Important Reminder Concerning CFTC’s Rescission of 4.13(a)(4) Exemption

April 20, 2012

As referenced in our memorandum dated February 9, 2012, the Commodity Futures Trading Commission (the “CFTC”) recently issued final rules adopting amendments to Part 4 of its regulations, including rescinding the exemption from commodity pool operator (“CPO”) registration in CFTC Regulation 4.13(a)(4) effective as of April 25, 2012. Any 4.13(a)(4) exemption filing made prior to that date (including for funds that have been formed but have not yet launched) will be rescinded effective only as of the end of this year. The last day that a 4.13(a)(4) filing may be made is April 24, 2012. Accordingly, if by such date a manager has not made the 4.13(a)(4) filing and will thereafter be managing a fund that would fall within the CFTC’s jurisdiction, it will either immediately need to register as a CPO or rely on another exemption from CPO registration, which for most managers of private funds, would be the exemption found in CFTC Regulation 4.13(a)(3) (which is only available for de minimis trading activity in commodity interests).

If you have any questions concerning the foregoing, please contact your primary attorney in Seward & Kissel’s Investment Management Group.