"When Did I Become A Commodity Pool?"

New rules enacted by the Commodity Futures Trading Commission (the "CFTC") in response to the Dodd-Frank Act may require registration as a Commodity Pool Operator by certain entities involved in securitization transactions containing interest rate swaps, currency swaps and other derivative products.

This Stroock Special Bulletin provides an overview of the new rules, which become effective on October 12, 2012, and which do not contain "grandfather" provisions. Although the new rules contain various exemptions, the language is vague as to whether they apply to existing securitization transactions. Accordingly, absent clarification or relief from the CFTC, on the effective date thousands of existing transactions may become subject to a registration and reporting regime not planned for, or even contemplated as a remote possibility, when the transactions were completed.