Seminar  Seminar

Advanced Swaps & Other Derivatives 2013

Why you should attend

The Dodd-Frank Act establishes a novel, comprehensive framework for the regulation of over-the-counter (OTC) derivatives and the market participants who transact in these products.  That regulatory framework is now being implemented and its effect are becoming clear.

The new regulatory regime touches the activities of all participants in the swaps markets, from end users to major swap participants to swap dealers.  The new regulations will also affect a broad range of market facilities from clearinghouses to exchanges, to newly- conceived swap execution facilities and swap data repositories.

The Dodd-Frank Act imposes registration requirements, mandatory clearing and trading requirements, margin requirements, capital and business conduct standards, and transaction and position reporting, as well as limitations on swap positions.

The legislation also established new limitations on the scope of derivatives and proprietary trading activities that may be conducted by certain financial institutions.

At this program, our distinguished faculty will provide a comprehensive overview of the new regulatory framework for OTC derivatives and derivatives market participants, and explain how the new regulatory framework will affect these products, the structure of the market for these products and market participants. The program will also cover documentation issues, and recent developments in tax, accounting and litigation related to OTC derivatives, as well as professional responsibility issues associated with derivatives.

What you will learn

  • A comprehensive analysis of the new regulatory framework for  OTC derivatives:
    • Who is required to register and as what?
    • How is cross-border activity covered under the new regulatory framework?
    • What are the new mandatory clearing and trading requirements?
    • What are the new reporting requirements?
    • What are swap execution facilities?
    • Who must be regulated as a swap execution facility?
    • What are the new margin requirements and to whom do they apply?
    • When must swap dealers be registered as futures commission merchants?
    • How will banks and their affiliates be affected by new limitations on derivatives and proprietary trading activities?
    • Are new position limits applicable to OTC derivatives?
    • What changes have been made to existing insolvency law?
    • How will the amended federal commodity and securities laws affect brokers, advisors and funds transacting in OTC derivatives?
  • Significant issues relating to credit, equity and commodity derivatives
  • Recent litigation developments related to derivatives
  • Tax and accounting developments applicable to derivatives
  • Professional responsibility and derivatives

Who should attend

This program is intended for experienced outside counsel, in-house attorneys, government lawyers, documentation managers, compliance officers, bankers, corporate and other end users of swaps, and others involved in advanced structuring, negotiating and executing swap agreements and other derivative products. Counsel to derivatives market facilities and others involved in structuring, negotiating and executing swap agreements and other derivate products will also benefit from attending this program.

Day One: 9:00 a.m. - 5:00 p.m.

Morning Session: 9:00 a.m. - 12:00 p.m.

9:00 Opening Remarks

Gary Barnett, Joshua D. Cohn

9:15 Swaps, Security-Based Swaps and Mixed Swaps: CFTC, SEC and Dodd-Frank Implementation Progress

  • The CFTC, the SEC and the Prudential Regulators
  • Potential reach and likely impact on market participants
  • Extraterritoriality

Moderators: Gary Barnett, Joshua D. Cohn
James R. Burns, Mary Johannes, Sarah Lee, Laura Schisgall, Don Thompson

10:15 Networking Break

10:30 Clearing and Trading; End-Users; Margin for Cleared and Uncleared Transactions; Client Money Segregation; Default Management

  • Mandatory clearing and trading requirements
  • SEFs and trading facilities, including definitions, exceptions, regulation and registration
  • Margin, segregation, default management and focus on CCP default funds: current state of play of models

Moderator: Kathryn M. Trkla
Michael D. Bopp, William A. Curran, William Thum
12:00 Lunch Break

Afternoon Session: 1:15 p.m. - 5:00 p.m.

1:15 Swap Execution, Reporting and Giveup; Cleared and Uncleared Swaps

  • Execution
  • Give-up arrangements and the model FIA Execution Agreement/ Futures Agreement Addendum
  • PB and asset manager allocation issues
  • SDR status

Moderator: Joshua D. Cohn
Geoffrey B. Goldman, Paul Gottlieb, Christopher L. Ramsay, Lauren Teigland-Hunt, Kathryn M. Trkla

2:15 Networking Break

2:30 Swap Dealers and Major Swap Participants: Who Are They and How Will They be Regulated? Reporting, Position Limits, Business Conduct Rules, Capital

  • Swap Dealers, Major Swap Participants: who qualifies?
  • Major internal changes:  reporting and conduct
  • Margin and capital requirements and effect on liquidity

Moderator: Gary Barnett
Richard A. Ostrander, Christine Trent Parker, Kenneth M. Raisler, Thomas J. Smith

4:00 Regulation of Other Swap Market Participants under the CEA and Securities Exchange Act of 1934: Clearinghouses, Clearing Members, and the Swap Activities of Banks

  • CCPs
  • Brokers and clearing members
  • Advisors and funds

Moderator: Gary Barnett
Geoffrey B. Goldman, Thomas J. Smith, Kathryn M. Trkla

5:00 Adjourn

Day Two: 9:00 a.m. - 5:00 p.m.

9:00 Recap and Introduction to Day Two

Gary Barnett, Joshua D. Cohn

9:15 Regulation of Swap Market Participants

  • Aspects of bank regulation
  • Fund issues
  • The role of the NFA
  • Swap dealer and intermediary compliance and examinations
  • Substituted compliance by foreign entities

Moderator: Gary Barnett
Douglas E. Harris, Kevin C. Piccoli, Jamila Piracci, Erik F. Remmler

10:15 Networking Break

10:30 Regulation of Swap Market Participants (continued)

Matthew K. Kerfoot, Rita M. Molesworth, Amanda Olear

11:00 Tax and Accounting

  • Final FATCA regulations
  • Congressional proposals to change taxation of derivatives
  • Cutting edge issues in FX hedging

Mark H. Leeds, Matthew Stevens

12:00 Lunch Break

1:15 Derivatives and Professional Responsibility

  • Representing an organization
  • SEC Rule of Professional Responsibility for Issuer’s Counsel
  • Reporting wrongdoing up the ladder within an organization
  • Reporting a client’s fraud to regulators
  • Lawyer’s role in complex structured finance transactions
  • Title VII creates new professional responsibility challenges
  • Email and metadata issues

Michael S. Sackheim

2:15 Networking Break

2:30 Principal Issues for Consideration and Negotiation in Derivatives Documentation-Cleared and Uncleared

  • Swaps generally
  • Commodity Swaps, Equity Swaps and CDS
  • Legal and contractual considerations

Moderator: Gary Barnett
Noah P. Melnick, David Z. Moss

3:30 Litigation & Insolvency and Resolution Authority: Netting Opinions; Safe Harbors; Orderly Liquidation

  • Review of recent cases of interest to the OTC derivatives market
  • Fraud prosecutions (synthetic structures and Rule 10b-5), rating agencies and banks
  • What the recent orders and judgments issued mean for the OTC derivatives market
  • Changes introduced by financial reform (FDIC-modeled provisions of Orderly Liquidation Authority can now apply to entities otherwise subject to the Bankruptcy Code or SIPA)
  • Differences between Orderly Liquidation Authority, the Code and SIPA
  • Potential effect on various stakeholders – shareholders, creditors and counterparties

Moderator: Joshua D. Cohn
David Aman, Locke R. McMurray, Harold S. Novikoff, Jonathan E. Pickhardt, R. Penfield Starke

5:00 Adjourn

Gary Barnett ~ Director of the Division of Swap Dealer and Intermediary Oversight, U.S. Commodity Futures Trading Commission
Joshua D. Cohn ~ Mayer Brown LLP
David Aman ~ Cleary Gottlieb Steen & Hamilton LLP
Michael D. Bopp ~ Gibson, Dunn & Crutcher LLP
James R. Burns ~ Deputy Director, Division of Trading and Markets, U.S. Securities and Exchange Commission
William A. Curran ~ Executive Director, Morgan Stanley
Geoffrey B. Goldman ~ Shearman & Sterling LLP
Paul Gottlieb ~ Vice President, Senior counsel, The Depository Trust & Clearing Corporation
Douglas E. Harris ~ Managing Director, Promontory Financial Group, LLC
Mary Johannes ~ Senior Director and Head of U.S. Public Policy, ISDA
Matthew K. Kerfoot ~ Dechert LLP
Sarah Lee ~ Managing Director, Global Head of Regulatory Reform and Fixed Income Derivatives - Legal, Bank of America
Mark H. Leeds ~ Mayer Brown LLP
Locke R. McMurray ~ Jones Day
Noah P. Melnick ~ Linklaters LLP
Rita M. Molesworth ~ Willkie Farr & Gallagher LLP
David Z Moss ~ Purrington Moody Weil LLP
Harold S. Novikoff ~ Wachtell Lipton Rosen & Katz
Amanda Olear ~ Associate Director, Division of Swap Dealer and Intermediary Oversight, U.S. Commodity Futures Trading Commission
Richard Ostrander ~ Managing Director, Legal & Compliance, BlackRock
Christine Trent Parker ~ Sullivan & Cromwell LLP
Kevin C. Piccoli ~ Deputy Director, Examinations, Division of Swap Dealer and Intermediary Oversight, U.S. Commodity Futures Trading Commission
Jonathan E. Pickhardt ~ Quinn Emanuel Urquhart & Sullivan, LLP
Jamila Piracci ~ Vice President, OTC Derivatives, National Futures Association
Kenneth M. Raisler ~ Sullivan & Cromwell LLP
Christopher L. Ramsay ~ Deputy General Counsel, Head of Global Transaction Management, Citadel LLC
Erik F. Remmler ~ Deputy Director, Registration and Compliance, Division of Swap Dealer and Intermediary Oversight, US Commodity Futures Trading Comm
Michael S. Sackheim ~ Sidley Austin LLP
Laura Schisgall ~ Managing Director, Global Markets Legal Group Head/AMER, Societe Generale Americas
R. Penfield Starke ~ Assistant General Counsel, Legal Division, Federal Deposit Insurance Corporation
Lauren Teigland-Hunt ~ Teigland-Hunt LLP
Don Thompson ~ Managing Director and Associate General Counsel, JPMorgan Chase & Co.
William Thum ~ Principal, Legal Department, Vanguard
Kathryn M. Trkla ~ Foley & Lardner LLP
Program Attorney(s)
Lauren E. Nochta ~ Program Attorney, Practising Law Institute
New York City Seminar Location

PLI New York Center, 810 Seventh Avenue at 53rd Street (21st floor), New York, New York 10019. Message Center, program days only: (212) 824-5733.

New York City Hotel Accommodations

The New York Hilton & Towers, 1335 Avenue of the Americas, New York, NY 10019. 1 block from PLI Center. Reservations 1-800-HILTONS or, 1-877-NYC-HILT. Please mention that you are booking a room under the Practising Law Institute Corporate rate and the Client File # is 0495741. You can also make reservations online to access Practising Law Institute rates.

The Warwick New York Hotel, 65 West 54th Street New York, NY 10019. 1 block from PLI Center. Reservations 800-223-4099 or, hotel direct 212-247-2700. Please mention that you are booking a room under the Practising Law Institute Corporate rate. Reservations on line at Click reservations in menu bar on left. Select desired dates. In 'Special Rates' drop down window select Corporate Rate. In 'Rate Code' enter PLIN. Click search and select desired room type and rate plan. Or, you may email reservation requests to:

Sheraton New York Times Square Hotel, 811 7th Avenue, New York, NY 10019, 1-800-325-3535 or (212) 581-1000. When calling, please mention Practising Law Institute and mention SET#311155. You may also book online.

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Item# 43245
Location:  New York, NY
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Seminar attendance includes course handbook and associated course materials. A downloadable course handbook will also be available several days prior to the program start for your review.