rule change would promote the
prompt and accurate clearance and settlement of securities
transactions, assure the safeguarding of securities and funds which are
in the custody or control of FICC or for which it is responsible, and
remove impediments to and perfect the mechanism of a national system
for the prompt and accurate clearance and

settlement of securities transactions, consistent with the requirements
of Section 17A(b)(3)(F) of the Act.\72\
---------------------------------------------------------------------------

    \72\ Id.
---------------------------------------------------------------------------

Rule 17Ad-22(e)(1)
    In addition, the proposed rule change is designed to be consistent
with Rule 17Ad-22(e)(1) promulgated under the Act,\73\ which requires
FICC to establish, implement, maintain and enforce written policies and
procedures reasonably designed to provide for a well-founded, clear,
transparent and enforceable legal basis for each aspect of its
activities in all relevant jurisdictions.
---------------------------------------------------------------------------

    \73\ 17 CFR 240.17Ad-22(e)(1).
---------------------------------------------------------------------------

    Establishing clear and consistent rules for each participant with
respect to the FICC Confidentiality Requirements would allow FICC to
maintain one confidentiality standard for all participants rather than
maintaining potentially different confidentiality standards for
participants based on the various, unrelated regulatory bodies
governing such participants. In addition, setting forth a clear
contractual obligation relating to Participant Confidentiality
Requirements would enhance the understanding of the participants
receiving information from FICC and allow FICC to treat participants
equally with respect to how the information furnished to participants
should be protected by the participants.
    Adding the two officers to make a determination of a Market
Disruption Event and adding the Systems Disconnect Rule are also
consistent with Rule 17Ad-22(e)(1) under the Act because those changes
would describe the circumstances under which FICC could take actions in
the event of a Market Disruption Event or a Major Event that are
necessary to protect FICC and its participants. Providing clear
guidelines with respect to Market Disruption Events and Major Events
would allow participants to understand the rights and obligations of
the participants in the event of a Market Disruption Event or a Major
Event.
    Therefore, by establishing uniform and clear standards with respect
to its receipt and furnishing of confidential information, and by
providing clear rights and obligations of FICC and its participants
with respect to Market Disruption Events and Major Events, FICC
believes that the proposed rule change is consistent with the
requirements of Rule 17Ad-22(e)(1) promulgated under the Act.\74\
---------------------------------------------------------------------------

    \74\ Id.
---------------------------------------------------------------------------

Rule 17Ad-22(e)(21)
    In addition, the proposed rule change is designed to be consistent
with Rule 17Ad-22(e)(21) promulgated under the Act,\75\ which requires
FICC to, inter alia, establish, implement, maintain and enforce written
policies and procedures reasonably designed to be efficient and
effective in meeting the requirements of its participants and the
markets it serves. The proposed rule change would streamline the FICC
Confidentiality Requirements by providing that FICC would apply one
standard for all participants relating to confidential information sent
to FICC by participants, which would enhance (i) efficiency by avoiding
applying varying standards of confidentiality based on the rules and
regulations of the varying regulatory bodies that regulate the
participants, and (ii) effectiveness by reducing potential conflicts of
laws and providing equal treatment to participants relating to such
confidential information.
---------------------------------------------------------------------------

    \75\ 17 CFR 240.17Ad-22(e)(21).
---------------------------------------------------------------------------

    The addition of the Participant Confidentiality Requirements would
also provide a uniform and easily discernable requirement for all
participants with respect to confidential information provided by FICC
allowing FICC to provide necessary information to such participants in
a safe and efficient manner. Adding two additional officers that are
able to make an interim determination of a Market Disruption Event in
the event that the Board of Directors is unable to convene would add
additional flexibility and tools to FICC while maintaining proper risk
controls and improve the ability of FICC to act quickly, efficiently
and effectively in a Market Disruption Event to address and minimize
losses. Also, providing for the ability of FICC to disconnect DTCC
Systems Participants, suspend the receipt or transmission of files or
communications to or from a DTCC Systems Participant, and/or require
the DTCC Systems Participant to take such other actions as are
necessary to protect FICC and its participants would, in each case,
provide additional tools for FICC in the event of a Major Event and
improve FICC's ability to act quickly, efficiently and effectively in
the event of a Major Event to address and minimize losses.
    Therefore, by establishing a more efficient and effective process
for the treatment of confidential language, and establishing procedures
designed to improve FICC's ability to act quickly, efficiently and
effectively in the event of a Market Disruption Event and a Major
Event, FICC believes that the proposed rule change is consistent with
the requirements of Rule 17Ad-22(e)(21) promulgated under the Act.\76\
---------------------------------------------------------------------------

    \76\ Id.
---------------------------------------------------------------------------

Rule 17Ad-22(e)(2)
    In addition, the proposed rule change is designed to be consistent
with Rule 17Ad-22(e)(2) promulgated under the Act,\77\ which requires
FICC to, inter alia, establish, implement, maintain and enforce written
policies and procedures reasonably designed to provide for governance
arrangements that are clear and transparent and that specify clear and
direct lines of responsibility.
---------------------------------------------------------------------------

    \77\ 17 CFR 240.17Ad-22(e)(2).
---------------------------------------------------------------------------

    Adding two additional officers that are able to make an interim
determination of a Market Disruption Event in the event that the Board
of Directors is unable to convene would add additional flexibility and
tools to FICC while maintaining proper risk controls, and improve the
ability of FICC to act quickly, efficiently and effectively in a Market
Disruption Event and mitigate any impact from such Market Disruption
Event. Adding these officers to the governance procedures relating to a
determination of a Market Disruption Event would make such governance
procedures clear and transparent, and specify clear and direct lines of
responsibility with respect to the determination of a Market Disruption
Event, consistent with Rule 17Ad-22(e)(2) under the Act.\78\
---------------------------------------------------------------------------

    \78\ Id.
---------------------------------------------------------------------------

    Adding the governance procedures relating to making a determination
of a Major Event in the Systems Disconnect Rule is also consistent with
Rule 17Ad-22(e)(2) promulgated under the Act.\79\ Identifying the
officers that have the ability to determine if there is a Major Event,
and providing for the ability of any management committee on which all
of such officers serve and the Board of Directors to ratify, modify or
rescind any determination of a Major Event by an officer would make
such governance procedures clear and transparent, and specify clear and
direct lines of responsibility with respect to the determination of a
Major Event, consistent with Rule 17Ad-22(e)(2).\80\
---------------------------------------------------------------------------

    \79\ Id.
    \80\ Id.
---------------------------------------------------------------------------

Rule 17Ad-22(e)(17)
    In addition, the proposed rule change is designed to be consistent
with Rule 17Ad-22(e)(17)(i) promulgated under the Act,\81\ which
requires FICC to establish, implement, maintain and

enforce written policies and procedures reasonably designed to manage
the covered clearing agency's operational risks by identifying the
plausible sources of operational risk, both internal and external, and
mitigating their impact through the use of appropriate systems,
policies, procedures, and controls.
---------------------------------------------------------------------------

    \81\ 17 CFR 240.17Ad-22(e)(17)(i).
---------------------------------------------------------------------------

    Adding two additional officers that are able to make an interim
determination of a Market Disruption Event in the event that the Board
of Directors is unable to convene would add additional flexibility and
tools to FICC while maintaining proper risk controls and improve the
ability of FICC to act quickly, efficiently and effectively in a Market
Disruption Event and mitigate any impact from such Market Disruption
Event. Also, providing for the ability of FICC to disconnect DTCC
Systems Participants, suspend the receipt or transmission of files or
communications to or from a DTCC Systems Participant, and/or require
the DTCC Systems Participant to take such other actions as are
necessary to protect FICC and its participants would, in each case,
provide additional tools for FICC in the event of a Major Event and
improve FICC's ability to act quickly, efficiently and effectively in
the event of a Major Event and mitigate any impact from such Major
Event.
    Therefore, by providing clear, efficient procedures of FICC and its
participants with respect to Market Disruption Events and Major Events
that help identify and mitigate operational risks, FICC believes that
the proposed rule change is consistent with the requirements of Rule
17Ad-22(e)(17)(i) promulgated under the Act.\82\
---------------------------------------------------------------------------

    \82\ Id.
---------------------------------------------------------------------------

(B) Clearing Agency's Statement on Burden on Competition

    FICC does not believe that the proposed changes relating to the
FICC Confidentiality Requirements would have any impact on competition.
These changes would provide one standard for how FICC treats
participant information furnished subject to the FICC Confidentiality
Requirements but would not affect the information that the participants
are required to provide or affect the manner in which the participants
must provide the information. As such, FICC believes these proposed
rule changes would not have any impact on competition.
    FICC does not believe the proposed changes relating to adding
Participant Confidentiality Requirements would have any impact on
competition. Although the addition of the Participant Confidentiality
Requirements would be adding obligations on participants with respect
to how they treat confidential or proprietary information of FICC or
its affiliates, such obligations would be minimal because FICC would
only require that such participants hold such confidential information
using the same means they use to protect their own confidential
information but not less than a reasonable standard of care. The use of
this standard would protect FICC by providing a clear legal obligation
to protect such information but would not be burdensome or expensive
for participants, and therefore FICC believes that it would not have
any impact on competition.
    FICC does not believe the changes relating to adding the two
officers to make a determination of a Market Disruption Event would
have any impact on competition. The proposed rule change would add two
senior executive officers of FICC, the Chief Information Officer and
the Head of Clearing Agency Services, to the list of officers that
could make a determination of a Market Disruption Event if the Board of
Directors is unable to convene. Such addition would provide additional
officers who could determine whether there is a Market Disruption Event
but would not otherwise affect the rights of participants or FICC in
the determination of a Market Disruption Event or if a Market
Disruption Event is declared. Therefore, FICC does not believe that the
addition of the two officers would have any impact on competition.
    FICC does not believe that the changes relating to adding the
Systems Disconnect Rule would have any impact, or impose any burden, on
competition not necessary or appropriate in furtherance of the purposes
of the Act.\83\ To the extent that FICC determines that there is a
Major Event, it could take or refrain from taking actions, or require
participants to take or refrain from taking actions, that could burden
competition because such requirements could cause participants to incur
additional costs, allow FICC to suspend services or communications or
disconnect a DTCC Systems Participant from the DTCC Systems. FICC
believes such burden on competition could be significant but would be
both necessary and appropriate in furtherance of the purposes of the
Act, as permitted by Section 17A(b)(3)(I) of the Act,\84\ for the
reasons described below.
---------------------------------------------------------------------------

    \83\ 15 U.S.C. 78q-1(b)(3)(I).
    \84\ Id.
---------------------------------------------------------------------------

    FICC believes that the proposed changes to add the Systems
Disconnect Rule are necessary in furtherance of the purposes of Section
17A(b)(3)(F) of the Act,\85\ and Rules 17Ad-22(e)(1), (e)(2), (e)(17)
and (e)(21) promulgated under the Act.\86\ The proposed changes to add
the Systems Disconnect Rule would (i) improve the ability of FICC to
react to a Major Event allowing FICC to protect itself and its
participants and their ability to promptly and accurately clear and
settle securities transactions, and allow FICC to safeguard securities
and funds that are in its custody or control, consistent with the
requirements of Section 17A(b)(3)(F) of the Act,\87\ (ii) provide clear
guidelines with respect to Major Events that would allow participants
to understand the rights and obligations of the participants and FICC
in the event of a Major Event, consistent with Rule 17Ad-22(e)(1)
promulgated under the Act,\88\ (iii) identify the officers that have
the ability to determine if there is a Major Event, and provide for the
ability of any management committee on which all of such officers
serve, and the Board of Directors, to ratify, modify or rescind any
determination of a Major Event by an officer, which would make such
governance procedures clear and transparent, and specify clear and
direct lines of responsibility with respect to the determination of a
Major Event, consistent with Rule 17Ad 22(e)(2) promulgated under the
Act,\89\ (iv) improve the ability of FICC to act quickly, efficiently
and effectively in the event of a Major Event, and mitigate any impact
from such event by providing clear, efficient procedures of FICC and
its participants with respect to such event consistent with the
requirements of Rule 17Ad-22(e)(17)(i) promulgated under the Act \90\
and (v) establish procedures designed to improve FICC's ability to act
quickly, efficiently and effectively in the event of a Major Event,
consistent with the requirements of Rule 17Ad-22(e)(21) promulgated
under the Act.\91\
---------------------------------------------------------------------------

    \85\ 15 U.S.C. 78q-1(b)(3)(F).
    \86\ 17 CFR 240.17Ad-22(e)(1), (e)(2), (e)(17) and (e)(21).
    \87\ 15 U.S.C. 78q-1(b)(3)(F).
    \88\ 17 CFR 240.17Ad-22(e)(1).
    \89\ 17 CFR 240.17Ad-22(e)(2).
    \90\ 17 CFR 240.17Ad-22(e)(17)(i).
    \91\ 17 CFR 240.17Ad-22(e)(21).
---------------------------------------------------------------------------

    In addition, FICC believes that the proposed changes to add the
Systems Disconnect Rule are appropriate in furtherance of the Act. Such
changes have been designed to improve the ability of FICC to act
quickly, efficiently and effectively in the event of a Major Event, and
mitigate any impact from such event while also providing the

participants clear guidelines with respect to such event to allow
participants to understand their rights and obligations. Such changes
have also been designed to apply uniformly to all Members and EPN Users
in the event of a Major Event and should not affect FICC's day-to-day
operations under normal circumstances, or in the management of a
typical Member or EPN User default scenario or non-default event.
    Therefore, FICC does not believe that the proposed rule change
would impose any burden on competition that is not necessary or
appropriate in furtherance of the purposes of the Act.\92\
---------------------------------------------------------------------------

    \92\ 15 U.S.C. 78q-1(b)(3)(I).
---------------------------------------------------------------------------

(C) Clearing Agency's Statement on Comments on the Proposed Rule Change
Received From Members, Participants, or Others

    FICC has not received or solicited any written comments relating to
this proposal. FICC will notify the Commission of any written comments
received by FICC.

III. Date of Effectiveness of the Proposed Rule Change, and Timing for
Commission Action

    Within 45 days of the date of publication of this notice in the
Federal Register or within such longer period up to 90 days (i) as the
Commission may designate if it finds such longer period to be
appropriate and publishes its reasons for so finding or (ii) as to
which the self-regulatory organization consents, the Commission will:
    (A) By order approve or disapprove such proposed rule change, or
    (B) institute proceedings to determine whether the proposed rule
change should be disapproved.

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<EMAIL_ADDRESS>Please include
File Number SR-FICC-2021-004 on the subject line.

Paper Comments

     Send paper comments in triplicate to Secretary, Securities
and Exchange Commission, 100 F Street NE, Washington, DC 20549.

All submissions should refer to File Number SR-FICC-2021-004. 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 website (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 website 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 FICC and on DTCC's website
(http://dtcc.com/legal/sec-rule-filings.aspx). All comments received
will be posted without change. Persons submitting comments are
cautioned that we do not redact or edit personal identifying
information from comment submissions. You should submit only
information that you wish to make available publicly. All submissions
should refer to File Number SR-FICC-2021-004 and should be submitted on
or before August 3, 2021.
---------------------------------------------------------------------------

    \93\ 17 CFR 200.30-3(a)(12).

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\93\
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021-14796 Filed 7-12-21; 8:45 am]
BILLING CODE 8011-01-P