Table of Contents 1. INTRODUCTION TO THIS TEXT AND TO DERIVATIVE PRODUCTS

Transcription

1 Table of Contents 1. INTRODUCTION TO THIS TEXT AND TO DERIVATIVE PRODUCTS 1.1 Introduction to this Text General Definition and Features The Building Blocks: Forwards and Options Forwards Swap Contracts Futures Options Why Derivatives Products are Used Products that Manage Interest Rate Risk Interest Rate Swaps Basis Swaps Forward Swaps or Forward Rate Transaction Swaptions Interest Rate Caps, Floors and Collars Delayed LIBOR Reset Swaps Zero Coupon Swap Products that Manage Currency Rate Risk Currency Swaps Differential or Quanto Swap Foreign Currency Asset Swaps Currency Forwards Currency Options FRA Options Equity Index Derivatives Equity Index Swaps Equity Index Options Equity-Linked Debt Instruments Products that Manage Commodity Price Risk Commodity Swaps and Other Commodity Based Products Products that Manage Credit Risk Credit Derivatives Generally Credit Default Swaps and Options (a.k.a. Credit Protection Transactions) Total Return Swaps Credit Spread Forward or Credit Spread Swap Credit Linked Notes Portfolio/Basket Swaps Products that Manage Other Risks CON-1 (Derivatives) (2016 Rel. 1)

2 THE LAW OF FINANCIAL DERIVATIVES IN CANADA Weather Derivatives DERIVATIVES DOCUMENTATION 2.1 Introduction (a) General (b) History of OTC Derivatives Documentation Master Agreements (a) General (b) Architecture of the 1992 ISDA Master Agreement (c) Basic Provisions of the 1992 ISDA Master Agreement (d) Close-out Netting (e) Netting by Novation Canadian Documentation Issues (a) French Language Requirements (b) Interest Act (Canada) (c) Bank Act (Canada) (d) Additional Representations (e) Force Majeure Documenting Regulatory Requirements: ISDA Protocols and Publications Regarding Global Derivative Regulations Introduction Dodd-Frank (a) The External Business Conduct Rules (i) ISDA August 2012 DF Protocol Agreement ( Protocol 1 Agreement ) (ii) (ISDA August 2012 DF Terms Agreement ( DF Terms Agreement ) (iii) ISDA August 2012 DF Supplement ( DF (iv) Supplement ) ISDA August 2012 DF Protocol Questionnaire (Protocol 1 Questionnaire) and Counterparty Manager (v) Addendum I and II to DF Protocol (b) The Allocation Protocol (c) The Swap Trading Relationship Documentation Rules (i) ISDA March 2013 DF Protocol Agreement ( Protocol 2 Agreement ) (ii) The Deemed Master (iii) ISDA March 2013 DF Supplement ( DF Supplement 2 ) (iv) ISDA March 2013 DF Protocol Questionnaire (Protocol 2 Questionnaire) and Counterparty Manager (d) The Cross-Border Swaps Representation Letter (e) ISDA 2013 DF Agreement for Non-U.S. Transactions (Guaranteed Affiliates) (f) The International Energy Credit Association ( IECA ) Agreements (g) Custom Swap Dealer Agreements CON-2

3 TABLE OF CONTENTS (h) Notice of Right to Segregate Independent Amounts European Market Infrastructure Regulations ( EMIR ) (a) EMIR NFC Representation Protocol ( EMIR NFC Rep Protocol ) (b) ISDA 2013 EMIR Portfolio Reconciliation, Dispute Resolution and Disclosure Protocol (ISDA EMIR Port Rec Protocol ) (c) Additional EMIR Publications (i) EMIR Classification Letter (the Letter ) (ii) ISDA EMIR Frontloading Additional Termination Event Amendment Agreement ( Frontloading ATE Amendment ) (iii) Timely Confirmations Amendment ISDA 2013 Reporting Protocol ( Reporting Protocol ) Canadian Representation Letter #1 Trade Reporting and Other Obligations ( Canadian Trade Reporting Letter ) CAPACITY AND AUTHORITY TO ENGAGE IN DERIVATIVES TRADING 3.1 General Effect of Lack of Capacity Capacity versus Authority Recovery of Payments under Void Contracts (a) Grounds for Recovery (b) Recovery of Interest (c) Defences to Recovery Governments and Governmental Entities Federal and Provincial Governments (a) General (b) Power to Engage in Derivatives Transactions (i) Federal Government (ii) Alberta (iii) British Columbia (iv) Manitoba (v) Ontario (vi) Prince Edward Island (vii) Quebec (viii) Saskatchewan (c) Government Boards and Agencies Crown Corporations Municipalities (a) General (Continued on page CON-3) CON-2.1 (Derivatives) (2016 Rel. 1)

4 TABLE OF CONTENTS (b) Alberta (c) Ontario (d) Quebec (e) Other Provinces Financial Institutions Banks Insurance Companies Trust and Loan Corporations Credit Unions and Caisses Populaires Pension Funds Mutual Funds APPLICATION OF GAMING LAWS TO DERIVATIVES TRANSACTIONS 4.1 Introduction Criminal Code; Bucket Shop Prohibition Provincial Gaming Statutes ENFORCEABILITY OF TERMINATION AND CLOSE-OUT NETTING RIGHTS 5.1 Importance of Enforceability Overview of Canada s Approach to Termination and Netting Overview Eligible Financial Contracts (a) General (b) Criteria Relevant to all Transactions (c) Commodity Contracts Netting Between Financial Institutions: The Payment Clearing and Settlement Act Statutory Provisions Purpose of Section To Which Insolvency Regimes Does Section 13 Apply? To Which Entities Does Section 13 Apply? (a) Section 13(a) (b) Section 13(b) (c) Section 13(c) To What Agreements Does Section 13 Apply? Canadian Insolvency Laws Federal versus Provincial Jurisdiction Description of Canadian Insolvency Regimes The Bankruptcy and Insolvency Act (a) To Which Entities Does the Bankruptcy and Insolvency (b) Act apply? Treatment of Derivatives Contracts in BIA Proposal Proceedings (c) Bankruptcy Proceedings (i) Summary CON-3 (Derivatives) (2016 Rel. 2)

5 THE LAW OF FINANCIAL DERIVATIVES IN CANADA (ii) More Detailed Discussion of Bankruptcy Principles (A) Designation of a Termination Date of Automatic Termination (B) Enforceability of the Close-out Netting Mechanism The Winding-Up and Restructuring Act (a) To Which Entities Does the Winding-Up and Restructuring Act Apply? (b) The Statutory Provisions Court Administered Receivership Canada Deposit Insurance Corporation Act Overview of Restructuring Regime The General Stay The Eligible Financial Contracts Exemption The Bridge Institution Stay (a) The Temporary Stay (b) The Extended Stay Restructuring Stay Companies Creditors Arrangement Act To Which Entities Does the Companies Creditors Arrangement Act Apply? The Statutory Provisions Special Procedures and Entities Trusts Mutual Funds Pension Funds ENFORCEABILITY OF SPECIFIC PROVISIONS 6.1 Interpretation Generally Clause 1(c) Single Agreement Section 2(a)(iii) of the ISDA Master Agreement The Text of the Clause The Interpretation Issues (a) Brief Outline of Issues (b) Timing, Extinguishment and Expiry Issues (c) Gross-Net Issue (d) Treatment of Suspended Payments in Subsequent Close-out Calculation (e) Proposed Amendments to ISDA Master Agreements Is Section 2(a)(iii) a Penalty Clause Operation of Section 2(a)(iii) in Insolvency Proceedings: Antideprivation and Pari Passu Principles and Ipso Facto Clauses Termination Rights Termination Based on Cross-Default Termination Based on Bankruptcy Events of Default Payments on Close-Out CON-4

6 TABLE OF CONTENTS General Principles of Enforceability Penalty Analysis Does Not Apply to Clauses Not Triggered by Breach Can Loss of Bargain Damages Be Provided for a Non- Repudiatory Breach? Loss Benchmarked Against Market Quotes Contractual Set-off Rights Summary Set-off in Bankruptcy and Winding-up Set-off Involving Claims to and by Affiliates (a) What is Affiliate Set-Off? (b) Effectiveness of Affiliate Set-off as Matter of Contract Law (c) Effectiveness in Insolvency Proceedings Conditional Payments and Flawed Asset Approach Clauses Providing that the Non-Defaulting Party Does Not Owe the Net Termination Amount Forfeiture of Defaulting Party s Asset Penalty Forfeiture (a) General Principles (b) Unpaid Amounts (c) Termination Amount (d) Previous Payments Section 13 Governing Law and Jurisdiction Governing Law Section 13(b) Jurisdiction Oral or Electronic Confirmations Opinion Qualifications DUTIES OWED IN DERIVATIVES RELATIONSHIPS 7.1 Duties Owed in Derivatives Relationships Fiduciary Duties Loyalty and Good Faith Breach of a Duty of Care Duties Not to Make Statements Fraudulently or Negligently Regulatory Standards and Suitability Know Your Client Requirements General Regulatory Requirements (a) Securities Acts (b) Commodity Futures Act (c) Self-Regulatory Bodies (i) IIROC Rules SECURITY AGREEMENTS 8.1 Market for Secured Transactions Recent Developments CON-5 (Derivatives) (2016 Rel. 2)

7 THE LAW OF FINANCIAL DERIVATIVES IN CANADA 8.3 Security Documentation Use of Standard Forms Understanding the Credit Support Annex (a) Structure (b) Mark-to-Market Collateralization (i) General (ii) Level of Permitted Exposure (iii) Requirement for Overcollateralization (iv) Conditions Precedent to Transfer Obligations (c) Type of Collateral (d) Valuation of Transactions and Collateral (e) Dispute Resolution (f) Use of Custodian (g) Commingling and Rehypothecation of Collateral (i) In Personal Property Security Act Jurisdictions (ii) In Quebec (h) Remedies and Grace Periods Capacity Issues Federal Financial Institutions Provincial Financial Institutions (a) Loan and Trust Corporations (b) Insurance Companies (c) Pension Funds Governments and Crown Corporations Mutual Funds Obtaining a Priority Claim Against Collateral Perfecting a Security Interest in Cash Conflict of Laws Issues That Apply to Securities and Other Investment Property Certificated Securities (a) Conflict of Laws (i) Investment Property (ii) Governing Law: Place where Certificate is Located (b) Validity (c) Perfection (i) Perfection by Control (ii) Perfection by Delivery (iii) Perfection by Registration (d) Priority (i) Basic Priority Between Secured Creditors (e) Protected Purchasers Uncertificated Securities (a) Conflict of Laws (i) Issuer s Jurisdiction Governs (b) Validity (c) Perfection (d) Priority CON-6

8 TABLE OF CONTENTS (e) Protected Purchasers Indirectly Held Financial Assets (a) Conflict of Laws (i) Securities Accounts and Securities Entitlements (ii) Validity Governed by Intermediary s Jurisdiction (iii) Perfection and Priority Governed by Intermediary s Jurisdiction (b) Validity (c) Perfection (i) Perfection by Control (d) Priority (i) Basic Priority Between Secured Creditors (ii) Control by Becoming the Entitlement Holder Futures Contracts Holder in Due Course under Bills of Exchange Act Depository Bills and Notes Statutory Stay Exemptions for Dealing with Financial Collateral Summary (a) Exemption Applies to Financial Collateral (b) Dealings with Financial Collateral (c) Security Agreements are themselves Eligible Financial Contracts Payment Clearing and Settlement Act Effect of Bankruptcy and Winding-Up on Enforcing Security (a) Liquidation of Collateral (b) Set-off Effect of Receivership Orders Effect of Proposals under the Bankruptcy and Insolvency Act and Restructurings under the Companies Creditors Arrangement Act and the Canada Deposit Insurance Corporation Act on the Enforcement of Security (a) Stays on Actions Against the Debtor s Property (Including Property subject to a security interest) (i) The Bankruptcy and Insolvency Act (ii) Canada Desposit Insurance Corporation Act (iii) Companies Creditors Arrangement Act (b) Exemption from Priming Orders Canadian Deposit Insurance Corporation Act Restructuring Considerations for the Collateral Provider General Collateral Provider s Right to Set-off Collateral Value Where Secured Party is in Default (a) The Right to Net the Value of Collateral (b) Rights with respect to Excess Collateral Where the Collateral Receiver or Holder is a Securities Intermediary (a) General CON-7 (Derivatives) (2016 Rel. 2)

9 THE LAW OF FINANCIAL DERIVATIVES IN CANADA (b) Security Interests in Favour of Securities Intermediaries Effect of Custodian Insolvency (a) Rights under the Securities Transfer Act (b) Insolvency Proceedings and the Securities Transfer Act (c) Effect of a Securities Firm Bankruptcy Creditor Preference and Fraudulent Conveyance Issues General Preferences under the Bankruptcy and Insolvency Act (a) General Test (b) Transfer of Property (c) Creditor (d) Within 3 Months of Bankruptcy (e) Intent to Prefer (f) Application to BIA Proposals and CCAA (g) Summary (h) Transfers at an Undervalue Winding-up and Restructuring Act (a) General (b) Fraudulent Conveyances and Contracts (c) Unjust Preferences (d) Payments within 30 days of Winding-up Provincial Preferences Legislation (a) Common Law Provinces (b) Quebec Fraudulent Conveyances Legislation ALTERNATIVES TO COLLATERALIZATION 9.1 Introduction Absolute Transfer and Set-off The ISDA Transfer Annex Structure of the Credit Support Annex Canadian Issues (a) General (b) Is a transfer and set-off agreement a security agreement? (Continued on page CON-9) CON-8

10 TABLE OF CONTENTS (c) Does the Transfer Annex Form Reflect the Substance? (i) Substance over Form (ii) Consistency of Language and Concepts (iii) Securing Purpose (iv) Characterization in Quebec Consequences of Recharacterization as a Security Agreement (a) Regulatory Implications (b) Netting Agreements under the Payment Clearing and Settlement Act (c) Personal Property Security Implications Recouponing Prepayment or Revaluation Mutual Puts Provisions to Deal with Deteriorating Credit Risk REGULATORY ISSUES AFFECTING DERIVATIVES TRADING 10 Introduction Application of Securities Derivatives and Commodity Futures Laws The Current Landscape Derivatives Reform: the New Rules Final and Proposed (a) The Blueprint for Reform (b) Trade Repositories and Trade Reporting (c) Surveillance and Enforcement (d) Collateral Segregation and Portability in Cleared Transactions (e) End-User Exemption (f) Derivatives Registration (g) Central Counterparty Clearing (h) Derivatives Trading Facilities (i) Margin for Uncleared Swaps Québec Derivatives Act (a) Introduction (b) Regulation of both OTC and exchange-traded derivatives activities (c) Recognition of regulated entities (d) Authorization of non-regulated entities and their derivatives (e) Derivatives dealer and adviser registration requirements (f) Obligations of Registrants (g) (h) The Exemption for OTC derivatives involving accredited counterparties The Exemption for exchange-traded derivatives involving accredited counterparties (i) Hybrid Products (j) Other Prohibitions British Columbia, New Brunswick and Saskatchewan CON-9 (Derivatives) (2015 Rel. 2)

11 THE LAW OF FINANCIAL DERIVATIVES IN CANADA (a) Definition of security includes exchange contracts and OTC derivatives (b) The definition of futures contract (c) The Exemption Orders and Rules (d) Alberta Newfoundland and Labrador, Nova Scotia, Prince Edward Island, Yukon Territory, Northwest Territories and Nunavut Ontario and Manitoba (a) Commodity Futures Contracts and Options Ontario (b) OTC Derivatives Ontario (c) Commodity Futures Contracts and Options Manitoba (d) OTC Derviatives Manitoba FX Contracts and Contracts for Differences Permitted Use of Derivatives by Investment Funds (a) General (b) Permitted Use of Specified Derivatives (c) Restrictions on the Use of Specified Derivatives (d) Registration Requirements (e) Disclosure Requirements Self-Regulatory Organizations: IIROC Other Securities Law Issues (a) Insider Trading Issues with OTC Derivatives (b) Insider Reporting of OTC Derivatives (c) Exemptions (d) Timely Disclosure Application of Insurance Laws The Application of Insurance Laws to OTC Credit Derivatives The Insurance Regulatory Framework and Enforceability Are Credit Derivatives Contracts of Insurance? Conclusion on the Application of Insurance Laws Application of Foreign Bank Provisions of Federal Banking Laws Federal Regulatory Initiatives Principal Protected Notes OSFI Guidelines on Derivatives TAXATION OF DERIVATIVES 11.1 Introduction Characterization of the Transactions: Capital or Income? Purpose of the Transaction Hedging Transactions Treatment of Particular Instruments; Administrative Positions (a) Commodity Contracts (b) Swaps (c) Forward Contracts (d) Futures Contracts (e) Options CON-10

12 TABLE OF CONTENTS 11.3 Timing Issues General Realization of Accrued Gains and Losses Termination Payments Premiums (a) Options on Securities (b) Swaptions (c) Premiums in Off Market Transactions Specific Tax Considerations for Debt and Equity Instruments with Embedded Derivatives Exchangeable Debt Debt Instruments Convertible to Equity Debt Pay; Compensation Based on an Index or Rate Equity Instruments Importance of the Character of the Party to the Transaction General Tax Exempt Entities Income versus Capital Account Sourcing of Income Foreign Property Rules Applicable to Tax Exempt Entities Special Rules That Apply to Tax Exempt Deferred Income Plans (a) General (b) RRSPs and RRIFs (c) RPPs Tax Implications of Credit Support Mechanisms Collateralization Recouponing Payments Prepayments Withholding Taxes Tax Representations and Documentation INDEX OF APPENDICES SELECT ISDA AGREEMENTS Editor s Note... App-2.3 Appendix 1 ISDA Master Agreement... App-3 Appendix 2 ISDA Master Agreement... App-49 Appendix 3 ISDA1 Representation Regarding Relationship Between Parties... App-81 Appendix Form of Amendment to ISDA1 Master Agreements... App-83 Appendix Form of Amendment to ISDA1 Master Agreements... App-109 Appendix 6 Canadian Law Force Majeure Additional Language... App-115 CON-11 (Derivatives) (2016 Rel. 1)

13 THE LAW OF FINANCIAL DERIVATIVES IN CANADA Appendix 7 ISDA1 Credit Support Annex (Multicurrency Cross-Border)... App-117 Appendix 8 ISDA1 Credit Support Annex Schedule of Amendment to, and Instructions for, the New York Form of Credit Support Annex... App-135 Appendix 9 ISDA1 Credit Support Annex Ontario Law, Credit Support and Counterparty Amendments, Instructions and Additional Provisions Guide to Amendments to the New York Form of Credit Support Annex... App-143 Appendix 10 ISDA Credit Support Annex (Transfer English Law)... App-149 Appendix ISDA1 Credit Support Deed (Security Interest English law)... App-163 Appendix ISDA1 Margin Provisions... App-189 Appendix 13 Canadian Representation Letter #1: Trade Reporting and Other Obligations... App-237 Appendix 14 Editor s Note... App-239 SECURITIES AND COMMODITIES LEGISLATION Appendix 15 British Columbia: Proposed Derivatives-Related Legislation... App-301 Securities Act, S.B.C. 2004, c. 43 (selected sections)... App-303 Securities Act, RSBC 1996, c. 418 (selected sections)... App-305 Appendix 16 Ontario: Commodity Futures... App-313 OSC Rule Designation of Additional Commodities... App-315 Companion Policy to OSC Rule App-316 Commodity Futures Act, R.S.O. 1990, c. C App-319 Securities Act, RSO 1990, c. S.5 (Selected sections)... App-377 Ontario Commodity Futures Act Advisory Committee Final Report... App-381 Appendix 17 The Commodity Futures Act... App-427 Man. Reg. 179/99 Commodity Futures Fees Regulation... App-469 Man. Reg. 180/99 Commodity Futures Rule-Making Procedure Regulation... App-472 Appendix 18 Derivatives Act (Quebec)... App-475 Que. Reg. Derivatives Regulation... App-524 Schedule A, Risk Information Document... App-535 Schedule B, Application for Qualification... App-539 Schedule C, Application for Authorization to Market a Derivative... App-546 Que. Reg. O.C Tariffs for costs and fees payable in respect of derivatives... App-547 Policy Statement respecting Accredited Counterparties... App-550 Policy Statement respecting Hybrid Products... App-551 Policy Statement respecting Self-Certification... App-553 CON-12

14 TABLE OF CONTENTS Appendix 19 Securities Act, RSA 2000, c. S-4 (selected sections)... App-559 Appendix 20 The Securities Act, 1988, S.S , c. S-42.2 (selected sections)... App-561 Appendix 21 Securities Act, S.N.B. 2004, c. S-5.5 (selected sections)... App-565 Appendix 22 Securities Act, RSNS 1989, c. 418 (selected sections)... App-567 Appendix 23 Securities Act, RSNL 1990, c. S-13 (selected sections)... App-569 Appendix 24 Securities Act, SNu 2008, c. 12 (selected sections)... App-571 Appendix 25 Securities Act, SY 2007, c. 16 (selected sections)... App-573 Appendix 26 Securities Act, SNWT 2008, c. 10 (selected sections)... App-575 Appendix 26A Draft Capital Markets Stability Act (Federal)... App Appendix 26B Capital Markets Act: A Revised Consultation Draft... App SELECT SECURITIES REGULATORY AUTHORITY INSTRUMENTS Appendix 27 Selected Regulatory Documents of Quebec, British Columbia, Alberta, Saskatchewan, New Brunswick, Manitoba and Ontario Securities Commissions, and the Canadian Securities Administrators... App-577 Quebec Regulation Respecting Derivatives Determination... App Regulation Respecting Trade Repositories and Derivatives Data... App British Columbia Blanket Order Over-The-Counter Derivatives... App-579 Companion Policy to Blanket Order App-583 Blanket Order Short Term Foreign Exchange Transactions... App CP Short Term Foreign Exchange Transactions [CP]... App-586 BCN 2009/32 Adoption of BC Companion Policy CP Short Term Foreign Exchange Transactions [CP]... App-587 Blanket Order Contracts Providing for Physical Delivery of Commodities... App-588 Alberta Alberta Securities Commission Notice Blanket Order Over-the-Counter Trades in Derivatives... App-589 Saskatchewan Notice 2009/11f Notice General Order Over-the-Counter Derivatives... App-594 General Order Over-the-Counter Derivatives... App-597 Companion Policy... App-601 Notice 2011/01c Order Ronald Jerry Fast General Order Over-the-Counter Derivatives... App-602 New Brunswick Amended Local Rule Derivatives... App-607 New Brunswick Securities Commission Form F1 Risk Information Document... App-613 CON-13 (Derivatives) (2016 Rel. 1)

15 THE LAW OF FINANCIAL DERIVATIVES IN CANADA Manitoba Balnket Order Over-the-Counter Derivatives... App-616(1) Notice of Manitoba Securities Commission... App Manitoba Securities Commission Rule Derivatives: Product Determination... App Companion Policy CP Derivatives: Product Determination... App Manitoba Securities Commission Rule Trade Repositories and Derivatives Data Reporting... App Companion Policy CP Trade Repositories and Derivatives Data Reporting... App Ontario Ontario Securities Commission Rule App-617 Companion Policy CP... App Ontario Securities Commission Rule App Companion Policy CP... App Canada Multilateral Instrument [Repealed] Insider Reporting for Certain Derivative Transactions (Equity Monetization)... App Companion Policy to Multilateral Instrument App-622 Notice and Request for Comment App-633 Companion Policy CP... App-651 National Instrument Insider Reporting Requirements and Exemptions and Consequential Amendments to Related Instruments and Repeal Instruments for Certain Predecessor Instruments... App-665 Companion Policy CP Insider Reporting Requirements and Exemptions... App-679 National Instrument Mutual Funds... App-693 Companion Policy CP... App-772 CSA CONSULTATION PAPERS ON OTC DERIVATIVES Appendix 28 CSA Consultation Paper Model Provincial Rule Trade Repositories and Derivatives Data Reporting... App-801 CSA Consultation Paper on Over-the-Counter Derivatives Regulation in Canada... App CSA Consultation Paper Derivatives Trade Repositories... App-851 CSA Consultation Paper Derivatives Surveillance and Enforcement... App-886 CSA Consultation Paper Derivatives Segregation and Portability in OTC Derivatives Clearing... App-904 CSA Consultation Paper Derivatives End-User Exemption... App-941 CON-14

16 TABLE OF CONTENTS CSA Consultation Paper Derivatives OTC Central Counterparty Clearing... App-956 CSA Consultation Paper Derivatives Registration... App INSOLVENCY LEGISLATION EXCERPT Appendix 29 Canadian Statutory Provisions Relevant to Close-out Netting and Collateral Enforcement...App-1015 Appendix 30 Appendix to Chapters 5 and 7...App-1035 OTHER REGULATORY INSTRUMENTS Appendix 31 Guideline B-7 Derivatives Sound Practices (Guideline)... App-1055 Guideline Derivatives Sound Practices Sound Business and Financial Practices...App-1063 Guideline Impact Analysis Statement...App-1081 Appendix 32 Investment Guidance Notes Prudent Investment Practices for Derivatives...App-1085 Guideline Impact Analysis Statement...App-1081 Appendix 33 Draft Guideline No: E-22 Effective Date: September App-1097 INDEX...Index-1 CON-15 (Derivatives) (2016 Rel. 1)