ANE Exception Notices under Rule 3a71-3(d)

June 7, 2024

Notices That Associated Persons of Certain Registrants May Conduct Arranging, Negotiating, or Executing Activity in Reliance on the Conditional Exception from Security-Based Swap Dealer De Minimis Thresholds

The Commission’s rules under the Securities Exchange Act of 1934 (“Exchange Act”) define when a person is a security-based swap dealer. Those rules set de minimis thresholds for security-based swap dealing activity below which a person is deemed not to be a security-based swap dealer. Certain non-U.S. persons must count against those de minimis thresholds security-based swap dealing transactions that are arranged, negotiated, or executed by the non-U.S. person’s or an agent’s personnel located in a branch or office in the United States (“ANE Activity”), but Exchange Act Rule 3a71-3(d) includes a conditional exception to this counting requirement (“ANE Exception”).

One of the conditions to the ANE Exception requires that all ANE Activity for which the non-U.S. person is relying on the ANE Exception (the “Relying Entity”) be conducted by the relevant U.S. personnel in their capacity as persons associated with a majority-owned affiliate of the Relying Entity that is a registered security-based swap dealer or a registered broker that meets certain capital requirements (the “Registered Entity”). Before an associated person of the Registered Entity commences this ANE Activity pursuant to the ANE Exception, the Registered Entity must file with the Commission a notice that its associated persons may conduct such activity (“ANE Exception Notice”). 

The ANE Exception also is subject to a cap on certain inter-dealer security-based swaps. Positions subject to the cap include security-based swaps between a Relying Entity and a non-U.S. person that is, or is an affiliate of, any Registered Entity that has filed an ANE Exception Notice with the Commission. All such positions of the Relying Entity and certain of its affiliates are counted toward the cap.

A Relying Entity and its affiliates may review the published ANE Exception Notices to determine (1) whether the affiliated Registered Entity’s notice has been filed successfully and not withdrawn and (2) whether any of the filed ANE Exception Notices are relevant to the Relying Entity’s or any of its affiliates’ progress toward the ANE Exception’s cap on inter-dealer security-based swaps.

Method of Filing ANE Exception Notices

On December 16, 2024, the Commission adopted amendments to Rule 3a71-3(d)(1)(vi)1 requiring ANE Exception Notices, and their withdrawals (including when required by the amendments),2 to be filed and publicly disseminated through the Commission’s Electronic Data Gathering, Analysis, and Retrieval (“EDGAR”) system. The compliance date for these amendments is January 1, 2027.3 

Until the January 1, 2027, compliance date, Registered Entities may continue to file an ANE Exception Notice with the Commission via email addressed to ANEexceptionnotices@sec.gov. ANE Exception Notices filed with the Commission in this manner will be published on this webpage until the January 1, 2027, compliance date. The Commission will not ordinarily provide a separate confirmation of filing in this manner. 

As of September 14, 2026, filers have the option to voluntarily submit LIVE ANE Exception Notices and withdrawals on EDGAR. Submissions made in this manner will be publicly disseminated on EDGAR. Filers may also make TEST submissions on EDGAR as of September 14, 2026, and may test the ANE Exception Notice filing process on the EDGAR Beta environment beginning on August 31, 2026.

As of January 1, 2027, ANE Exception Notices and withdrawals of such notices must be filed via EDGAR, and email submissions will not be accepted. Additionally, as of January 1, 2027, all ANE Exception Notices and withdrawals will be publicly disseminated on EDGAR. ANE Exception Notices published on this webpage prior to January 1, 2027, will be removed and made publicly available on EDGAR.

Filers of ANE Exception Notices may direct questions to staff at derivativespolicy@sec.gov or +1 (202) 551-5870.

ANE Exception Notices Filed with the Commission

  • 1Electronic Submission of Certain Materials Under the Securities Exchange Act of 1934; Amendments Regarding the FOCUS Report, Release Nos. 33-11342; 34-101925; IC-35420 (Dec. 16, 2024), 90 FR 7250, 7288-7290 (Jan. 21, 2025).
  • 2The amendments also require a Registered Entity to promptly withdraw its ANE Exception Notice if it becomes unregistered or otherwise ineligible to serve as the Registered Entity for purposes of the ANE Exception. See id. 
  • 3Extension of Compliance Dates for Electronic Submission of Certain Materials Under the Securities Exchange Act of 1934; Amendments Regarding the FOCUS Report, Release Nos. 33-11386; 34-103877; IC-35738 (Sept. 8, 2025), 90 FR 43552 (Sept. 10, 2025). 

Last Reviewed or Updated: Sept. 29, 2026