Aug 8 -- 1) press release
The Securities and Exchange Commission today proposed new rules to help improve governance arrangements across all registered clearing agencies by reducing the likelihood that conflicts of interest may influence the board of directors or equivalent governing body of a registered clearing agency. . . .
The proposed rule would establish new governance requirements on board composition, independent directors, nominating committees, and risk management committees. The proposed rule would also require new policies and procedures regarding conflicts of interest, board obligations to oversee relationships with service providers for critical services, and a board obligation to consider stakeholder viewpoints. As it relates to clearing agencies that clear security-based swaps, the proposed rule would advance the policy objectives of the Dodd-Frank Act by establishing new requirements for policies and procedures that require such clearing agencies to identify, mitigate, or eliminate conflicts of interest and document those actions.
If adopted, the proposed rules would increase transparency of the decision-making process on clearing agency boards and committees and improve the alignment of incentives between clearing agency participants and owners. In particular, the proposed rule would reduce conflicts of interest, increase the role of independent directors in board decision-making processes, and help promote fair representation of owners and participants in the selection of directors.
2) Fact sheet
The Securities and Exchange Commission proposed to establish new governance requirements for all registered clearing agencies, including requirements:
● For independent directors and for the composition of the board of directors, its nominating committee, and its risk management committee;
● To identify, mitigate, or eliminate conflicts of interest involving directors or senior managers, and also to document such actions;
● For policies and procedures that obligate directors to report conflicts of interest;
● For policies and procedures for the board to oversee relationships with service providers for critical services; and
● For policies and procedures for the board to solicit, consider, and document the views of participants and other relevant stakeholders.
3) Proposed rule https://www.sec.gov/rules/proposed/2022/34-95431.pdf