Preamble
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2
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Compliance with Laws
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3
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Policy Statement on Insider Trading
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3
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Definitions
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5
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Prohibited Transactions
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8
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Exempted Transactions
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11
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Political Contributions
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12
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Compliance Procedures
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14
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Certification of Compliance
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19
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Reporting of Violations to the Chief Compliance Officer
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19
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Reporting of Violations to the Board of Directors
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19
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Annual Reporting to the Board of Directors
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20
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Sanctions
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20
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Retention of Records
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20
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Exhibit A: Initial Report of Access Person
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22
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Exhibit B: Annual Report of Access Persons
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23
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Exhibit C: Securities Transaction Report for a Calendar Quarter
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26
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Exhibit D: Securities Transaction Report Related to Short-Term Trading
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28
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Exhibit E: Personal Securities Transactions Pre-Clearance Form
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29
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Exhibit F: Certification of Compliance
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30
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1. |
To employ a device, scheme or artifice to defraud a Portfolio, a Fund, any client or prospective client;
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2. |
To make to a Portfolio, a Fund, any client or prospective client, any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements made, in light of the circumstances in which they are made, not misleading;
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3. |
To engage in any act, practice or course of business which operates or would operate as a fraud or deceit upon a Portfolio, a Fund, any client or prospective client; or
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4. |
Acting as principal for his/her own account, knowingly to sell any security to or purchase any security from a client, or acting as a broker for a person other than such client, knowingly to effect any sale or purchase of any security for the account of such client, without disclosing to such client in writing before the completion of such transaction the capacity in which he/she is acting and obtaining the consent of the client to such transaction. The prohibitions of this paragraph (4) shall not apply to any transaction with a customer of a bank broker or dealer if such broker or dealer is not acting as an investment adviser in relation to such transaction; or
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5. |
To engage in any act, practice, or course of business which is fraudulent, deceptive or manipulative.
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1. |
Trading by an insider, while in possession of material nonpublic information, or
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2. |
Trading by a non-insider, while in possession of material nonpublic information, where the information either was disclosed to the non-insider in violation of an insider’s duty to keep it confidential or was misappropriated, or
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3. |
Communicating material nonpublic information to others.
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1. |
Is the information material? Is this information that an investor would consider important in making his or her investment decisions? Is this information that would substantially affect the market price of the securities if generally disclosed?
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2. |
Is the information nonpublic? To whom has this information been provided? Has the information been effectively communicated to the marketplace?
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1. |
Report the matter immediately to the Firm’s Code of Ethics Officer.
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2. |
Do not purchase or sell the securities on behalf of yourself or others.
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3. |
Do not communicate the information inside or outside the Firm, other than to the Firm’s Code of Ethics Officer.
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4. |
After the Firm’s Code of Ethics Officer has reviewed the issue, you will be instructed to continue the prohibitions against trading and communication, or you will be allowed to trade and communicate the information.
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1. |
Provide, on a regular basis, an educational program to familiarize partners, officers, directors and employees with the Firm’s policy and procedures, and
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2. |
When it has been determined that a partner, officer, director or employee of the Firm has material nonpublic information,
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(a) |
Implement measures to prevent dissemination of such information, and
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(b) |
If necessary, restrict partners, officers, directors and employees from trading the securities.
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1. |
Review the trading activity reports filed by each officer, director and employee, and
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2. |
Review the trading activity of accounts managed by the Firm.
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1. |
“Access person” means any partner, director, officer, or general partner of the Firm or a Supervised Person who has access to nonpublic information regarding clients’ purchase or sale of securities, or a supervised person who is involved in making securities recommendations to clients or who has access to such recommendations that are nonpublic. A Supervised Person who has access to nonpublic information regarding the portfolio holdings of affiliated mutual funds is also an access person. The firm treats all full time employees as Access persons.
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2. |
“Affiliated company” means a company which is an affiliated person, as defined in the 1940 Act.
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3. |
“Affiliated person” of another person means (a) any person directly or indirectly owning, controlling, or holding with power to vote, five (5%) percent or more of the outstanding voting securities of such other person; (b) any person five (5%) percent or more of whose outstanding voting securities are directly or indirectly owned, controlled, or held with power to vote, by such other person; (c) any person directly or indirectly controlling, controlled by, or under common control with, such other person; (d) any officer, director, partner, copartner, or employee of such other person; (e) if such other person is an investment company, any investment adviser thereof or any member of an advisory board thereof; and (f) if such other person is an unincorporated investment company not having a board of directors, the depositor thereof.
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4. |
“Beneficial ownership” shall be interpreted in the same manner as it would be under Rule 16a-1(a)(2) of the Securities Exchange Act of 1934, as amended (the “1934 Act”) in determining whether a person is the beneficial owner of a security for purposes of Section 16 of the 1934 Act and the rules and regulations thereunder, that, generally speaking, encompasses those situations where the beneficial owner has the right to enjoy a direct or indirect economic benefit from the ownership of the security. A person is normally regarded as the beneficial owner of securities held in (i) the name of his or her spouse, domestic partner, minor children, or other relatives living in his or her household; (ii) a trust, estate or other account in which he/she has a present or future interest in the income, principal or right to obtain title to the securities; or (iii) the name of another person or entity by reason of any contract, understanding, relationship, agreement or other arrangement whereby he or she obtains benefits substantially equivalent to those of ownership.
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5. |
“Control” means the power to exercise a controlling influence over the management or policies of a company, unless such power is solely the result of an official position with such company. Any person who owns beneficially, either directly or through one or more controlled companies, more than twenty-five (25%) percent of the voting securities of a company shall be presumed to control such company. Any person who does not so own more than twenty-five (25%) percent of the voting securities of any company shall be presumed not to control such company. A natural person shall be presumed not to be a controlled person.
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6. |
“Covered Associate” means (a) any general partner, managing member or executive officer, or other individual of the Firm with a similar status or function; (b) any employee of the Firm who solicits a Government Entity for the Firm and any person who supervises, directly or indirectly, such employee; and (c) any political action committee (“PAC”) controlled by the Firm or by any such persons described in (a) or (b).
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7. |
“Covered Security” shall have the meaning set forth in Section 202(a)(18) of the Advisers Act and Section 2(a)(36) of the 1940 Investment Company Act. Further, for purposes of this Code, “Covered Security” shall include any commodities contracts as defined in Section 2(a)(1)(A) of
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8. |
“Disclosable transaction” means any transaction in a security pursuant to which an access person would have a beneficial ownership.
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9. |
“Firm” means the investment adviser registered with the Securities and Exchange Commission under the Investment Advisers Act of 1940, subject to this Code of Ethics.
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10. |
“Fund” means any investment vehicle registered under the Investment Company Act of 1940 for which the Firm acts as manager, adviser or sub-adviser.
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11. |
“Government Entity” means any state or political subdivision of a state, including:
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(a) |
Any agency, authority, or instrumentality of the state or political subdivision;
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(b) |
A pool of assets sponsored or established by the state or political subdivision or any agency, authority or instrumentality thereof, including, but not limited to a “defined benefit plan” as defined in section 414(j) of the Internal Revenue Code (26 U.S.C. 414(j)), or a state general fund;
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(c) |
A plan or program of a Government Entity; and
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(d) |
Officers, agents, or employees of the state or political subdivision or any agency, authority or instrumentality thereof, acting in their official capacity.
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12. |
“Non-interested Director” means a director or trustee who is not an interested person.
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13. |
“Interested Person” of another person, when used with respect to a Fund, means (i) any affiliated person of the Fund; (ii) any member of the immediate family of any natural person who is an affiliated person of the Fund; (iii) any interested person of any investment adviser of or principal underwriter for the Fund; (iv) any person or partner or employee of any person who at any time since the beginning of the last two completed fiscal years of the Fund has acted as legal counsel for the Fund; (v) any broker or dealer registered under the Securities Exchange Act of 1934 or any affiliated person of such a broker or dealer; or (vi) any natural person whom the Commission by order shall have determined to be an interested person by reason of having had, at any time since the beginning of the last two completed fiscal years of the Fund, a material business or professional relationship with the Fund or with the principal executive officer of such company or with any other investment company having the same investment adviser or principal underwriter or with the principal executive officer of such other investment company, provided, that no person shall be deemed to be an interested person of an investment company solely by reason of (a) his being a member of its Board of Directors or advisory board or an owner of its securities, or
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14. |
“Initial Public Offering” means an offering of securities registered under the Securities Act of 1933, the issuer of which, immediately before the registration, was not subject to the reporting requirements of Sections 13 or 15(d) of the 1934 Act.
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15. |
“Investment Personnel” means (a) any Portfolio Manager of the Firm; (b) any employee of the Firm (or of any company in a control relationship to a Fund or the Firm) who, in connection with his regular functions or duties, makes or participates in making recommendations regarding the purchase or sale of securities by the Firm, including securities analysts and traders; or (c) any person who controls a Fund or the Firm and who obtains information concerning recommendations made to any Fund or Portfolio regarding the purchase or sale of securities by the Fund or Portfolio; (d) or any employee who is soliciting new business for the Firm.
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16. |
“Limited Offering” means an offering that is exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”) pursuant to Section 4(2) or Section 4(6) or Rules 504, 505 or 506 under the Securities Act. Limited offerings are commonly referred to as private placements.
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17. |
“Official” means any person (including any election committee for the person) who was, at the time of the contribution, an incumbent, candidate or successful candidate for elective office of a Government Entity, if the office (i) is directly or indirectly responsible for, or can influence the outcome of, the hiring of an investment adviser (such as the Firm) by a Government Entity; or (ii) has authority to appoint any person who is directly or indirectly responsible for, or can influence the outcome of, the hiring of an investment adviser (such as the Firm) by a Government Entity. Official shall also include any candidate for federal office if he/she is currently serving as a state or local government Official.
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18. |
“Person” means a natural person or a company.
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19. |
“Portfolio” means any account, trust or other investment vehicle (except “Fund”) over which the Firm has investment management discretion.
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20. |
“Portfolio Manager” means an employee of the Firm entrusted with the direct responsibility and authority to make investment decisions affecting the Portfolios or Funds managed by the Firm.
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21. |
“Purchase or sale of a security” includes, among other things, the writing of an option to purchase or sell a Security.
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22. |
“Security” means any note, stock, treasury stock, bond, mutual fund, debenture, evidence of indebtedness, certificate of interest or participation in any profit-sharing agreement, collateral-trust certificate, preorganization certificate or subscription, transferable share, investment contract, voting-trust certificate, certificate of deposit for a security, fractional undivided interest in oil, gas, or other mineral rights, any put, call, straddle, option, or privilege on any security, certificate of deposit, or group or index of securities (including any interest therein or based on the value thereof), or any put, call, straddle, option, or privilege entered into on a national securities exchange relating to foreign currency, or, in general, any interest or instrument commonly known as a “security,” or any certificate of interest or participation in, temporary or interim certificate for, receipt for, guarantee of, or warrant or right to subscribe to or purchase, any of the foregoing.
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23. |
“Security Held or to be Acquired” means (i) any security which, within the most recent 15 days, is or has been held by a Fund or Portfolio, or is being or has been considered for purchase by a Fund or Portfolio, or (ii) any option to purchase or sell and any security convertible into or exchangeable for a Security.
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24. |
“Supervised Person” means (i) any partner, officer, director (or other person occupying a similar status or performing similar functions), or employee of the Firm; or (ii) any other person who provides investment advice on behalf of the Firm and is subject to the supervision and control of the Firm.
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25. |
“Unaffiliated mutual funds” means any mutual fund that is not advised or sub-advised by Cooke & Bieler.
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26. |
“Reportable Security” includes mutual funds advised or sub-advised by the firm.
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1. |
Access Persons
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(a) |
Purchase or sell, directly or indirectly, any security in which he/she has or by reason of such transaction acquires, any direct or indirect beneficial ownership and which to his/her actual knowledge at the time of such purchase or sale:
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i. |
Is being considered for purchase or sale by any Portfolio or Fund managed by the Firm, or
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ii. |
Is being purchased or sold by any Portfolio or Fund managed by the Firm; or
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(b) |
Disclose to other persons the securities activities engaged in or contemplated for the various Portfolios or Funds managed by the Firm.
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(c) |
Buy or sell a security within two(2) business days before or seven (7) business days after any strategy of the Firm trades in that security. We refer to the strategy as opposed to any client portfolio since the majority of the firm’s clients typically follow the model strategy, with a few exceptions as they relate to client specific restrictions or tax implications. For purposes of this restriction, distinction is made between model trades that are placed for all accounts following the model, as opposed to account specific trades that are made to accommodate cash flow, tax and
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(d) |
Engage in any of the following:
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1. |
Purchases or sales of securities which are not eligible for purchase by a Fund or Portfolio and which are not related economically to securities purchased, sold or held by the Fund or a Portfolio.
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2. |
Securities of companies with a market capitalization in excess of $1 billion.
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3. |
Municipal bond securities.
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4. |
Purchases or sales of a de minimis amount of securities. A de minimis amount of securities shall be defined in this section of the Code of Ethics as:
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(a) |
Up to an aggregate $25,000 principal amount of a fixed income security within any three-consecutive month period;
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(b) |
Up to an aggregate 1,000 shares of an equity security within any three-consecutive month period; or
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(c) |
Any amount of securities if the proposed acquisition or disposition by a Fund or Portfolio is in the amount of 1,000 shares or less and the security is listed on a national securities exchange or the National Association of Securities Dealers Automated Quotation System.
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5. |
Securities which the access person, Fund and/or Portfolio has no influence or control, including:
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(a) |
Purchases or sales effected in any account over which the access person has no direct or indirect influence or control;
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(b) |
Purchases or sales which are non-volitional on the part of either the access person or the Fund and/or Portfolio;
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(c) |
Purchases which are part of an automatic dividend reinvestment plan or direct stock plan (pending pre-clearance of the original purchase); and
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(d) |
Securities acquired by the exercise of rights issued pro rata by an issuer to all holders of a class of its securities (to the extent such rights were acquired from such issuer), and sales of such rights so acquired.
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6. |
Securities that appear to present little opportunity for the type of improper trading that the access person reports are designed to uncover, including:
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(a)
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Transactions and holdings in direct obligations of the U.S. government;
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(b) |
Money market instruments - bankers’ acceptances, bank certificates of deposit, commercial
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(c) |
Shares of money market funds;
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(d) |
Transactions and holdings in shares of other types of mutual funds, unless the adviser or a control affiliate acts as the investment adviser or sub-adviser or principal underwriter for the fund; and
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(e) |
Transactions in units of a unit investment trust if the unit investment trust is invested exclusively in unaffiliated mutual funds.
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1. |
Two-Year “Time Out” for Contributions: The Firm is prohibited from receiving compensation for providing investment advisory services to a Government Entity for a two-year period after the Firm or its Covered Associates makes a political contribution to an Official (which include candidates for such office) who is or will be in a position to influence the award of advisory business. Investment advisory services covered under this provision include directly managed assets of a Government Entity, such as a separate account, or those managed indirectly, such as through a pooled investment vehicle (e.g., private fund) or mutual fund that is an investment option of a plan or program of a Government Entity.
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2. |
Restrictions on Soliciting and Coordinating Contributions and Payments (Bundling): The Play-to-Play Rule also prohibits the Firm and its Covered Associates from circumventing its provisions by, for instance, making payments to political parties or coordinating a large number of small employee contributions to influence an election in order to affect the investment adviser selection process. Accordingly, the Firm and its Covered Associates are prohibited from soliciting or coordinating:
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(a) |
Any contribution to an Official to which the Firm is providing (or seeking to provide) investment advisory services; or
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(b) |
Any payment to a political party of a state or locality where the Firm is providing (or seeking to provide) investment advisory services to a Government Entity.
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3. |
Prohibition on Using Third Parties to Solicit Government Business: The Firm and its Covered Associates are prohibited from paying a third party, such as a solicitor, pension consultant or placement agent, to solicit a Government Entity on behalf of the Firm. However, there are exceptions to this prohibition, including
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(a) |
Solicitations on behalf of the Firm by any of its employees, general partners, managing members or executive officers; and
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(b) |
Solicitations made by “regulated persons” (as defined by the Pay-to-Play Rule).
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4. |
Firm Political Activities: No Covered Associate may make political contributions of Firm assets, directly or indirectly, to any public official, political candidate or political party, or to any other organization that might use the contribution to support or influence a public official, political candidate or political party.
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5. |
Personal Political Activities of Covered Associates: Covered Associates may not make personal political contributions for the purpose of obtaining or retaining advisory services with Government Entities. Any personal political contributions of more than $150 will need to be pre-approved by the Code of Ethics Officer or the Chief Compliance Officer via the Political Contribution Pre-Approval Form. The Officer is likely to approve of a contribution of $350 in the aggregate for one official per election if the requester is entitled to vote for that candidate and $150 in the aggregate for one official per election if they are not entitled to vote. Contributions in excess of those amounts are not likely to be approved unless it is a contribution intended for a candidate running for federal office and the candidate is not currently a state or local official of an office that can select or influence the selection of advisers to state and local pension plans. Those seeking pre-approval will certify that the contribution is not made for the purpose of obtaining or retaining the Firm’s engagement as an investment adviser by the Government Entity. Annual reporting is required for all political contributions. Current laws and rules in various jurisdictions may also prohibit or limit gifts or entertainment extended to Officials. These laws and rules must be followed.
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6. |
De Minimis Contributions. Covered associates are permitted to make aggregate contributions, without triggering the two-year “time out,” of up to $350 per election to an elected official or candidate for whom the covered associate is entitled to vote, and up to $150 per election to an elected official or candidate for whom the covered associate is not entitled to vote. These de minimis exceptions are available only for contributions by covered associates, and not by the firm.
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1. |
Maintain records including the names, titles, and business and residence addresses of all Covered Associates;
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2. |
Obtain appropriate information from new employees (or employees promoted or otherwise transferred into positions) deemed to be Covered Associates, regarding any political contributions made within the preceding two years (from the date s/he becomes a Covered Associate) if such person will be soliciting municipal businesses or Government Entities;
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3. |
Monitor and maintain records identifying all Government Entities to which the Firm provides advisory services;
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4. |
Monitor and maintain records detailing political contributions made by the Firm and/or its Covered Associates;
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5. |
Such records will be maintained in chronological order and will detail:
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(a) |
The name and title of the contributor;
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(b) |
The name and title (including any city/county/state or other political subdivision) of each recipient of a contribution or payment;
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(c) |
The amount and date of each contribution or payment; and
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(d) |
Whether any such contribution was the subject of the exception for certain returned contributions.
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6. |
Maintain appropriate records following the departure of a Covered Associate who made a political contribution triggering the two-year ‘time out’ period;
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7. |
Maintains records reflecting approval of political contributions over $150 by its Covered Associates;
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8. |
Prior to engaging a third party solicitor to solicit advisory business from a Government Entity, the Code of Ethics Officer, or other designated officer, will determine that such solicitor is (1) a “regulated person” as defined under the Pay-to-Play Rule and (2) determined that such individual has not made certain political contributions or otherwise engaged in conduct that would disqualify the solicitor from meeting the definition of “regulated person”;
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9. |
On at least an annual basis, the Code of Ethics Officer, or other designated officer, will require Covered Associates and any third party solicitors to confirm that such person(s) have reported any and all political contributions, and continue to meet the definition of “regulated person”;
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10. |
The Code of Ethics Officer, or other designated officer, maintains records of each regulated person to whom the firm provides or agrees to provide (either directly or indirectly) payment to solicit a government entity for advisory services on its behalf.
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1. |
Pre-clearance Procedures
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(a) |
Purchases or sales affected in any account over which the access person has no direct or indirect influence or control.
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(b) |
Purchases or sales which are non-volitional on the part of either the access person or a Fund or Portfolio.
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(c) |
Purchases which are part of an automatic dividend reinvestment plan or direct stock plan (pending pre-clearance of the original purchase).
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(d) |
Securities acquired by the exercise of rights issued pro rata by an issuer to all holders of a class of its securities, to the extent such rights were acquired from such issuer, and sales of such rights so acquired.
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(e) |
Holdings in direct obligations of the U.S. government, bankers’ acceptances, bank certificates of deposit, commercial paper, repurchase agreements, high quality short-term debt instruments, registered open-end investment companies, closed-end funds, and Exchange Traded Funds (ETF’s).
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2. |
Disclosure of Personal Holdings
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(a) |
All personal reportable securities holdings (including securities acquired before the person became an access person) within ten (10) days upon the later of commencement of employment or adoption of this Code of Ethics; and
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(b) |
The name of any broker, dealer or bank with which the access person maintains an account in which “any securities” were held for the direct or indirect benefit of the access person must also be reported.
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(a) |
They have received, read and understand the Code of Ethics and recognize that they are subject thereto; and
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(b) |
They have no knowledge of the existence of any personal conflict of interest relationship which may involve a Fund or Portfolio, such as any economic relationship between their transactions and securities held or to be acquired by a Fund or a Portfolio.
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3. |
Quarterly Reporting Requirements
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(a) |
The title of the security, interest rate and maturity date (if applicable), ticker symbol, trade date, number of shares, price per share, and principal amount of each security involved;
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(b) |
The nature of the transaction (i.e., purchase, sale or any other type of acquisition or disposition);
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(c) |
The name of the broker, dealer or bank with or through whom the transaction was effected; and
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(d)
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The date the report is submitted to the Code of Ethics Officer.
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(a) |
The name of the broker, dealer or bank with which the access person established the
|
(b) |
The name of the beneficial owner of the account;
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(c) |
The account number;
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(d) |
The date the account was established; and
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(e) |
The date the report is submitted by the access person.
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4. |
Annual Access Person Report
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(a) |
They have read and understand the Code of Ethics and recognize that they are subject thereto;
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(b) |
They have not made any political contributions for the purpose of obtaining or retaining the Firm’s engagement as an investment adviser to a government entity;
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(c) |
They have complied with the requirements of the Code of Ethics; and that they have reported all personal securities transactions required to be reported pursuant to the requirements of the Code of Ethics;
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(d) |
They have not disclosed pending “buy” or “sell” orders for a Portfolio or Fund to any employees of any other Management Company, except where the disclosure occurred subsequent to the execution or withdrawal of an order; and
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(e) |
They have no knowledge of the existence of any personal conflict of interest relationship which may involve any Portfolio or Fund, such as any economic relationship between their transactions and securities held or to be acquired by a Fund or Portfolio.
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5. |
Reports to Code of Ethics Officer
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(a) |
The Code of Ethics Officer of the Firm has collected all documentation required by the Code of Ethics and Rule 17j-1 and is retaining such documentation on behalf of the Fund;
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(b) |
There have been no violations to the Fund’s Code of Ethics and, if there have been violations to the Fund’s Code of Ethics, the violation has been documented and reported to the Fund’s Compliance Officer; and
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(c) |
The Firm has appointed appropriate management or compliance personnel, such as the Code of Ethics Officer to review transactions and reports filed by access persons under the Code of Ethics, and adopted procedures reasonably necessary to prevent Access Persons from violating the Firm’s Code of Ethics.
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6. |
General Reporting Requirements
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7. |
Excessive Trading
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8. |
Conflict of Interest
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1. |
Initial Certification
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2. |
Acknowledgement of Amendments
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3. |
Annual Certification
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1. |
Summarize existing procedures concerning personal investing and any changes in the procedures made during the past year;
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2. |
Identify any violations requiring significant remedial action during the past year; and
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3. |
Identify any recommended changes in the existing restrictions or procedures based upon the Firm’s experience under its Code of Ethics, evolving industry practices or developments in applicable laws or regulations; and
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4. |
State that the Firm had adopted procedures reasonably necessary to prevent access persons from violating the Code.
|
1. |
A copy of any Code of Ethics in effect within the most recent five years, which must be maintained in an easily accessible place;
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2. |
A list of all persons required to make reports hereunder within the most recent five years and a list of all persons who were responsible for reviewing the reports, as shall be updated by the Code of Ethics Officer of the Firm, which must be maintained in an easily accessible place;
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3. |
A copy of each report made by an access person, including any brokerage confirmations and account statements made in lieu of these reports and submitted to the Firm’s Code of Ethics
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4. |
Each memorandum made by the Code of Ethics Officer of the Firm hereunder, for a period of five years from the end of the fiscal year in which it was made, which must be maintained in an easily accessible place;
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5. |
A record of any violation hereof and any action taken as a result of such violation, which must be maintained in an easily accessible place for a period of five years following the end of the fiscal year in which the violation occurred; and
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6. |
A record of all written acknowledgements of the Code and any amendments for each person who is currently, or within the past 5 years was a Supervised Person, which must be maintained in an easily accessible place.
|
7. |
A copy of reports, if any, provided to the Firm’s Management Committee or Board of Directors of a Fund which describes any issues arising under the Code of Ethics and certifies that the Firm has adopted procedures reasonably necessary to prevent access persons from violating the Code of Ethics, which must be maintained for at least five years after the end of the fiscal year in which it is made, the first two years in an easily accessible place.
|
1. |
I hereby acknowledge that (i) I received of a copy of the Code of Ethics (the “Code”) for Cooke & Bieler, L.P. (the “Firm”); (ii) I have read and understand the Code; (iii) and I recognize that I am subject to the Code as an “access person” of the Firm.
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2. |
Except as noted below, I hereby certify that I have no knowledge of the existence of any personal conflict of interest relationship which may involve the Fund/s or any Portfolio of the Firm, such as any economic relationship between my transactions and securities held or to be acquired by the Fund or any Portfolio’s advised by the Firm.
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3. |
As of the date below I had a direct or indirect beneficial ownership in the following securities. You do not need to report transactions in direct obligations of the U.S. government, bankers’ acceptances, bank certificates of deposit, commercial paper, high quality short-term debt instruments, registered unaffiliated mutual funds and 529 Plans, unless the Firm or a control affiliate manages, distributes, markets or underwrites the 529 Plan or the investments and strategies underlying the 529 Plan that is a college savings plan,. However, you do need to report holdings in mutual funds where Cooke & Bieler serves as Adviser or Sub-adviser. In addition, positions in closed-end funds and Exchange Traded Funds (ETF’s) must be reported.
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SECURITY NAME
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TICKER
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# OF SHARES
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PRINCIPAL
AMOUNT
|
4. |
As of the date below I maintain accounts with the brokers, dealers or banks listed below in which any securities (this includes mutual funds) were held for my direct or indirect benefit.
|
BROKER, DEALER OR BANK THROUGH WHOM SECURITIES ARE HELD
|
BENEFICIAL OWNER OF ACCOUNT
|
ACCOUNT NUMBER
|
Signature:
|
|
Signature:
|
|
|
Access Person
|
Code of Ethics Officer
|
|||
Name:
|
|
Name:
|
|
|
Date:
|
|
Date:
|
|
|
(No later than 10 days after becoming an Access person)
|
1) |
I hereby acknowledge that I have read and understand the Code of Ethics and recognize that I am subject thereto in the capacity of an access person of the Firm.
|
2) |
I hereby certify that I have not disclosed pending “buy” or “sell” orders for a Fund or Portfolio of the Firm to any employees of any other Management Company, except where the disclosure occurred subsequent to the execution or withdrawal of an order.
|
3) |
Except as reported in this Exhibit or reported in duplicate statements, I hereby certify that I have no knowledge of the existence of any personal conflict of interest relationship which may involve any Portfolio or Fund/s, such as any economic relationship between my transactions and securities held or to be acquired by a Fund or Portfolio.
|
4) |
I hereby certify that during the calendar year, I have reported all entertainment that I received which exceeded $100 in the aggregate per quarter by a single entity and pre-cleared all gifts, other than promotional items, that I have both given and received.
|
5) |
I hereby certify (applicable only for Covered Associates) that during the year ended December 31,____, I have not made any personal political contributions for the purpose of obtaining or retaining advisory contracts with government entities. I have complied with the requirements of the Code and have pre-cleared all political contributions in excess of $150 to the Firm. Below is a list of all of my political contributions for the full year including those contributions that have previously been approved.
|
DATE OF CONTRIBUTION
|
ORGANIZATION
|
AMOUNT
|
- |
If holdings are in direct obligations of the U.S. government, bankers’ acceptances, bank certificates of deposit, commercial paper, high quality short-term debt instruments, unaffiliated registered open-end investment companies (mutual funds) and 529 Plans, unless the Firm or a control affiliate manages, distributes, markets or underwrites the 529 Plan or the investments and strategies underlying the 529 Plan that is a college savings plan,.
|
- |
If transactions were performed in accounts in which you have no direct or indirect influence or control. This refers to accounts that are held by persons NOT residing in the same household or accounts in which the employee has no investment discretion over.
|
- |
If the Firm receives duplicate broker confirmations and statements, please write see attached.
|
- |
If holdings are part of the Firm’s profit-sharing or 401K program, we already have these statements.
|
6) |
I hereby certify that, during the year ended December 31, _____, I have complied with the requirements of the Code and I have reported all securities transactions required to be reported pursuant to the Code. As of December 31, ______, I had a direct or indirect beneficial ownership in the securities listed below:
|
SECURITY NAME
|
TICKER
|
# of
SHARES
|
PRINCIPAL
AMOUNT
|
7) |
As of December 31, _______, I maintain the below accounts and/or have a direct or indirect benefit in the accounts, with the brokers or dealers listed below.
|
- |
Accounts in which “any securities” (inclusive of mutual funds) are held for the access person’s direct or indirect benefit.
|
- |
Accounts for persons residing in the same household.
|
- |
Accounts in which the employee is listed in the account title or has “beneficial ownership”.
|
- |
Accounts in which the employee has investment discretion or can affect a transaction.
|
- |
Accounts outside the employee household in which the employee DOES NOT have investment discretion.
|
- |
Accounts in which the employee has no direct or indirect influence or control.
|
- |
Checking or savings accounts in which no securities are held.
|
BROKER, DEALER OR BANK
|
BENEFICIAL OWNER OF ACCOUNT
|
ACCOUNT NUMBER
|
Signature:
|
|
Signature:
|
|
|
Access Person
|
Code of Ethics Officer
|
|||
Name:
|
|
Name:
|
|
|
Date:
|
|
Date:
|
|
|
(No later than 30 days after year-end)
|
SECURITY
|
TICKER
|
# of
SHARES
|
PRINCIPAL
AMOUNT
|
BROKER, DEALER OR BANK
|
BENEFICIAL OWNER OF ACCOUNT
|
ACCOUNT NUMBER
|
Signature:
|
|
Signature:
|
|
|
Access Person
|
Code of Ethics Officer
|
|||
Name:
|
|
Name:
|
|
|
Date:
|
|
Date:
|
|
|
(No later than 30 days after year-end)
|
1. |
During the quarter referred to above, the following transactions were effected in securities of which I had, or by reason of such transaction acquired, direct or indirect beneficial ownership, and which are required to be reported pursuant to the Code of Ethics (if none were transacted, write “none”). You do not need to report transactions in direct obligations of the U.S. government, bankers’ acceptances, bank certificates of deposit, commercial paper, high quality short-term debt instruments, registered unaffiliated mutual funds and 529 Plans, unless the Firm or a control affiliate manages, distributes, markets or underwrites the 529 Plan or the investments and strategies underlying the 529 Plan that is a college savings plan,. However, you do need to report holdings in mutual funds where Cooke & Bieler serves as Adviser or Sub-adviser. In addition, transactions in closed-end funds and Exchange Traded Funds (ETF’s) must be reported.
|
SECURITY NAME
(include interest rate and maturity date, if applicable)
|
TICKER
|
DATE OF TRADE
|
# OF SHARES
|
PRICE PER SHARE
|
PRINCIPAL AMOUNT
|
NATURE OF TRANSACTION (Purchase, Sale, Other)
|
BROKER, DEALER OR BANK THROUGH WHOM EFFECTED
|
2. |
During the quarter referred to above, I established the following new accounts in which any securities were held during the quarter for my direct or indirect benefit (if none were opened, write “none”).
|
BROKER, DEALER OR BANK
|
BENEFICIAL OWNER OF ACCOUNT
|
ACCOUNT NUMBER
|
DATE ACCOUNT OPENED
|
3. |
I hereby certify that I have no knowledge of the existence of any personal conflict of interest relationship which may involve the Firm, a Fund or a Portfolio, such as the existence of any economic relationship between my transactions and securities held or to be acquired by the Firm, a Fund or a Portfolio.
|
Signature:
|
|
Signature:
|
|
|
Access Person
|
Code of Ethics Officer
|
|||
Name:
|
|
Name:
|
|
|
Date:
|
|
Date:
|
|
|
(no later than 30 days after calendar quarter)
|
SECURITY NAME
(include interest rate and maturity date, if applicable)
|
TICKER
|
DATE OF TRADE
|
# OF SHARES
|
PRICE PER SHARE
|
PRINCIPAL AMOUNT
|
NATURE OF TRANSACTION (Purchase, Sale, Other)
|
BROKER, DEALER OR BANK THROUGH WHOM EFFECTED
|
BROKER, DEALER OR BANK
|
BENEFICIAL OWNER OF ACCOUNT
|
ACCOUNT NUMBER
|
DATE ACCOUNT OPENED
|
Signature:
|
|
Signature:
|
|
|
Access Person
|
Code of Ethics Officer
|
|||
Name:
|
|
Name:
|
|
|
Date:
|
|
Date:
|
|
|
(no later than 30 days after calendar quarter)
|
SECURITY
|
PROPOSED DATE OF
TRADE
|
NO. OF
SHARES
|
PRICE PER SHARE
(or proposed price)
|
PRINCIPAL AMOUNT
|
NATURE OF
TRANSACTION
(Purchase, Sale, Other)
|
BROKER/DEALER
OR BANK THROUGH
WHOM EFFECTED
|
(a) |
I have no knowledge of the existence of any personal conflict of interest relationship which may involve the Portfolio or Fund, such as front running transactions or the existence of any economic relationship between my transactions and securities held or to be acquired by the Portfolio and/or Fund;
|
(b) |
such securities, including securities that are economically related to such securities, involved in the transaction are not (i) being considered for purchase or sale by the Portfolio and/or Fund, or (ii) being purchased or sold by the Portfolio and/or Fund ; and
|
(c) |
Such transactions are in compliance with the Code of Ethics of the Firm.
|
Date:
|
|
Signature:
|
|
|
|
Investment Personnel
|
|||
|
|
Name:
|
|
Date:
|
|
Signature:
|
|
|
Code of Ethics Officer
|
||||
Name:
|
|
SECURITY NAME
(include interest rate and maturity date, if applicable)
|
# OF
SHARES
|
PRICE PER SHARE
(or proposed price)
|
PRINCIPAL AMOUNT
|
NATURE OF
TRANSACTION
(Purchase, Sale, Other)
|
BROKER/
DEALER
OR BANK THROUGH
WHOM EFFECTED
|
AUTHORIZED
BY CODE OF ETHICS OFFICER
YES NO
|
|
Signature:
|
|
Signature:
|
|
|
Access Person
|
Code of Ethics Officer
|
|||
Name:
|
|
Name:
|
|
|
Date:
|
|
* |
Date:
|
|
|
Name:
|
|
|
Position:
|
|
Date:
|