CFTC Proposes to Adopt CPO and CTA Relief for RIAs

On August 18, 2026, the Commodity Futures Trading Commission (“CFTC”) published a Notice of Proposed Rulemaking seeking public comments on amendments to part 4 of the CFTC’s regulations (the “Proposal”). See notice here: CFTC Seeks Public Comment on Proposed Rule Changes for Commodity Pool Operator and Commodity Trading Advisor Registration | CFTC.

The Proposal builds on CFTC Staff Letter 25-50 (Dec. 19, 2025), as extended by Staff Letter 26-06 (Feb. 26, 2026), which provided no-action relief from CPO and CTA registration for certain SEC-registered investment advisers (“RIAs”) operating pools limited to qualified eligible persons. The CFTC intends for the Proposal to supersede that no-action relief with a durable, formally adopted regulatory exemption.

The CFTC is proposing amendments related to commodity pool operators (‘‘CPOs’’) and commodity trading advisors (‘‘CTAs’’) to reduce duplicative and overlapping regulation and reflect inflation. Key elements of the Proposal include:

• New CPO registration exemption for RIAs (Proposed Rule 4.13(a)(4)): Exempts certain SEC-registered investment advisers from CPO registration with respect to commodity pools whose participants are limited to qualified eligible persons and accredited investors, the pool interests are privately offered (with an exception for Rule 506(c) offerings), and the RIA files Form PF for the pool where otherwise required.
• Restored CTA exemption (Proposed Rule 4.14(a)(8)): Restores a related exemption from CTA registration for advisers whose commodity interest trading advice is directed solely to CPOs relying on the new Rule 4.13(a)(4) exemption, mirroring the framework that existed before 2012.
• Increased Small Pool Exemption threshold: Raises the gross capital contributions threshold under the Small Pool Exemption (Rule 4.13(a)(2)) from $400,000 to $800,000, to account for inflation since the threshold was last adjusted in 2003. The 15-participant limit is unchanged.
• Conforming amendments: Restores related cross-references throughout Rule 4.13 (including the exemption notice-filing and pool-transition provisions) to integrate the new exemption into the existing part 4 framework.

Please reach out to a member of our team if you have any questions, would like to discuss what this means for your reporting obligations, or for assistance with preparing a comment letter.

This summary is provided for informational purposes only and is not intended to constitute legal advice nor does it create an attorney-client relationship with Rimon, P.C. or its affiliates.