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Dodd-Frank disclosures and notices – Lloyds Bank Corporate Markets plc
This website, its contents and any related communication (altogether, the ‘Communication’) is issued by Lloyds Bank Corporate Markets plc, it is published exclusively for the consumption of Lloyds Bank Corporate Markets trading counterparties falling within the classification of being US Persons under the Dodd–Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank”). It is not being distributed to, and must not be passed on to, any other entity or to the general public. For further information about “Dodd-Frank” rules and requirements please see the CFTC website.
Introduction
Lloyds Bank Corporate Markets plc is registered with the Commodity Futures Trading Commission ("CFTC") as a swap dealer (CICI: 213800MBWEIJDM5CU638). Pursuant to the CFTC Business Conduct Standards for Swap Dealers and Major Swap Participants (the “EBC Requirements”), Lloyds Bank Corporate Markets plc, as a swap dealer, has certain disclosure obligations to certain counterparties and prospective counterparties prior to entering into a CFTC-regulated “swap”, a “foreign exchange forward” or a “foreign exchange swap”, each as defined in the U.S. Commodity Exchange Act, as amended, and the rules and regulations promulgated thereunder (the “CEA” and each such transaction, a “swap transaction”).
Disclosures
Certain of the disclosures contained on this website may not be relevant to all recipients. Some products and/or services mentioned on this website may not be suitable for you and may not be available in all jurisdictions.
Specifically, the disclosures and notices are relevant only where all of the following apply:
a) You are a "U.S. person", as defined by the CFTC1
b) You are not a "swap dealer", "major swap participant", "security-based swap dealer", or "major security-based swap participant", in each case as defined in the CEA; and
c) You are entering into or contemplating entry into a “swap transaction” with Lloyds Bank Corporate Markets plc.
You should not construe the content of any material or disclosures provided on this website as legal, financial, tax, accounting or other advice, and you should consider consulting your professional advisors for such advice. Nothing on this page shall constitute a bid or offer, or a solicitation of a bid or offer, to initiate or conclude any transaction.
NOTHING IN THE DISCLOSURE STATEMENT AMENDS OR SUPERSEDES THE EXPRESS TERMS OF ANY SWAP TRANSACTION BETWEEN YOU AND LLOYDS BANK CORPORATE MARKETS PLC OR ANY RELATED GOVERNING DOCUMENTATION.
1Defined in the CFTC’s Exemptive Order Regarding Compliance with Certain Swap Regulations, 78 Fed. Reg. 43785 (July 22, 2013) or, if such definition has been superseded by further CFTC rulemaking or guidance, including without limitation, the CFTC’s Interpretive Guidance and Policy Statement Regarding Compliance with Certain Swap Regulations, 78 Fed. Reg. 45292 (July 26, 2013), as defined in such further rulemaking or guidance as of the date of the effectiveness of such further rulemaking or guidance.
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CFTC Rule 23.431 requires swap dealers to disclose certain material information including information relating to the material risks associated with a particular swap transaction, material characteristics of the swap transaction (including material economic terms, terms relating to the operation of the swap transaction, and the rights and obligations of the parties during the term of the swap transaction), and material incentives and conflicts of interest that a swap dealer may have in connection with a particular swap transaction.
The following disclosures (the “Disclosures”) are hereby provided to U.S. swap counterparties pursuant to the EBC Requirements. These should be read in conjunction with any additional documentation provided to you by Lloyds Bank Corporate Markets plc in connection to any swap transaction you enter into (or consider entering into) with Lloyds Bank Corporate Markets plc, including any derivatives master agreement, transactional term sheet, pre-trade confirmation or master confirmation agreement, and such other communications. In the event of a conflict, any transaction-specific disclosures will supersede the generic Disclosures provided on this web page.
The Disclosures provided herein are provided pursuant to the EBC Requirements without verification that Lloyds Bank Corporate Markets plc is subject to the EBC Requirements in connection with all swap transactions with you. Any person accessing the Disclosures included herein shall be deemed to represent to Lloyds Bank Corporate Markets plc that it is doing so on the basis that it is a U.S. person entitled to such Disclosures pursuant to the EBC Requirements and that the manner in which such Disclosures are made are accepted and agreed.
In addition, any access by you of any Disclosures published by the International Swaps and Derivatives Association Inc. ("ISDA" and such disclosures the “ISDA Disclosures”) shall be an acknowledgement of the provisions of “Copyright for ISDA Notifications” set forth below and an agreement by you to comply with its terms.
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The General Disclosure Statement For Transactions included below describes generally the disclosures of material information mandated by CFTC Rule 23.431(a) including:
- material risks of swap transactions
- material characteristics of a variety of swap transactions related to certain underlying referenced assets; and
- material incentives and conflicts of interest that might exist when entering into a swap transaction with a swap dealer such as Lloyds Bank Corporate Markets plc.
The General Disclosure Statement for Transactions is supplemented by certain Annexes (together with the General Disclosure Statement for Transactions, the “ISDA Disclosures”) providing asset-class specific disclosures which discuss different types of underlying referenced assets.
These supplemental Annexes relate to Commodity Derivative transactions; Foreign Exchange transactions and Interest Rate Derivative transactions. The General Disclosure Statement for Transactions (updated) along with the supplemental Annexes (updated) are included herein and may also be found at: https://www2.isda.org/functional-areas/legal-and-documentation/disclosures.
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In addition to the ISDA Disclosures, Lloyds Bank Corporate Markets plc may provide you with product sheets in order to disclose additional product information which may be of use to you. These should be read in conjunction with the General Disclosure Statement for Transactions and the applicable ISDA Annex for that product. The tables below show the relevant disclosures per product group.
If the transaction includes features of more than one type of product, then you should read each Product-Specific Disclosure relevant to the transaction.
FX swaps
|
Category |
Products |
ISDA Disclosures (PDFs) |
|---|---|---|
CategoryFX Forwards |
Products
|
ISDA Disclosures (PDFs) |
CategoryFX vanilla options |
Products
|
ISDA Disclosures (PDFs) |
CategoryFX Barrier Options & Digital/ Binary Options |
Products
|
ISDA Disclosures (PDFs) |
CategoryOther FX Products |
Products
|
ISDA Disclosures (PDFs) |
Rates and inflation swaps
Category |
Products |
ISDA Disclosures (PDFs) |
|---|---|---|
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Commodity swaps
Category |
Products |
ISDA Disclosures (PDFs) |
|---|---|---|
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Disclosure of other material information
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Prior to entering into a swap transaction with Lloyds Bank Corporate Markets plc we will communicate to you the material economic terms of the swap transaction. Please contact your Lloyds Bank Corporate Markets plc representative if you believe that a material economic term of a swap transaction has not been provided to you. In the event of a conflict, any transaction-specific and relationship-specific information provided to you by Lloyds Bank Corporate Markets plc will supersede any template, standard product terms, market convention or any standardised product disclosures.
Material economic terms of a swap transaction may be communicated by, without limitation, any term sheet, confirmation (including via draft confirmation or by reference to any confirmation relating to a previously-executed swap), master agreement, master confirmation agreement or schedule of material economic terms provided below.
If you enter into a swap transaction with Lloyds Bank Corporate Markets plc that is cleared through a clearinghouse or executed through a trading platform that prescribes the terms of the swap transaction, the swap transaction will have the terms specified by the applicable clearinghouse or trading platform and, subject to the rules of the clearinghouse or trading platform, any additional terms that you and Lloyds Bank Corporate Markets plc expressly agree upon in connection with the swap transaction.
If you and Lloyds Bank Corporate Markets plc enter into a swap transaction for "give-up" to a third party, the terms of the swap transaction will be subject to the terms of any agreement with that third party.
Credit Derivatives (PDF, 458KB)
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The document, as follows, is provided in connection with the daily mid-market marks delivered for any swap transaction that Lloyds Bank Corporate Markets plc has entered, or may enter into with you.
Lloyds Bank Corporate Markets plc daily mark disclosure (PDF, 610KB)
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The pre-trade mid market mark will be disclosed to you prior to execution of any swap transaction. For swap transactions executed on electronic platforms, pre-trade mid-market marks may be delivered to you via the platform's user interface.
Lloyds Bank Corporate Markets plc pre-trade mark disclosure (PDF, 77KB)
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If you have any additional questions regarding any swap transaction that have not been otherwise addressed by the materials that have been provided to you prior to entry into the swap transaction, please address those to your Lloyds Bank Corporate Markets plc relationship contact.
You are solely responsible for making your own independent appraisal of and investigation into the swap transactions contemplated between you and Lloyds Bank Corporate Markets plc. In particular, Lloyds Bank Corporate Markets plc is not responsible for providing you with legal, tax or other specialist advice and you should make your own arrangements in respect of this accordingly.
By entering into a swap transaction, you will be deemed to acknowledge that you have received from Lloyds Bank Corporate Markets plc prior to entry into such swap transaction, and in a manner acceptable to you, disclosures, notifications and other information sufficient for you to evaluate:
(i) the material risks of the swap transaction, including market, credit, liquidity, foreign currency, legal, operational and other applicable risks,
(ii) the material characteristics of the swap transaction, including the material economic terms, operational terms, and the rights and obligations of the parties during the term of the swap transaction, and
(iii) the material incentives and conflicts of interest that may apply to Lloyds Bank Corporate Markets plc with respect to the swap transaction.
The content of external websites may change at any time without our knowledge and Lloyds Bank Corporate Markets plc accepts no responsibility or liability for the content of any external website.
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ISDA owns the copyright in the ISDA Disclosures and other ISDA documents included or referenced herein and specified as the ISDA publications (all such ISDA Disclosures and other documents, the “ISDA Documents”). Such ISDA Documents may not be reproduced or distributed without ISDA’s written permission except ISDA Master Agreement, ISDA Credit Support Documents, and the standardized general and product-specific risk disclosures which may be reproduced and distributed solely for use in documenting specific commercial transactions. In no event may any copyright or trademark notice be removed from such ISDA Documents.
Such ISDA Documents’ use should be undertaken only after securing appropriate legal advice on its provisions. ISDA makes no warranty or assurance, express or implied, concerning an ISDA Documents’ suitability for use in any particular transaction and therefore bears no responsibility or liability under any circumstances in respect of any use of such ISDA Documents.