PREPARING FOR EMIR AND DODD-FRANK OUR CAPABILITIES

EMIR THE BASICS

The European Market Infrastructure Regulation (ldquoEMIRrdquo) has been in force since 16 August 2012 however in the first few weeks of 2013 the detailed technical rules implementing the regulation were finalised and came into force on 15 March 2013 The practical implications of the regulation in the OTC derivatives space will be considerable for banks and other non-financial market participants

EMIR created obligations for both financial counterparties and non-financial counterparties These obligations vary across the three main areas that the regulation will impact on

1 Clearing

2 Risk mitigation and

3 Reporting obligations

Non-financial counterparties (ldquoNFCsrdquo) to OTC derivatives trades are defined in EMIR as entities established in the EEA other than financial counterparties This means that any entity that is a counterparty to a derivative is an NFC if it is not an investment firm credit institution insurance undertaking reinsurance undertaking UCITS fund institution for occupational retirement provision or alternative investment fund such as a private equity or hedge fund This could include large corporates subject to the clearing thresholds and operation of the intragroup and hedging exemptions described below

CLEARING

NFCs who trade above clearing thresholds set by the European Securities and Markets Authority (ldquoESMArdquo) are being referred to in market commentary as ldquoNFC+rdquo entities

The thresholds must be determined by reference to the aggregate amount of the notional amounts of all OTC derivative contracts (gross notional value) and do not refer to their mark-to-market value

The thresholds are as follows

OTC Derivative Class Threshold

Credit derivatives EUR 1 billion

Equity EUR 1 billion

Interest rate EUR 3 billion

FX EUR 3 billion

Other classes EUR 3 billion

including commodities

An NFC+ is subject to the clearing obligation of EMIR and must clear all of its OTC derivatives through a central counterparty clearing house (ldquoCCPrdquo) even if it only passes the threshold for one class This will apply where one or more of the counterparties are in the EU or even when the trade has a direct substantial and foreseeable effect in the EU where neither party is in the EU

02 | Preparing for EMIR and Dodd-Frank Our Capabilities

Clearing is possible through a direct membership of an approved CCP or by engaging an existing member to provide you with indirect clearing services

NFCs below the threshold are under no obligation to clear OTC derivatives trades even when their counterparty is an NFC+ or financial counterparty

ESMA is expected to begin assessing classes of OTC derivatives for clearing from Q2 2013 and will also approve CCPs in the same year The first clearing obligations are expected Q1 2014

RISK MITIGATION FOR NON-CLEARED DERIVATIVES

All NFCs must

1 employ processes to ensure timely confirmation of transactions

2 have formalised rules for resolving disputes

3 reconcile their portfolio of OTC derivatives (every business day for an NFC+ with more than 500 outstanding trades on a reducing scale to once per year for NFCs with less than 100 outstanding trades) and

4 compress their portfolio of OTC derivatives by offsetting positions with counterparties to reduce credit exposure

The timely confirmation requirements went live on 15 March 2013

These processes are to be implemented by agreement between counterparties before entering into trades

Additionally the requirements on NFC+ entities extend to

1 marking trades to market on a daily basis

2 segregated exchanges of collateral and

3 initial and variation margin requirements

The technical rules on collateral exchange and margin are still being formulated with ESMA collaborating with the International Organization of Securities Commissions and the Basel Committee on Banking Supervision

REPORTING OBLIGATIONS

All NFCs are subject to reporting obligations under EMIR and must report all their derivatives trading (include trading on exchange) to a recognised trade repository (ldquoTRrdquo) The timeline for implementation of this requirement varies between credit and interest rate and other classes of OTC derivative The implementation date will also vary

according to the date at which national regulators recognise trade repositories for particular classes

The obligation can be delegated between parties or to a third party but the overall legal responsibility for reporting will always rest with the counterparty in question

EXEMPTIONS

Intragroup

EMIR creates exemptions for intragroup OTC derivatives trading that are not available under the Dodd-Frank legislation in the United States which also addresses this kind of trading

An NFC+ will be able to take advantage of an intragroup exemption from the clearing obligation where

1 it is trading with a company within its own group with which it is consolidated for instance for accounting purposes

2 appropriate risk management procedures are in place and

3 the group counterparty is in an EEA country or a non-EU country with equivalent requirements in place

It is possible that if intragroup transactions are substantial enough this may mean an NFC+ becomes just an NFC

A further exemption from the additional risk mitigation margin requirements on an NFC+ is available where

1 adequate risk management procedures are in place and

2 there are no legal or practical barriers to the repayment of funds between the intragroup counterparties

The other risk mitigation requirements and reporting obligations apply uniformly for NFCs under the threshold NFC+ entities and for all intragroup trades

Class Implementation date

Implementation date

Credit and interest rate

23 September 2013

(if a TR has been registered before 1 April 2013)

90 days following registration of TR

(if no TR has been registered before or on 1 April 2013)

All other classes

1 January 2014

(if a TR has been registered before 1st October 2013)

90 days following registration of TR

(if no TR has been registered before or on 1st October 2013)

wwwdlapipercom | 03

Hedging

In terms of calculating when an NFC crosses the threshold and becomes an NFC+ transactions with a view to reducing commercial or treasury risk of the relevant NFC or of non-financial entities of the group it belongs to are not included This ldquohedgingrdquo exemption will be important for those NFCs that are on the cusp of passing the threshold as becoming (or ceasing to be) an NFC+ is reportable to national regulators

It is possible that if intragroup transactions used for hedging purposes are substantial enough this may mean an NFC+ becomes just an NFC

DODD-FRANK ACT INTERACTION

The Dodd-Frank Wall Street Reform and Consumer Protection Act (the ldquoDodd-Frank Actrdquo) was signed into law by President Obama in 2010 Part VII of the Dodd-Frank Act is the US counterpart to EMIR and imposes a new regulatory regime over the OTC derivatives market Oversight of the market is divided in the US between The Commodity Futures Trading Commission

(which has jurisdictional oversight over swaps and futures) and the Securities and Exchange Commission (which has been granted oversight of security-based swaps) Among other things the rules enacted pursuant to the Dodd-Frank Act require swap dealers and other major swaps entities to register with either the CFTC or the SEC and to comply with business conduct rules and other related requirements In addition rules promulgated by the CFTC and SEC require compliance by participants in the OTC derivatives market (including end-users) with among other things reporting and recordkeeping obligations mandatory clearing for specified products on exchange trading margin requirements and documentation

DLA Piper is uniquely placed to assist clients in considering whether and to what extent they must comply with EMIR and the Dodd-Frank Act or whether a reorganization of a business model can be achieved so that only one set of regulatory obligations apply Our team can explain the parallels and conflicts between the European and US derivatives regulatory regimes

04 | Preparing for EMIR and Dodd-Frank Our Capabilities

HOW CAN WE HELP

DLA Piperrsquos international network is perfectly placed to help all types of NFCs navigate the new landscape for OTC derivatives that is being shaped by the Dodd Frank Act and EMIR wherever they do business

The new European and US regulatory requirements are currently being implemented with many rules already in effect particularly in the US New rules will continue to take effect throughout the course of the next two years and beyond All market participants should currently be preparing for both the immediate and long term changes to their trading that the new regulatory environment will necessitate

In terms of the key services that an NFC undertaking OTC derivatives trading may require we can assist you to

Map the scope of EMIR and the Dodd-Frank Act in relation to your business and ascertain whether your company as an NFC will be impacted

Identify the jurisdictions where your OTC derivatives trades may be impacted by the new rules

Understand the types of OTC derivatives that may become subject to the mandatory clearing

Assess and understand the impact that the requirements of EMIR and the Dodd-Frank Act will have on ISDA documentation

Assess whether adherence to industry protocols (such as those published by ISDA) makes sense for your company and negotiate and implement the relevant ISDA Protocols and ISDA Amendment Agreements (as the case may be)

Negotiate on-boarding documentation for exchange trading and clearing

Integrate risk mitigation and trade reporting requirements into your counterparty relationships and documentation and

Manage the new direct or indirect relationships with trade repositories and CCPs

If you would like to discuss the impact of EMIR and the Dodd-Frank Act on your business please get in touch with us The following is a list of the main contacts for Europe and the United States

COUNTRY CONTACT US

Austria Jasna Zwitter-TehovnikPartner T +43 1 531 78 1025 jasnazwitter-tehovnikdlapipercom

Alexander ScheuwimmerAttorney-at-law T +43 1 531 78 1091 alexanderscheuwimmerdlapipercom

Belgium Koen VanderheydenPartner T +32 02 500 6552 koenvanderheydendlapipercom

France Fabrice ArmandPartner T +33 1 40 15 24 43 fabricearmanddlapipercom

wwwdlapipercom | 05

EMIR THE BASICS

The European Market Infrastructure Regulation (ldquoEMIRrdquo) has been in force since 16 August 2012 however in the first few weeks of 2013 the detailed technical rules implementing the regulation were finalised and came into force on 15 March 2013 The practical implications of the regulation in the OTC derivatives space will be considerable for banks and other non-financial market participants

EMIR created obligations for both financial counterparties and non-financial counterparties These obligations vary across the three main areas that the regulation will impact on

1 Clearing

2 Risk mitigation and

3 Reporting obligations

Non-financial counterparties (ldquoNFCsrdquo) to OTC derivatives trades are defined in EMIR as entities established in the EEA other than financial counterparties This means that any entity that is a counterparty to a derivative is an NFC if it is not an investment firm credit institution insurance undertaking reinsurance undertaking UCITS fund institution for occupational retirement provision or alternative investment fund such as a private equity or hedge fund This could include large corporates subject to the clearing thresholds and operation of the intragroup and hedging exemptions described below

CLEARING

NFCs who trade above clearing thresholds set by the European Securities and Markets Authority (ldquoESMArdquo) are being referred to in market commentary as ldquoNFC+rdquo entities

The thresholds must be determined by reference to the aggregate amount of the notional amounts of all OTC derivative contracts (gross notional value) and do not refer to their mark-to-market value

The thresholds are as follows

OTC Derivative Class Threshold

Credit derivatives EUR 1 billion

Equity EUR 1 billion

Interest rate EUR 3 billion

FX EUR 3 billion

Other classes EUR 3 billion

including commodities

An NFC+ is subject to the clearing obligation of EMIR and must clear all of its OTC derivatives through a central counterparty clearing house (ldquoCCPrdquo) even if it only passes the threshold for one class This will apply where one or more of the counterparties are in the EU or even when the trade has a direct substantial and foreseeable effect in the EU where neither party is in the EU

02 | Preparing for EMIR and Dodd-Frank Our Capabilities

Clearing is possible through a direct membership of an approved CCP or by engaging an existing member to provide you with indirect clearing services

NFCs below the threshold are under no obligation to clear OTC derivatives trades even when their counterparty is an NFC+ or financial counterparty

ESMA is expected to begin assessing classes of OTC derivatives for clearing from Q2 2013 and will also approve CCPs in the same year The first clearing obligations are expected Q1 2014

RISK MITIGATION FOR NON-CLEARED DERIVATIVES

All NFCs must

1 employ processes to ensure timely confirmation of transactions

2 have formalised rules for resolving disputes

3 reconcile their portfolio of OTC derivatives (every business day for an NFC+ with more than 500 outstanding trades on a reducing scale to once per year for NFCs with less than 100 outstanding trades) and

4 compress their portfolio of OTC derivatives by offsetting positions with counterparties to reduce credit exposure

The timely confirmation requirements went live on 15 March 2013

These processes are to be implemented by agreement between counterparties before entering into trades

Additionally the requirements on NFC+ entities extend to

1 marking trades to market on a daily basis

2 segregated exchanges of collateral and

3 initial and variation margin requirements

The technical rules on collateral exchange and margin are still being formulated with ESMA collaborating with the International Organization of Securities Commissions and the Basel Committee on Banking Supervision

REPORTING OBLIGATIONS

All NFCs are subject to reporting obligations under EMIR and must report all their derivatives trading (include trading on exchange) to a recognised trade repository (ldquoTRrdquo) The timeline for implementation of this requirement varies between credit and interest rate and other classes of OTC derivative The implementation date will also vary

according to the date at which national regulators recognise trade repositories for particular classes

The obligation can be delegated between parties or to a third party but the overall legal responsibility for reporting will always rest with the counterparty in question

EXEMPTIONS

Intragroup

EMIR creates exemptions for intragroup OTC derivatives trading that are not available under the Dodd-Frank legislation in the United States which also addresses this kind of trading

An NFC+ will be able to take advantage of an intragroup exemption from the clearing obligation where

1 it is trading with a company within its own group with which it is consolidated for instance for accounting purposes

2 appropriate risk management procedures are in place and

3 the group counterparty is in an EEA country or a non-EU country with equivalent requirements in place

It is possible that if intragroup transactions are substantial enough this may mean an NFC+ becomes just an NFC

A further exemption from the additional risk mitigation margin requirements on an NFC+ is available where

1 adequate risk management procedures are in place and

2 there are no legal or practical barriers to the repayment of funds between the intragroup counterparties

The other risk mitigation requirements and reporting obligations apply uniformly for NFCs under the threshold NFC+ entities and for all intragroup trades

Class Implementation date

Implementation date

Credit and interest rate

23 September 2013

(if a TR has been registered before 1 April 2013)

90 days following registration of TR

(if no TR has been registered before or on 1 April 2013)

All other classes

1 January 2014

(if a TR has been registered before 1st October 2013)

90 days following registration of TR

(if no TR has been registered before or on 1st October 2013)

wwwdlapipercom | 03

Hedging

In terms of calculating when an NFC crosses the threshold and becomes an NFC+ transactions with a view to reducing commercial or treasury risk of the relevant NFC or of non-financial entities of the group it belongs to are not included This ldquohedgingrdquo exemption will be important for those NFCs that are on the cusp of passing the threshold as becoming (or ceasing to be) an NFC+ is reportable to national regulators

It is possible that if intragroup transactions used for hedging purposes are substantial enough this may mean an NFC+ becomes just an NFC

DODD-FRANK ACT INTERACTION

The Dodd-Frank Wall Street Reform and Consumer Protection Act (the ldquoDodd-Frank Actrdquo) was signed into law by President Obama in 2010 Part VII of the Dodd-Frank Act is the US counterpart to EMIR and imposes a new regulatory regime over the OTC derivatives market Oversight of the market is divided in the US between The Commodity Futures Trading Commission

(which has jurisdictional oversight over swaps and futures) and the Securities and Exchange Commission (which has been granted oversight of security-based swaps) Among other things the rules enacted pursuant to the Dodd-Frank Act require swap dealers and other major swaps entities to register with either the CFTC or the SEC and to comply with business conduct rules and other related requirements In addition rules promulgated by the CFTC and SEC require compliance by participants in the OTC derivatives market (including end-users) with among other things reporting and recordkeeping obligations mandatory clearing for specified products on exchange trading margin requirements and documentation

DLA Piper is uniquely placed to assist clients in considering whether and to what extent they must comply with EMIR and the Dodd-Frank Act or whether a reorganization of a business model can be achieved so that only one set of regulatory obligations apply Our team can explain the parallels and conflicts between the European and US derivatives regulatory regimes

04 | Preparing for EMIR and Dodd-Frank Our Capabilities

HOW CAN WE HELP

DLA Piperrsquos international network is perfectly placed to help all types of NFCs navigate the new landscape for OTC derivatives that is being shaped by the Dodd Frank Act and EMIR wherever they do business

The new European and US regulatory requirements are currently being implemented with many rules already in effect particularly in the US New rules will continue to take effect throughout the course of the next two years and beyond All market participants should currently be preparing for both the immediate and long term changes to their trading that the new regulatory environment will necessitate

In terms of the key services that an NFC undertaking OTC derivatives trading may require we can assist you to

Map the scope of EMIR and the Dodd-Frank Act in relation to your business and ascertain whether your company as an NFC will be impacted

Identify the jurisdictions where your OTC derivatives trades may be impacted by the new rules

Understand the types of OTC derivatives that may become subject to the mandatory clearing

Assess and understand the impact that the requirements of EMIR and the Dodd-Frank Act will have on ISDA documentation

Assess whether adherence to industry protocols (such as those published by ISDA) makes sense for your company and negotiate and implement the relevant ISDA Protocols and ISDA Amendment Agreements (as the case may be)

Negotiate on-boarding documentation for exchange trading and clearing

Integrate risk mitigation and trade reporting requirements into your counterparty relationships and documentation and

Manage the new direct or indirect relationships with trade repositories and CCPs

If you would like to discuss the impact of EMIR and the Dodd-Frank Act on your business please get in touch with us The following is a list of the main contacts for Europe and the United States

COUNTRY CONTACT US

Austria Jasna Zwitter-TehovnikPartner T +43 1 531 78 1025 jasnazwitter-tehovnikdlapipercom

Alexander ScheuwimmerAttorney-at-law T +43 1 531 78 1091 alexanderscheuwimmerdlapipercom

Belgium Koen VanderheydenPartner T +32 02 500 6552 koenvanderheydendlapipercom

France Fabrice ArmandPartner T +33 1 40 15 24 43 fabricearmanddlapipercom

wwwdlapipercom | 05

Clearing is possible through a direct membership of an approved CCP or by engaging an existing member to provide you with indirect clearing services

NFCs below the threshold are under no obligation to clear OTC derivatives trades even when their counterparty is an NFC+ or financial counterparty

ESMA is expected to begin assessing classes of OTC derivatives for clearing from Q2 2013 and will also approve CCPs in the same year The first clearing obligations are expected Q1 2014

RISK MITIGATION FOR NON-CLEARED DERIVATIVES

All NFCs must

1 employ processes to ensure timely confirmation of transactions

2 have formalised rules for resolving disputes

3 reconcile their portfolio of OTC derivatives (every business day for an NFC+ with more than 500 outstanding trades on a reducing scale to once per year for NFCs with less than 100 outstanding trades) and

4 compress their portfolio of OTC derivatives by offsetting positions with counterparties to reduce credit exposure

The timely confirmation requirements went live on 15 March 2013

These processes are to be implemented by agreement between counterparties before entering into trades

Additionally the requirements on NFC+ entities extend to

1 marking trades to market on a daily basis

2 segregated exchanges of collateral and

3 initial and variation margin requirements

The technical rules on collateral exchange and margin are still being formulated with ESMA collaborating with the International Organization of Securities Commissions and the Basel Committee on Banking Supervision

REPORTING OBLIGATIONS

All NFCs are subject to reporting obligations under EMIR and must report all their derivatives trading (include trading on exchange) to a recognised trade repository (ldquoTRrdquo) The timeline for implementation of this requirement varies between credit and interest rate and other classes of OTC derivative The implementation date will also vary

according to the date at which national regulators recognise trade repositories for particular classes

The obligation can be delegated between parties or to a third party but the overall legal responsibility for reporting will always rest with the counterparty in question

EXEMPTIONS

Intragroup

EMIR creates exemptions for intragroup OTC derivatives trading that are not available under the Dodd-Frank legislation in the United States which also addresses this kind of trading

An NFC+ will be able to take advantage of an intragroup exemption from the clearing obligation where

1 it is trading with a company within its own group with which it is consolidated for instance for accounting purposes

2 appropriate risk management procedures are in place and

3 the group counterparty is in an EEA country or a non-EU country with equivalent requirements in place

It is possible that if intragroup transactions are substantial enough this may mean an NFC+ becomes just an NFC

A further exemption from the additional risk mitigation margin requirements on an NFC+ is available where

1 adequate risk management procedures are in place and

2 there are no legal or practical barriers to the repayment of funds between the intragroup counterparties

The other risk mitigation requirements and reporting obligations apply uniformly for NFCs under the threshold NFC+ entities and for all intragroup trades

Class Implementation date

Implementation date

Credit and interest rate

23 September 2013

(if a TR has been registered before 1 April 2013)

90 days following registration of TR

(if no TR has been registered before or on 1 April 2013)

All other classes

1 January 2014

(if a TR has been registered before 1st October 2013)

90 days following registration of TR

(if no TR has been registered before or on 1st October 2013)

wwwdlapipercom | 03

Hedging

In terms of calculating when an NFC crosses the threshold and becomes an NFC+ transactions with a view to reducing commercial or treasury risk of the relevant NFC or of non-financial entities of the group it belongs to are not included This ldquohedgingrdquo exemption will be important for those NFCs that are on the cusp of passing the threshold as becoming (or ceasing to be) an NFC+ is reportable to national regulators

It is possible that if intragroup transactions used for hedging purposes are substantial enough this may mean an NFC+ becomes just an NFC

DODD-FRANK ACT INTERACTION

The Dodd-Frank Wall Street Reform and Consumer Protection Act (the ldquoDodd-Frank Actrdquo) was signed into law by President Obama in 2010 Part VII of the Dodd-Frank Act is the US counterpart to EMIR and imposes a new regulatory regime over the OTC derivatives market Oversight of the market is divided in the US between The Commodity Futures Trading Commission

(which has jurisdictional oversight over swaps and futures) and the Securities and Exchange Commission (which has been granted oversight of security-based swaps) Among other things the rules enacted pursuant to the Dodd-Frank Act require swap dealers and other major swaps entities to register with either the CFTC or the SEC and to comply with business conduct rules and other related requirements In addition rules promulgated by the CFTC and SEC require compliance by participants in the OTC derivatives market (including end-users) with among other things reporting and recordkeeping obligations mandatory clearing for specified products on exchange trading margin requirements and documentation

DLA Piper is uniquely placed to assist clients in considering whether and to what extent they must comply with EMIR and the Dodd-Frank Act or whether a reorganization of a business model can be achieved so that only one set of regulatory obligations apply Our team can explain the parallels and conflicts between the European and US derivatives regulatory regimes

04 | Preparing for EMIR and Dodd-Frank Our Capabilities

HOW CAN WE HELP

DLA Piperrsquos international network is perfectly placed to help all types of NFCs navigate the new landscape for OTC derivatives that is being shaped by the Dodd Frank Act and EMIR wherever they do business

The new European and US regulatory requirements are currently being implemented with many rules already in effect particularly in the US New rules will continue to take effect throughout the course of the next two years and beyond All market participants should currently be preparing for both the immediate and long term changes to their trading that the new regulatory environment will necessitate

In terms of the key services that an NFC undertaking OTC derivatives trading may require we can assist you to

Map the scope of EMIR and the Dodd-Frank Act in relation to your business and ascertain whether your company as an NFC will be impacted

Identify the jurisdictions where your OTC derivatives trades may be impacted by the new rules

Understand the types of OTC derivatives that may become subject to the mandatory clearing

Assess and understand the impact that the requirements of EMIR and the Dodd-Frank Act will have on ISDA documentation

Assess whether adherence to industry protocols (such as those published by ISDA) makes sense for your company and negotiate and implement the relevant ISDA Protocols and ISDA Amendment Agreements (as the case may be)

Negotiate on-boarding documentation for exchange trading and clearing

Integrate risk mitigation and trade reporting requirements into your counterparty relationships and documentation and

Manage the new direct or indirect relationships with trade repositories and CCPs

If you would like to discuss the impact of EMIR and the Dodd-Frank Act on your business please get in touch with us The following is a list of the main contacts for Europe and the United States

COUNTRY CONTACT US

Austria Jasna Zwitter-TehovnikPartner T +43 1 531 78 1025 jasnazwitter-tehovnikdlapipercom

Alexander ScheuwimmerAttorney-at-law T +43 1 531 78 1091 alexanderscheuwimmerdlapipercom

Belgium Koen VanderheydenPartner T +32 02 500 6552 koenvanderheydendlapipercom

France Fabrice ArmandPartner T +33 1 40 15 24 43 fabricearmanddlapipercom

wwwdlapipercom | 05

Hedging

In terms of calculating when an NFC crosses the threshold and becomes an NFC+ transactions with a view to reducing commercial or treasury risk of the relevant NFC or of non-financial entities of the group it belongs to are not included This ldquohedgingrdquo exemption will be important for those NFCs that are on the cusp of passing the threshold as becoming (or ceasing to be) an NFC+ is reportable to national regulators

It is possible that if intragroup transactions used for hedging purposes are substantial enough this may mean an NFC+ becomes just an NFC

DODD-FRANK ACT INTERACTION

The Dodd-Frank Wall Street Reform and Consumer Protection Act (the ldquoDodd-Frank Actrdquo) was signed into law by President Obama in 2010 Part VII of the Dodd-Frank Act is the US counterpart to EMIR and imposes a new regulatory regime over the OTC derivatives market Oversight of the market is divided in the US between The Commodity Futures Trading Commission

(which has jurisdictional oversight over swaps and futures) and the Securities and Exchange Commission (which has been granted oversight of security-based swaps) Among other things the rules enacted pursuant to the Dodd-Frank Act require swap dealers and other major swaps entities to register with either the CFTC or the SEC and to comply with business conduct rules and other related requirements In addition rules promulgated by the CFTC and SEC require compliance by participants in the OTC derivatives market (including end-users) with among other things reporting and recordkeeping obligations mandatory clearing for specified products on exchange trading margin requirements and documentation

DLA Piper is uniquely placed to assist clients in considering whether and to what extent they must comply with EMIR and the Dodd-Frank Act or whether a reorganization of a business model can be achieved so that only one set of regulatory obligations apply Our team can explain the parallels and conflicts between the European and US derivatives regulatory regimes

04 | Preparing for EMIR and Dodd-Frank Our Capabilities

HOW CAN WE HELP

DLA Piperrsquos international network is perfectly placed to help all types of NFCs navigate the new landscape for OTC derivatives that is being shaped by the Dodd Frank Act and EMIR wherever they do business

The new European and US regulatory requirements are currently being implemented with many rules already in effect particularly in the US New rules will continue to take effect throughout the course of the next two years and beyond All market participants should currently be preparing for both the immediate and long term changes to their trading that the new regulatory environment will necessitate

In terms of the key services that an NFC undertaking OTC derivatives trading may require we can assist you to

Map the scope of EMIR and the Dodd-Frank Act in relation to your business and ascertain whether your company as an NFC will be impacted

Identify the jurisdictions where your OTC derivatives trades may be impacted by the new rules

Understand the types of OTC derivatives that may become subject to the mandatory clearing

Assess and understand the impact that the requirements of EMIR and the Dodd-Frank Act will have on ISDA documentation

Assess whether adherence to industry protocols (such as those published by ISDA) makes sense for your company and negotiate and implement the relevant ISDA Protocols and ISDA Amendment Agreements (as the case may be)

Negotiate on-boarding documentation for exchange trading and clearing

Integrate risk mitigation and trade reporting requirements into your counterparty relationships and documentation and

Manage the new direct or indirect relationships with trade repositories and CCPs

If you would like to discuss the impact of EMIR and the Dodd-Frank Act on your business please get in touch with us The following is a list of the main contacts for Europe and the United States

COUNTRY CONTACT US

Austria Jasna Zwitter-TehovnikPartner T +43 1 531 78 1025 jasnazwitter-tehovnikdlapipercom

Alexander ScheuwimmerAttorney-at-law T +43 1 531 78 1091 alexanderscheuwimmerdlapipercom

Belgium Koen VanderheydenPartner T +32 02 500 6552 koenvanderheydendlapipercom

France Fabrice ArmandPartner T +33 1 40 15 24 43 fabricearmanddlapipercom

wwwdlapipercom | 05

HOW CAN WE HELP

DLA Piperrsquos international network is perfectly placed to help all types of NFCs navigate the new landscape for OTC derivatives that is being shaped by the Dodd Frank Act and EMIR wherever they do business

The new European and US regulatory requirements are currently being implemented with many rules already in effect particularly in the US New rules will continue to take effect throughout the course of the next two years and beyond All market participants should currently be preparing for both the immediate and long term changes to their trading that the new regulatory environment will necessitate

In terms of the key services that an NFC undertaking OTC derivatives trading may require we can assist you to

Map the scope of EMIR and the Dodd-Frank Act in relation to your business and ascertain whether your company as an NFC will be impacted

Identify the jurisdictions where your OTC derivatives trades may be impacted by the new rules

Understand the types of OTC derivatives that may become subject to the mandatory clearing

Assess and understand the impact that the requirements of EMIR and the Dodd-Frank Act will have on ISDA documentation

Assess whether adherence to industry protocols (such as those published by ISDA) makes sense for your company and negotiate and implement the relevant ISDA Protocols and ISDA Amendment Agreements (as the case may be)

Negotiate on-boarding documentation for exchange trading and clearing

Integrate risk mitigation and trade reporting requirements into your counterparty relationships and documentation and

Manage the new direct or indirect relationships with trade repositories and CCPs

If you would like to discuss the impact of EMIR and the Dodd-Frank Act on your business please get in touch with us The following is a list of the main contacts for Europe and the United States

COUNTRY CONTACT US

Austria Jasna Zwitter-TehovnikPartner T +43 1 531 78 1025 jasnazwitter-tehovnikdlapipercom

Alexander ScheuwimmerAttorney-at-law T +43 1 531 78 1091 alexanderscheuwimmerdlapipercom

Belgium Koen VanderheydenPartner T +32 02 500 6552 koenvanderheydendlapipercom

France Fabrice ArmandPartner T +33 1 40 15 24 43 fabricearmanddlapipercom

wwwdlapipercom | 05

COUNTRY CONTACT US

Germany Eyke GruumlningPartner T +49 69 271 33 290 eykegrueningdlapipercom

Dr Mathias HantenPartner T +49 69 271 33 381 mathiashantendlapipercom

Italy Domenico GaudielloPartner T +39 06 68 880 504 domenicogaudiellodlapipercom

Vincenzo La MalfaSenior Associate T +39 06 68 880 614 vincenzolamalfadlapipercom

Netherlands Paul HopmanPartner T +31 20 541 9952 paulhopmandlapipercom

Jente Marie Bruins SlotAdvocaat T +31 20 541 9392 jentemariebruinsslotdlapipercom

Rachel EdwardsAdvocaat T +31 20 541 9264 racheledwardsdlapipercom

Norway Karl-Fredrik LindblomOf Counsel T +47 24 13 16 46 karlfredriklindblomdlapipercom

Camilla WollanPartner T +47 24131 659 camillawollendlapipercom

06 | Preparing for EMIR and Dodd-Frank Our Capabilities

COUNTRY CONTACT US

UK Michael McKeePartner T +44 20 7153 7468 michaelmckeedlapipercom

John DelamerePartner T +44 151 237 4776 johndelameredlapipercom

Martin BartlamPartner T +44 20 7796 6309 martinbartlamdlapipercom

Simon CJ WrightLegal Director T +44 20 7796 6214 simoncjwrightdlapipercom

Spain Ignacio Goacutemez-SanchaPartner T +34 91 788 7344 ignaciogomez-sanchadlapipercom

United States Chicago

Marc HorwitzPartner T +1 312 368 3433 marchorwitzdlapipercom

Los Angeles

Claire HallOf-counsel T +1 310 595 3037 clairehalldlapipercom

wwwdlapipercom | 07

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