The National Futures Association (NFA) has introduced significant updates through Compliance Rule 2-52 and a corresponding Interpretive Notice 9082. These new provisions, effective October 15, 2024, establish expanded reporting requirements applicable to all NFA Members, including those registered as commodity pool operators (CPOs) and commodity trading advisors (CTAs).

Key Provisions and Requirements

1. Annual Submission of NFA Member Questionnaire

Compliance Rule 2-52 mandates that all NFA Members submit the NFA Member Questionnaire ("Questionnaire") at least annually. The Questionnaire gathers critical data on a Member’s operations and business activities, enabling the NFA to enhance its risk monitoring and oversight.

The Questionnaire covers various operational aspects, including whether a Member:

• Engages in commodity interest activities.

• Solicits customers for commodity interest trading.

• Has direct electronic access to designated contract markets (DCMs) or employs trading algorithms.

• Is regulated by other U.S. or non-U.S. authorities.

• Is a member of a DCM, swap execution facility, or designated clearing organization.

• Engages in digital assets or micro-contract products.

2. Material Changes Reporting

In addition to the annual submission, Members must promptly update their Questionnaire whenever there are material changes to their business operations. The NFA allows Members to determine what constitutes a "material change," taking into account the specific nature, size, and complexity of their operations. However, the NFA has highlighted certain circumstances that necessitate an update, including:

• Changes in activities related to commodity interest products, micro-contracts, retail forex, or digital assets.

• Significant changes in customer accounts.

• An introducing broker's revenue surpassing thresholds that trigger additional compliance obligations.

• The initiation of new operations by a CPO-managed pool.

3. Submission Requirements for Non-Swap Dealers

For Members other than swap dealers and major swap participants, the new rules introduce a critical procedural change. The Questionnaire, along with any updates, must now be reviewed, signed, and submitted by an individual who is both a registered Associated Person (AP) and a listed principal of the Member firm. This is a departure from current practices where compliance officers, who are generally responsible for such filings, may not satisfy both criteria. This change may require firms to adjust their internal processes to ensure compliance.

Implications for Member Firms

These updates signify a notable shift in NFA’s regulatory approach, particularly in requiring a higher level of accountability from Member firms. Firms should review their internal procedures to ensure that they can meet the new requirements, particularly the mandate that a principal who is also a registered AP is responsible for the Questionnaire’s submission. This will likely necessitate operational adjustments, especially in firms where the only qualifying individual may be the CEO or president, who might not be closely involved in the daily compliance operations.

Conclusion

NFA Members must prepare to comply with these new requirements by October 15, 2024. Early preparation and process adjustments will be key to ensuring a smooth transition and continued compliance with NFA’s enhanced reporting obligations.

For further information or assistance in adjusting to these new requirements, please contact Anderson P.C.

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Anderson P.C. provides this information as a service to clients, prospective clients, and other friends for educational purposes only. It should not be construed or relied on as legal advice or to create a lawyer-client relationship. Readers should not act upon this information without seeking advice from professional advisers. If you have any questions, please contact Braeden Anderson.