CFTC Staff Letter 91-06: No-Action Relief for CPO Registration of Natural Person General Partners in a Rule 4.12(b) Commodity Pool

The Division of Trading and Markets grants no-action relief to two natural person general partners of a commodity pool, allowing them to operate without registering as Commodity Pool Operators, provided one corporate general partner is already registered as a CPO and the natural persons are registered as Associated Persons. The Division interprets Rule 4.12(b) to permit the pool to calculate its commodity interest trading limits by multiplying investments in other Rule 4.12(b) pools and Portfolio Managers by ten percent, adding this to direct trading, to determine if the aggregate remains within the ten percent fair market value threshold. This relief is conditioned on the natural persons filing Form 8-R and fingerprint cards with the National Futures Association, while other general partners not engaging in solicitation or commodity interest advice are exempt from Associated Person registration requirements.

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COMMODITY FUTURES TRADING COMMISSION
2033 K STREET, N.W., WASHINGTON, D.C. 20581 (202) 254-8955 (202) 254-3534 FACSIMILE DIVISION OF TRADING AND MARKETS June 13, 1991 Re:
Dear
This is in response to your letter.dated November 29, 1990, as supplemented by telephone conversations with Division staff, wherein you seek confirmation of your views concerning the availability of Rule 4.12(b) and the commodity pool operator ("CPO") and associated person ("AP") registration requirements applicable in connection with the operation of (the "Partnership"). Based upon the representations made in your letter, as supplemented, we understand the facts to be as follows. The Partnership was formed on December 19, 1986. Its sole general partner is , a general partnership whose general partners are , and ., none of whom is subject to a statutory disqualification under Section 8a(2) or 8a(3) of the Commodity Exchange Act (the "Act"), 7 u.s.c. §12a(2) or 12a(3) (1988). The Partnership has 40 limited partners and a current capitalization of $59,900,000. Interests in the partnership have been offered and sold in private placement transactions exempt from the registration requirements of the Securities Act of 1933. With respect to the Partnership's overall trading, your letter represents that:
The Partnership's objective is to achieve above-average capital appreciation by investing in securities. The Partnership utilizes a "multi-style, multi-manager diversification" philosophy of investment and operates as a "fund of funds". Assets of the Partnership are • • • invested in mutual funds (which trade solely in securities) and private limited partnerships ("Portfolio Partnerships") and with investment managers ("Portfolio Managers") pursuant to investment advisory agreements ("Advisory Accounts").

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Source: Commodity Futures Trading Commission — original document · Summary generated with machine assistance and reviewed before publication; the authoritative text is the regulator's original document. How RegAlert works