Case 1:25-cv-14723 Document 1 Filed 08/19/25 Page 15 of 28 PageID: 15
40. The statutory language of the CEA, its legislative history and the comprehensive regulatory framework it sets out demonstrate that Congress deliberately preempted state law. Whether analyzed as express or implied preemption, the scope of preemption is the field of commodity futures and swaps trading, including event contract trading, on CFTC-designated exchanges. 41. The CEA provides expressly that the CFTC “shall have exclusive jurisdiction” over commodity futures and swaps trading on CFTC-designated exchanges. 7 U.S.C. § 2(a)(1)(A). Express provisions of this type are regularly held to preempt state law. See, e.g. , BNSF Ry. Co. v. Cal. Dep’t of Tax & Fee Admin. , 904 F.3d 755, 765-66 (9th Cir. 2018) (describing statute’s grant of “exclusive” jurisdiction as a “broad and general” preemption provision); Slaney v. Int’l Amateur Athletic Fed’n , 244 F.3d 580, 594-95 (7th Cir. 2001) (holding that statute’s “exclusive jurisdiction” provision preempts state law claims). 42. This express preemption provision includes event contracts, which are “transactions involving swaps or contracts of sale of a commodity for future delivery,” over which the CFTC has “exclusive jurisdiction” when “traded or executed on a [designated] contract market.” 7 U.S.C. § 2(a)(1)(A). The term “swap” includes “any agreement, contract, or transaction” that (among other things) “provides for any purchase, sale, payment, or delivery (other than a dividend on an equity security) that is dependent on the occurrence, nonoccurrence, or the extent of the occurrence of an event or contingency associated with a potential financial, economic, or commercial consequence.” Id. § 1a(47)(A)(ii). The term “swap” was added to the CEA in 2010 by the Dodd-Frank Act. See Pub. L. No. 111-203, §§ 721(a)(21) (adding the definition of “swap” in 7 U.S.C. § 1a(47)), 722(a)(1)(D) (adding “swaps” to the exclusive jurisdiction provision in 7 U.S.C. § 2(a)(1)), 124 Stat. 1376, 1666, 1672.
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