December 22, 2021

U.S. Securities and Exchange Commission
100 F Street, NE
Washington DC 20549-1090
Attn: Ms. Vanessa A. Countryman

Re: Electronic Recordkeeping Requirements for Broker-Dealers, Security-Based Swap Dealers, and Major Security-Based Swap Participants (Release No. 34-93614; File No. S7-19-2)

Dear Ms. Countryman:

The Securities Industry and Financial Markets Association (“SIFMA”)1 welcomes the opportunity to comment on the Securities and Exchange Commission’s (“Commission”) proposed amendments to the electronic recordkeeping and prompt production of records requirements applicable to broker-dealers, security-based swap dealers (“SBSDs”), and major security-based swap participants (“MSBSPs” and, collectively with broker-dealers and SBSDs, “Regulated Entities”).2 SIFMA and its members applaud the Commission’s efforts to modernize the recordkeeping requirements applicable to Regulated Entities. SIFMA also appreciates the Commission’s engagement with technology providers and the financial industry to understand the challenges and opportunities that evolving technologies create for Regulated Entities and their customers as well as technology providers.3

Please note that given the extremely short 30-day comment period, we have chosen to focus on a narrow set of topics in this letter. We simply did not have sufficient time to conduct the more in-depth analysis required to answer the specific questions included in the Proposed Rules as the comment period was short and also fell over several holiday periods, thus allowing only three weeks to receive member feedback. We hope the Commission will provide a longer comment period for future rulemakings to allow the public to provide more robust feedback. With that said, SIFMA has proposed the following changes to further our shared goal of modernizing the recordkeeping requirements applicable to Regulated Entities.

 

1 SIFMA is the leading trade association for broker-dealers, investment banks, and asset managers operating in the
U.S. and global capital markets. On behalf of our members, we advocate for legislation, regulation, and business policy affecting retail and institutional investors, equity and fixed income markets, and related products and services. We serve as an industry coordinating body to promote fair and orderly markets, informed regulatory compliance, and efficient market operations and resiliency. We also provide a forum for industry policy and professional development. SIFMA, with offices in New York and Washington, D.C., is the U.S. regional member of the Global Financial Markets Association (“GFMA”).

2 Electronic Recordkeeping Requirements for Broker-Dealers, Security-Based Swap Dealers, and Major Security-Based Swap Participants, 86 FR 68300 (proposed Dec. 1, 2021) (to be codified at 17 C.F.R. pt. 240) (“Proposed Rules”).

3 SIFMA would like to thank Chris Salter, Derek Manners, and Elena Aguirre of Allen & Overy for their assistance
with drafting this letter and ongoing support on this issue.