Fillable Printable Form Sbse-Bd

Form Sbse-Bd

Form SBSE-BD

OMB Approval

OMB Number:3235-0696

ExpiresJanuary 31, 2019

Estimated average burden hours per

response: 10.5 hours

per amendment: 1 hour

Application for Registration

of Security-based Swap

Dealers and Major Security-

based Swap Participants that

are Registered Broker-dealers

Persons who respond to the collection of information contained in this

form are not required to respond unless the form displays a currently

valid OMB control number.

SEC 2926 (1/16)

FORM SBSE-BD INSTRUCTIONS

A. GENERAL INSTRUCTIONS

1.FORM - Form SBSE-BD is the Application for Registration as either a Security-based Swap

Dealer or Major Security-based Swap Participant (collectively, “SBS Entities”) by an entity that is

registered or registering with the Commission as a broker or dealer. These SBS Entities must file

this form to register with the Securities and Exchange Commission. An applicant must al so file

Schedules C and F, as approp riate. There are no Schedules A, B, D, or E.

2.DEFINITIONS – Form SBSE-BD uses the same definitions as in Form BD.

3.ELECTRONIC FILING - This Form SBSE-BD must be filed electronically with the Commission

through the EDGAR system, and must utilize the EDGAR Filer Manual (as defined in 17 CF R

232. 11) to file and amend Form SBSE-BD electronically to assure the timely acceptance and

processing of those filings. Additional documents shall be attached to this electronic application.

4.UPDATING - By law, the applicant must promptly update Form SBSE-BD information by

submitting amendments whenever the information on file becomes inaccurate or incomplete for

any reason [17 CFR 240.15Fb2-3]. In addition, the applicant must update any incomplete or

inaccurate information contained on Form SBSE-BD prior to filing a notice of withdrawal from

registration on Form SBSE-W [17 CFR 15Fb3-2(a)].

5.DEFINITION - For purposes of Form SBSE-BD, the term “unique identification code” or “UIC”

means a unique identification code assigned to a person by an internatio nally recognized

standards-setting system that is recognized by the Commission [pursuant to Rule 903(a) of

Regulation SBSR (17 CFR 242.903(a))].

6.FEDERAL INFORMATION LAW AND REQUIREMENTS - An agency may not conduct or

sponsor, and a person is not required to respond to, a collection of information unless it displays

a currently valid control number. Sections 15F, 17(a) and 23(a) of the Exchange Act authorize the

SEC to collect the information on this form from registrants. See 15 U.S.C. §§78 o-10, 78q and

78w. Filing of this form is mandatory. The principal purpose of this Form is to permit the

Commission to determine whether the applicant meets the statutor y requirements to engage in

the security-based swap busin ess. The Commission maintain[s] a file of the information on this

form and will make information collected via the form publicly available. Any member of the public

may direct to the Commission any com ments concerning the accuracy of the burd en estimate on

this Form, and any suggestions for reducing this burden. This collection of information has been

reviewed by the Office of Management and Budget in accordance with the clearance

requirements of 44 U.S.C. §3507. The in formation contained in this form is part of a system of

records subject to the Privacy Act of 1974, as amende d. The Securities and Exchange

Commission has publi she d in the Federal Register the Privacy Ac t Systems of Records Notice for

these records.

B. FILING INSTRUCTIONS

1.FORMAT

a.Items 1-7 and the accompanying Schedu les must be answered and all fields requiring a

response must be completed before the filing will be accepted.

b.Failure to follow instructions or properly complete the form may result in the appl ication

being delayed or rejected.

c.Applicant must complete the execution screen certifying that Form SBSE-BD and

amendments thereto have been exe cute d properly and that the information contained

therein is accurate and complete.

d.To amend information, the applicant must update the appropriate F orm SBSE-BD

screens.

e.A paper copy, with original signatures, of the initial Form SBSE-BD filing and Schedules

must be retained by the applicant and be made available for inspection upon a regulatory

request.

The mailing address for questions and correspondence is:

The Securities and Exchange Commission

Washington, DC 20549

CRD No.:

UIC No. ( if any):

Website/URL:

Contact Employee:

Name: Title:

Telephone Number:

Email Address:

Chief Compliance Officer designated by the applicant in accordance w ith Ex change Act Section 15F(k):

Name:

Title:

Telephone Number: Email Address:

FORM SBSE-BD

Application for Registration as a Security-based

Swap Dealer and Major Security-based Swap

Participant that is Registered as a Broker-Dealer

Official Use

Official

Use

Only

WARNING:

Failure to keep this form current and to file accurate supplementary information on a timely basis, or the failure to keep

accurate books and records or otherwise to comply with the provisions of law applying to the conduct of business as an SBS

Entity, would violate the Federal securities laws and may result in disciplinary, administrative, injunctive or criminal action.

INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACTS MAY CONSTITUTE FEDERAL CRIMINAL VIOLATIONS.

See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a)

[ ] APPLICATION [ ] AMENDMENT

1.Exact name and CRD number of the applicant:

A. Full name of the applicant:

2.A.

The applicant is registering as a security-based swap dealer: [ ] Yes [ ] No

The applicant is registering as a major security-based swap participant: [ ] Yes [ ] No

Because it: (check all that apply)

[ ] maintains a substantial security -based swap position

[ ] has substantial counterparty exposure [ ] is highly leveraged relative to its capital position

3.A.

The applicant is presently registered with the Commodity Futures Trading Com m ission as a:

[ ] Swap Dealer [ ] Major Swap Participant

The applicant is registering with the Commodity Futures Trading Commission as a:

[ ] Swap Dealer [ ] Major Swap Participant

Is the applicant subject to regulation by a prudential regulator, as defined in Sec. 1a(39) of the Commodity Exchange Act.

[ ] Yes [ ] No If “yes,” identify the prudential regulator: ____________________________________.

Is the applicant registered with the Commission as an over-the-counter derivatives dealer?

[ ] Yes [ ] No

Briefly describe the applicant’s business: _______________________________________________________________

________________________________________________________________________________________________

Is the applicant registered with a foreign financial regulatory authority?

[ ] Yes [ ] No

If “yes,” list all such registrations on Schedule F, Page 1, Section II.

EXECUTION:

The applicant consents that service of any civil action brought by or notice of any proceeding before the Securities and Exchange Commission in connection with the applicant’s security-based swap

activities, unless the applicant is a nonresident SBS Entity , may be given by registered or certified mail or confirmed telegram to the applicant’s contact employee at the main address, or mailing

address if different, given in Items 1E and 1F. If the applicant is a nonresident SBS Entity, it must complete Schedule F to designate a U.S. agent for service of process.

The undersigned certifies that he/she has executed t his form on behalf of, and with the authority of, said applicant. The undersigned and applicant represent t hat t he information and statements

contained herein, including schedules att ached hereto, and other information filed herewith are current , true and complete. The undersigned and applicant further represent that to the extent any

information previously submitted is not amended such information is currently accurate and complete.

Date (MM/DD/YYYY)

Name of Applicant

By:

Signature

Name and Title of Person Signing on Applicant’s behalf

This page must always be completed in full.

DO NOT WRITE BELOW THIS LINE – FOR OFFICIAL USE ONLY

iler No: __________

10.

Schedule C of FORM

SBSE-BD

LIST OF 15Fb6-1 ENTITIES

Applicant Name: _________________________________

Date:__________ SEC F

Official Use

Each applicant shall use Schedule C to identi fy each person associated with it, as of the date it files an

application to register with the Commission, that is not a natural person and that is subjec t to statutory

disqualification (as described in Exchange Act Sections 3(a)(39)(A) throu gh (F)) that the security-based swap

dealer or security-based s wap participant per mits to effect or be involved in effecting secur ity-based swaps on

its behalf pursuant to Rule 15Fb6-1.

NAME

Official Use

Only

ame and Title:

ate:

Schedule F of FORM

Official Use

SBSE-BD

Applicant Name: _________________________________

NONRESIDENT SECURITY-

BASED SWAP DEALERS AND

Date:__________ Firm SEC No.: __________

MAJOR SECURITY-BASED SWAP

PARTICIPANTS

Service of Process and Certification Regarding Access to Records

Section I

Each nonresident securit y-based swap dealer and non-resident security-based swap participant shal l use Schedule F to identify

its United States agent for service of process and the certify that it can as a matter of law, and will -

(1) provide the Co mmission with prompt access to its books and records, and

(2) submit to onsite inspection and examination b y the Commiss ion.

Service of Process:

Name of United States person applicant designates and appoints as agent for service of process

Address of United States person applicant designates and appo ints as agent for service of process

The above identified agent for service of process may be served any process, pleadings, subp oenas, or other papers in

(a) any investigation or administrative proceeding conducted by the Commission that relates to the applicant or about which the

applicant may have information; and

(b) any civil or criminal suit or action or proceeding brought against the applicant or to which the applicant has been joined as

defendant or respondent, in any appropriate court in any place subject to the jurisdiction of any state or of the United States or of

any of its territories or possessions or of the District of Columbia, to enforce the Exchange Act. The applicant has stipulated an d

agreed that any such suit, action or administrative proceeding may be commenced by the service of process upon, and that

service of an administrative subpoena shall be effected by service upon the above-named Agent for Service of Process, and that

service as aforesaid shall be taken and held in all courts and administrative tribunals to be valid and binding as if personal

service thereof had been made.

Certification regarding access to records:

Applicant can as a matter of la w, and will;

(1) provide the Co mmission with prompt access to its books and records, and

(2) submit to onsite insp ection and examination by the Commission.

Applicant must attach to this Form SBSE a copy of the opinion of counsel it is required to obtain in accordance with

paragraph (c)(1)(ii) or (c)(2) of Exchange Act Rule 1 5Fb2-4, as appropriate [paragraphs (c)(1)(ii) or (c)(2) of 17 CFR

240.15Fb2-4].

Signature:

Section II

Registration with Foreign Financial Regulatory Authorities

Complete this Section for Registration with Foreign Financial Regulatory Authorities relating to ITEM 7.

Each security-

based swap dealer and major security-based swap participant that is registered with a foreign financial regulatory authority must list on Section II

of this Schedule F, for each foreign financial regulatory authority with which it is registered, the following information:

________________________________________________________ ___________________ __________________

English Name of Foreign Financial Regulatory Authority Foreign Registration No. (if any) English Name of Country:

________________________________________________________ ___________________ __________________

English Name of Foreign Financial Regulatory Authority Foreign Registration No. (if any) English Name of Country:

________________________________________________________ ___________________ __________________

English Name of Foreign Financial Regulatory Authority Foreign Registration No. (if any) English Name of Country:

If applicant has more than 3 Foreign Financial Regulatory Authorities to report, complete additional Schedule F Page 1s.