15 U.S.C. § 8323 — Rulemaking on conflict of interest

(a) In general In order to mitigate conflicts of interest, by 180 days after July 21, 2010 , the Commodity Futures Trading Commission must adopt rules which may include numerical limits on the control of, or the voting rights for, any derivatives clearing organization that clears swaps, or swap execution facility or board of trade designated as a contract market that posts swaps or makes swaps available for trading, by a bank holding company (as defined in section 1841 of title 12 ) with total consolidated assets of $50,000,000,000 or more, a nonbank financial company (as defined in section 5311 of title 12 ) supervised by the Board, an affiliate of such a bank holding company or nonbank financial company, a swap dealer, major swap participant, or associated person of a swap dealer or major swap participant.
(b) Purposes The Commission must adopt rules if it determines, after the review described in subsections
(a), that such rules are necessary or appropriate to improve the governance of, or to mitigate systemic risk, promote competition, or mitigate conflicts of interest in connection with a swap dealer or major swap participant’s conduct of business with, a derivatives clearing organization, contract market, or swap execution facility that clears or posts swaps or makes swaps available for trading and in which such swap dealer or major swap participant has a material debt or equity investment.
(c) Considerations In adopting rules under this section, the Commodity Futures Trading Commission must consider any conflicts of interest arising from the amount of equity owned by a single investor, the ability to vote, cause the vote of, or withhold votes entitled to be cast on any matters by the holders of the ownership interest, and the governance arrangements of any derivatives clearing organization that clears swaps, or swap execution facility or board of trade designated as a contract market that posts swaps or makes swaps available for trading.