CONFLICTS OF INTEREST POLICY

Introduction.

Due to the nature of the Company’s business, scenarios may arise which a client’s interest could conflict, or be perceived to conflict, with the Company, the Company’s staff members or other clients of the Company. The Company is committed to managing conflicts of interest fairly, to ensure that we do what is right, meet regulatory obligations and community expectations.

The Company has established, implemented and maintains an effective conflicts of interest policy (this “Policy”) in order to identify, manage and prevent actual, potential or perceived conflicts of interest.

Identification of Conflicts of Interest.

The Company has conflicts of interest management arrangements designed to ensure it is able to take all appropriate steps to identify, manage or prevent actual, potential or perceived conflicts of interest.

For the purposes of identifying types of conflicts of interest that may arise in the course of business, the Company will consider with the Company or a staff member of the Company:

• is likely to make a financial gain, or avoid a financial loss, at the expense of the client;

• has an interest in the outcome of a service provided to a client, or a transaction carried out on behalf of the client, which is distinct from the client’s interest in that outcome;

• has a personal or business relationship with third parties, clients or suppliers that could influence or prejudice the Company’s obligations to its clients;

• has a financial or other incentive to favor the interest of one client or group of clients over the interests of another client;

• receives, or will receive, from a person other than the client, a benefit that may hinder the ability to act in the client’s best interests;

• conducts the same business as the client; or

• acts in more than one capacity in a transaction.

Management of Conflicts of Interest.

The Company maintains organizational, procedural and administrative arrangements and controls to identify and manage conflicts, as outlined below:

• Structural segregation – The Company maintains a ‘Three Lines of Accountability’ model to ensure the performance of independent risk management.

• Business Activity Conflicts - Business activities that give rise to actual, potential or perceived conflicts must be identified, reported or managed.

• Conflicts Escalation – the Company escalates any identified conflicts requiring management.

• Remuneration - All remuneration and pay structures are structured in a manner which support the management of conflicts of interest.

Disclosing Conflicts of Interest

The Company will disclose all material conflicts to clients where appropriate so that they can make an informed decision about how the conflict may affect the service being provided to them.

Disclosures alone may not be sufficient to manage conflicts and is only used to supplement other arrangements implemented to either prevent a conflict from arising, or to manage the conflict. Disclosure will only be used where it does not breach other obligations, such as maintaining client confidentiality.

Where the Company discloses conflicts, the disclosure will provide the relevant client with adequate information to understand the conflict and to make an informed decision in relation to the services provided.

Avoiding Conflicts.

Where a conflict cannot be managed effectively using other means, the situation giving rise to the conflict will be avoided.

Review of this Policy

The Company will assess and review this Policy periodically and at least on an annual basis.