Best Execution – FINRA Rule 5310
Commerz takes a number of factors into consideration in determining how to route and execute customers’ orders, including, but not limited to: the size and type of order (i.e., market, limit, etc.), the terms and conditions of the order, the trading characteristics of the security, the character of the market for the security, the accessibility of liquidity, transaction costs, the opportunity for price or size improvement, the speed of execution, and the level of service provided by the market venue. When an order is received by Commerz, it will be handled within the terms specified to you or your fiduciary and with the objective of achieving the best overall execution. Achieving best execution may involve Commerz acting in the capacity of agent, riskless principal, principal, or in the event of multiple executions, more than one capacity.
Business Continuity Plan Disclosure – Financial Industry Regulatory Authority (“FINRA”) Rule 4370
CBNY and Commerz’s business continuity (emergency) plan provides reasonable business continuity services, which have been developed to respond to emergency situations that may occur. In accordance with FINRA Rule 4370, please be advised that written copies of CBNY and Commerz’s Business Continuity Plan are available upon request to your account relationship manager.
Customer Questions or Complaints
If you have a complaint related to your activity with Commerzbank AG New York Branch or Commerz Markets LLC, please direct it to:
Commerzbank AG, New York Branch
Commerz Markets LLC
225 Liberty Street
New York, NY 10281-1050
Attn: Markets Compliance Officer
Federal Deposit Insurance Corporation (“FDIC”)
Investment products offered through Commerz are not insured by the Federal Deposit Insurance Corporation or any other federal government agency, are not deposits or other obligations of, or guaranteed by, a bank or any bank affiliate, and are subject to investment risks, including possible loss of the principal amount invested.
International Dealer Notification and Exemption - National Instrument 31-103
The purpose of this notice is to provide you with information on Commerz and Commerzbank AG’s reliance on the International Dealer Exemption pursuant to subsection 8.18(2) of National Instrument 31-103 Registration Requirements, Exemptions and Ongoing Registrant Obligations (“NI 31-103”) and Notification to Canadian Permitted Clients of the prescribed information under subsection 8.18(4)(b) of NI 31-103. Please be advised that Commerz is relying on the International Dealer Exemption in Alberta, British Columbia, Ontario, Quebec, Manitoba and Nova Scotia and Commerzbank AG is relying on the International Dealer Exemption in Ontario and Quebec pursuant to NI 31-103. Please note that:
- Commerz and Commerzbank AG are not registered in Canada to make trades;
- Commerz’s head office is located in New York, New York, USA and Commerzbank AG’s head office is located in Frankfurt, Germany;
- All or substantially all of Commerz and Commerzbank AG’s assets may be situated outside of Canada;
- There may be difficulty in enforcing legal rights against Commerz and Commerzbank AG because of the above; and
- The names and addresses of the agents for service of process of Commerz and Commerzbank AG are noted by jurisdiction below:
|Juridiction||Agent||Juridiction Agent Address|
|Alberta||152928 Canada Inc.||c/o Stikeman Elliott LLP 4200 Bankers Hall West 888 - 3rd Street S.W. Calgary, Alberta T2P 5C5 Attention: Vice-President|
|British Columbia||152928 Canada Inc.||
c/o Stikeman Elliott LLP 666 Burrard Street
Suite 1700, Park Place Vancouver, British Columbia V6C 2X8 Attention: Vice-President
|Ontario||152928 Canada Inc.||
c/o Stikeman Elliott LLP 5300 Commerce Court West 199 Bay Street Toronto, ON M5L 1B9
|Québec||152928 Canada Inc.||
c/o Stikeman Elliott LLP 1155 René-Lévesque Blvd. West, 41st Floor Montréal, QC H3B 3V2
|Manitoba||MLT Aikins LLP||
360 Main Street
Winnipeg, Manitoba R3C 4G1
|Nova Scotia||Stewart McKelvey||Stewart McKelvey, Queen’s Marque, 600 – 1741 Lower Water Street, Halifax Nova Scotia B3J 0J2|
Investor Education and Protection Disclosure – FINRA Rule 2267
FINRA runs a public disclosure program known as BrokerCheck that provides information about brokerage firms and their registered persons. To obtain an investor brochure that includes information about BrokerCheck or additional information, contact FINRA’s public disclosure hotline at +1 (800) 289-9999, visit BrokerCheck’s website athttps://brokercheck.finra.org or visit FINRA’s website at www.finra.org.
Market Access – SEC Rule 15c3-5
SEC Rule 15c3-5 requires broker-dealers with access to exchanges or Alternative Trading Systems (“ATS”) to establish, document and maintain a system of risk management controls and supervisory procedures that is reasonably designed to systematically limit financial exposure of broker dealers. Commerz has developed controls that may pause or reject select orders that exceed certain pre-determined risk parameters. Commerz may intervene and review paused orders so that we may manage the overall risk and financial exposure of Commerz.
Notice to New Clients Regarding the Unlawful Internet Gambling Enforcement Act of 2006 (“UIGEA”)
The UIGEA prohibits CBNY from processing “restricted transactions”. Restricted transactions are prohibited transactions or transmittals in which a person accepts credit, funds, instruments or proceeds from another person in connection with unlawful Internet gambling.
The UIGEA prohibits any person engaged in the business of betting or wagering (as defined in the UIGEA) from knowingly accepting credits, funds, instruments or proceeds in connection with the participation of another person in unlawful Internet gambling. The United States Department of the Treasury and the Federal Reserve Board issued Regulation GG to implement the UIGEA.
As defined in Regulation GG, unlawful Internet gambling means to „place, receive or otherwise knowingly transmit a bet or wager by any means which involves the use, at least in part, of the Internet where such bet or wager is unlawful under any applicable federal or state law in the state or tribal lands in which the bet or wager is initiated, received or otherwise made.”
To comply with Regulation GG, CBNY has implemented written policies and procedures reasonably designed to identify and block or otherwise prevent or prohibit restricted transactions. The Firm’s policy prohibits transacting with online gambling providers, even those with the necessary licenses. Through our due diligence processes we will determine if our commercial customers present a minimal risk of engaging in an Internet gambling business.
If we are unable to determine whether your business poses such a minimal risk, we will require you to certify to us that you do not engage in an Internet gambling business.
CBNY and Commerz are dedicated to protecting clients’ privacy and safeguarding the personal, business, and financial information entrusted to us. CBNY and Commerz follow comprehensive privacy policies and security practices in compliance with applicable laws and regulatory requirements. These privacy policies and security practices describe how client information is collected, used, how it may be shared and with whom, along with your choices as a client.
USA PATRIOT Act Section 326 Disclosure
The USA PATRIOT Act, Section 326, mandates all financial institutions to implement a Customer Identification Program (“CIP”) as a tool to protect the U.S. financial system from money laundering, terrorist financing, identity theft and other forms of fraud. As part of the CIP, Commerzbank AG, CBNY and Commerz must provide a disclosure notice to new customers in order to acquaint them with the information requirements.
To help the government fight the funding of terrorism and money laundering activities, the USA PATRIOT Act, a Federal law, requires all financial institutions to obtain, verify, and record information that identifies each person and each legal entity that opens an account. If you are opening an account on behalf of a business entity, documents relating to the entity’s formation, business address, existence and authority may be requested, as well as a USA PATRIOT Act Certificate and/or Financial Crimes Enforcement Network’s (“FinCEN”) Customer Due Diligence (“CDD”) form, where required. For individuals such as Beneficial Owners, additional information may also be requested for identification purposes such as name, address, date of birth and photo identifications (such as a driver’s license or passport).
Sect. 311 Notice on Special Measures against Specified Entities
Pursuant to U.S. regulations issued under section 311 of the USA PATRIOT Act, 31 USC 5318A, CBNY and Commerz are prohibited from opening or maintaining a correspondent account in the United States for, and/ or on behalf of, entities in a jurisdiction designated as a primary money laundering concern through a final rule issuance by FinCEN. As a matter of policy, CBNY and Commerz will not conduct business related to such “311 entities” for which FinCEN has issued a notice of finding, notice of proposed rulemaking or final rule.
A complete list of the FinCEN jurisdictions, financial institutions and international transactions of primary money laundering concern can be accessed by means of the link below:
The regulations also require us to notify our clients and counterparties that they may not provide the aforementioned financial institutions or any of their subsidiaries, or any designated jurisdictions with access, whether direct or indirect, to any account held at our financial institution. If CBNY or Commerz becomes aware that accounts held at our financial institution have been used to provide direct or indirect access or processed any transactions involving the aforementioned financial institutions, their subsidiaries or identified jurisdictions, we will be required to take appropriate steps to prevent such access, including termination of the account(s) held with us.
SIPC Disclosure - FINRA Rule 2266
Please be advised that you may obtain information about the Securities Investor Protection Corporation (“SIPC”), including how to obtain a copy of the SIPC brochure by calling (202) 371- 8300 or by visiting their website at
Telephone Recordkeeping Disclosure
As part of our compliance with applicable laws and regulations, certain telephone lines in our sales and trading department will be recorded.
Trading Outside of Normal Market Hours – FINRA Rule 2265
Commerz may engage in extended-hours trading either before or after regular market hours (9:30 a.m. to 4:00 p.m. Eastern Time), which provides our clients with greater opportunities to trade and also involves material risks. You should consider the following risks before engaging in extended-hours trading:
1. Risk of Lower Liquidity. Liquidity refers to the ability of market participants to buy and sell securities. Generally, the more orders that are available in a market, the greater the liquidity. Liquidity is important because with greater liquidity it is easier for investors to buy or sell securities, and as a result, investors are more likely to pay or receive a competitive price for securities purchased or sold. There may be lower liquidity in extended hours trading as compared to regular market hours. As a result, your order may only be partially executed, or not executed at all.
2. Risk of Higher Volatility. Volatility refers to the changes in price that securities undergo when trading. Generally, the higher the volatility of a security, the greater its price swings. There may be greater volatility in extended hours trading than in regular market hours. As a result, your order may only be partially executed, or not executed at all, or you may receive an inferior price in extended hours trading than you would during regular trading hours.
3. Risk of Changing Prices. The prices of securities traded in extended hours trading may not reflect the prices either at the end of regular market hours or upon opening the next morning. As a result, you may receive an inferior price in extended hours trading than you would during regular trading hours.
4. Risk of Unlinked Markets. Depending on the extended hours trading system or the time of day, the prices displayed on a particular extended hours system may not reflect the prices in other concurrently operating extended hours trading systems dealing in the same securities. Accordingly, you may receive a price in one extended hours trading system that is inferior to the one that you would receive in another extended hours trading system.
5. Risk of News Announcements. Normally, issuers make news announcements that may affect the price of their securities after regular market hours. Similarly, important financial information is frequently announced outside of regular market hours. In extended hours trading, these announcements may occur during trading, and if combined with lower liquidity and higher volatility may cause an exaggerated and unsustainable effect on the price of a security.
6. Risk of Wider Spreads. The spread refers to the difference in price between what you can buy a security for and what you can sell it for. Lower liquidity and higher volatility in extended hours trading may result in wider than normal spreads for a particular security.