PROCEDURES GUIDE FOR THE ACCREDITATION OF MARKET MAKERS

Transcription

1 PROCEDURES GUIDE FOR THE ACCREDITATION OF MARKET MAKERS 11/09/2017 PUBLIC INFORMATION

2 CONTENTS 1. PURPOSE MARKET MAKER ACTIVITY ELIGIBLE INSTITUTIONS DOCUMENTS ACCREDITATION PROCEDURE TRADING ACCOUNTS RULES FOR THE SELECTION OF MANDATORY SERIES CHANGE OF PARAMETERS PUBLIC INFORMATION

3 1. PURPOSE This Guide describes the procedures for submitting the documentation required to accredit institutions that wish to operate as Market Makers in the programs that B3 announces for derivatives contracts (Programs). 2. MARKET MAKER ACTIVITY Institutions accredited as Market Makers must submit bids and offers during trading sessions on the exchange market operated by B3, with the aim of fostering liquidity in the securities that are the target of the Programs for which they are accredited. Market Makers must comply with all the rules and regulations applicable to such activities, and with B3 s Rules, Regulations, Manuals and Circular Letters (Applicable Regulations), including: (i) CVM Instruction 384, of March 17, 2003; (ii) Rules for Accreditation of Market Makers in the Markets Managed by BM&FBOVESPA ( Rules ), published with Circular Letter DN, of March 15, 2012; (iii) Circular Letter 109/2015-DP, of October 8, 2015; and (iv) Circular Letter 109/2016-DP, of November 8, PUBLIC INFORMATION

4 3. ELIGIBLE INSTITUTIONS Institutions domiciled in Brazil may request accreditation, as may those that are resident, headquartered or domiciled abroad, if they meet the regulatory requirements. Accreditation and execution of Market Maker activity must be in accordance with the Applicable Regulations, and, for institutions resident, headquartered or domiciled abroad, also with National Monetary Council (CMN) Resolutions 2687 and Exclusive investment funds established in compliance with CVM Instruction 555, of December 17, 2014 (Exclusive Funds), may also apply for accreditation as Market Makers provided (i) the Exclusive Fund whose investor and administrator are the same financial institution or financial institutions belonging to the same business conglomerate when management activities are performed by the administrator; or (ii) the Exclusive Fund whose investor and manager are the same financial institution or financial institutions belonging to the same business conglomerate when management activities are not performed by the administrator. In addition, the bylaws of such Exclusive Funds must unequivocally allow them to act as Market Makers and clearly state their purpose in so acting. Institutions domiciled in the United States of America (U.S. Persons) that wish to request accreditation must observe the list of products that may be accessed directly by U.S. Persons pursuant to the U.S. Commodity Futures Trading Commission (CFTC) Order of Registration. This list is available at Regulation / Nonresident investor. Any institution that is not a B3 participant, as set forth in the Rules and Access Manual, must submit supporting documentation as regards its trading infrastructure and financial capacity for Market Maker activity and must designate a Full Trading Participant as an intermediary through which it will trade (Intermediary). 4 PUBLIC INFORMATION

5 4. DOCUMENTS Master Agreement The Accreditation Agreement to Act as Market Maker in B3 s Programs (Master Agreement) is concluded between B3 and the Market Maker only once and establishes all the obligations inherent in the Market Maker s activities. Having signed the Master Agreement, the Market Maker must submit an Accreditation Application for each new Program for which it wishes to be accredited, specifying the number of the Circular Letter that announced the Program so as to link its activities under the Program concerned to the terms and conditions of the Master Agreement. Consularization or notarization is not required. The Market Maker must resubmit the Master Agreement to B3 whenever its details change. Accreditation Application The Accreditation Application is a document in which the Market Maker applies to operate under a specific B3 Program and must be completed with details of (i) the Circular Letter that announced the Program concerned, and (ii) the securities for which it wishes to be a Market Maker, which must be among those listed in the respective Circular Letter. The Accreditation Application may contain Specific Clauses, which are additional provisions to those of the Master Agreement but apply only to the Market Maker s activities under the Program covered by the Accreditation Application. The Market Maker must submit a new Accreditation Agreement for each Program in which it wishes to be accredited. Submission of the Accreditation Application does not guarantee accreditation, which must be approved by B3 (Accreditation Approval). Required Documentation Institutions interested in acting as Market Makers must submit uncertified copies of (i) their constitutive documents, duly registered with the competent authorities, proving their powers of representation of the institution or 5 PUBLIC INFORMATION

6 Exclusive Fund, and (ii) their balance sheet and/or financial statements. The Required Documentation will be analyzed by B3 in the Accreditation Approval process. Comfort Letter Market Makers that have already signed the Master Agreement and expressed an interest in accreditation for a new Program may submit a Comfort Letter attesting to the lack of material changes to the Required Documentation filed in a previous accreditation procedure. The Comfort Letter is an alternative to submitting the Required Documentation. Market Makers may choose between these two forms of proof that the signatories of the Accreditation Application have the appropriate powers of representation. 5. ACCREDITATION PROCEDURE If the institution has not signed the Master Agreement, it must submit the following to B3: The Master Agreement The Required Documentation The Accreditation Application (when the Master Agreement is signed concurrently with accreditation for a Program) The institution must also specify its trading account(s), as described in item 6 below. If the institution has signed the Master Agreement, it must submit the following to B3: The Accreditation Application The Comfort Letter or Required Documentation. 6 PUBLIC INFORMATION

7 The documents must be sent by to specifying the Program to which they refer. s will be considered valid only after B3 has confirmed receipt. Templates for the Master Agreement, Accreditation Application and Comfort Letter are available at Services / Market maker / About the market maker / Contracts / Options/Futures. The signed counterparts of the Master Agreement must be sent to B3 s Operations Department, at Praça Antonio Prado, 48, 2º andar, São Paulo (SP), CEP , Brazil. They can be delivered by hand on business days from 10:00 a.m. to 6:00 p.m. 6. TRADING ACCOUNTS Concurrently with submission of the Master Agreement, the accredited institution s mandatory trading account and optionally any additional accounts must be registered by the published deadline, as follows: Mandatory trading account used for monitoring the Market Maker s activity and exempted from Exchange Fees and other fees. Only the orders entered via this account will be considered when analyzing compliance with the obligations (spread, minimum lot, mandatory contract months, and period of activity during trading sessions). Additional account(s) considered solely for the purposes of exemption from Exchange Fee and other fees. The request to register the above accounts must be sent by to formadordemercadob3@b3.com.br, respecting the following guidelines: Only requests submitted by a Market Maker or Intermediary will be accepted; The Market Maker must specify the participant s code and account; 7 PUBLIC INFORMATION

8 Additional accounts may be registered for different participants provided they have the same federal taxpayer number (CNPJ) as the Market Maker; Only the accounts used to settle transactions will be exempt from Exchange Fees and other fees; The Market Maker may alter, add or exclude additional account(s) when it judges such to be necessary, upon granting notice of at least five (5) business days to B3 s Operations Department and waiting for confirmation from B3; and Market Makers for options that have cash market indices as underlying must register for every account in this market an additional account for hedge trades with futures contracts, to be entitled to the fee exemption in accordance with the Program for which they are accredited, as exemplified below: Example 1 Trading account without give-up link The Market Maker sends buy and sell orders, in accordance with previously defined parameters, via participant 1 s account 123, which is an account without a give-up link. In this case, registration of the following by B3 must be applied for: [Participant code] Mandatory trading account [1] 123 [Participant code] Additional account (for exemption purposes) [1] 123 Example 2 Trading account(s) and additional accounts with give-up links The Market Maker sends buy and sell orders via participant 2 s account 456, which has a give-up link, to participant s account 789. In addition, for 8 PUBLIC INFORMATION

9 exemption purposes it may also register participant 4 s account 963, which has a give-up link to participant 9 s account 122. In this case, registration of the following by B3 must be applied for: [Participant code] Mandatory trading account [2] 456 [Participant code] Additional accounts (for exemption purposes) [2] 789 [9] 122 Example 3 Options on Bovespa Index The Market Maker sends buy and sell orders for options on the Bovespa Index (IBOV) via participant 5 s account 987. In addition, in order to perform delta hedging transactions with futures contracts, it must use participant 5 s account 654, which has a give-up link 1 to participant 7 s account 321. For exemption purposes the Market Maker may also register participant 8 s account 789 for IBOV and participant 7 s account 456 (without a give-up link) in order to delta hedge IBOV transactions using futures contracts. In this case, registration of the following by B3 must be applied for: IBOV Par account (hedge with futures contract) [Brokerage house] Mandatory trading account [Brokerage house] Additional accounts (for exemption purposes) [5] 987 [7] 321 [8] 789 [7] The give-up link model for the equity segment will come into force only when phase 2 of the Post-Trade Integration Project (IPN) is implemented. 9 PUBLIC INFORMATION

10 7. RULES FOR THE SELECTION OF MANDATORY SERIES The selection of mandatory series must comply with the opening price interval criteria established by B3. These are available in the Rules for the Selection of Call and Put Options Series at Services, Market maker, Derivatives, Options. 8. CHANGE OF PARAMETERS Market Makers may formally request a change of parameters in an to formadordemercadob3@b3.com.br or a letter to B3 s Operations Department, specifying the respective Program. Requests will be analyzed individually by B3, and s or letters will be considered valid only after B3 has confirmed receipt. 10 PUBLIC INFORMATION