Subpart C Form and Instructions

COMMODITY FUTURES TRADING COMMISSION
SUBPART C ELECTION FORM
GENERAL INSTRUCTIONS

GENERAL INSTRUCTIONS
Intentional misstatements or omissions of fact may constitute federal criminal violations (7
U.S.C. § 13 and 18 U.S.C. § 1001).
DEFINITIONS
Unless the context requires otherwise, all terms used in this Subpart C Election Form have the
same meaning as in the Commodity Exchange Act (“Act”), and in the General Rules and Regulations of the
Commodity Futures Trading Commission (“Commission”) thereunder. All references to Commission
regulations are found at 17 CFR Ch. 1.
For purposes of this Subpart C Election Form, the term “Applicant” shall mean a derivatives
clearing organization that is filing this Subpart C Election Form with a Form DCO as part of an application
for registration as a derivatives clearing organization pursuant to Section 5b of the Act and 17 CFR 39.3(a).
GENERAL INSTRUCTIONS
1.

Any derivatives clearing organization requesting an election to become subject to subpart C of part 39
of the Commission’s regulations must file this Subpart C Election Form. The Subpart C Election Form
includes the election to be subject to the provisions of subpart C of part 39 of the Commission’s
regulations, certain required certifications, disclosures, and exhibits, and any supplements or
amendments thereto filed pursuant to 17 CFR 39.31(b) or (c) (collectively, the “Subpart C Election
Form”).

2.

Individuals’ names, except the executing signature, shall be given in full (Last Name, First Name,
Middle Name).

3.

The signatures required in this Subpart C Election Form shall be the manual signatures of: a duly
authorized representative of the derivatives clearing organization as follows: If the Subpart C Election
Form is filed by a corporation, it must be signed in the name of the corporation by a principal officer
duly authorized; if filed by a limited liability company, it must be signed in the name of the limited
liability company by a manager or member duly authorized to sign on the limited liability company’s
behalf; if filed by a partnership, it must be signed in the name of the partnership by a general partner
duly authorized; if filed by an unincorporated organization or association which is not a partnership, it
must be signed in the name of such organization or association by the managing agent, i.e., a duly
authorized person who directs or manages or who participates in the directing or managing of its
affairs.

4.

All applicable items must be answered in full.

5.

Under Section 5b of the Act and the Commission’s regulations thereunder, the Commission is
authorized to solicit the information required to be supplied by this Subpart C Election Form from any
Applicant seeking registration as a derivatives clearing organization and from any registered
derivatives clearing organization.

6.

Disclosure of the information specified in this Subpart C Election Form is mandatory prior to the
processing of the election to become a derivatives clearing organization subject to the provisions of

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subpart C to part 39 of the Commission’s regulations. The Commission may determine that additional
information is required in order to process such election.
7.

A Subpart C Election Form that is not prepared and executed in compliance with applicable
requirements and instructions may be returned as not acceptable for filing. Acceptance of this Subpart
C Election Form, however, shall not constitute a finding that the Subpart C Election Form is acceptable
as filed or that the information is true, current or complete.

8.

Except as provided in 17 CFR 39.31(d), in cases where a derivatives clearing organization submits a
request for confidential treatment with the Secretary of the Commission pursuant to the Freedom of
Information Act and 17 CFR 145.9, information supplied in this Subpart C Election Form will be
included routinely in the public files of the Commission and will be made available for inspection by
any interested person.

APPLICATION AMENDMENTS
1.

17 CFR 39.31(b)(3) and (c)(4) require a derivatives clearing organization that has
submitted a Subpart C Election Form to promptly amend its Subpart C Election Form if it discovers a
material omission or error in, or if there is a material change in, the information provided to the
Commission in the Subpart C Election Form or other information provided in connection with the
Subpart C Election Form. When amending a Subpart C Election Form, a derivatives clearing
organization must re-file the Election and Certifications page, amended if necessary, and including all
required executing signatures, and attach thereto revised exhibits or other materials marked to show
changes, as applicable.

WHERE TO FILE
This Subpart C Election Form must be filed electronically with the Secretary of the Commission in the
format and manner specified by the Commission.

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COMMODITY FUTURES TRADING COMMISSION
SUBPART C ELECTION FORM
ELECTION AND CERTIFICATIONS

Exact Name of the Derivatives Clearing Organization
(as set forth in its charter, if an Applicant,
or as set forth in its most recent order of registration, if registered with the Commission)

□
□
1.

Check here and complete sections 1 and 3 below, if the organization is an Applicant.
Check here and complete sections 2 and 3 below, if the organization currently is registered with
the Commission as a derivatives clearing organization.
The derivatives clearing organization named above hereby elects to become subject to the provisions
of subpart C to part 39 of the Commission’s regulations in the event that the Commission approves its
application for registration as a derivatives clearing organization.
The derivatives clearing organization and the undersigned each certify that, in the event that the
Commission approves the derivatives clearing organization’s application for registration and permits
its election to become subject subpart C to part 39 of the Commission’s regulations to take effect, the
derivatives clearing organization will be in compliance with such regulations as of the date set forth in
the notice thereof provided by the Commission pursuant to 17 CFR 39.31(c)(2) and will remain in
compliance until such election is rescinded pursuant to17 CFR 39.31(e).

______________________________________________________________________________________
Name of Derivatives Clearing Organization

By:___________________________________________________________________________________
Manual Signature of Duly Authorized Person

______________________________________________________________________________________
Print Name and Title of Signatory

2.

The derivatives clearing organization named above hereby elects to become subject to the provisions
of subpart C to part 39 of the Commission’s regulations as of:

________________________________________ (“Effective Date”)
[insert date, which must be at least 10 business days after the date this Subpart C Election Form is
filed with the Commission].
The derivatives clearing organization and the undersigned each certify that, as of the Effective Date set
forth above, the derivatives clearing organization shall be in compliance with subpart C to part 39 of the

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Commission’s regulations and shall remain in compliance with such regulations until the election is
rescinded pursuant to 17 CFR 39.31(e).
______________________________________________________________________________________
Name of Derivatives Clearing Organization

By:___________________________________________________________________________________
Manual Signature of Duly Authorized Person

______________________________________________________________________________________
Print Name and Title of Signatory
3.

The derivatives clearing organization named above has duly caused this Subpart C Election Form
(which includes, as an integral part thereof, the Election and Certifications and all Disclosures and
Exhibits) to be signed on its behalf by its duly authorized representative as of the ___________ day of
________________________________, 20_____. The derivatives clearing organization and the
undersigned each represent hereby that, to the best of their knowledge, all information contained in this
Subpart C Election Form is true, current and complete in all material respects. It is understood that all
required items including, without limitation, the Election and Certifications and Disclosures and
Exhibits, are considered integral parts of this Subpart C Election Form.

______________________________________________________________________________________
Name of Derivatives Clearing Organization

By:___________________________________________________________________________________
Manual Signature of Duly Authorized Person
______________________________________________________________________________________
Print Name and Title of Signatory

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COMMODITY FUTURES TRADING COMMISSION
PART 39, SUBPART C ELECTION FORM
DISCLOSURES AND EXHIBITS
Each derivatives clearing organization that requests an election to become subject to the provisions set forth
in subpart C to part 39 of the Commission’s regulations shall provide the Disclosures and Exhibits set forth
below:
DISCLOSURES:
The derivatives clearing organization shall:
1. Publish on its website in a readily identifiable location the derivatives clearing organization’s
responses to the Disclosure Framework for Financial Market Infrastructures (“Disclosure
Framework”), published by the Committee on Payment and Settlement Systems (“CPSS”) and
the Board of International Organization of Securities Commissions (“IOSCO”) that are required
to be completed pursuant to 17 CFR 39.37. The derivatives clearing organization’s responses
must be completed in accordance with section 2.0 and Annex A of the Disclosure Framework
and must fully explain how the derivatives clearing organization observes the Principles for
Financial Market Infrastructures (“PFMIs”) published by CPSS and IOSCO.
Provide the URL to the specific page on the derivatives clearing organization’s website
where its responses to the Disclosure Framework may be found:

_____________________________________________________________________________

2. In the event that CPSS and IOSCO publish the criteria for the disclosure by a Financial Market
Infrastructure (“FMI”) of quantitative information to enable stakeholders to evaluate FMIs and to
make cross comparisons referenced in section 2.5 of the Disclosure Framework (“Quantitative
Information Disclosure”), publish such Quantitative Information Disclosure in a readily
identifiable location on the derivatives clearing organization’s website.
If applicable, provide the URL to the specific page on the derivatives clearing organization’s
website where its Quantitative Information Disclosure may be found:

_______________________________________________________________________________
EXHIBITS:
EXHIBIT INSTRUCTIONS:
1.

The derivatives clearing organization must include a Table of Contents listing each Exhibit
required by this Subpart C Election Form.

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2.

The Exhibits must be labeled as specified in this Subpart C Election Form. If any Exhibit requires
information that is related to, or duplicative of, information required to be included in another
Exhibit or, if the derivatives clearing organization is an Applicant, in its Form DCO, the
derivatives clearing organization may summarize such information and provide a cross-reference
to the Exhibit in this Subpart C Election Form that contains the required information.

The derivatives clearing organization shall provide the following Exhibits to this Subpart C Election Form:
EXHIBIT A – COMPLIANCE WITH SUBPART C
Attach, as Exhibit A, a regulatory compliance chart that’s separately sets forth for §§ 39.32-39.39
of the Commission’s regulations, citations to the relevant rules, policies, and procedures of the
derivatives clearing organization that address each such regulation and a summary of the manner
in which the derivatives clearing organization will comply with each regulation. All citations and
compliance summaries shall be separated by individual regulation and shall be clearly labeled with
the corresponding regulation.
EXHBIT B – GOVERNANCE
Attach, as Exhibit B, documents that demonstrate compliance with the governance requirements
set forth in § 39.32 of the Commission’s regulations.
EXHIBIT C – FINANCIAL RESOURCES
Attach, as Exhibit C, documents that demonstrate compliance with the financial resource
requirements set forth in § 39.33 of the Commission’s regulations.
EXHIBIT D – SYSTEM SAFEGUARDS
Attach, as Exhibit D, documents that demonstrate compliance with the system safeguard
requirements set forth in § 39.34 of the Commission’s regulations.
EXHIBIT E – DEFAULT RULES AND PROCEDURES FOR UNCOVERED LOSSES OR
SHORTFALLS
Attach, as Exhibit E, documents that demonstrate compliance with the requirements for default
rules and procedures for uncovered losses or shortfalls set forth in § 39.35 of the Commission’s
regulations.
EXHIBIT F – RISK MANAGEMENT
Attach, as Exhibit F, documents that demonstrate compliance with the risk management
requirements set forth in § 39.36 of the Commission’s regulations.
EXHIBIT G – RECOVERY AND WIND-DOWN
Attach, as Exhibit G, documents that demonstrate compliance with the recovery and wind-down
requirements set forth in § 39.39 of the Commission’s regulations.

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