Vontobel Asset Management, Inc. Code of Ethics Updated: July 2022

TABLE OF CONTENTS

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The emphasis placed on the observance of the highest ethical standards by the Vontobel Group’s management is well known to the Swiss financial marketplace. The cornerstones of its standing in the financial community are its integrity and, as a predominantly family-controlled organization, its independence from commercial considerations that could lead it to place its own interest before that of its clients. As a subsidiary of Vontobel Holding, AG, Vontobel Asset Management, Inc. is held to the same standards of ethical conduct that govern the business activities of the Vontobel Group.

As an investment adviser registered with the US Securities and Exchange Commission (“SEC”), Vontobel Asset Management, Inc. is subject to the provisions of the Investment Advisers Act of 1940, as amended (the “Advisers Act”). Rule 204A-1 under the Advisers Act requires all investment advisers to adopt and maintain a code of ethics and requires the adviser’s personnel to prepare and submit certain specified reports. A copy of Section 204A-1 is included in Appendix A.

Section 206 of the Advisers Act provides that it shall be unlawful for any investment adviser:

Vontobel Asset Management, Inc. is also subject to certain provisions of the Investment Company Act of 1940, as amended (“the Investment Company Act”) with respect to fraudulent trading, as discussed in Section 4 hereunder, and the Insider Trading and Securities Fraud Enforcement Act of 1988, as amended, as discussed in Section 5 hereunder.

Vontobel Personnel shall at all times comply with these and all other laws and regulations that may be applicable to Vontobel Asset Management, Inc.’s business. In some instances, where such laws and regulations may be ambiguous and difficult to interpret, Vontobel Personnel shall seek the advice of Vontobel Asset Management, Inc.’s Legal and Compliance Department, who shall obtain the advice of outside counsel as is necessary to comply with this policy of observance of all applicable laws and regulations. Excerpts from the relevant securities laws and regulations cited above are provided in Appendix A.

This Code of Ethics is based on the following principles:

It is imperative that all Vontobel Personnel avoid any situation that might compromise, or call into question, the exercise of fully independent judgment in the interests of Vontobel Clients. All Vontobel Personnel are expected to adhere to these general principles in the conduct of the firm’s business, even in situations that are not specifically addressed in this Code’s provisions, procedures and restrictions. Serious and/or repeated violations of this Code may constitute grounds for dismissal.

The Dodd-Frank Act (“Dodd Frank”) contains provisions that protect whistleblowers who report fraudulent activities at financial services firms. Section 922 of Dodd-Frank added new Section 21F to the Securities Exchange Act of 1934, as amended (“Exchange Act”) titled “Securities Whistleblower Incentives and Protection.” This allows the U.S. Securities and Exchange Commission (“SEC”) to pay awards to eligible whistleblowers who voluntarily provides the SEC with original

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information that leads to a successful enforcement action yielding monetary sanctions of over $1 million. Dodd Frank also expressly prohibits retaliation by employers against whistleblowers and provides them with a private cause of action in the event that they are discharged or discriminated against by their employers in violation of the Act.

The Code of Ethics requires personnel to observe high standards of business and personal ethics in the conduct of their duties and responsibilities. As Vontobel Personnel, we must practice honesty and integrity in fulfilling our responsibilities and comply with all applicable laws and regulations. It is the responsibility of all personnel to comply with the Code and to report violations or suspected violations in accordance with the Whistleblower Policy.

If you know of or suspect a violation of applicable laws or regulations, the Code, or any of the Firm’s related policies, you must immediately report that information to the Head of Legal and Compliance, CCO or Head of Human Resources.

Alleged misconduct includes, but is not limited to:

All reported violations will be promptly investigated by the CCO in consultation with the Head of Legal and Compliance and outside council, if necessary. The CCO will document the investigation and any remedial actions taken. Reports of violations or suspected violations will be kept confidential to the extent possible, consistent with the need to conduct an adequate investigation.

No director, officer or employee or other personnel who in good faith reports a violation of the Code shall suffer harassment, retaliation or adverse employment consequence. An employee who retaliates against a person who has reported a violation in good faith is subject to discipline up to and including termination of employment. Notwithstanding any other provision in this policy, you are not prohibited or in any way restricted from reporting possible violations of law to a governmental agency or entity, and you are not required to inform the Firm if you make such reports.

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For purposes of this Code:

“Beneficial Ownership” and “Beneficial Owner(s)” shall be as defined in Section 16 of the Securities Exchange Act of 1934, as amended, which, generally speaking, encompasses those situations where the Beneficial Owner has the right to enjoy some economic benefits which are substantially equivalent to ownership regardless of who is the registered owner (see Appendix A). This would include:

“Security” shall have the meaning set forth in Section 202(a)(18) of the Advisers Act (see Appendix A), irrespective of whether the issuer is a US or non-US entity and whether the security is being held by a US or non-US custodian or, directly or indirectly, in personal custody; except that it shall not include:

In addition to the items defined to be securities in Section 202(a)(18) of the Advisers Act, the following are expressly deemed to be securities subject to this Code:

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“Purchase or sale of a security” shall include the writing of an option to purchase or sell a security.

“Restricted Security” shall mean a security (i) being considered for purchase or sale on behalf of a Vontobel Client; (ii) being purchased or sold by a Vontobel Client; or (iii) about which material, non-public information is held.

A security is “being considered for purchase or sale” or is “being purchased or sold” when a recommendation to purchase or sell the security by a Vontobel Asset Management, Inc. portfolio manager is under serious consideration or has already been made and the transaction executed.

“Vontobel Client(s)” shall mean both individual and institutional clients (including corporations, investment companies, trusts, endowments, foundations and other legal entities), whether resident or non-US-resident, for whom Vontobel Asset Management, Inc. provides investment supervisory services (discretionary management) or manages investment advisory accounts not involving investment supervisory services (non-discretionary management).

“Vontobel Employee(s)” shall include regular full- and part-time officers and employees, and temporary employees of the Corporation.

“Vontobel Personnel” shall include Vontobel Employees and directors of the Corporation.

“New Security” shall mean the establishment of a position which is not currently held by a client portfolio on the day the position is established.

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Confidentiality is a fundamental principle of the investment management business. Vontobel Employees must maintain the confidential relationship between the Corporation and each of its Clients. Confidential information such as the identity of Vontobel Clients and the extent of their account relationship, must be held inviolate by those to whom it is entrusted and must never be discussed outside the normal and necessary course of the Corporation’s business. To the extent possible, all information concerning Vontobel Clients and their accounts shall be shared among Vontobel Employees on a strictly need-to-know basis. In this regard, Vontobel Employees shall be careful not to divulge to their colleagues or any third party any information concerning a Vontobel Client that could be considered “inside information”, as that term is defined in Section 5 hereof.

It shall be the first obligation of every Vontobel Employee to fulfill his or her fiduciary duty to Vontobel Clients. No Vontobel Employee shall undertake any outside employment, or engage in any personal business interest, that would interfere with the performance of this fiduciary duty. No Vontobel Employee may act on behalf of the Corporation in any transaction involving persons or organizations with whom he or she, or his or her family, have any significant connection or financial interest. In any closely held enterprise, even a modest financial interest held by the Vontobel Employee, or any member of his or her family, should be viewed as significant.

No Vontobel Employee shall become a director or any official of a business organized for profit without first obtaining written approval from the Board of Directors of the Corporation based upon its determination that such board service would not be inconsistent with the interests of the Corporation or its Clients. There may be some instances where an employee seeking to become a director or official of a not-for-profit business may also require approval from the Board of Directors of the Corporation. These instances will be reviewed on a case-by-case basis and determined by the CCO or designee if Board approval is required.

After approval from the Board of Directors is obtained, the CCO or designee shall monitor continually the board or official service of the Vontobel Employee to ensure its on-going consistency with the interests of the Corporation or its Clients. To this end, the Vontobel Employee shall provide to the CCO or designee a certification to that effect no more than 10 business days after the last day of every calendar quarter. The certification shall be submitted via an online compliance platform in the manner described in Section 3.7 below.

In addition, as part of the Semi-Annual Compliance Certification to the Board of Directors, the CCO shall certify that any board or official service of a Vontobel Employee during the period was consistent with the interests of the Corporation or its Clients.

No Vontobel Employee shall accept a personal fiduciary appointment without first obtaining the written approval of the Board of Directors of the Corporation, unless such appointment results from a close family relationship.

The Corporation encourages its employees to participate in local civic and charitable activities. In some cases, however, it may be improper for a Vontobel Employee to serve as a member, director, officer or employee of a municipal corporation, agency, school board, or library board. Such service is appropriate when adequate assurances, in writing, are first given to the Corporation that business relationships between the Corporation and such entities would not be prohibited or limited because of statutory or administrative requirements regarding conflicts of interest.

Any and all fees and payments, direct or indirect, to consultants, agents, solicitors and other third-party providers of professional services must be approved by the Chief Executive Officer or designee prior to conclusion of any formal arrangements for services. No remuneration or consideration of any type shall be given by any Vontobel Employee to any person or organization outside of a contractual relationship that has received the prior approval of the Chief Executive Officer or designee.

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No Vontobel Employee, or member of his or her family, may give or accept a personal gift, benefit, service, form of entertainment, or anything of more than de minimis or nominal value ($200) (“gift”) from Vontobel Clients, suppliers, service providers, brokers and all other parties with whom the Corporation has contractual or other business arrangements (“Vontobel Client”), if such gift is made because of the recipient’s affiliation with the Corporation or with a Vontobel Employee. Any cash or cash equivalent gift is strictly prohibited. Cash equivalents include general-use prepaid gift cards which can be redeemed at multiple, unaffiliated merchants for virtually any good or service, rendering them functionally similar to cash. Gift cards that can only be used at a specified merchant are permitted.

Any Vontobel Employee who receives a gift, regardless of value, from a Vontobel Client shall notify the Chief Compliance Officer promptly, or his designee, via an online compliance system.

Vontobel has retained a third party service provider, ComplySci, to provide web-based automated compliance services. ComplySci is a portal through which employees meet their compliance obligations. Through this secure, web-based platform, Vontobel Employees are able to perform a variety of compliance-related tasks, including, among other tasks:

A request for gift approval is made on ComplySci through a 4-step, paperless process:

Any Vontobel Employee who wishes to give a gift, regardless of value, to a Vontobel Client shall promptly pre-clear the gift with the Chief Compliance Officer or designee in the manner described above and may give the gift only upon prior approval. The Chief Compliance Officer or designee shall determine whether the gift exceeds the de minimis value and whether the gift shall be given by the Vontobel Employee. Any promotional Vontobel logo gifts that are valued below $50, are not required to be pre-cleared or reported. As an example, these include, but are not limited to Vontobel logo candy, power banks, pens, umbrellas, etc.

No Vontobel Employee shall accept personal fees, commissions or any other form of remuneration in connection with any transactions on behalf of the Corporation or any of its Clients.

Vontobel Employees shall award orders or contracts to outside suppliers on behalf of the Corporation solely on the basis of merit and competitive pricing, without regard to favoritism or nepotism.

It is the policy of the Firm to support not-for-profit organizations (“NPO”s) that enhance the social welfare and quality of life of the communities where we work and do business. The purpose of this policy is to ensure that all charitable contributions made by, or on behalf of, Vontobel are consistent with its policies and procedures and the laws and regulations that govern such practices in the United States and internationally. All Vontobel Personnel are subject to this policy. Please note that this policy does not cover political contributions. For more information on political contributions, please read our Political Contribution Policy herein.

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Eligibility

All domestic recipients of charitable contributions must possess tax-exempt status under Section 501(c)(3) of the Internal Revenue Code. ² If the recipient is a foreign entity, then it must establish an equivalency between its foreign not-for-profit status and 501(c)(3) status.

VAMUS will NOT consider donations to:

Review and Approval Process

All charitable contributions must be approved by the firm’s Charitable Contribution Group (the “Group”), which currently consists of VAMUS’ Chief Compliance Officer and its Chief Executive Officer. In determining whether the firm will make a donation to an NPO, the Group will consider, among other things:

The Group will meet on an ad-hoc basis as requests are received.

Submitting a Request

Personnel or clients requesting a donation on behalf of an NPO-client or other NPO must submit a request in writing to a Group member. This request may be made via email. The request should include:

For large donations amounting to greater than 50% of the Annual donations limit, donations to organizations to which VAMUS has not previously made donations, or donations to organizations where insufficient information is publicly available, the Group may require additional information from the organization including, among other things:

http://www.irs.gov/charities/charitable/article/0,,id=175418,00.html

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Donation Amount

Annual donations to a single entity typically will not exceed $10,000. This limit enables a wider distribution of funds to the communities and causes we support.

Vontobel Asset Management, Inc. shall make no contributions to political parties or candidates for public office.

This Policy establishes the procedures through which Vontobel will comply with Rule 206(4)-5 under the Investment Advisers Act of 1940, as amended (“Advisers Act”) and related recordkeeping rules in Advisers Act Rule 204-2, regarding political activity by investment advisers who do business with government entities.

The intent of Advisers Act Rule 206(4)-5 is to remove the connection between political contributions to state and local officials who may have influence over the awarding of government and public pension investment advisory business (i.e., “pay-to-play” practices). Rule 206(4)-5 is designed to address pay-to-play practices by:

A. Contribution means any payment, gift, subscription, loan, advance, or deposit of money or anything of value made for:

This includes not only monetary contributions, but also in-kind contributions such as payment for services or use of facilities, personnel or other resources to benefit any federal, state or local candidate campaign, political party committee, or other political committee or political organization exempt from federal income taxes under Section 527 of the Internal Revenue Code (such as the Republican or Democratic Governors Association); or the inaugural committee or transition team of a successful candidate. Volunteer services provided to a campaign by Vontobel Employees on their own personal time are not considered Contributions.

B. Covered Associate means, for purposes of this Policy, all Vontobel Employees. The determination of whether any other person or entity is a Covered Associate shall be made by the Legal and Compliance Department.

C. Solicit a Government Entity for Investment Advisory Services means a direct or indirect communication with a state or local Public Official or Government Entity for the purpose of obtaining or retaining Investment Advisory Services. The following are examples of when such solicitation may result:

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All specific questions regarding activities that may be considered an impermissible solicitation under this Policy should be directed to the Legal and Compliance Department.

D. Public 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.

E. Government Entity means any state or local government; any agency, authority or instrumentality of a state or local government; any pool of assets sponsored by a state or local government (such as a defined benefit pension plan, separate account or general fund); and any participant-directed government plan (such as 529, 403(b), or 457 plans).

F. Investment Advisory Services - The types of business subject to SEC Rule 206(4)-5 include:

G. Coordinating Contributions means bundling, pooling, delivering or otherwise facilitating the Contributions made by other persons.

H. Soliciting Contributions means to communicate, directly or indirectly, for the purpose of obtaining or arranging a Contribution.

I. Political Action Committee (PAC) includes, but is not limited to, political committees generally referred to as PACs, such as separate segregated funds or non-connected committees within the meaning of the Federal Election Campaign Act, or any state or local law equivalent.

Vontobel Employees are prohibited from establishing, controlling, contributing to or otherwise being involved with a PAC without pre-approval from the Chief Compliance Officer or designee.

Although all Vontobel Employee Contributions must be pre-approved by the Chief Compliance Officer or designee, the Contributions described below are examples of those which may be approved pursuant to the pre-approval process.

Contributions to any Public Official, if:

All other requested Contributions will be considered on a case-by-case basis and will only be permitted if the Chief Compliance Officer or designee determines that such Contribution will not violate Rule 206(4)-5.

Vontobel Employees are prohibited from performing any act which would result in a violation of Rule 206(4)-5 and/or this Policy, whether directly or indirectly, or through or by any other person or means. This means that they may not use other persons or entities, including Vontobel affiliates, placement agents, or third-party PACs, as “conduits” to circumvent Rule 206(4)-5 and/or this Policy. Contributions made by others (for example, spouses, family members, attorneys, businesses,

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etc.) at the direction or suggestion of an Vontobel Employee are considered to be made by that Vontobel Employee for purposes of this Policy and must be pre-cleared.

Vontobel Employees are not prohibited from volunteering to serve on political campaigns or providing any other services that would not be considered a Contribution under this Policy. However, no Vontobel Employee may undertake any political activity (i) using Vontobel’s name, (ii) during working hours, (iii) on Vontobel’ premises and/or (iv) with the use of any Vontobel equipment, property or personnel without obtaining pre-approval from the Chief Compliance Officer or designee via ComplySci.

At the end of each calendar quarter, Vontobel Employees are required to report and certify to the Chief Compliance Officer or designee via a specially designated web form in ComplySci their political contributions for the quarter. The Chief Compliance Officer or designee will review the report for any Contributions that were not pre-cleared or otherwise violated this Policy and take corrective action as prescribed under Rule 206(4)-5.

Because Contributions made within two years prior to becoming a Vontobel Employee may trigger a ban on receiving compensation for Advisory Services, the background checks conducted during the hiring process will review each individual’s prior Contributions before allowing him or her to become a Vontobel Employee.

No Vontobel Employee may directly or indirectly use a third-party or an affiliate (i.e., anyone who is not an Employee of Vontobel) to solicit a Public Official or Government Entity for Investment Advisory Services without pre-approval from the Legal and Compliance Department. Among other things, the Legal and Compliance Department will ensure that the third- party or affiliate is a permissible placement agent under Rule 206(4)-5 and applicable state and local statutes.

Please note that the Legal and Compliance Department will keep necessary records based on the information gathered under this Policy, in compliance with Rule 204-2. Specifically, the Legal and Compliance Department will maintain:

The Corporation’s management and Board of Directors must be informed at all times of matters that may constitute violations of this Code of Ethics, or that may be considered of fraudulent or illegal nature, or potentially injurious to the good reputation of the Corporation or the Vontobel Group. Vontobel Employees shall have a duty to report such events immediately to the Chief Compliance Officer, the Head of Legal and Compliance or the Chief Executive Officer or, if such events concern the Corporation’s management, they should be reported to the Chairman.

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In responding to requests for information concerning the Corporation’s business practices from the Corporation’s internal or independent accountants and auditors, outside counsel, regulatory agencies or other third parties, Vontobel Employees shall be truthful in their communications and shall make full disclosure at all times.

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This Section 4 of the Code of Ethics is based upon Rule 204A-1 under the Advisers Act which requires investment advisers to adopt policies and procedures relating to, among other things, the personal securities transactions of their employees. The key provisions of this Code with respect to personal trading are summarized as follows:

While currently not classified as a security by Rule 204A-1, as best practice, we request all Vontobel employees to fully disclose any trades or holdings in cryptocurrencies (a.k.a. digital assets, bitcoin, etc) to the Chief Compliance Officer or other authorized officer through ComplySci under the Outside Affiliation icon.

All Vontobel Personnel are considered “access persons” as that term is defined under Rule 204A-1 of the Advisers Act. As may be required by the investment companies for which it acts as adviser or subadviser, Vontobel shall provide periodic reports with respect to the personal securities transactions of its access persons, as well as an annual compliance report.

No Vontobel Employee shall purchase or sell, directly or indirectly, any security categorized under the definition of Restricted Security; except that the prohibitions of this section shall not apply to:

In considering a request to participate in an investment club, the Chief Compliance Officer will take into account, among other factors, undertakings by the Vontobel Employee or household member: to refrain from taking on investment decision-making responsibilities, including research responsibilities; never to hold 50% or more of the club’s investment account assets; and not otherwise to exercise influence or control over the club’s investment account.

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Technically a brokerage account holding the assets of a Vontobel Employee or household member, the investment club account is thus subject to the pre-clearance requirement of Section 4.5.1 below. An exemption from the pre-clearance requirement will be granted if the investment club complies with all of the provisions of this Code of Ethics. Accordingly, the Chief Compliance Officer or other authorized officer will periodically review investment club trading for abuses and conflicts of interest. The Chief Compliance Officer reserves the right to subject all of the club’s trades to preclearance and other requirements of this Code, and also reserves the right to cancel approval of participation in the club. Investment club accounts may not be used to undermine these procedures.

In the case of a personal securities transaction proposed to be executed within 7 calendar days before a client trade in the same security (the “pre-trade blackout period”), a monthly review will be conducted by the designated Compliance Officer to determine whether the trade falls within the pre-trade blackout period and whether an exception applies, as described in this section.

In the case of a personal securities transaction proposed to be executed within 7 calendar days after a client trade in the same security (the “post-trade blackout period”), the designated Compliance Officer will review the trade blotter and consult with the Trading Desk, where necessary, to determine whether the personal trade falls within the post-trade blackout period and whether an exception applies, as described in this section.

Should any Vontobel Employee make an authorized personal trade within such blackout period, the Chief Compliance Officer (or, in his absence, any officer authorized to approve trades), shall, in his sole discretion and based on his assessment of the facts and circumstances surrounding such personal trade, determine whether the Vontobel Employee can be deemed to have benefited, or appear to have benefited, from the market effect of the trade for the Vontobel Client. If such officer so determines, the Vontobel Employee shall cancel the trade or promptly disgorge the imputed profit, if any, from his or her personal trade that shall have accrued between the date thereof and the trade date of the transaction in the same security for the Vontobel Client. Imputed profit shall in all cases mean the difference between the price at which the Vontobel Employee transacted and the price at which the trade for the Vontobel Client was transacted.

The prohitibions of this section shall not apply to:

No Vontobel Employee shall profit from the purchase and sale, or sale and purchase, of the same (or equivalent) securities which are owned by a Vontobel Client or which are being considered for purchase on behalf of Vontobel Clients, within thirty (30) calendar days. This restriction does not apply to funds which are advised or subadvised by Vontobel. Any profits realized on such short-term trades must be disgorged and the proceeds paid to a charity selected by the Chief Compliance Officer. The Chief Compliance Officer and any other officer authorized to approve trades (see Appendix B) may permit exemptions to the prohibition of this section on a case-by-case basis when no abuse is involved and the circumstances of the subject trades, as they are best able to determine, support an exemption, and shall note the reason for any such exemption on the trading authorization form (see 4.5.1. below). Vontobel Employees may sell a security covered by this

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section at a loss within thirty (30) calendar days of purchase, provided, however, that in such instance the Vontobel Employee may not repurchase the same security in less than thirty (30) calendar days.

Vontobel has retained a third party service provider, ComplySci, to provide web-based automated compliance services. ComplySci is a portal through which Vontobel Employees meet their compliance obligations. Through this secure, web- based platform, Vontobel Employees are able to perform personal trade pre-clearance (See Section 3.7 for more information about ComplySci).

As with Gifts and Political Contributions, a request for authorization for a personal trade is made on ComplySci through a 4-step, paperless process:

Should any Vontobel Employee make an unauthorized personal trade in a security, he or she may be obliged, without benefit of tax deduction, to sell the position promptly and/or disgorge any imputed or realized profit that shall have accrued between the date of such unauthorized personal trade and the date of disgorgement. Profits disgorged by Vontobel Employees pursuant to this Code shall be paid to a charity selected by the Chief Compliance Officer.

In keeping with June 2015 guidance from the US Securities and Exchange Commission regarding the scope of the exception to the above-described Rule 204A-1(a)(3) reporting requirements, the fact that a securities account is an account managed by a third-party with discretionary investment authority or is a trust administered by a trustee with such authority shall not, by itself, mean the Vontobel Employee has not exercised direct or indirect influence or control over the account, thus triggering the reporting exception. The reporting exception shall apply only if in actual practice the Vontobel Employee exerted no direct or indirect influence or control, to any degree, over the account. All other securities accounts must be reported to the Chief Compliance Officer in accordance with the Rule and this Section.

With respect to such accounts, each Vontobel Employee, upon the commencement of employment and annually thereafter, shall certify specifically that, for the previous calendar year, he or she did not (a) suggest that the trustee or third-party discretionary manager make a particular securities transaction for an account; (b) direct the trustee or discretionary manager to make such a transaction; or, (c) consult with the trustee or discretionary manager regarding allocation of investments in an account.

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The Insider Trading and Securities Fraud Enforcement Act of 1988, as amended (“ITSFEA”) requires that all investment advisers and broker-dealers establish, maintain and enforce written policies and procedures designed to detect and prevent the misuse of material nonpublic information by such investment adviser and/or broker-dealer, or any person associated with the investment adviser and/or broker-dealer.

Section 204A of the Advisers Act states that an investment adviser must adopt and disseminate written policies with respect to ITSFEA, and an investment adviser must also vigilantly review, update and enforce them. Accordingly, Vontobel Asset Management, Inc. has adopted the following policy, procedures and supervisory procedures as an integral part of its Code of Ethics applicable to all of its officers, employees and directors (sometimes referred to herein as Vontobel Personnel).

The purpose of this Section 5 is to familiarize Vontobel Personnel with issues concerning insider trading and assist them in putting into context the policy and procedures on insider trading.

Policy Statement:

No Vontobel Personnel may trade in a security, either personally or on behalf of Vontobel Clients, while in possession of material, nonpublic information regarding that security; nor may any officer, employee or director communicate material, nonpublic information to others in violation of the law. This conduct is commonly referred to as “insider trading”. This policy extends to activities within and without the individual job functions of Vontobel Personnel and covers not only their personal transactions, but indirect trading by family, friends and others, or the nonpublic distribution of inside information from them to others. Any questions regarding the policy and procedures should be referred to the Chief Compliance Officer and / or the Head of Legal and Compliance.

The term “insider trading” is not defined in federal securities laws, but generally is used to refer to the use of material nonpublic information to trade in securities (whether or not one is an “insider”) or the communication of material nonpublic information to others who may then seek to benefit from such information.

While the law concerning insider trading is not static and may undergo revisions from time to time, it is generally understood that the law prohibits:

Subject to Approval from the Legal and Compliance department beforehand, in limited circumstances, Vontobel Personnel may place an order on behalf of a Vontobel Client for the purchase or sale of a security with respect to which the Corporation is in possession of material, nonpublic information where (1) the order is placed pursuant to an instruction by the Vontobel Client without any advice or solicitation by the Corporation or its Personnel of a transaction in the given security; (2) the order arises only in connection with the Vontobel Client contributing additional cash or withdrawing cash from the Vontobel Client’s account; (3) the purchase or sale of the security is part of a portfolio-wide order and is proportionate in relation to other orders in the Vontobel Client’s portfolio; and (4) neither the Corporation nor Vontobel Personnel have shared any material, nonpublic information with the Vontobel Client.

The concept of “insider” is broad. It includes officers, directors and employees of a company. In addition, a person can be a “temporary insider” if he or she enters into a special confidential relationship in the conduct of a company’s affairs and as a result is given access to information solely for the company’s purposes. A temporary insider can include, among others, a company’s attorneys, accountants, consultants, bank lending officers, and the employees of such service providers. In addition, an investment adviser may become a temporary insider of a company it advises or for which it performs other services. According to the Supreme Court, the company must expect the outsider to keep the disclosed nonpublic information confidential and the relationship must at least imply such a duty before the outsider will be considered an insider.

Trading on inside information can be the basis for liability when the information is material. In general, information is “material” when there is a substantial likelihood that a reasonable investor would consider it important in making his or her investment decisions, or information that is reasonably certain to have a substantial effect on the price of a company’s securities. Information that officers, directors and employees should consider material includes, but is not limited to: dividend changes, earnings estimates, changes in previously released earnings estimates, significant merger or acquisition proposals or agreements, major litigation, liquidation problems and extraordinary management developments.

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Information is nonpublic until it has been effectively communicated to the marketplace. One must be able to point to some fact to show that the information is generally public. For example, information found in a report filed with the SEC, or appearing in Bloomberg electronic news reports, or in The Wall Street Journal or other publications of general circulation would be considered public. (Depending on the nature of the information, and the type and timing of the filing or other public release, it may be appropriate to allow for adequate time for the information to be “effectively” disseminated.)

In 2019, the Second Circuit in United States v. Blaszczak effectively found that the “schemes to defraud” prohibited by the Title 18 criminal securities fraud statutes are broader than those proscribed by the Title 15 securities fraud provisions and not limited to preventing the use of inside information for personal advantage. According to the majority, because embezzlement inherently involved a breach of duty, “there is likewise no additional requirement that the government prove a breach of duty in a specific manner, let alone through evidence that an insider tipped confidential information in exchange for a personal benefit.” Ultimately, because the personal-benefit test relied upon the Exchange Act and was “not grounded in the embezzlement theory of fraud,” the Second Circuit declined to extend the personal-benefit test to the Title 18 criminal securities fraud statutes.

Penalties for trading on or communicating material nonpublic information are severe, both for individuals and their employers. An individual can be subject to some or all of the penalties below even if he or she does not personally benefit from the violation:

The following procedures have been established to aid Vontobel Personnel in avoiding insider trading, and to aid in preventing, detecting and imposing sanctions against insider trading. Vontobel Personnel must follow these procedures or risk serious sanctions, including dismissal, substantial personal liability and/or criminal penalties. If you have any

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questions about these procedures, you should consult the Chief Compliance Officer and / or the Head of Legal and Compliance.

If, after consideration of the above, you believe that the information is material and nonpublic, or if you have questions as to whether the information is material and nonpublic, you should report the matter immediately to the Chief Compliance Officer and the Head of Legal and Compliance. Until they have had an opportunity to review the matter, you should not (i) purchase or sell the security on behalf of yourself or others, including Vontobel Clients, and (ii) communicate the information to anyone, other than to the Chief Compliance Officer and the Head of Legal and Compliance. After the Head of Legal and Compliance and Chief Compliance Officer have reviewed the issue, you will be instructed to either continue the prohibitions against trading and communication, or you will be allowed to communicate the information and then trade.

The supervisory role of the Chief Compliance Officer is critical to the implementation and maintenance of this Statement on Insider Trading, and encompasses the following.

To prevent insider trading, the Chief Compliance Officer shall:

To detect insider trading, the Chief Compliance Officer shall:

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Promptly upon learning of a potential violation of the Statement on Insider Trading, the Chief Compliance Officer shall prepare a written report to the Chief Executive Officer and the Board of Directors of the Corporation and, if the violation occurred with respect to an investment company client, provide a copy of such report to the Board of Directors of the investment company concerned.

On a semi-annual basis, the Chief Compliance Officer shall prepare a written report to the Corporation’s Board of Directors setting forth the following:

Pursuant to Rule 17j-1 under the Investment Company Act of 1940, as amended, an annual compliance report shall be furnished to the Board of Directors of the investment companies to which the Corporation acts as investment adviser or subadviser.

As part of the investment research process, Vontobel Employees, specifically Vontobel investment professionals, may use expert network firms. Expert network firms (“Expert Network”) facilitate consultations with paid industry experts. Vontobel maintains controls with respect to the use of Expert Networks in order to guard against conflicts and to prevent the transmission of confidential information, including material, non-public information (“confidential information”). These controls include, but are not limited to, the following:

In addition to the Expert Networks, the investment professionals, specifically the former investigative journalists, may engage in discussions with company management, economists, sell-side analysts, consultants, academics, government officials, etc… outside of the Expert Networks to assist with their research. There are similar guidelines in place and all research is fully documented.

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APPENDIX A

Excerpts from cited SEC legislation:

“Beneficial Owner” - as defined in Section 16 of the Securities Exchange Act of 1934

“Security(ies) - as defined in Section 202(a)(18) of the Investment Advisers Act of 1940

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Rule 204A-1 Investment Adviser Codes of Ethics.

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[69 FR 41708, July 9, 2004]

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Section 206 of the Investment Advisers Act of 1940

Prohibited Transactions by Investment Advisers

It shall be unlawful for any investment adviser, by use of the mails or any means or instrumentality of interstate commerce, directly or indirectly–

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Section 206A of the Investment Advisers Act of 1940

Exemptions

The Commission, by rules and regulations, upon its own motion, or by order upon application, may conditionally or unconditionally exempt any person or transaction, or any class or classes or persons, or transactions, from any provision or provisions of this title or of any rule or regulation thereunder, if and to the extent that such exemption is necessary or appropriate in the public interest and consistent with the protection of investors and the purposes fairly intended by the policy and provisions of this title.

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Section 204A of the Investment Advisers Act of 1940

Prevention of Misuse of Nonpublic Information

Every investment adviser subject to section 204 of this title shall establish, maintain, and enforce written policies and procedures reasonably designed, taking into consideration the nature of such investment adviser’s business, to prevent the misuse in violation of this Act or the Securities Exchange Act of 1934, or the rules or regulations thereunder, of material, nonpublic information by such investment adviser or any person associated with such investment adviser. The Commission, as it deems necessary or appropriate in the public interest or for the protection of investors, shall adopt rules or regulations to require specific policies or procedures reasonably designed to prevent misuse in violation of this Act or the Securities Exchange Act of 1934 (or the rules or regulations thereunder) of material, nonpublic information.

Definitions:

“Beneficial Owner” - as defined in Section 16 of the Securities Exchange Act of 1934 - The term beneficial owner shall have the following applications:

Solely for purposes of determining whether a person is a beneficial owner of more than ten percent of any class of equity securities registered pursuant to section 12 of the Act, the term “beneficial owner” shall mean any person who is deemed a beneficial owner pursuant to section 13(d) of the Act and the rules thereunder; provided, however, that the following institutions or persons shall not be deemed the beneficial owner of securities of such class held for the benefit of third parties or in customer or fiduciary accounts in the ordinary course of business (or in the case of an employee benefit plan specified in paragraph (a)(1)(vi) of this section, of securities of such class allocated to plan participants where participants have voting power) as long as such shares are acquired by such institutions or persons without the purpose or effect of changing or influencing control of the issuer or engaging in any arrangement subject to Rule 13d-3(b) (§ 240.13d-3(b)):

Note to paragraph (a). Pursuant to this section, a person deemed a beneficial owner of more than ten percent of any class of equity securities registered under section 12 of the Act would file a Form 3 (§ 249.103), but the securities holdings disclosed on Form 3, and changes in beneficial ownership reported on subsequent Forms 4 (§ 249.104) or 5 (§ 249.105), would be determined by the definition of “beneficial owner” in paragraph (a)(2) of this section.

Other than for purposes of determining whether a person is a beneficial owner of more than ten percent of any class of equity securities registered under Section 12 of the Act, the term beneficial owner shall mean any person who, directly or indirectly, through any contract, arrangement, understanding, relationship or otherwise, has or shares a direct or indirect pecuniary interest in the equity securities, subject to the following:

The term pecuniary interest in any class of equity securities shall mean the opportunity, directly or indirectly, to profit or share in any profit derived from a transaction in the subject securities.

The term indirect pecuniary interest in any class of equity securities shall include, but not be limited to:

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Securities held by members of a person’s immediate family sharing the same household; provided, however, that the presumption of such beneficial ownership may be rebutted; see also § 240.16a-1(a)(4);

A general partner’s proportionate interest in the portfolio securities held by a general or limited partnership. The general partner’s proportionate interest, as evidenced by the partnership agreement in effect at the time of the transaction and the partnership’s most recent financial statements, shall be the greater of:

The general partner’s share of the partnership’s profits, including profits attributed to any limited partnership interests held by the general partner and any other interests in profits that arise from the purchase and sale of the partnership’s portfolio securities; or

The general partner’s share of the partnership capital account, including the share attributable to any limited partnership interest held by the general partner.

A performance-related fee, other than an asset-based fee, received by any broker, dealer, bank, insurance company, investment company, investment adviser, investment manager, trustee or person or entity performing a similar function; provided, however, that no pecuniary interest shall be present where:

The performance-related fee, regardless of when payable, is calculated based upon net capital gains and/or net capital appreciation generated from the portfolio or from the fiduciary’s overall performance over a period of one year or more; and

Equity securities of the issuer do not account for more than ten percent of the market value of the portfolio. A right to a nonperformance-related fee alone shall not represent a pecuniary interest in the securities;

A person’s right to dividends that are separated or separable from the underlying securities. Otherwise, a right to dividends alone shall not represent a pecuniary interest in the securities;

A person’s interest in securities held by a trust, as specified in § 240.16a-8(b); and

A person’s right to acquire equity securities through the exercise or conversion of any derivative security, whether or not presently exercisable.

A shareholder shall not be deemed to have a pecuniary interest in the portfolio securities held by a corporation or similar entity in which the person owns securities if the shareholder is not a controlling shareholder of the entity and does not have or share investment control over the entity’s portfolio.

Where more than one person subject to section 16 of the Act is deemed to be a beneficial owner of the same equity securities, all such persons must report as beneficial owners of the securities, either separately or jointly, as provided in § 240.16a-3(j). In such cases, the amount of short-swing profit recoverable shall not be increased above the amount recoverable if there were only one beneficial owner.

Any person filing a statement pursuant to section 16(a) of the Act may state that the filing shall not be deemed an admission that such person is, for purposes of section 16 of the Act or otherwise, the beneficial owner of any equity securities covered by the statement.

The following interests are deemed not to confer beneficial ownership for purposes of section 16 of the Act:

Interests in portfolio securities held by any holding company registered under the Public Utility Holding Company Act of 1935 (15 U.S.C. 79a et seq.);

Interests in portfolio securities held by any investment company registered under the Investment Company Act of 1940 (15 U.S.C. 80a-1 et seq.); and

Interests in securities comprising part of a broad-based, publicly traded market basket or index of stocks, approved for trading by the appropriate federal governmental authority.

The term call equivalent position shall mean a derivative security position that increases in value as the value of the underlying equity increases, including, but not limited to, a long convertible security, a long call option, and a short put option position.

The term derivative securities shall mean any option, warrant, convertible security, stock appreciation right, or similar right with an exercise or conversion privilege at a price related to an equity security, or similar securities with a value derived from the value of an equity security, but shall not include:

Rights of a pledgee of securities to sell the pledged securities;

Rights of all holders of a class of securities of an issuer to receive securities pro rata, or obligations to dispose of securities, as a result of a merger, exchange offer, or consolidation involving the issuer of the securities;

Rights or obligations to surrender a security, or have a security withheld, upon the receipt or exercise of a derivative security or the receipt or vesting of equity securities, in order to satisfy the exercise price or the tax withholding consequences of receipt, exercise or vesting;

Interests in broad-based index options, broad-based index futures, and broad-based publicly traded market baskets of stocks approved for trading by the appropriate federal governmental authority;

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Interests or rights to participate in employee benefit plans of the issuer;

Rights with an exercise or conversion privilege at a price that is not fixed; or

Options granted to an underwriter in a registered public offering for the purpose of satisfying over-allotments in such offering.

The term equity security of such issuer shall mean any equity security or derivative security relating to an issuer, whether or not issued by that issuer.

The term immediate family shall mean any child, stepchild, grandchild, parent, stepparent, grandparent, spouse, sibling, mother-in- law, father-in-law, son-in-law, daughter-in-law, brother-in-law, or sister-in-law, and shall include adoptive relationships.

The term “officer” shall mean an issuer’s president, principal financial officer, principal accounting officer (or, if there is no such accounting officer, the controller), any vice-president of the issuer in charge of a principal business unit, division or function (such as sales, administration or finance), any other officer who performs a policy-making function, or any other person who performs similar policy-making functions for the issuer. Officers of the issuer’s parent(s) or subsidiaries shall be deemed officers of the issuer if they perform such policy-making functions for the issuer. In addition, when the issuer is a limited partnership, officers or employees of the general partner(s) who perform policy-making functions for the limited partnership are deemed officers of the limited partnership.

When the issuer is a trust, officers or employees of the trustee(s) who perform policy-making functions for the trust are deemed officers of the trust.

Note: “Policy-making function” is not intended to include policy-making functions that are not significant. If pursuant to Item 401(b) of Regulation S-K (§ 229.401(b)) the issuer identifies a person as an “executive officer,” it is presumed that the Board of Directors has made that judgment and that the persons so identified are the officers for purposes of Section 16 of the Act, as are such other persons enumerated in this paragraph (f) but not in Item 401(b).

The term portfolio securities shall mean all securities owned by an entity, other than securities issued by the entity.

The term put equivalent position shall mean a derivative security position that increases in value as the value of the underlying equity decreases, including, but not limited to, a long put option and a short call option position.

“Security(ies) - as defined in Section 202(a)(18) of the Investment Advisers Act of 1940 - “Security” means any note, stock, treasury stock, bond, 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 (including a certificate of deposit) or on any 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, guaranty of, or warrant or right to subscribe to or purchase any of the foregoing.

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APPENDIX B

Officers authorized to approve trades:

Marc Cozzolino

Carl Thomas

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APPENDIX C

The following items are expressly included within the Code’s definition of “Security” and must be pre-cleared:

The following items are expressly excluded from the Code’s definition of “Security” and do not require pre-clearance:

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