CFTC Staff Letter 97-37: No-Action Relief for Bank Holding Company Subsidiaries Acquiring General Partner and Investment Adviser Interests

U.S. COMMODITY FUTURES TRADING COMMISSION Three Lafayette Centre 1155 21st Street, NW, Washington, DC 20581 Telephone: ~02) 418-5430 Facsimile: (202) 418-5536 DIVISION OF TRADING & MARKETS Re:
Dear
April 29, 1997
Section 4m(1) -- Request of "J" on behalf of
its subsidiary "L" for relief from the requirement:-'to register as a commodity pool operator ("CPO"): in connection with "L's 11 acquisition of the generi:tl'' partner interests in three investment partnerships, ~ope of which invests assets in partnerships that ,t::.rade commodity interests, and the simultaneous acquisition by another "J" subsidiary of the investment adviser to such investment partnerships. This is in response to your letter dated April 15, 199 7 to the Division of Trading and Markets (the "Division") of the Commodity Futures Trading Commission (the "Commission"), as supplemented by telephone conversations with Division staff. On behalf of "J'', you request relief from the requirement of Section 4m(1) of the Commodity Exchange Act (the "Act") 1 to register as a commodity pool operator ("CPO") as applicable to "J's" subsidiary "L" in connection with a proposed transaction by which "L" will succeed to the general partner interests in certain limited partnerships (the "Investment Partnerships"), and another "J" subsidiary ("K"), will acquire the assets of the investment adviser to the Investment Partnerships. A portion of the assets of one of the Investment Partnerships is invested in partnerships engaged in commodity interest trading. 2 1 7 U.S.C. § 6m(1) (1994) 2 sought relief on behalf of "K11 from the a commodity trading advisor ( "CTA11 ) we circumstances you describe, either from the requirement to register is Although you have not requirement to register as believe that under the registration or relief J)_