Tidal Trust IV 485BPOS

Exhibit 99.(p)(viii)

Proprietary and Confidential

KELLY STRATEGIC MANAGEMENT, LLC CODE OF ETHICS

September 2025

KELLY STRATEGIC MANAGEMENT, LLC

CODE OF ETHICS

Table of Contents

CODE OF ETHICS

Kelly Strategic Management, LLC

This Code of Ethics (“Code”) has been adopted by Kelly Strategic Management, LLC (“Kelly” or the “Firm”) and is designed to comply with Rule 204A-1 under the Investment Advisers Act of 1940 (“Advisers Act”) and Rule 17j-1 of the Investment Company Act of 1940 (“Investment Company Act”).

Compliance with the Code is a condition of employment, and Employees are expected to abide by the spirit of the Code and that technical compliance alone may not be sufficient.

This Code is designed to meet current regulatory obligations and ensure the proper compliance framework to support organizational growth. Each Employee subject to the Code must acknowledge that he or she has received, read, and agrees to be bound by the Code. Any questions with respect to this Code should be directed to Kelly’s Chief Compliance Officer (CCO).

The Firm recognizes that no single policy or governance statement can address all potential scenarios whereby Supervised Persons are challenged to comport themselves in an appropriate manner. To this end, the provisions of the Code are not all-inclusive. Rather, they are intended as a guide for Supervised Persons in their conduct. Supervised Persons are urged to seek the advice of the CCO for any questions about the Code, the application of the Code to their individual circumstances, and particularly in any situation where any Supervised Person may be uncertain as to the intent or purpose of the Code. Supervised Persons should also understand that a material breach of the provisions of the Code may constitute grounds for disciplinary action, including termination of employment and/or association with the Firm. All Supervised Persons must promptly report any suspected or apparent violations of this Code to the CCO. The CCO shall consider reports made to them hereunder and shall determine whether the Code has been violated and what sanctions, if any, should be imposed. The CCO will aggregate and report all violations of the Code of Ethics or other compliance policies in the annual compliance program review report. All reported Code violations will be treated confidentially, and Supervised Persons will not be subjected to any form of retaliation for reporting legitimate suspected or actual concerns or abuses. 

Kelly has engaged Outsourced Compliance Group (“OCG”), an independent compliance consulting firm, to assist the CCO with administering the Code of Ethics and providing compliance consulting services. Kelly’s CCO works closely with the team at OCG to continuously assess its policies and procedures to ensure they are reasonably designed to prevent violations of the Code. OCG utilizes Orion Compliance to facilitate its administration of Code of Ethics reporting obligations. Orion Compliance is a cloud-based technology that aids OCG in the disbursement, management, and record keeping of initial and annual holdings reports, quarterly transaction reports and on-going certifications.

The following defined terms are used throughout this Code:

“Access Person” - An Access Person is an Employee/Supervised Person who has access to Non-Public Information regarding any Client’s purchase or sale of securities or non-public information regarding the portfolio holdings of any Reportable Fund or who is involved in making securities recommendations to clients or who has access to non-public securities recommendations. For clarity, all Employees of Kelly are Access Persons.

“Advisory Person of a Fund or Fund’s Investment Adviser” - Any director, officer general partner or employee of the Fund or Adviser (or of any company or natural person in a control relationship to the Fund or Adviser) who makes, participates in or obtains information regarding the purchase or sale of Covered Securities by the Fund or whose functions relate to the making of any recommendations with respect to such purchases or sales.

“Advisers Act” - Investment Advisers Act of 1940.

“Automatic Investment Plan” - A program in which regular periodic purchases (or withdrawals) are made automatically in (or from) investment accounts in accordance with a predetermined schedule and allocation. An automatic investment plan includes a dividend reinvestment plan.

“Beneficial Ownership” - As set forth under Rule 16a-1(a)(2), determines whether a person is subject to the provision of Section 16 of the 34 Act, and the rules and regulations thereunder, which generally encompasses those situations in which the beneficial owner has the right to enjoy some direct or indirect “pecuniary interest” (i.e., some economic benefit) from the ownership of a security. This may also include securities held by members of an employee’s immediate family or related parties sharing the same household; provided, however, this presumption may be rebutted. The term immediate family includes but is not limited to 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 includes adoptive relationships. Any report of beneficial ownership required thereunder shall not be construed as an admission that the person making the report has any direct or indirect beneficial ownership in the securities to which the report relates.

“Chief Compliance Officer” or “CCO” - Shall mean the individual, designated by Kelly, as responsible for administering the Compliance Program. The individual listed on Schedule A of Form ADV is the Firm’s Chief Compliance Officer (“CCO”).

“Client” - Any registered investment company to which Kelly serves as adviser or sub-adviser.-

“Conflict of Interest” - A scenario where an employee or Kelly has an actual or the appearance of an incentive to serve one interest at the expense of another interest or obligation. Examples include serving the interest of the company over that of a client or serving the interest of one client over other clients, or an employee or group of employees serving their own interest over those of investors or our clients.

“Covered Securities” – Means a Reportable Security which, within the most recent 15 days: (i) is or has been held by the Fund or, (ii) is being or has been considered by the Fund or Kelly for purchase by the Fund; and any option to purchase or sell, and any security convertible into or exchangeable for a Covered Security.

“Employees” - All current officers, directors, and employees of Kelly. All Employees are considered Supervised Persons.

“Federal Securities Laws” - Means the Securities Act of 1933, The Securities Exchange Act of 1934, the Sarbanes-Oxley Act of 2002, Investment Company Act of 1940, Investment Advisers Act of 1940, Title V of the Gramm-Leach-Bliley Act, any rules adopted by the Commission under any of these statutes, the Bank Secrecy Act as it applies to funds and investment advisers, and any rules adopted thereunder by the Commission or the Department of the Treasury.

“Front-Running” - A practice generally understood to be investment advisory personnel personally trading ahead of a pending trade for client accounts.

“Fund” – An investment company registered under the Investment Company Act and managed by Kelly.

“IPO” - An “Initial public offering” is 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 section 13 or 15(d) of the Securities Exchange Act of 1934.

“Insider Trading” - Although not defined in securities laws, insider trading is generally thought to be described as trading either personally or on behalf of others on the basis of material non-public information or communicating material non-public information to others in violation of the law.

“Limited Offering” - An offering that is exempt from registration under the Securities Act of 1933pursuant to section 4(2) or section 4(6) or pursuant to Rules 504, 505, or 506 of Regulation D.

“Market Timing” – Generally refers to short-term trading in shares of Mutual Funds.

“Material Information” - Information that a reasonable investor would consider 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.

“Non-Public Information” - Information that has not been available to the investing public.

“Reportable Fund” – is a Fund or ETF advised or sub-advised by Kelly. Any Fund whose investment adviser controls, is controlled or is under common control with Kelly.

“Reportable Security” – Any security except (i) direct obligations of the U.S. government; (ii) bankers’ acceptances, CDs, commercial paper and high quality short-term debt instruments including repurchase agreements; (iii) shares issued by money market funds; (iv) shares issues by open end funds other than reportable funds; (v) shares issued by unit investment trusts that are invested exclusively in one or more open-end funds, none of which are reportable funds.

“Scalping” - A practice generally understood to be investment advisory personnel personally benefiting from small gains in short-term personal trades in securities being traded in advisory accounts.

“Security” - Means any note, stock, treasury stock, security future, 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.

“Supervised Person” - Any partner, officer, director (or other person occupying a similar status or performing similar functions), or employee of Kelly, or another person who provides investment advice on behalf of Kelly and is subject to Kelly supervision and control. For clarity, all Employees of Kelly are deemed Supervised Persons.

The Code is predicated on the principle that Kelly owes a fiduciary duty to its Clients. Accordingly, all employees must avoid activities, interests, and relationships that run contrary (or appear to run contrary) to the best interests of Clients. All employees will act with competence, dignity, and integrity, in an ethical manner, when dealing with Clients, the public, prospects, third-party service providers and fellow employees.

At all times, Kelly will:

Risks

In developing this Code, Kelly considered the below material risks associated with administering the Code.

Personal trading activity conducted by the Company’s Access Persons should be executed in a manner consistent with our fiduciary obligations to our clients: trades should avoid actual improprieties, as well as the appearance of impropriety. Access Person trades should not involve trading activity so excessive as to conflict with one’s ability to fulfill daily job responsibilities or to otherwise violate anti-manipulative or insider trading regulations.

Employees may not purchase or sell any security in which the Employee has beneficial ownership unless the transaction occurs in an exempted security, or the employee has complied with the applicable pre-clearance and disclosure policies set forth within this section.

General Prohibitions 

Beneficial Ownership

Employees are the beneficial owner of any account in which you have a direct or indirect financial interest. This generally includes accounts held in the name of Employees:

Reporting

In order to provide Kelly with information to enable it to determine with reasonable assurance any indications of Insider Trading, Scalping, Front-Running or Conflict of Interest with the trading by Kelly Clients, each Access Person shall provide all transactions in Reportable Securities in which the person has, or by reason of such transaction acquires, any direct or indirect Beneficial Ownership except for exempt transactions.

Reportable Securities

Reportable Securities include all Securities, whether publicly or privately traded, and any derivative thereof. Listed below are commonly traded securities considered Reportable Securities under the Code.

Exempt Securities

Access Persons are required to provide initial and periodic reports (See Reporting section below) in any security (i.e., a Reportable Security), except for the following:

Commodities, futures, and options traded on a commodities exchange, including currency futures are not considered securities. However, any derivative on any Reportable Security shall be considered a Reportable Security.

Pre-Clearance Procedures – IPOs and Private Placements

Access Persons must receive pre-clearance approval from the CCO for any IPO or private placement transaction. Access Person pre-clearance requests will be reviewed by the CCO, or his designee, to address any actual or perceived conflicts of interest.

Pre-Clearance Procedures – Reportable Securities

For the avoidance of doubt, purchasing any security that could be in the investable universe of ETFs advised or sub-advised by the Firm at any rebalance date would generally be regarded as a potential conflict of interest. To avoid these conflicts, the Firm has adopted a pre-clearance requirement of all Reportable Securities during the rebalance window, defined as the Monday through Sunday around the 3rd Friday in March, June, September, December of each year.

Access Persons must obtain pre-clearance from the CCO prior to trading any Reportable Security during the rebalance window. Pre-clearance is not required at other times. Such requests must be submitted to the CCO via email. The CCO will submit his pre-clearance trade requests to the Compliance Team for approval. Once pre-approval has been granted, the pre-approved transaction must be executed within forty-eight (48) hours.

Pre-clearance for reportable securities will be permitted in circumstances where a personal trade does not conflict with the trading of Kelly’s ETFs; however, the timing of the trade and other restrictions that could be placed on the trade is contingent upon the discretion of the CCO. The CCO will respond via email with his determination as to why a pre-clearance request has been granted or denied.

For the avoidance of doubt, requests to execute transactions during the week of rebalance in any security to be acquired or sold in any Kelly ETF that is subject to a quarterly rebalance would generally be regarded as a potential conflict of interest and would be denied. The week of rebalance is defined as Monday through Sunday around the 3rd Friday in March, June, September, December.

The CCO or designee will communicate the rebalance window requiring pre-clearance to all employees on an ongoing basis.

Restricted List 

Kelly maintains a Restricted List of securities which is confidential and maintained by the CCO. Access Persons are prohibited from trading in any security of an issuer that is on the Restricted List.

The inclusion of issuers on the Restricted List may be triggered by the following events: 

Excessive Trading

The CCO or his designee will review each Access Person’s personal accounts for suspicious trading activity including concerning trends as it relates to Reportable Securities, with a heightened review of any Reportable Fund.

The CCO or his designee will review the personal trading of all Access Persons to address any actual or perceived conflict of interests.

Initial and Annual Holdings Reports

All new Access Persons are required to report Reportable Securities holdings and brokerage accounts no later than 10 days after the commencement of their employment. . The initial holdings report must not be more than 45 days prior to the date the person becomes subject to the Code.

Existing Access Persons are required to provide an annual holdings report. The information submitted must be current as of a date no more than 45 days before the annual holdings report is submitted.

Each holdings report (both the initial and annual) must contain, at a minimum: 

(a)  the title and type of security, and as applicable the exchange ticker symbol or CUSIP number, number of shares, and principal amount of each Reportable Security in which the Access Person has any direct or indirect beneficial ownership; and

(b)  the name of any broker, dealer or bank with which the employee maintains an account in which any securities are held for the Access Person’s direct or indirect benefit; and (c) the date the report was submitted. .

All initial and annual holdings reports are submitted as part of the Initial and Annual Code of Ethics Reporting via Orion. Annually, employees will be required to review and confirm which accounts they do not maintain direct or indirect influence or control over.

Quarterly Transaction Reports

Every Access Person must, no later than 30 days after the end of each calendar quarter, file a quarterly transaction report. The quarterly transaction reports shall contain at least the following information for each transaction in a Reportable Security in which the employee had, or as a result of the transaction acquired, any direct or indirect beneficial ownership: (a) the date of the transaction, the title, and as applicable the exchange ticker symbol or CUSIP number, the interest rate and maturity date (if applicable), the number of shares and the principal amount of each Reportable Security involved; (b) the nature of the transaction (i.e., purchase, sale or any other type of acquisition or disposition); (c) the price of the Reportable Security at which the transaction was effected; (d) the name of the broker, dealer or bank with or through which the transaction was effected; and (e) the date that the report is submitted.

Access Persons shall also report on a quarterly basis, not later than 30 days after the end of the calendar quarter, the name of any new account established by the Access Person in which any Reportable Securities were held during the quarter for the direct or indirect benefit of the Access Person, including the date the account was established, name of the broker-dealer, and the date the report was submitted.

In lieu of Quarterly Transactions Reporting requirements (listed above) Employees may provide duplicate trade confirms and Account Statements. Such duplicates must be received no later than 30 days after the end of each calendar quarter and must reflect all transactions in Reportable or Covered Securities during the quarter.

If an Access Person’s trades do not occur through a broker-dealer (i.e., purchase of a private investment fund), such transactions shall be reported separately on the quarterly Code of Ethics Certification in Orion.

Any report of beneficial ownership required thereunder shall not be construed as an admission that the person making the report has any direct or indirect beneficial ownership in the Reportable Securities to which the report relates.

Exceptions from Reporting and Pre-Clearance Requirements

The trading restrictions on Reportable Securities do not apply to any investment vehicle for which an Access Person has no direct or indirect influence or control. These accounts will still need to be disclosed on initial and annual Code of Ethics Certifications, but transactions are exempt from the reporting requirements.

An Access Person is not required to submit:

Trading and Review 

Kelly strictly forbids Access Persons from Front-Running Client accounts, which is a practice generally understood to be Access Persons personally trading ahead of a pending Client transaction. The CCO, or his designee, will monitor Access Persons’ investment patterns to detect these abuses.

Access Person trading activity will be reviewed by the CCO, or his designee, against the Firm’s trading activity to identify any abuses. In addition, Kelly may question, though does not prohibit, Access Persons from trading in a security held by a Reportable Fund.

The reason for the post-transaction review process is to ensure that Kelly has developed procedures to supervise the activities of its Access Persons and to ensure they are not benefiting from employment at Kelly. The comparison of Access Persons’ trades to those of the Reportable Fund(s) will help identify potential conflicts of interest or the appearance of a potential conflict. Initially, all Access Persons trades will be reviewed by the CCO, or his designee, to address any actual or perceived conflict of interests.

If it is discovered that an Access Person is personally trading contrary to the policies set forth above, the Access Person shall meet with the CCO to review the facts surrounding the transaction(s). If the CCO has concerns regarding an Access Person’s activity, they may be required to notify the Fund’s CCO if deemed appropriate.

Access Persons are strictly prohibited from market timing (short-term trading) in shares of any ETFs, including any Reportable Fund. Any ETF managed by Kelly is a Reportable Fund and Access Persons must disclose all transactions of any ETF managed by Kelly.

In addition, under Rule 17j-1, it is unlawful for any Access Person, in connection with the purchase or sale by such person of a Covered Security:

1.         To employ any device, scheme or artifice to defraud the Fund;

2.         To make any untrue statement of a material fact to the Fund or omit to state a material fact necessary in order to make the statements made to the Fund, in light of the circumstances under which they are made, not misleading;

3.         To engage in any act, practice or course of business that operates or would operate as a fraud or deceit upon the Fund; or

4.         To engage in any manipulative practice with respect to the Fund.

Reporting Violations and Remedial Actions 

Kelly takes the potential for conflicts of interest caused by personal investing very seriously. As such, all Employees are required to promptly report any violations of the Code of Ethics to the CCO, and to fully cooperate with all investigations. Any reported violations will be treated confidentially and will be free from retaliation.

Kelly is aware of the potential matters that may arise as a result of this requirement and shall take action against any Employee that seeks retaliation against another for reporting violations of the Code of Ethics.

If any violation of our Personal Trading Policy is determined to have occurred, the CCO may impose sanctions and take such other actions as they deem appropriate, including, without limitation, requiring that the trades in question be reversed, requiring the disgorgement of profits or gifts, disgorgement of profits in excess of the execution price received by the Client, issuing a letter of caution or warning, issuing a suspension of personal trading rights or suspension of employment (with or without compensation), imposing a fine, making a civil referral to the SEC, making a criminal referral, and/or terminating employment for cause or any combination of the foregoing. All sanctions and other actions taken shall be in accordance with applicable employment laws and regulations. Any profits or gifts forfeited shall be paid to the applicable Client(s), if any, or given to a charity, as the CCO shall determine is appropriate.

Section 204A of the Advisers Act requires every investment adviser to 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 of material, Non-Public Information by such investment adviser or any person associated with such investment adviser.

This policy covers all Employees, as well as any transactions in any securities, participated in by family members, trusts or corporations directly or indirectly controlled by such persons. In addition, the policy applies to transactions engaged in by corporations in which the Employee is an officer, director or 10% or greater stockholder and a partnership of which the Employee is a partner unless the Employee has no direct or indirect control over the partnership.

Material Information

Individuals may not be held liable for trading on inside information unless the information is Material Information. Advance knowledge of the following types of information would be included as Material Information:

Information provided by a company could be material because of its expected effect on a particular class of a company’s securities, all of the company’s securities, the securities of another company, or the securities of several companies. The misuse of material Non-Public Information applies to all types of securities, including equity, debt, commercial paper, government securities, and options.

Material information does not have to relate to a company’s business. For example, material information about the contents of an upcoming newspaper column may affect the price of a security, and therefore be considered material.

         Non-Public Information

In order for issues concerning Insider Trading to arise, information must not only be material but also Non-Public. Once material, Non-Public Information has been effectively distributed to the investing public, it is no longer classified as material, Non-Public Information. However, the distribution of Non-Public Information must occur through commonly recognized channels for the classification to change. In addition, the information must not only be publicly disclosed, but there must also be adequate time for the public to receive and digest the information. Lastly, Non-Public Information does not change to public information solely by selective dissemination.

Employees must be aware that even where there is no expectation of confidentiality, a person may become an insider upon receiving material, Non-Public Information. Whether the “tip” made to the Employee makes him/her a “tippee” depends on whether the corporate insider expects to benefit personally, either directly or indirectly, from the disclosure.

The “benefit” is not limited to a present or future monetary gain; it could be a reputational benefit or an expectation of a quid pro quo from the recipient by a gift of the information. Employees may also become insiders or tippees if they obtain material, Non-Public Information by happenstance, at social gatherings, by overhearing conversations, etc.

Employees must never disclose proposed/pending trades to any Client or another individual/entity outside of Kelly. Additionally, Employees must be careful when disclosing the composition of Clients’ portfolios without obtaining consent from the CCO. Federal Securities Laws may specifically prohibit the dissemination of such information and doing so may be construed as a violation of Kelly’ fiduciary duty to Clients. Selectively disclosing the portfolio holdings of a Client’s portfolio to certain investors/outside parties may also be viewed as Kelly engaging in a practice of favoritism. Including information regarding Clients’ portfolio holdings in marketing materials and our website is subject to our Marketing policy and procedures. All inquiries that are received by Employees to disclose portfolio holdings must be immediately reported to the CCO. In determining whether or not to approve the dissemination of holdings information, the CCO will consider, among other things, how current the holdings information is and the Fund’s disclosure policy.

No Employee may use Kelly’s property or information for personal gain. No Employee may receive personal gain or profit from, any business opportunity that comes to his or her attention as a result of his or her association with Kelly and where he or she knows Kelly participated or has an interest, without disclosing in writing all necessary facts to the CCO, and obtaining written authorization to participate from the CCO.

Kelly’s policy forbids payments of any kind by it, its Employees or any agent or other intermediary to any government official, self-regulatory official, corporation or other similar person or entity, within the United States or abroad, for the purpose of obtaining or retaining business, or for the purpose of influencing favorable consideration of any application for a business activity or other matter. This policy covers all types of payments, even to minor government officials and industry regulators, regardless of whether the payment would be considered legal under the circumstances. This policy encourages Employees to avoid even the appearance of impropriety in their dealings with industry and government regulators and officials.

It is expected and required that all Employees fulfill their personal obligations to governmental and regulatory bodies. Those obligations include the filing of appropriate federal, state and local tax returns, as well as the filing of any applicable forms or reports required by regulatory bodies.

No Employee may make any political contribution or hold any public office without approval from the CCO.

Employees’ Receipt of Business Meals, Sporting Events and Other Entertainment

Employees may attend business meals, sporting events and other entertainment events at the expense of a giver, as long as the expense is reasonable, not lavish or extravagant in nature and the Employee is accompanied by the giver. An Employee should discuss with the CCO, if he or she has any concerns if the entertainment could be considered lavish or extravagant in nature.

Employees’ Receipt of Gifts 

Employees must report their acceptance of any gift over $500.00 (either one single gift, or in aggregate on an annual basis) to the CCO. Reasonable gifts received on behalf of the Firm shall not require reporting. Examples of reasonable gifts include holiday gift baskets and lunches brought to the offices by service providers. Employees are prohibited from receiving cash or cash equivalents. It may be required to return any gift in excess of $500 if the CCO determines a conflict, or perceived conflict exists.

Employees’ Giving of Gifts

Kelly and its Employees are prohibited from giving gifts that may be deemed excessive. Employees obtain approval for all gifts in excess of $500. Employees are prohibited from giving cash or cash equivalents. While all gifts must be approved in excess of $500, Employees must use their best judgment if the gift could be perceived as a conflict and must consult with the CCO with any concerns.

Travel Expenses

Employees may charge normal and reasonable travel and travel-related expenses incurred for a Kelly business purpose. Such expenses may include meals and incidentals, travel costs (air, train, etc.), lodging expenses, business phone calls, and other miscellaneous travel-related expenses. When incurring such expenses, Employees must use reasonable judgment and generally be aware of escalating travel costs. While Kelly has not prescribed limits on such expenses, Kelly may reiterate its policy with Employees as necessary.

Kelly will pay for all travel expenses (airline, hotel, meals, and incidentals) related to Employees’ attendance at industry conferences, company visits, etc. In the event that any such expenses are included as part of the event, Employees shall report the approximate value of such expense to the CCO. The CCO will evaluate such covered expenses to determine whether reasonable and appropriate. Kelly has adopted this policy in order to monitor any potential conflicts of interest associated with our relationships with outside service providers.

Employees may, under certain circumstances, be granted permission to serve as directors, trustees or officers of outside organizations. Employees are prohibited from engaging in such outside activities without prior written approval from the CCO.

Initially, and on at least an annual basis Employees may be asked to disclose all outside affiliations. Any director/trustee positions with public companies or companies likely to become public are prohibited without the prior written approval of the CCO.

All Employees are required to complete the Code of Ethics Acknowledgement via Orion, both initially upon the commencement of their employment with Kelly and annually thereafter, to acknowledge and certify that they have read, understand and shall comply, or have complied with, the policies and procedures as set forth in the Code of Ethics. In addition, all Employees must be aware of and comply with the following undertakings:

When requested, an annual written report shall be provided, pursuant to Section 15(c) of the Investment Company Act, to any applicable Fund Board to assist in the annual evaluation and approval of the investment advisory agreement.

The CCO maintains and causes to be maintained in a readily accessible place the followingrecords: