Provided, however
(5) The person is acting as a director or trustee with respect to a pool whose operator is registered as a commodity pool operator and is eligible to claim relief under 4.12(c) of this chapter, Provided, however, that: (i) The person acts in such capacity solely to comply with the requirements under section 10A of the Securities Exchange Act of 1934, as amended, and any Securities and Exchange Commission rules and exchange listing requirements adopted pursuant thereto, that the pool have an audit committee comprised exclusively of independent directors or trustees; (ii) The person has no power or authority to manage or control the operations or activities of the pool except as necessary to comply with such requirement; and (iii) The registered pool operator of the pool is and will be liable for any violation of the Act or the Commission's regulations by the person in connection with the person's serving as a director or trustee with respect to the pool. (6) For each pool for which the person claims exemption under this paragraph (a)(6): (i) Interests in the pool are exempt from registration under the Securities Act of 1933, and such interests are offered and sold only to family clients, as defined in 275.202(a)(11)(G)-1 of this title; (ii) The person qualifies as a family office, as defined in 275.202(a)(11)(G)-1 of this title; and (iii) The person reasonably believes, at the time of investment, or in the case of an existing pool, at the time of conversion to a pool meeting the criteria of this paragraph (a)(6) of this section, that each person who participates in the pool is a family client of the family office, as defined in 275.202(a)(11)(G)-1 of this title. (7) (i) Eligibility for exemption under paragraph (a)(1), (a)(2), (a)(3) or (a)(4) of this section is subject to the person furnishing in written communication physically delivered or delivered through electronic transmission to each prospective participant in the pool: (A) A statement that the person is exempt from registration with the Commission as a commodity pool operator and that therefore, unlike a registered commodity pool operator, it is not required to deliver a Disclosure Document and a certified annual report to participants in the pool; and (B) A description of the criteria pursuant to which it qualifies for such exemption from registration. (ii) The person must make these disclosures by no later than the time it delivers a subscription agreement for the pool to a prospective participant in the pool.