The Division of Swap Dealer and Intermediary Oversight (“DSIO” or “Division”) of the Commodity Futures Trading Commission (“Commission”) intends to provide relief from certain provisions in Regulations 4.7(b) and 4.13(a)(3), which provide exemptive relief from specific compliance obligations in Part 4 of the Commission’s regulations and from commodity pool operator (“CPO”) registration, respectively. Such exemptive relief is being issued in response to amendments made by the Securities and Exchange Commission (“SEC”), pursuant to recent legislative directives, which add a new registration exemption to Rule 506 of Regulation D (“Reg D”) and amend Rule 144A.

Regulation 4.7 provides relief from certain of the disclosure, periodic and annual reporting, and recordkeeping requirements in Part 4 of the Commission’s regulations to CPOs who claim the relief pursuant to Regulation 4.7(d). Regulation 4.7(b) describes two situations in which a CPO may claim exemptive relief thereunder: (1) a registered CPO who offers or sells participations in a pool solely to qualified eligible persons (“QEPs”)18 in an offering which qualifies for exemption from the registration requirements of the Securities Act pursuant to section 4(2) (now section 4(a)(2), as amended by the JOBS Act) of that Act or pursuant to Regulation S; or (2) any bank registered as a CPO in connection with a pool that is a collective trust fund whose securities are exempt from registration under the Securities Act pursuant to section 3(a)(2) of that Act and are offered or sold, without marketing to the public, solely to QEPs. 19