[sheet: Cover & Summary]

Field	Detail
Document Title	Regulatory Compliance Checklist — CLSO Fund I
Prepared By	Owen Fischer, Working Associate, Calderwood & Harkness LLP
Reviewed By	Theresa Kim, Lead Associate; Pamela Cross, Responsible Partner
C&H Matter No.	1004-00002
C&H Billing Code	88103-CVC
Client	Cobalt Ventures LP
Client HQ	3400 Sand Hill Road, Suite 220, Menlo Park, CA 94025
Fund	Cobalt Life Sciences Opportunities Fund I, LP (to be formed — Delaware LP)
General Partner	Cobalt Life Sciences GP I, LLC (to be formed — Delaware LLC)
Management Company	Cobalt Life Sciences Management I, LLC (to be formed — Delaware LLC)
Blocker (if needed)	Cobalt Life Sciences Opportunities Fund I (Blocker), Inc. (to be formed — Delaware C-Corp)
Target Fund Size	$750,000,000
Hard Cap	$1,000,000,000
First Close Minimum	$250,000,000
Target First Close	November 15, 2026
Target Final Close	May 15, 2027
Cobalt Existing SEC Registration	Exempt Reporting Adviser (ERA) under Advisers Act §203(m); SEC File No. 802-11934
Cobalt EIN	83-2947561
Cobalt DE LP File No.	7824931
Cobalt CA SOS File No.	202118412387
Governing Law — Fund Documents	State of Delaware
Governing Law — Placement Agent Agreement	State of New York
Regulatory Counsel	Fielding & O'Hara PLLC (Brian Liddell, Partner), 1625 Eye Street NW, Suite 900, Washington, DC 20006
Fund Administrator (AML/KYC)	Halcyon Fund Services, Inc. (Thomas Varga, Director), 1735 Market Street, Suite 2200, Philadelphia, PA 19103

Tax Advisor	Greystone Tax Advisors LLC (Kenneth Liu, Managing Director), 44 Montgomery Street, Suite 3100, San Francisco, CA 94104
Placement Agent	Sagebrush Capital Partners LLC (Jonathan Mercer, MD), CRD No. 298714, 200 Park Avenue, 30th Floor, New York, NY 10166
Date Prepared	March 2026
Last Updated	[To be updated]

[sheet: SEC Filings]

Item No.	Filing / Requirement	Applicable Regulation	Entity	Jurisdiction	Responsible Party — Internal	Responsible Party — External	Deadline / Trigger	Status	Notes
1	Form D Filing — Initial Notice of Exempt Offering	Regulation D, Rule 506(b) or 506(c) — election to be confirmed	Cobalt Life Sciences Opportunities Fund I, LP	Federal (SEC / EDGAR)	Owen Fischer / Theresa Kim	Fielding & O'Hara PLLC (Brian Liddell)	15 days after first sale of securities (i.e., First Close — target Nov. 15, 2026)	Not Started	Must elect Rule 506(b) vs. 506(c) prior to marketing commencement (target Aug. 1, 2026). Rule 506(b) anticipated (no general solicitation). Coordinate with sagebrush on investor solicitation approach. File electronically via EDGAR.
2	Form D Amendment — Subsequent Closings	Regulation D, Rule 503	Cobalt Life Sciences Opportunities Fund I, LP	Federal (SEC / EDGAR)	Owen Fischer	Fielding & O'Hara PLLC	Annual amendment required; also upon material change in offering terms	Not Started	Amend after Final Close (target May 15, 2027) to reflect final aggregate offering amount and number of investors.
3	Form ADV Amendment — Existing ERA Filing	Advisers Act §203(m); Form ADV Parts 1A, 2A, 2B	Cobalt Ventures LP	Federal (SEC / IARD)	Owen Fischer / Theresa Kim	Fielding & O'Hara PLLC (Brian Liddell)	Within 90 days of fiscal year-end or promptly upon material change	Not Started	Cobalt currently files as Exempt Reporting Adviser (ERA), SEC File No. 802-11934. Assess whether launch of CLSO Fund I (target $750M) pushes Cobalt above the $150M AUM threshold requiring full registration as a Registered Investment Adviser (RIA). Existing AUM ~$420M across Fund A and Fund B; adding $750M would bring total to ~$1.17B, likely requiring transition to full SEC registration. Coordinate with Fielding & O'Hara.
4	Potential Transition from ERA to Full SEC Registration	Advisers Act §203A; Form ADV	Cobalt Ventures LP	Federal (SEC / IARD)	Pamela Cross / Theresa Kim	Fielding & O'Hara PLLC (Brian Liddell); Greystone Tax Advisors LLC (Kenneth Liu)	Prior to or concurrent with First Close	Not Started	If Cobalt's regulatory AUM (including committed but uncalled capital of CLSO Fund I) exceeds $150M, Cobalt must register as an RIA. Analysis strongly suggests registration will be required. Full Form ADV (Parts 1, 2A, 2B) will need to be prepared. Discuss timing — may file prior to marketing commencement (Aug. 1, 2026) or at First Close. Compliance program, CCO designation, written policies and procedures under Rule 206(4)-7 must be in place.
5	Form D Filing — Blocker Corp (if formed)	Regulation D, Rule 506(b) or 506(c)	Cobalt Life Sciences Opportunities Fund I (Blocker), Inc.	Federal (SEC / EDGAR)	Owen Fischer	Fielding & O'Hara PLLC	15 days after first sale of securities in blocker	N/A — Pending	Only required if blocker Corp is formed for Pinnacle Insurance Group or other taxable blocker investors. Coordinate with Leonard Cross (C&H Tax) and Greystone.
6	Form PF Filing (if applicable)	Advisers Act Rule 204(b)-1; Dodd-Frank	Cobalt Ventures LP (as adviser to CLSO Fund I)	Federal (SEC)	Theresa Kim	Fielding & O'Hara PLLC	Within 120 days of fiscal year-end (for smaller private fund advisers); within 60 days for large advisers (≥$1.5B)	Not Started	Applicable once Cobalt becomes a registered adviser (see Item 4). As AUM will likely be below $1.5B at First Close, Cobalt would file as a smaller private fund adviser (annual filing). Monitor AUM growth toward $1.5B threshold that would trigger quarterly large adviser reporting.
7	Form ADV-E (Annual Surprise Examination Notice — if applicable)	Advisers Act Rule 206(4)-2 (Custody Rule)	Cobalt Ventures LP	Federal (SEC / IARD)	Theresa Kim	Whitfield & Pratt LLP (Maria Sandoval); Fielding & O'Hara PLLC	Annually if custody rule surprise examination applies	Not Started	If Cobalt transitions to full RIA and is deemed to have custody of fund assets, annual surprise examination by independent public accountant may be required unless fund relies on audit exception (annual audited financial statements distributed to LPs within 120 days of fiscal year-end). Coordinate with Whitfield & Pratt and Fielding & O'Hara.
8	Schedule 13D/13G Filings (Portfolio Company Reporting)	Securities Exchange Act §13(d), §13(g)	CLSO Fund I, LP / CLSO GP I, LLC	Federal (SEC / EDGAR)	Theresa Kim	Fielding & O'Hara PLLC	Within 10 days of acquiring >5% of a class of registered equity securities	Not Started	Applicable if Fund acquires >5% of any class of equity securities of a publicly traded portfolio company. Life-sciences PE strategy primarily targets private companies, but IPO scenarios or public company investments could trigger filing obligations. Monitor on deal-by-deal basis post-First Close.

[sheet: Blue Sky & State Filings]

Item No.	State	Filing Type	Applicable Law / Rule	Entity	Filing Fee	Responsible Party — Internal	Responsible Party — External	Deadline / Trigger	Status	Notes
1	California	Reg. D Notice Filing (Form D + State Cover)	Cal. Corp. Code §25102(f); 10 CCR §260.102.14	CLSO Fund I, LP	$300	Owen Fischer	Fielding & O'Hara PLLC	15 days after first sale to CA investor	Not Started	Cobalt HQ is in Menlo Park, CA. Principals reside in CA. High priority. State filing required after federal Form D filing.
2	Connecticut	Reg. D Notice Filing	Conn. Gen. Stat. §36b-21(g); Uniform Securities Act	CLSO Fund I, LP	$150	Owen Fischer	Fielding & O'Hara PLLC	15 days after first sale to CT investor	Not Started	Pinnacle Insurance Group, Inc. is headquartered in Hartford, CT (anticipated $75M commitment). Filing required upon Pinnacle subscription.
3	Delaware	Reg. D Notice Filing	6 Del. Code §7309(b)(9)	CLSO Fund I, LP	$200	Owen Fischer	Fielding & O'Hara PLLC	15 days after first sale to DE investor	Not Started	Fund, GP, and Management Company all formed in Delaware. File even absent DE-resident investors given domicile of entities.
4	Florida	Reg. D Notice Filing	Fla. Stat. §517.061(11)	CLSO Fund I, LP	$200	Owen Fischer	Fielding & O'Hara PLLC	15 days after first sale to FL investor	Not Started	File if FL-based investors subscribe. Sagebrush to confirm FL investor pipeline.
5	Georgia	Reg. D Notice Filing	Ga. Code Ann. §10-5-9(13)	CLSO Fund I, LP	$250	Owen Fischer	Fielding & O'Hara PLLC	15 days after first sale to GA investor	Not Started	File if GA-based investors subscribe.
6	Illinois	Reg. D Notice Filing	815 ILCS 5/4(G)(9)	CLSO Fund I, LP	$100	Owen Fischer	Fielding & O'Hara PLLC	15 days after first sale to IL investor	Not Started	Whitfield & Pratt (auditor) in Chicago, IL. File if IL-based investors subscribe.
7	Maryland	Reg. D Notice Filing	Md. Code Ann., Corps. & Ass'ns §11-502(9)	CLSO Fund I, LP	$200	Owen Fischer	Fielding & O'Hara PLLC	15 days after first sale to MD investor	Not Started	File if MD-based investors subscribe.
8	Massachusetts	Reg. D Notice Filing	Mass. Gen. Laws ch. 110A §402(b)(9); 950 CMR 14.402	CLSO Fund I, LP	$300	Owen Fischer	Fielding & O'Hara PLLC	15 days after first sale to MA investor	Not Started	Northgate Endowment Management LLC located in Cambridge, MA (anticipated $50M commitment). Filing triggered upon Northgate subscription.
9	Minnesota	Reg. D Notice Filing	Minn. Stat. §80A.46(15)	CLSO Fund I, LP	$100	Owen Fischer	Fielding & O'Hara PLLC	15 days after first sale to MN investor	Not Started	File if MN-based investors subscribe.
10	New Jersey	Reg. D Notice Filing	N.J. Stat. Ann. §49:3-50(b)(9)	CLSO Fund I, LP	$500	Owen Fischer	Fielding & O'Hara PLLC	15 days after first sale to NJ investor	Not Started	File if NJ-based investors subscribe. Proximity to NY may generate NJ investor interest.
11	New York	Reg. D Notice Filing + Additional State Requirements	N.Y. Gen. Bus. Law Art. 23-A; Martin Act	CLSO Fund I, LP	$1,200	Owen Fischer	Fielding & O'Hara PLLC	Prior to or within required period after first sale to NY investor	Not Started	C&H main office in NY. Sagebrush and Ashworth & Lyle in NY. Multiple anticipated NY-based institutional investors. Martin Act considerations — coordinate with Fielding & O'Hara.
12	North Carolina	Reg. D Notice Filing	N.C. Gen. Stat. §78A-17(9)	CLSO Fund I, LP	$200	Owen Fischer	Fielding & O'Hara PLLC	15 days after first sale to NC investor	Not Started	File if NC-based investors subscribe.
13	Oregon	Reg. D Notice Filing	ORS §59.049; OAR 441-065	CLSO Fund I, LP	$250	Owen Fischer	Fielding & O'Hara PLLC	15 days after first sale to OR investor	Not Started	Ironwood PERS located in Salem, OR (anticipated $100M commitment). Filing triggered upon Ironwood subscription. Also consider OR state tax nexus — coordinate with Greystone Tax Advisors.
14	Pennsylvania	Reg. D Notice Filing	70 Pa. Stat. §1-203(t)	CLSO Fund I, LP	$500	Owen Fischer	Fielding & O'Hara PLLC	15 days after first sale to PA investor	Not Started	Halcyon Fund Services (fund administrator) is in Philadelphia, PA. File if PA-based investors subscribe.
15	Texas	Reg. D Notice Filing	Tex. Rev. Civ. Stat. Ann. Art. 581-7.C	CLSO Fund I, LP	$500	Owen Fischer	Fielding & O'Hara PLLC	15 days after first sale to TX investor	Not Started	File if TX-based investors subscribe. Large institutional investor base in TX.
16	Virginia	Reg. D Notice Filing	Va. Code Ann. §13.1-514.1(B)(9)	CLSO Fund I, LP	$250	Owen Fischer	Fielding & O'Hara PLLC	15 days after first sale to VA investor	Not Started	File if VA-based investors subscribe.
17	Washington	Reg. D Notice Filing	RCW §21.20.327	CLSO Fund I, LP	$300	Owen Fischer	Fielding & O'Hara PLLC	15 days after first sale to WA investor	Not Started	File if WA-based investors subscribe.
18	Washington, D.C.	Reg. D Notice Filing	D.C. Code §31-5604.02(b)(9)	CLSO Fund I, LP	$250	Owen Fischer	Fielding & O'Hara PLLC	15 days after first sale to DC investor	Not Started	Fielding & O'Hara regulatory counsel located in DC. File if DC-based investors subscribe.
19	Other States (TBD)	Reg. D Notice Filing	Uniform Securities Act equivalents	CLSO Fund I, LP	Varies by state	Owen Fischer	Fielding & O'Hara PLLC	15 days after first sale to investor in applicable state	Not Started	Additional state filings to be identified as investor pipeline develops. Sagebrush to provide investor residency list prior to each closing. Anticipate 15–25 state filings in total based on institutional investor base.

[sheet: ERISA & VCOC Compliance]

Item No.	Compliance Item	Applicable Regulation / Statute	Entity	Responsible Party — Internal	Responsible Party — External	Deadline / Trigger	Status	Notes
1	VCOC Election — Structural Analysis	DOL Reg. §2510.3-101(d); 29 CFR §2510.3-101	CLSO Fund I, LP	Theresa Kim / Pamela Cross	Greystone Tax Advisors LLC (Kenneth Liu); Fielding & O'Hara PLLC (Brian Liddell)	Prior to First Close (Nov. 15, 2026)	Not Started	Fund intends to elect to be a 'venture capital operating company' (VCOC) under DOL Reg. §2510.3-101(d) if ERISA plan assets constitute ≥25% of any class. VCOC status avoids the fund's assets being treated as 'plan assets' subject to ERISA fiduciary rules. Requires that the Fund obtain management rights (board seats or contractual governance rights) in portfolio companies — consistent with Fund strategy (100% of portfolio companies).
2	25% Plan Asset Threshold Monitoring — Initial Close	DOL Reg. §2510.3-101(a)(2); 29 CFR §2510.3-101(f)	CLSO Fund I, LP	Owen Fischer	Halcyon Fund Services, Inc. (Thomas Varga)	At each closing; ongoing quarterly	Not Started	Monitor percentage of fund interests held by 'benefit plan investors' (ERISA plans, IRAs, Keogh plans, and entities holding plan assets). If ≥25% of any class, VCOC election becomes critical. Track Ironwood PERS ($100M anticipated = 13.33% at $750M target) and any other pension/plan investors. Northgate may be subject to ERISA depending on endowment structure — confirm with David Park.
3	VCOC Operating Covenant Compliance	DOL Reg. §2510.3-101(d)(3)	CLSO Fund I, LP / CLSO GP I, LLC	Theresa Kim	Fielding & O'Hara PLLC	Ongoing post-First Close	Not Started	LPA must include requirement that GP obtain contractual management rights in portfolio companies within specified timeframe. Fund must exercise such rights with respect to at least one portfolio company investment within initial 12 months and on an ongoing basis. Include VCOC compliance provisions in LPA (see LPA §[TBD]).
4	ERISA-Compliant Carve-Out Structure — Northgate	ERISA; DOL Reg. §2510.3-101	CLSO Fund I, LP	Theresa Kim / Owen Fischer	Greystone Tax Advisors LLC; Fielding & O'Hara PLLC	Prior to Northgate subscription	Not Started	Northgate Endowment Management LLC ($50M anticipated commitment) has requested ERISA-compliant carve-out structure. Assess whether Northgate is a 'benefit plan investor' or exempt as governmental plan/endowment. If subject to ERISA, may require separate participation class or side letter provisions. Coordinate with David Park.
5	Prohibited Transaction Exemptions Review	ERISA §406; IRC §4975; PTE 84-14, PTE 96-23	CLSO Fund I, LP	Theresa Kim	Fielding & O'Hara PLLC	Prior to First Close	Not Started	Review available prohibited transaction exemptions (PTEs) for fund investments. If plan assets present, ensure all transactions comply with applicable PTEs or fall within VCOC safe harbor.
6	Investor Questionnaire — ERISA Status Tracking	ERISA; DOL Reg. §2510.3-101	CLSO Fund I, LP	Owen Fischer	Halcyon Fund Services, Inc.	Ongoing at each closing	Not Started	Subscription agreement investor questionnaire includes ERISA plan asset status section. Halcyon to maintain ongoing register of benefit plan investor percentages. Reports to GP quarterly.
7	Annual VCOC Certification & Management Rights Verification	DOL Reg. §2510.3-101(d); 29 CFR §2510.3-101	CLSO Fund I, LP / CLSO GP I, LLC	Theresa Kim	Fielding & O'Hara PLLC	Annually post-First Close	Not Started	Annual internal certification that Fund continues to satisfy VCOC requirements: (i) at least 50% of assets (valued at cost) in portfolio companies in which Fund holds management rights, and (ii) Fund actually exercises management rights in at least one portfolio company during each annual period. Maintain documentation of board seats, observer rights, and contractual governance provisions.
8	25% Plan Asset Threshold — Final Close Recalculation	DOL Reg. §2510.3-101(a)(2); 29 CFR §2510.3-101(f)	CLSO Fund I, LP	Owen Fischer	Halcyon Fund Services, Inc.	At Final Close (target May 15, 2027)	Not Started	Recalculate benefit plan investor percentage at Final Close to confirm continued compliance with 25% threshold or VCOC safe harbor. If Fund reaches hard cap of $1B: Ironwood $100M = 10.0%. Document calculation and retain in compliance files.

[sheet: AML KYC OFAC]

Item No.	Compliance Item	Applicable Regulation / Authority	Entity	Responsible Party — Internal	Responsible Party — External	Deadline / Trigger	Status	Notes
1	AML/KYC Policy — Establish Fund-Level Compliance Program	USA PATRIOT Act §326; BSA; FinCEN CDD Rule	CLSO Fund I, LP / CLSO GP I, LLC	Owen Fischer	Halcyon Fund Services, Inc. (Thomas Varga)	Prior to First Close (Nov. 15, 2026)	Not Started	Establish written AML/KYC policy for the Fund. Halcyon Fund Services to perform AML/KYC screening on all subscribing LPs as part of subscription process. Policy to include customer identification program (CIP), customer due diligence (CDD), beneficial ownership identification, and suspicious activity monitoring.
2	OFAC Sanctions Screening — All Investors	OFAC SDN List; Executive Orders; 31 CFR Part 501	CLSO Fund I, LP	Owen Fischer	Halcyon Fund Services, Inc.	Prior to acceptance of each subscription; re-screened periodically	Not Started	Screen all prospective LPs (and their beneficial owners) against OFAC Specially Designated Nationals (SDN) list, Sectoral Sanctions Identification (SSI) list, and other applicable sanctions lists. Halcyon to perform initial screening and periodic re-screening. Include OFAC representations in subscription agreement.
3	Beneficial Ownership Identification — CDD Rule	FinCEN CDD Rule (31 CFR §1010.230)	CLSO Fund I, LP	Owen Fischer	Halcyon Fund Services, Inc.	At subscription	Not Started	Collect and verify beneficial ownership information for all entity subscribers (25% ownership threshold; one individual with significant management responsibility). Investor questionnaire includes beneficial ownership certification.
4	Investor-Specific KYC — Ironwood PERS	AML/KYC standards	CLSO Fund I, LP	Owen Fischer	Halcyon Fund Services, Inc.	Prior to acceptance of Ironwood subscription	Not Started	State pension fund — generally lower AML risk. Collect organizational documents, authorized signatory verification, Helen Tsao as contact. Anticipated commitment: $100,000,000.
5	Investor-Specific KYC — Northgate Endowment Management LLC	AML/KYC standards	CLSO Fund I, LP	Owen Fischer	Halcyon Fund Services, Inc.	Prior to acceptance of Northgate subscription	Not Started	University endowment — generally lower AML risk. Collect organizational documents, beneficial ownership information (if applicable), David Park as contact. Anticipated commitment: $50,000,000.
6	Investor-Specific KYC — Pinnacle Insurance Group, Inc.	AML/KYC standards	CLSO Fund I, LP	Owen Fischer	Halcyon Fund Services, Inc.	Prior to acceptance of Pinnacle subscription	Not Started	Insurance company — regulated entity, generally lower AML risk. Collect organizational documents, authorized signatory verification, Rachel Stein as contact. Anticipated commitment: $75,000,000.
7	Ongoing Transaction Monitoring	BSA; USA PATRIOT Act	CLSO Fund I, LP	Theresa Kim	Halcyon Fund Services, Inc.	Ongoing post-First Close	Not Started	Halcyon to perform ongoing monitoring of capital calls, distributions, and transfers for suspicious activity. Annual review of investor base against updated sanctions lists.
8	Non-U.S. Investor Screening (if applicable)	OFAC; FATCA; CRS	CLSO Fund I, LP	Owen Fischer	Halcyon Fund Services, Inc.	Prior to acceptance of non-U.S. subscriptions	Not Started	Fund strategy permits up to 25% deployment in Western Europe and Israel; anticipate some non-U.S. LPs. Enhanced due diligence for non-U.S. investors. FATCA/CRS reporting obligations if non-U.S. investors present. Coordinate with Greystone Tax Advisors on withholding and reporting.
9	FinCEN Beneficial Ownership Information (BOI) Reporting — Fund Entities	Corporate Transparency Act; FinCEN BOI Rule (31 CFR §1010.380)	CLSO Fund I, LP / CLSO GP I, LLC / CLSO Management I, LLC	Owen Fischer	Fielding & O'Hara PLLC	Within 90 days of entity formation (for entities formed after Jan. 1, 2024)	Not Started	Corporate Transparency Act requires reporting of beneficial ownership information to FinCEN for newly formed entities. Assess whether fund entities qualify for exemptions (e.g., pooled investment vehicle exemption, investment adviser exemption). If no exemption, file BOI reports within 90 days of formation. Monitor evolving enforcement landscape and any litigation stays.
10	Subscription Agreement — AML/KYC/OFAC Representations & Warranties	USA PATRIOT Act; OFAC; BSA	CLSO Fund I, LP	Owen Fischer / Theresa Kim	N/A	Included in subscription documents prior to First Close	Not Started	Ensure subscription agreement includes comprehensive investor representations regarding: (i) source of funds, (ii) absence from OFAC sanctions lists, (iii) beneficial ownership disclosure, (iv) anti-money laundering compliance, and (v) consent to ongoing screening. Coordinate drafting with LPA and PPM teams.

[sheet: CFTC NFA Exemptions]

Item No.	Compliance Item	Applicable Regulation	Entity	Responsible Party — Internal	Responsible Party — External	Deadline / Trigger	Status	Notes
1	Commodity Pool Operator (CPO) Exemption Analysis	CEA §4m; CFTC Rule 4.13(a)(3)	CLSO GP I, LLC (as operator of CLSO Fund I)	Owen Fischer	Fielding & O'Hara PLLC (Brian Liddell)	Prior to First Close	Not Started	Determine whether CLSO Fund I's investment strategy (clinical-stage therapeutics, medical devices, platform biotech) could involve commodity interests (e.g., swaps, futures for hedging). If de minimis commodity interest trading, file for CFTC Rule 4.13(a)(3) exemption from CPO registration. Life-sciences PE fund unlikely to trade commodity interests — exemption likely available.
2	CFTC Rule 4.13(a)(3) Exemption Filing (if applicable)	CFTC Rule 4.13(a)(3); NFA online filing	CLSO GP I, LLC	Owen Fischer	Fielding & O'Hara PLLC	Prior to commencement of trading or First Close	Not Started	File exemption notice with NFA via electronic filing system. Annual affirmation required within 60 days of calendar year-end. Include notice to investors in PPM. Low priority — primary strategy does not contemplate commodity interest trading.
3	Commodity Trading Advisor (CTA) Exemption	CEA §4m; CFTC Rule 4.14(a)(8)	CLSO Management I, LLC	Owen Fischer	Fielding & O'Hara PLLC	Prior to First Close (if applicable)	N/A — Pending	Likely not applicable unless Management Company provides commodity trading advice. Monitor.
4	Annual CPO Exemption Affirmation	CFTC Rule 4.13(a)(3); NFA Compliance Rule 2-45	CLSO GP I, LLC	Owen Fischer	Fielding & O'Hara PLLC	Within 60 days of each calendar year-end (first affirmation by Feb. 28, 2027 if exemption filed in 2026)	Not Started	If Rule 4.13(a)(3) exemption is filed, annual affirmation must be submitted to NFA electronically. Failure to timely affirm results in automatic withdrawal of exemption. Calendar reminder to be set. Low priority but ministerial compliance required.

[sheet: Cover & Summary]
Field | Detail
Document Title | Regulatory Compliance Checklist — CLSO Fund I
Prepared By | Owen Fischer, Working Associate, Calderwood & Harkness LLP
Reviewed By | Theresa Kim, Lead Associate; Pamela Cross, Responsible Partner
C&H Matter No. | 1004-00002
C&H Billing Code | 88103-CVC
Client | Cobalt Ventures LP
Client HQ | 3400 Sand Hill Road, Suite 220, Menlo Park, CA 94025
Fund | Cobalt Life Sciences Opportunities Fund I, LP (to be formed — Delaware LP)
General Partner | Cobalt Life Sciences GP I, LLC (to be formed — Delaware LLC)
Management Company | Cobalt Life Sciences Management I, LLC (to be formed — Delaware LLC)
Blocker (if needed) | Cobalt Life Sciences Opportunities Fund I (Blocker), Inc. (to be formed — Delaware C-Corp)
Target Fund Size | $750,000,000
Hard Cap | $1,000,000,000
First Close Minimum | $250,000,000
Target First Close | November 15, 2026
Target Final Close | May 15, 2027
Cobalt Existing SEC Registration | Exempt Reporting Adviser (ERA) under Advisers Act §203(m); SEC File No. 802-11934
Cobalt EIN | 83-2947561
Cobalt DE LP File No. | 7824931
Cobalt CA SOS File No. | 202118412387
Governing Law — Fund Documents | State of Delaware
Governing Law — Placement Agent Agreement | State of New York
Regulatory Counsel | Fielding & O'Hara PLLC (Brian Liddell, Partner), 1625 Eye Street NW, Suite 900, Washington, DC 20006
Fund Administrator (AML/KYC) | Halcyon Fund Services, Inc. (Thomas Varga, Director), 1735 Market Street, Suite 2200, Philadelphia, PA 19103
Tax Advisor | Greystone Tax Advisors LLC (Kenneth Liu, Managing Director), 44 Montgomery Street, Suite 3100, San Francisco, CA 94104
Placement Agent | Sagebrush Capital Partners LLC (Jonathan Mercer, MD), CRD No. 298714, 200 Park Avenue, 30th Floor, New York, NY 10166
Date Prepared | March 2026
Last Updated | [To be updated]
[sheet: SEC Filings]
Item No. | Filing / Requirement | Applicable Regulation | Entity | Jurisdiction | Responsible Party — Internal | Responsible Party — External | Deadline / Trigger | Status | Notes
1 | Form D Filing — Initial Notice of Exempt Offering | Regulation D, Rule 506(b) or 506(c) — election to be confirmed | Cobalt Life Sciences Opportunities Fund I, LP | Federal (SEC / EDGAR) | Owen Fischer / Theresa Kim | Fielding & O'Hara PLLC (Brian Liddell) | 15 days after first sale of securities (i.e., First Close — target Nov. 15, 2026) | Not Started | Must elect Rule 506(b) vs. 506(c) prior to marketing commencement (target Aug. 1, 2026). Rule 506(b) anticipated (no general solicitation). Coordinate with sagebrush on investor solicitation approach. File electronically via EDGAR.
2 | Form D Amendment — Subsequent Closings | Regulation D, Rule 503 | Cobalt Life Sciences Opportunities Fund I, LP | Federal (SEC / EDGAR) | Owen Fischer | Fielding & O'Hara PLLC | Annual amendment required; also upon material change in offering terms | Not Started | Amend after Final Close (target May 15, 2027) to reflect final aggregate offering amount and number of investors.
3 | Form ADV Amendment — Existing ERA Filing | Advisers Act §203(m); Form ADV Parts 1A, 2A, 2B | Cobalt Ventures LP | Federal (SEC / IARD) | Owen Fischer / Theresa Kim | Fielding & O'Hara PLLC (Brian Liddell) | Within 90 days of fiscal year-end or promptly upon material change | Not Started | Cobalt currently files as Exempt Reporting Adviser (ERA), SEC File No. 802-11934. Assess whether launch of CLSO Fund I (target $750M) pushes Cobalt above the $150M AUM threshold requiring full registration as a Registered Investment Adviser (RIA). Existing AUM ~$420M across Fund A and Fund B; adding $750M would bring total to ~$1.17B, likely requiring transition to full SEC registration. Coordinate with Fielding & O'Hara.
4 | Potential Transition from ERA to Full SEC Registration | Advisers Act §203A; Form ADV | Cobalt Ventures LP | Federal (SEC / IARD) | Pamela Cross / Theresa Kim | Fielding & O'Hara PLLC (Brian Liddell); Greystone Tax Advisors LLC (Kenneth Liu) | Prior to or concurrent with First Close | Not Started | If Cobalt's regulatory AUM (including committed but uncalled capital of CLSO Fund I) exceeds $150M, Cobalt must register as an RIA. Analysis strongly suggests registration will be required. Full Form ADV (Parts 1, 2A, 2B) will need to be prepared. Discuss timing — may file prior to marketing commencement (Aug. 1, 2026) or at First Close. Compliance program, CCO designation, written policies and procedures under Rule 206(4)-7 must be in place.
5 | Form D Filing — Blocker Corp (if formed) | Regulation D, Rule 506(b) or 506(c) | Cobalt Life Sciences Opportunities Fund I (Blocker), Inc. | Federal (SEC / EDGAR) | Owen Fischer | Fielding & O'Hara PLLC | 15 days after first sale of securities in blocker | N/A — Pending | Only required if blocker Corp is formed for Pinnacle Insurance Group or other taxable blocker investors. Coordinate with Leonard Cross (C&H Tax) and Greystone.
6 | Form PF Filing (if applicable) | Advisers Act Rule 204(b)-1; Dodd-Frank | Cobalt Ventures LP (as adviser to CLSO Fund I) | Federal (SEC) | Theresa Kim | Fielding & O'Hara PLLC | Within 120 days of fiscal year-end (for smaller private fund advisers); within 60 days for large advisers (≥$1.5B) | Not Started | Applicable once Cobalt becomes a registered adviser (see Item 4). As AUM will likely be below $1.5B at First Close, Cobalt would file as a smaller private fund adviser (annual filing). Monitor AUM growth toward $1.5B threshold that would trigger quarterly large adviser reporting.
7 | Form ADV-E (Annual Surprise Examination Notice — if applicable) | Advisers Act Rule 206(4)-2 (Custody Rule) | Cobalt Ventures LP | Federal (SEC / IARD) | Theresa Kim | Whitfield & Pratt LLP (Maria Sandoval); Fielding & O'Hara PLLC | Annually if custody rule surprise examination applies | Not Started | If Cobalt transitions to full RIA and is deemed to have custody of fund assets, annual surprise examination by independent public accountant may be required unless fund relies on audit exception (annual audited financial statements distributed to LPs within 120 days of fiscal year-end). Coordinate with Whitfield & Pratt and Fielding & O'Hara.
8 | Schedule 13D/13G Filings (Portfolio Company Reporting) | Securities Exchange Act §13(d), §13(g) | CLSO Fund I, LP / CLSO GP I, LLC | Federal (SEC / EDGAR) | Theresa Kim | Fielding & O'Hara PLLC | Within 10 days of acquiring >5% of a class of registered equity securities | Not Started | Applicable if Fund acquires >5% of any class of equity securities of a publicly traded portfolio company. Life-sciences PE strategy primarily targets private companies, but IPO scenarios or public company investments could trigger filing obligations. Monitor on deal-by-deal basis post-First Close.
[sheet: Blue Sky & State Filings]
Item No. | State | Filing Type | Applicable Law / Rule | Entity | Filing Fee | Responsible Party — Internal | Responsible Party — External | Deadline / Trigger | Status | Notes
1 | California | Reg. D Notice Filing (Form D + State Cover) | Cal. Corp. Code §25102(f); 10 CCR §260.102.14 | CLSO Fund I, LP | $300 | Owen Fischer | Fielding & O'Hara PLLC | 15 days after first sale to CA investor | Not Started | Cobalt HQ is in Menlo Park, CA. Principals reside in CA. High priority. State filing required after federal Form D filing.
2 | Connecticut | Reg. D Notice Filing | Conn. Gen. Stat. §36b-21(g); Uniform Securities Act | CLSO Fund I, LP | $150 | Owen Fischer | Fielding & O'Hara PLLC | 15 days after first sale to CT investor | Not Started | Pinnacle Insurance Group, Inc. is headquartered in Hartford, CT (anticipated $75M commitment). Filing required upon Pinnacle subscription.
3 | Delaware | Reg. D Notice Filing | 6 Del. Code §7309(b)(9) | CLSO Fund I, LP | $200 | Owen Fischer | Fielding & O'Hara PLLC | 15 days after first sale to DE investor | Not Started | Fund, GP, and Management Company all formed in Delaware. File even absent DE-resident investors given domicile of entities.
4 | Florida | Reg. D Notice Filing | Fla. Stat. §517.061(11) | CLSO Fund I, LP | $200 | Owen Fischer | Fielding & O'Hara PLLC | 15 days after first sale to FL investor | Not Started | File if FL-based investors subscribe. Sagebrush to confirm FL investor pipeline.
5 | Georgia | Reg. D Notice Filing | Ga. Code Ann. §10-5-9(13) | CLSO Fund I, LP | $250 | Owen Fischer | Fielding & O'Hara PLLC | 15 days after first sale to GA investor | Not Started | File if GA-based investors subscribe.
6 | Illinois | Reg. D Notice Filing | 815 ILCS 5/4(G)(9) | CLSO Fund I, LP | $100 | Owen Fischer | Fielding & O'Hara PLLC | 15 days after first sale to IL investor | Not Started | Whitfield & Pratt (auditor) in Chicago, IL. File if IL-based investors subscribe.
7 | Maryland | Reg. D Notice Filing | Md. Code Ann., Corps. & Ass'ns §11-502(9) | CLSO Fund I, LP | $200 | Owen Fischer | Fielding & O'Hara PLLC | 15 days after first sale to MD investor | Not Started | File if MD-based investors subscribe.
8 | Massachusetts | Reg. D Notice Filing | Mass. Gen. Laws ch. 110A §402(b)(9); 950 CMR 14.402 | CLSO Fund I, LP | $300 | Owen Fischer | Fielding & O'Hara PLLC | 15 days after first sale to MA investor | Not Started | Northgate Endowment Management LLC located in Cambridge, MA (anticipated $50M commitment). Filing triggered upon Northgate subscription.
9 | Minnesota | Reg. D Notice Filing | Minn. Stat. §80A.46(15) | CLSO Fund I, LP | $100 | Owen Fischer | Fielding & O'Hara PLLC | 15 days after first sale to MN investor | Not Started | File if MN-based investors subscribe.
10 | New Jersey | Reg. D Notice Filing | N.J. Stat. Ann. §49:3-50(b)(9) | CLSO Fund I, LP | $500 | Owen Fischer | Fielding & O'Hara PLLC | 15 days after first sale to NJ investor | Not Started | File if NJ-based investors subscribe. Proximity to NY may generate NJ investor interest.
11 | New York | Reg. D Notice Filing + Additional State Requirements | N.Y. Gen. Bus. Law Art. 23-A; Martin Act | CLSO Fund I, LP | $1,200 | Owen Fischer | Fielding & O'Hara PLLC | Prior to or within required period after first sale to NY investor | Not Started | C&H main office in NY. Sagebrush and Ashworth & Lyle in NY. Multiple anticipated NY-based institutional investors. Martin Act considerations — coordinate with Fielding & O'Hara.
12 | North Carolina | Reg. D Notice Filing | N.C. Gen. Stat. §78A-17(9) | CLSO Fund I, LP | $200 | Owen Fischer | Fielding & O'Hara PLLC | 15 days after first sale to NC investor | Not Started | File if NC-based investors subscribe.
13 | Oregon | Reg. D Notice Filing | ORS §59.049; OAR 441-065 | CLSO Fund I, LP | $250 | Owen Fischer | Fielding & O'Hara PLLC | 15 days after first sale to OR investor | Not Started | Ironwood PERS located in Salem, OR (anticipated $100M commitment). Filing triggered upon Ironwood subscription. Also consider OR state tax nexus — coordinate with Greystone Tax Advisors.
14 | Pennsylvania | Reg. D Notice Filing | 70 Pa. Stat. §1-203(t) | CLSO Fund I, LP | $500 | Owen Fischer | Fielding & O'Hara PLLC | 15 days after first sale to PA investor | Not Started | Halcyon Fund Services (fund administrator) is in Philadelphia, PA. File if PA-based investors subscribe.
15 | Texas | Reg. D Notice Filing | Tex. Rev. Civ. Stat. Ann. Art. 581-7.C | CLSO Fund I, LP | $500 | Owen Fischer | Fielding & O'Hara PLLC | 15 days after first sale to TX investor | Not Started | File if TX-based investors subscribe. Large institutional investor base in TX.
16 | Virginia | Reg. D Notice Filing | Va. Code Ann. §13.1-514.1(B)(9) | CLSO Fund I, LP | $250 | Owen Fischer | Fielding & O'Hara PLLC | 15 days after first sale to VA investor | Not Started | File if VA-based investors subscribe.
17 | Washington | Reg. D Notice Filing | RCW §21.20.327 | CLSO Fund I, LP | $300 | Owen Fischer | Fielding & O'Hara PLLC | 15 days after first sale to WA investor | Not Started | File if WA-based investors subscribe.
18 | Washington, D.C. | Reg. D Notice Filing | D.C. Code §31-5604.02(b)(9) | CLSO Fund I, LP | $250 | Owen Fischer | Fielding & O'Hara PLLC | 15 days after first sale to DC investor | Not Started | Fielding & O'Hara regulatory counsel located in DC. File if DC-based investors subscribe.
19 | Other States (TBD) | Reg. D Notice Filing | Uniform Securities Act equivalents | CLSO Fund I, LP | Varies by state | Owen Fischer | Fielding & O'Hara PLLC | 15 days after first sale to investor in applicable state | Not Started | Additional state filings to be identified as investor pipeline develops. Sagebrush to provide investor residency list prior to each closing. Anticipate 15–25 state filings in total based on institutional investor base.
[sheet: ERISA & VCOC Compliance]
Item No. | Compliance Item | Applicable Regulation / Statute | Entity | Responsible Party — Internal | Responsible Party — External | Deadline / Trigger | Status | Notes
1 | VCOC Election — Structural Analysis | DOL Reg. §2510.3-101(d); 29 CFR §2510.3-101 | CLSO Fund I, LP | Theresa Kim / Pamela Cross | Greystone Tax Advisors LLC (Kenneth Liu); Fielding & O'Hara PLLC (Brian Liddell) | Prior to First Close (Nov. 15, 2026) | Not Started | Fund intends to elect to be a 'venture capital operating company' (VCOC) under DOL Reg. §2510.3-101(d) if ERISA plan assets constitute ≥25% of any class. VCOC status avoids the fund's assets being treated as 'plan assets' subject to ERISA fiduciary rules. Requires that the Fund obtain management rights (board seats or contractual governance rights) in portfolio companies — consistent with Fund strategy (100% of portfolio companies).
2 | 25% Plan Asset Threshold Monitoring — Initial Close | DOL Reg. §2510.3-101(a)(2); 29 CFR §2510.3-101(f) | CLSO Fund I, LP | Owen Fischer | Halcyon Fund Services, Inc. (Thomas Varga) | At each closing; ongoing quarterly | Not Started | Monitor percentage of fund interests held by 'benefit plan investors' (ERISA plans, IRAs, Keogh plans, and entities holding plan assets). If ≥25% of any class, VCOC election becomes critical. Track Ironwood PERS ($100M anticipated = 13.33% at $750M target) and any other pension/plan investors. Northgate may be subject to ERISA depending on endowment structure — confirm with David Park.
3 | VCOC Operating Covenant Compliance | DOL Reg. §2510.3-101(d)(3) | CLSO Fund I, LP / CLSO GP I, LLC | Theresa Kim | Fielding & O'Hara PLLC | Ongoing post-First Close | Not Started | LPA must include requirement that GP obtain contractual management rights in portfolio companies within specified timeframe. Fund must exercise such rights with respect to at least one portfolio company investment within initial 12 months and on an ongoing basis. Include VCOC compliance provisions in LPA (see LPA §[TBD]).
4 | ERISA-Compliant Carve-Out Structure — Northgate | ERISA; DOL Reg. §2510.3-101 | CLSO Fund I, LP | Theresa Kim / Owen Fischer | Greystone Tax Advisors LLC; Fielding & O'Hara PLLC | Prior to Northgate subscription | Not Started | Northgate Endowment Management LLC ($50M anticipated commitment) has requested ERISA-compliant carve-out structure. Assess whether Northgate is a 'benefit plan investor' or exempt as governmental plan/endowment. If subject to ERISA, may require separate participation class or side letter provisions. Coordinate with David Park.
5 | Prohibited Transaction Exemptions Review | ERISA §406; IRC §4975; PTE 84-14, PTE 96-23 | CLSO Fund I, LP | Theresa Kim | Fielding & O'Hara PLLC | Prior to First Close | Not Started | Review available prohibited transaction exemptions (PTEs) for fund investments. If plan assets present, ensure all transactions comply with applicable PTEs or fall within VCOC safe harbor.
6 | Investor Questionnaire — ERISA Status Tracking | ERISA; DOL Reg. §2510.3-101 | CLSO Fund I, LP | Owen Fischer | Halcyon Fund Services, Inc. | Ongoing at each closing | Not Started | Subscription agreement investor questionnaire includes ERISA plan asset status section. Halcyon to maintain ongoing register of benefit plan investor percentages. Reports to GP quarterly.
7 | Annual VCOC Certification & Management Rights Verification | DOL Reg. §2510.3-101(d); 29 CFR §2510.3-101 | CLSO Fund I, LP / CLSO GP I, LLC | Theresa Kim | Fielding & O'Hara PLLC | Annually post-First Close | Not Started | Annual internal certification that Fund continues to satisfy VCOC requirements: (i) at least 50% of assets (valued at cost) in portfolio companies in which Fund holds management rights, and (ii) Fund actually exercises management rights in at least one portfolio company during each annual period. Maintain documentation of board seats, observer rights, and contractual governance provisions.
8 | 25% Plan Asset Threshold — Final Close Recalculation | DOL Reg. §2510.3-101(a)(2); 29 CFR §2510.3-101(f) | CLSO Fund I, LP | Owen Fischer | Halcyon Fund Services, Inc. | At Final Close (target May 15, 2027) | Not Started | Recalculate benefit plan investor percentage at Final Close to confirm continued compliance with 25% threshold or VCOC safe harbor. If Fund reaches hard cap of $1B: Ironwood $100M = 10.0%. Document calculation and retain in compliance files.
[sheet: AML KYC OFAC]
Item No. | Compliance Item | Applicable Regulation / Authority | Entity | Responsible Party — Internal | Responsible Party — External | Deadline / Trigger | Status | Notes
1 | AML/KYC Policy — Establish Fund-Level Compliance Program | USA PATRIOT Act §326; BSA; FinCEN CDD Rule | CLSO Fund I, LP / CLSO GP I, LLC | Owen Fischer | Halcyon Fund Services, Inc. (Thomas Varga) | Prior to First Close (Nov. 15, 2026) | Not Started | Establish written AML/KYC policy for the Fund. Halcyon Fund Services to perform AML/KYC screening on all subscribing LPs as part of subscription process. Policy to include customer identification program (CIP), customer due diligence (CDD), beneficial ownership identification, and suspicious activity monitoring.
2 | OFAC Sanctions Screening — All Investors | OFAC SDN List; Executive Orders; 31 CFR Part 501 | CLSO Fund I, LP | Owen Fischer | Halcyon Fund Services, Inc. | Prior to acceptance of each subscription; re-screened periodically | Not Started | Screen all prospective LPs (and their beneficial owners) against OFAC Specially Designated Nationals (SDN) list, Sectoral Sanctions Identification (SSI) list, and other applicable sanctions lists. Halcyon to perform initial screening and periodic re-screening. Include OFAC representations in subscription agreement.
3 | Beneficial Ownership Identification — CDD Rule | FinCEN CDD Rule (31 CFR §1010.230) | CLSO Fund I, LP | Owen Fischer | Halcyon Fund Services, Inc. | At subscription | Not Started | Collect and verify beneficial ownership information for all entity subscribers (25% ownership threshold; one individual with significant management responsibility). Investor questionnaire includes beneficial ownership certification.
4 | Investor-Specific KYC — Ironwood PERS | AML/KYC standards | CLSO Fund I, LP | Owen Fischer | Halcyon Fund Services, Inc. | Prior to acceptance of Ironwood subscription | Not Started | State pension fund — generally lower AML risk. Collect organizational documents, authorized signatory verification, Helen Tsao as contact. Anticipated commitment: $100,000,000.
5 | Investor-Specific KYC — Northgate Endowment Management LLC | AML/KYC standards | CLSO Fund I, LP | Owen Fischer | Halcyon Fund Services, Inc. | Prior to acceptance of Northgate subscription | Not Started | University endowment — generally lower AML risk. Collect organizational documents, beneficial ownership information (if applicable), David Park as contact. Anticipated commitment: $50,000,000.
6 | Investor-Specific KYC — Pinnacle Insurance Group, Inc. | AML/KYC standards | CLSO Fund I, LP | Owen Fischer | Halcyon Fund Services, Inc. | Prior to acceptance of Pinnacle subscription | Not Started | Insurance company — regulated entity, generally lower AML risk. Collect organizational documents, authorized signatory verification, Rachel Stein as contact. Anticipated commitment: $75,000,000.
7 | Ongoing Transaction Monitoring | BSA; USA PATRIOT Act | CLSO Fund I, LP | Theresa Kim | Halcyon Fund Services, Inc. | Ongoing post-First Close | Not Started | Halcyon to perform ongoing monitoring of capital calls, distributions, and transfers for suspicious activity. Annual review of investor base against updated sanctions lists.
8 | Non-U.S. Investor Screening (if applicable) | OFAC; FATCA; CRS | CLSO Fund I, LP | Owen Fischer | Halcyon Fund Services, Inc. | Prior to acceptance of non-U.S. subscriptions | Not Started | Fund strategy permits up to 25% deployment in Western Europe and Israel; anticipate some non-U.S. LPs. Enhanced due diligence for non-U.S. investors. FATCA/CRS reporting obligations if non-U.S. investors present. Coordinate with Greystone Tax Advisors on withholding and reporting.
9 | FinCEN Beneficial Ownership Information (BOI) Reporting — Fund Entities | Corporate Transparency Act; FinCEN BOI Rule (31 CFR §1010.380) | CLSO Fund I, LP / CLSO GP I, LLC / CLSO Management I, LLC | Owen Fischer | Fielding & O'Hara PLLC | Within 90 days of entity formation (for entities formed after Jan. 1, 2024) | Not Started | Corporate Transparency Act requires reporting of beneficial ownership information to FinCEN for newly formed entities. Assess whether fund entities qualify for exemptions (e.g., pooled investment vehicle exemption, investment adviser exemption). If no exemption, file BOI reports within 90 days of formation. Monitor evolving enforcement landscape and any litigation stays.
10 | Subscription Agreement — AML/KYC/OFAC Representations & Warranties | USA PATRIOT Act; OFAC; BSA | CLSO Fund I, LP | Owen Fischer / Theresa Kim | N/A | Included in subscription documents prior to First Close | Not Started | Ensure subscription agreement includes comprehensive investor representations regarding: (i) source of funds, (ii) absence from OFAC sanctions lists, (iii) beneficial ownership disclosure, (iv) anti-money laundering compliance, and (v) consent to ongoing screening. Coordinate drafting with LPA and PPM teams.
[sheet: CFTC NFA Exemptions]
Item No. | Compliance Item | Applicable Regulation | Entity | Responsible Party — Internal | Responsible Party — External | Deadline / Trigger | Status | Notes
1 | Commodity Pool Operator (CPO) Exemption Analysis | CEA §4m; CFTC Rule 4.13(a)(3) | CLSO GP I, LLC (as operator of CLSO Fund I) | Owen Fischer | Fielding & O'Hara PLLC (Brian Liddell) | Prior to First Close | Not Started | Determine whether CLSO Fund I's investment strategy (clinical-stage therapeutics, medical devices, platform biotech) could involve commodity interests (e.g., swaps, futures for hedging). If de minimis commodity interest trading, file for CFTC Rule 4.13(a)(3) exemption from CPO registration. Life-sciences PE fund unlikely to trade commodity interests — exemption likely available.
2 | CFTC Rule 4.13(a)(3) Exemption Filing (if applicable) | CFTC Rule 4.13(a)(3); NFA online filing | CLSO GP I, LLC | Owen Fischer | Fielding & O'Hara PLLC | Prior to commencement of trading or First Close | Not Started | File exemption notice with NFA via electronic filing system. Annual affirmation required within 60 days of calendar year-end. Include notice to investors in PPM. Low priority — primary strategy does not contemplate commodity interest trading.
3 | Commodity Trading Advisor (CTA) Exemption | CEA §4m; CFTC Rule 4.14(a)(8) | CLSO Management I, LLC | Owen Fischer | Fielding & O'Hara PLLC | Prior to First Close (if applicable) | N/A — Pending | Likely not applicable unless Management Company provides commodity trading advice. Monitor.
4 | Annual CPO Exemption Affirmation | CFTC Rule 4.13(a)(3); NFA Compliance Rule 2-45 | CLSO GP I, LLC | Owen Fischer | Fielding & O'Hara PLLC | Within 60 days of each calendar year-end (first affirmation by Feb. 28, 2027 if exemption filed in 2026) | Not Started | If Rule 4.13(a)(3) exemption is filed, annual affirmation must be submitted to NFA electronically. Failure to timely affirm results in automatic withdrawal of exemption. Calendar reminder to be set. Low priority but ministerial compliance required.

[sheet: Cover & Summary]

Record

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