1.
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Covered Officers/Purpose of the Supplemental Code
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a.
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Honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional
relationships;
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b.
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Full, fair, accurate, timely and understandable disclosure in reports and documents that registrant files with, or submits to, the SEC and
in other public communications made by the Trust;
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c.
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Compliance with applicable laws and governmental rules and regulations;
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d.
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The prompt internal reporting of violations of this Code of Ethics to an appropriate person or persons identified in the Code of Ethics;
and
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e.
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Accountability for adherence to this Code of Ethics.
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2.
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Ethical Handling of Conflicts of Interest
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a.
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Not use his personal influence or personal relationships improperly to influence Investment decisions or financial reporting by the Trust
whereby the Covered Officer would benefit personally to the detriment of the Trust;
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b.
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Not cause the Trust to take action, or fail to take action, for the individual personal benefit of the Covered Officer to the detriment of
the Trust;
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c.
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Not use material non-public knowledge of portfolio transactions made or contemplated for the Trust to trade personally or cause others to
trade personally in contemplation of the market effect of such transactions;
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d.
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Report at least annually any affiliations or other relationships related to conflicts of interest that the Trustees and Officers
Questionnaire covers.
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a.
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Service as a trustee on the board of any public company; The receipt of non-nominal gifts (currently gifts in excess of $200);
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b.
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The receipt of entertainment from any company with which the Trust has current or prospective business dealings, including investments in
such companies, unless such entertainment is business-related, reasonable in cost, appropriate as to time and place, and not so frequent as to raise any questions of impropriety;
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c.
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Any ownership interest in, or any consulting or employment relationship with, any of the Service Providers, other than its Advisor,
principal underwriter, Administrator or any affiliated person thereof;
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d.
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A direct or indirect financial interest in commissions, transaction charges or spreads paid by the Trust for effecting portfolio
transactions or for selling or redeeming shares other than an interest arising from the Covered Officer’s employment, such as compensation or equity ownership.
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3.
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Disclosure and Compliance
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a.
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Each Covered Officer should familiarize himself with the disclosure requirements generally applicable to the Trust;
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b.
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Each Covered Officer should not knowingly misrepresent, or cause others to misrepresent, facts about the Trust to others, whether within
or outside the Trust, including to the Trustees and auditors, and to governmental regulators and self-regulatory organizations;
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c.
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Each Covered Officer should, to the extent appropriate within his area of responsibility, consult with other officers and employees of
the Trust and the advisor or administrator, as appropriate, with the goal of promoting full, fair, accurate, timely and understandable disclosure in the reports and documents the Trust files with, or submits to, the SEC and in other public
communications made by the Trust; and
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d.
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It is the responsibility of each Covered Officer to promote compliance with the standards and restrictions imposed by applicable laws,
rules and regulations.
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4.
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Reporting and Accountability
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a.
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Upon adoption of this Code of Ethics (or thereafter as applicable, upon becoming a Covered Officer), affirm in writing to the Board that
he has received, read, and understands the Code of Ethics;
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b.
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Annually thereafter affirm to the Board that he has complied with the requirements of this Code of Ethics;
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c.
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Not retaliate against any other Covered Officer or any employee of the Trust or their affiliated persons for reports of potential
violations that are made in good faith; and
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d.
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Promptly notify the Audit Committee if he knows of any material violation of this Code of Ethics.
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e.
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The compliance officer of the Advisor (or such other Trust officer or other investigator as the Audit Committee may from time to time
designate) (referred in this Code of Ethics as the “Investigator”) shall take appropriate action to investigate any potential violations that are reported:
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a.
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The compliance officer of the Advisor (or such other Trust officer or other investigator as the Audit Committee may from time to time
designate (referred to in this Code of Ethics as the “Investigator”) shall take appropriate action to investigate any potential violations that are reported:
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b.
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If, after such investigation, the Investigator believes that no violation has occurred, the Investigator is not required to take any
further action;
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c.
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Any matter that the Investigator believes is a violation will be reported to the Audit Committee;
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d.
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If the Audit Committee concurs that a violation has occurred, it will inform and make a recommendation to the Board, which will consider
appropriate action, which may include review of, and appropriate modifications to, applicable policies and procedures; notification to appropriate personnel of the investment advisor, administrator, or their boards; or a recommendation to
dismiss the Covered Officer;
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e.
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The Board will be responsible for granting waivers, as appropriate; and
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5.
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Other Policies and Procedures
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6.
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Amendments
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7.
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Confidentiality
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8.
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Internal Use
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