CFTC Staff Letter 07-18: No-Action Position on CPO Registration for Commodity Pool General Partner

U.S. COMMODITY FUTURES TRADING COMMISSION
Three Lafayette Centre
1155 21st Street, NW, Washington, DC 20581
Telephone: (202) 418-5430
Facsimile: (202) 418-5547 aradhakrishnan@cftc.gov Division of Clearing and Intermediary Oversight Ananda Radhakrishnan Director CFTC letter No. 07-18 September 13, 2007 No-Action Division of Clearing and Intermediary Oversight

Re: Section 4m(1) – Request for CPO Registration Relief for the General Partner of a Commodity Pool Dear :
This is in response to your letter dated July 23, 2007, to the Division of Clearing and Intermediary Oversight (the “Division”) of the Commodity Futures Trading Commission (the “Commission”), as supplemented by your e-mail messages dated August 6, August 7 and August 21, 2007, and by telephone conversations with Division staff (collectively, the “correspondence”). By the correspondence, you seek relief on behalf of “A” from the requirement to register with the Commission as a commodity pool operator (“CPO”) under
Section 4m(1) of the Commodity Exchange Act (the “Act”)1
in connection with serving as the general partner of the Pool, such that “B”, a registered CPO, may serve as the Pool’s CPO instead. Based upon the representations made in the correspondence, we understand the facts to be as follows: “B” has been registered with the Commission as a CPO and as a commodity trading advisor (“CTA”) since 2003. When the Pool was formed as a limited partnership, in 2006, “B” was the general partner. In 2007, “A”, “B” and their respective general partners were re-organized;2 “A” replaced “B” as the Pool’s general partner; and “A” and “B” executed a