Case 2:25-cv-00978-APG-BNW Document 42 Filed 08/04/25 Page 3 of 26
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jurisdiction to regulate what instruments can and cannot be listed on CDNA’s DCM. The NGCB’s position, if adopted, would allow individual states—not the CFTC—to effectively prohibit federally regulated derivatives based on state-specific evaluations of the underlying events, even where the CFTC has already authorized those derivatives to be traded on national exchanges. It would make the CFTC’s exercise of its authority under the CEA effectively subject to veto by any of fifty different states and the District of Columbia. That outcome would directly contravene Congress’s comprehensive regulatory scheme and its decision to subject listing and trading of derivatives on DCMs to uniform federal regulation. This case can and should be resolved on the pleadings. There is no fact dispute to be adjudicated. Indeed, only three facts are or could be relevant: (1) Is CDNA a CFTC-regulated DCM? (2) Are the Sports Event Contracts at issue listed on CDNA’s DCM? and (3) Have Defendants purported to require CDNA to cease offering Sports Event Contracts for trading in Nevada? None of these facts are in dispute: The Court can take judicial notice that CDNA is a DCM and the Sports Event Contracts at issue are listed on its DCM. And Defendants have attempted to enforce Nevada gaming law to preclude listing of Sports Event Contracts. All that remains is for the Court to apply the law to these undisputed facts. To the extent Defendants seek to muddy the issue by interjecting the policy question of how derivatives products should be regulated, or assert conclusory affirmative defenses, their allegations and arguments are beside the point and, as a matter of law, could not defeat CDNA’s claims. BACKGROUND A. Congress Established a Comprehensive Regulatory Scheme for Exclusive Federal Oversight of Futures Markets. In 1974, Congress enacted sweeping amendments to the CEA to “[b]ring[] all futures trading under federal regulation.” Commodity Futures Trading Commission Act: Hearings Before the Senate Committee on Agriculture & Forestry (hereinafter “Senate Hearings”), 93rd Cong., 2d Sess. 848 (1974). The 1974 amendments created the CFTC and vested in it “exclusive jurisdiction” over derivatives traded on federal exchanges. 7 U.S.C. § 2(a)(1)(A). Congress took this step because it feared that inconsistent state regulations could destabilize futures markets,
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