E.I.I. REALTY SECURITIES TRUST
CODE OF ETHICS
WHEREAS, E.I.I. REALTY SECURITIES TRUST (the "Trust") is a registered
investment company under the Investment Company Act of 1940, as amended (the
"ICA"); and
WHEREAS, Rule 17j-1 under the ICA requires the Trust to adopt a Code of
Ethics;
WHEREAS, the purpose of Rule 17j-1 is to prevent affiliated persons of
the Trust in connection with the purchase or sale of a security held or to be
acquired by the Trust from (i) employing any device, scheme or artifice to
defraud the Trust; (ii) making any untrue statements of material fact to the
Trust or omitting to state a material fact necessary in order to make the
statements made to the Trust, in light of the circumstances under which they are
made, not misleading; (iii) engaging in any act, practice or course of business
that operates or would operate as a fraud or deceit on the Trust; (iv) or
engaging in any manipulative practice with respect to the Trust;
NOW, THEREFORE, the Trust hereby adopts this Code of Ethics as of this
28th day of February, 2000, superseding the Code of Ethics adopted by the Trust
as of the 28th day of April, 1998.
I. DEFINITIONS
For purposes of this Code of Ethics the following terms shall have the
meanings set forth below:
A. "Access Person" means any director(1), officer, or advisory
person of the Trust or of the Trust's Investment Adviser;
provided, however, that any persons who are access persons of
any investment adviser of, administrator or principal
underwriter for the Trust and who reports his or her
securities and transactions to such investment adviser,
administrator or principal underwriter in accordance with Rule
17j-1 of the ICA, shall not be deemed an access person of the
Trust.
B. "Advisory Person" means
1. any employee of the Trust, its investment adviser or
administrator (or of any entity in a control relationship with
the Trust, its investment adviser or
---------------
(1) This Code of Ethics in places refers to directors. The definition of
"director" in Section 2(a)(12) of the 1940 Act includes any director of a
corporation or any person performing similar functions, including "any natural
person who is a member of a board of trustees of a management company created as
a common-law trust". For convenience, in this memorandum the term "director"
also refers to "trustee", and the term "board of directors" also refers to
"board of trustees".
<PAGE>
administrator, as defined in Section I.E hereof) who, in
connection with his or her regular functions or duties, makes,
participates in, or obtains information (other than publicly
available information) regarding the purchase or sale of
Covered Securities by the Trust, or whose functions relate to
the making of any recommendations with respect to such
purchases or sales; and
2. any natural person directly or indirectly owning,
controlling, or holding with power to vote, 25% or more of the
outstanding voting securities of the Trust or its investment
advisers who obtains information (other than publicly
available information) concerning recommendations made by the
Trust or its investment advisers with regard to the purchase
or sale of a security.
C. "Affiliated Persons" or "Affiliates" means
1. any employee or Access Person of the Trust, and any member
of the immediate family (defined as spouse, child, mother,
father, brother, sister, in-law or any other relative) of any
such person who lives in the same household as such person or
who is financially dependent upon such person;
2. any account for which any of the persons described above is
a custodian, trustee or otherwise acting in a fiduciary
capacity, or with respect to which any such person either has
the authority to make investment decisions or from time to
time gives investment advice; and
3. any partnership, corporation, joint venture, trust or other
entity in which any employee of the Trust or Access Person of
the Trust directly or indirectly, in the aggregate, has a 10%
or more beneficial interest or for which any such person is a
general partner or an executive officer.
D. "Beneficial ownership of a security" by any person includes
securities held by: (a) a spouse, minor children or relatives
who share the same home with such person; (b) an estate for
such person's benefit; (c) a trust, of which (i) such person
is a trustee or such person or members of such person's
immediate family have a vested interest in the income or
corpus of the trust, or (ii) such person owns a vested
beneficial interest, or (iii) such person is the settlor and
such person has the power to revoke the trust without the
consent of all the beneficiaries; (d) a partnership in which
such person is a partner; (e) a corporation (other than with
respect to treasury shares of the corporation) of which such
person is an officer, director or 10% stockholder; (f) any
other person if, by reason of contract, understanding,
relationship, agreement or other arrangement, such person
obtains therefrom benefits substantially equivalent to those
of ownership; or (g) such person's spouse or minor children or
any other person, if, even though such person does not obtain
therefrom the above-mentioned benefits of ownership, such
person can vest or revest title in himself at once or at some
future time. A beneficial owner of a security also includes
any person who, directly or indirectly, through any contract,
arrangement, understanding, relationship or otherwise, has or
shares voting power and/or investment power with respect to
such security.
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Voting power includes the power to vote, or to direct the
voting of such security, and investment power includes the
power to dispose, or to direct the disposition of such
security. A person is the beneficial owner of a security if he
has the right to acquire beneficial ownership of such security
at any time within sixty (60) days.
E. "Control" means the power to exercise a controlling influence
over the management or policies of a corporation. Any person
who owns beneficially, either directly or through one or more
controlled corporations, more than 25% of the voting
securities of a corporation shall be presumed to control such
corporation.
F. "Covered 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, guarantee of, or warrant or
right to subscribe to or purchase, any of the foregoing;
provided, however, that "security" shall not mean securities
-------- ------- issued or guaranteed by the Government of the
United States, its agencies or instrumentalities, bankers'
acceptances, bank certificates of deposit, commercial paper
and high quality short-term debt instruments, including
repurchase agreements, or shares of registered open-end
investment companies.
G. "Covered Security held or to be acquired" by the Trust means:
1. any security which, within the most recent fifteen
(15) days,
a) is or has been held by the Trust, or
b) is being or has been considered by the Trust
for purchase by the Trust; or
2. any option to purchase or sell, and any security
convertible into or exchangeable for, a Covered
Security.
H. An "Initial Public Offering" means an offering of securities
registered under the Securities Act of 1933 [15 U.S.C. 77a],
the issuer of which, immediately before the registration, was
not subject to the reporting requirements of sections 13 or
15(d) of the Securities Exchange Act of 1934 [15 U.S.C. 78m or
78o(d)].
I. "Investment Adviser" means E.I.I. Realty Securities, Inc. and
any successor entity.
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J. A "Limited Offering" means an offering that is exempt from
registration under the Securities Act of 1933 pursuant to
section 4(2) or section 4(6) [15 U.S.C. 77d(2) or 77d(6)] or
pursuant to rule 504, rule 505, or rule 506 [17 CFR 230.504,
230.505, or 230.506] under the Securities Act of 1933.
K. "Principal underwriter" of or for the Trust (unless the Trust
becomes a closed-end company), or of any security issued by
the Trust, means any underwriter who as principal purchases
from the Trust, or pursuant to contract has the right (whether
absolute or conditional) from time to time to purchase from
the Trust, any security issued by the Trust for distribution,
or who as agent for the Trust sells or has the right to sell
any security issued by the Trust to a dealer or to the public
or both, but does not include a dealer who purchases from the
Trust through a principal underwriter acting as agent for such
company.
L. "Purchase or sale of a Covered Security" includes the writing
of an option to purchase or sell a security.
II. COMPLIANCE WITH GOVERNING LAWS, REGULATIONS AND PROCEDURES
A. All employees shall have and maintain knowledge of and shall
comply strictly with all applicable Federal and state laws and
all rules and regulations of any governmental agency or
self-regulatory organization governing his or her activities.
B. Each employee will be given a copy of the Code of Ethics at
the time of his or her employment and each Access Person is
required to submit a statement at least annually, in the form
of Appendix A hereto, that he or she has reviewed the Code of
Ethics.
C. All employees shall comply strictly with procedures
established by the Trust to ensure compliance with applicable
Federal and state laws and regulations of governmental
agencies and self-regulatory organizations. The employees
shall not knowingly participate in, assist, or condone any
acts in violation of any statute or regulation governing
securities matters, nor any act which would violate any
provision of this Code of Ethics, or any rules adopted
thereunder.
D. Each employee having supervisory responsibility shall exercise
reasonable supervision over employees subject to his or her
control, with a view to preventing any violation by such
persons of applicable statutes or regulations, the Trust
procedures or the provisions of this Code of Ethics or
procedures adopted in furtherance thereof.
E. Any employee encountering evidence that acts in violation of
applicable statutes or regulations or provisions of this Code
of Ethics or procedures adopted in furtherance thereof have
occurred shall report such evidence to the President of the
Trust who will report to the Board of Trustees of the Trust.
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III. CONFIDENTIALITY OF TRANSACTIONS
A. Information relating to the Trust's portfolio and research and
studies activities is confidential until publicly available.
Whenever statistical information or research is supplied to or
requested by the Trust, such information must not be disclosed
to any persons other than persons designated by the President
or the Board of Trustees of the Trust. If the Trust is
considering a particular purchase or sale of a security, this
must not be disclosed except to such duly authorized persons.
B. Any employee authorized to place orders for the purchase or
sale of securities on behalf of the Trust shall take all steps
reasonably necessary to provide that all brokerage orders for
the purchase and sale of securities for the account of the
Trust will be so executed as to ensure that the nature of the
transactions shall be kept confidential until the information
is reported to the Securities and Exchange Commission or the
Trust's shareholders in the normal course of business.
C. If any employee of the Trust or Access Person should obtain
information concerning the Trust's portfolio (including, the
consideration by the Trust of acquiring, or recommending any
security for the Trust's portfolio), whether in the course of
such person's duties or otherwise, such person shall respect
the confidential nature of this information and shall not
divulge it to anyone unless it is properly part of such
person's services to the Trust to do so or such person is
specifically authorized to do so by the President of the
Trust.
IV. ETHICAL STANDARDS
A. Every employee, in making any investment recommendation or
taking any investment action, shall exercise diligence and
thoroughness, and shall have a reasonable and adequate basis
for any such recommendations or action.
B. No employee shall undertake independent practice for
compensation in competition with the Trust.
C. The employees of the Trust and Access Persons and their
respective affiliates, shall conduct themselves in a manner
consistent with the highest ethical standards. They shall
avoid any action, whether for personal profit or otherwise,
that results in an actual or potential conflict of interest,
or the appearance of a conflict of interest, with the Trust or
which may be otherwise detrimental to the interests of the
Trust.
D. An employee having discretion as to the selection of
broker-dealers to execute securities transactions for the
Trust shall select broker-dealers solely on the basis of the
services provided directly or indirectly by such
broker-dealers to the Trust. An employee shall not, directly
or indirectly, receive a fee or commission from any source in
connection with the sale or purchase of any security for the
Trust.
E. In addition, the Trust shall take all actions reasonably
calculated to ensure that they engage broker-dealers to
transact business with the Trust whose partners,
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officers and employees, and their respective affiliates, will
conduct themselves in a manner consistent with the provisions
of this Section IV.
F. Conflicts of interest generally result from a situation in
which an individual has personal interests in a matter that is
or may be competitive with his responsibilities to another
person or entity (such as the Trust) or where an individual
has or may have competing obligations or responsibilities to
two or more persons or entities. In the case of the
relationship between the Trust on the one hand, and its
employees and Access Persons and their respective affiliates,
on the other hand, such conflicts may result from the purchase
or sale of securities for the account of the Trust and for the
account of any affiliated person or from the purchase or sale
for the account of the Trust of securities in which an Access
Person or employee of the Trust, or his or her affiliates, has
an interest. In these cases, all potential or actual conflicts
must be disclosed and the first preference and priority must
be to avoid such conflicts of interest wherever possible and,
where they unavoidably occur, to resolve them in a manner not
disadvantageous to the client.
V. ACTIVITIES AND TRANSACTIONS OF ACCESS PERSONS
A. No Access Person shall recommend to, or cause or attempt to
cause, the Trust to acquire, dispose of, or hold any security
(including, any option, warrant or other right or interest
relating to such security) which such Access Person or an
affiliate of such Access Person has direct or indirect
beneficial ownership unless the Access Person shall first
disclose in writing to the President of the Trust all facts
reasonably necessary to identify the nature of the ownership
of such Access Person or his or her affiliate in such
security.
B. No Access Person or affiliate of such Access Person shall
engage in a purchase or sale of a security (including, any
option, warrant or other right or interest relating to such
security), other than on behalf of the Trust, with respect to
any security held or to be acquired by the Trust, unless such
transaction is: only remotely potentially harmful to the Trust
because it would be unlikely to affect trading in or the
market value of the security; or non-volitional on the part of
the Access Person; or clearly not related economically to the
securities to be acquired, disposed of or held by the Trust;
or in light of all relevant facts and circumstances, otherwise
not disadvantageous to the Trust.]
C. No Access Person shall acquire direct or indirect beneficial
ownership of an unregistered security issued in a Limited
Offering without obtaining the prior written approval of the
President of the Trust.
D. No Access Person shall acquire direct or indirect beneficial
ownership of, or otherwise purchase, securities issued during
an Initial Public Offering.
E. If, as a result of fiduciary obligations to other persons or
entities, an Access Person believes that such person or an
affiliate of such person is unable to comply
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with certain provisions of the Code, such Access Person shall
so advise the President of the Trust in writing, setting forth
with reasonable specificity the nature of such fiduciary
obligations and the reasons why such Access Person believes
such person is unable to comply with any such provisions. The
President of the Trust may, in his discretion, exempt such
Access Person or an affiliate of such person from any such
provisions, if the President of the Trust shall determine that
the services of such Access Person are valuable to the Trust
and the failure to grant such exemption is likely to cause
such Access Person to be unable to render services to the
Trust. Any Access Person granted an exemption (including, an
exception for an affiliate of such person), pursuant to this
Section shall, within three business days after engaging in a
purchase or sale of a security held or to be acquired by a
client, furnish the President of the Trust with a written
report concerning such transaction, setting forth the
information specified in Section hereof.
VI. REPORTING PROCEDURES
A. Except as provided by Section VI.E hereof, every Access Person
shall report to the President of the Trust the information
described in Sections VI.B and VI.C hereof with respect to
transactions in any security in which such Access Person has,
or by reason of such transaction acquires, any direct or
indirect beneficial ownership in the security (whether or not
such security is a security held or to be acquired by a
client); provided, however, that any such report may contain a
statement that the report shall not be construed as an
admission by the person making such report that he has any
direct or indirect beneficial ownership in the security to
which the report relates.
B. Initial Holdings Report. Each Access Person, within ten days
of becoming an Access Person, shall report to the Trust, the
following information, in the form of Appendix B hereto:
1. The title, number of shares and principal amount of each
Covered Security in which the Access Person had any direct or
indirect beneficial ownership when the person became an Access
Person;
2. The name of any broker, dealer or bank with or through whom
the transaction was made or the Access Person maintained an
account in which any securities were held for the direct or
indirect benefit of the Access Person as of the date the
person became and Access Person; and
3. The date that the report is submitted by the Access Person.
C. Quarterly Transactions Report. Every report required to be
made pursuant to Section VI.A hereof shall be made not later
than ten days after the end of the calendar quarter in which
the transaction to which the report relates was effected,
shall be in the form of Appendix C hereto, and shall contain
the following information:
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1. With Respect to Transactions During the Quarter In
Covered Securities:
a) The date of transaction, the title, the
interest rate and maturity date (if
applicable), the number of shares, and the
principal amount of each Covered Security
involved;
b) The nature of the transaction (i.e.,
purchase, sale or any other type of
acquisition or disposition);
c) The price at which the transaction was
effected; and
d) The name of the broker, dealer or bank with
or through which the transaction was
effected.
e) The date that the report is submitted by the Access
Person.
2. With Respect to Accounts Established In Which Any
Securities Were Held During The Quarter:
a) The name of the broker, dealer or bank with whom
the Access Person established the account;
b) The date the account was established; and
c) The date that the report is submitted by the
Access Person.
D. Annual Holdings Report. Access Persons must report the
following information to the Trust on an annual basis no later
than 20 calendar days after December 31 of each year in the
form of Appendix D hereto:
1. The title, number of shares and principal amount of each
Covered Security in which the Access Person had any direct or
indirect beneficial interest;
2. The name of any broker, dealer or bank with or through whom
the transaction was made or the Access Person maintained an
account in which any securities were held for the direct or
indirect benefit of the Access Person as of the date the
person became and Access Person; and
3. The date that the report is submitted by the Access Person.
In the event that no securities are held as of December 31,
the report should specify that securities were not held as of
such date. This report should include all securities and other
financial property , including book entry shares held at
companies, broker/dealers, investment advisers or other
institutions and physically issued certificates held in a safe
deposit box, at one's home, or in the trust department of a
bank or trust company.
E. Notwithstanding the provisions of Sections V.C, V.D, VI.A and
VI.C hereof,
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1. No person shall be required to make a report with respect
to transactions effected for any account over which such
person does not have any direct or indirect influence or
control;
2. A Trustee of the Trust who is not an interested person of
the Trust and who would be required to report solely by reason
of being a Trustee of the Trust is not required to make:
a) An Initial Holdings Report under Section VI.B or an
Annual Holdings Report under Section VI.D; and
b) A Quarterly Transactions Report under Section VI.C,
unless the Trustee knew, or in the ordinary course of
fulfilling his or her official duties as a Trustee of
the Trust, should have known that during the 15-day
period immediately before or after the Trustee's
transaction in a Covered Security, the Trust
purchased or sold the Covered Security, or the Trust
or its Investment Adviser considered purchasing or
selling the Covered Security.
3. A Trustee of the Trust who is not an interested person of
the Trust and who would be required to pre-clear transactions
solely by reason of being a Trustee of the Trust is not
required to obtain any such pre-clearance.
4. No report is required from an Access Person of an
investment company registered under the ICA if such investment
company is a money market fund or an investment company that
does not invest in Covered Securities.
5. No Quarterly Transactions Report is required from an Access
Person of the Trust if the report would duplicate information
contained in broker trade confirmations or account statements
received by the Trust, its Investment Adviser, Administrator
or its Principal Underwriter with respect to that Access
Person, if all of the information required to be contained in
the Quarterly Transactions Report is contained in such broker
trade confirmations or account statements that are received
within ten days after the end of the calendar quarter.
VII. REVIEW PROCEDURES
A. The reports submitted by Access Persons pursuant to Section
VI.C hereof shall be reviewed at least quarterly by the
President of the Trust, or such other persons or committees as
shall be designated by the Board of Trustees, in order to
monitor compliance with this Code of Ethics. The President
shall report all failures to comply with this Code of Ethics
to the Board of Trustees.
B. If it is determined by the Board of Trustees that a violation
of this Code of Ethics has occurred and that the person
violating this Code of Ethics has purchased or sold a security
at a more advantageous price than that obtained by the Trust,
such person shall be required to offer to sell to or purchase
from the Trust, as the case may be, such security at the more
advantageous price. If this cannot be consummated,
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then the Board of Trustees shall take such other course of
action as it may deem appropriate. With respect to any
violation of this Code of Ethics, the Board of Trustees may
take any preventive, remedial or other action which it may
deem appropriate. In determining whether or not there has
been, or may be, a conflict of interest between the Trust and
any person subject to this Code of Ethics, the Board of
Trustees shall consider all of the relevant facts and
circumstances.
C. At least annually, the Trust shall furnish to the Board of
Trustees a written report that:
1. Describes any issues arising under this Code of Ethics or
procedures adopted in furtherance thereof, including but not
limited to, any information about material violations of this
Code of Ethics, procedures adopted in furtherance thereof, and
sanctions impose in response to such material violations; and
2. Certifies that the Trust has adopted procedures reasonably
necessary to prevent Access Persons from violating this Code
of Ethics.
D. The records created and maintained under this Code of Ethics
shall be maintained as follows:
1. A copy of each Code of Ethics for the Trust, its investment
adviser(s) and its principal underwriter in effect at any time
in the last five years must be maintained in an easily
accessible place.
2. A copy of any records of violations of the Code of Ethics
or any action taken as a result of a violation must be
maintained in an easily accessible place for five years after
the end of the fiscal year in which the violation occurs.
3. All Initial Holdings Reports, Quarterly Transactions
Reports and Annual Holdings Reports from Access Persons, and
all reports from the Trust, its investment adviser(s) and its
principal underwriter, shall be maintained for at least five
years after the end of the fiscal year in which the report was
made, the first two years in an easily accessible place.
4. A record of all persons currently or within the past five
years who are or were required to make reports and persons
designated to review the reports required under this Code of
Ethics shall be maintained in an easily accessible place for
at least five years.
5. All approvals of the purchase of securities in an Initial
Public Offering or Limited Offering shall be maintained for at
least five years after the end of the fiscal year in which the
approval is granted.
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List of Access Persons Required to Report Under Code of Ethics
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Duplicate Copies of Confirmations and Statements
1.
To:
2.
From: _____________________________
Dear Sir or Madam:
I am an employee of E.I.I. Realty Securities, Inc., investment adviser to E.I.I.
Realty Securities Trust. Please arrange for duplicate copies of statements and
confirmations concerning my accounts to be sent directly to:
Compliance Officer,
E.I.I. Realty Securities, Inc.
667 Madison Avenue, 16th Floor
New York, NY 10021
I maintain, have an interest in, or exercise investment control over, the
3.
following accounts at your institution:
-------------------------------------------------------
Account Title Account Number
-------------------------------------------------------
-------------------------------------------------------
-------------------------------------------------------
-------------------------------------------------------
Dated: ____________
4.
Employee Signature:______________________________
5.
Name & Address: ______________________________
______________________________
<PAGE>
INSTRUCTIONS: DUPLICATE COPIES OF CONFIRMATIONS AND STATEMENTS FORM
COMPLETE THIS FORM FOR EACH
BROKERAGE FIRM, INVESTMENT ADVISER, BANK OR OTHER FINANCIAL INSTITUTION
AT WHICH YOU
MAINTAIN AN ACCOUNT,
HAVE AN INTEREST IN AN ACCOUNT,
OR EXERCISE INVESTMENT CONTROL OVER AN ACCOUNT.
Please type or print the information requested.
1. Broker/Institution's Name and Mailing Address: List the name and
mailing address of each brokerage firm, investment adviser, bank, or
other financial institution maintaining the account.
2. Your name.
3. Account Title and Number: List the complete account title and number
for your own securities accounts as well as those accounts in which you
have a beneficial interest or over which you exercise investment
control.
4. Employee's Signature. Sign the form and mail it to the broker or other
financial institution.
5. Print your name and address.
Mail this completed form to the broker or other financial institution.
<PAGE>
Appendix A
E.I.I. REALTY SECURITIES TRUST
CERTIFICATION
I hereby certify to E.I.I. Realty Securities Trust that I have received, read
and understand the Code of Ethics dated ______________, 2000, and will act in
accordance with the policies and procedures expressed therein.
_____________________________ _________________________________________
(Date) (Signature)
_________________________________________
(Printed Name)
<PAGE>
Appendix B
E.I.I. REALTY SECURITIES TRUST
E.I.I. REALTY SECURITIES, INC.
INITIAL ASSET CERTIFICATION OF ACCESS PERSONS
Instructions:
1. You must list each Covered Security in which you have Beneficial
Ownership, that you hold. Use additional sheets if necessary
2. You must complete and sign this certification whether or not you or
your broker sends statements directly to the Compliance Officer.
<TABLE>
<CAPTION>
====================================================================================================================================
Broker, Dealer or Other
Party Through Whom
Transaction Was Made
Number of Shares or Registration on Nature of or With Whom Account
Name of Security Principal Amount Securitiy or Account Interest Securities Are Held Number
<S> <C> <C> <C> <C> <C>
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</TABLE>
Certifications: I hereby certify that:
1. The securities listed above reflect all the Covered Securities in which
I have Beneficial Ownership as of the date listed above.
2. I have read the Code of Ethics and certify that I am in compliance with
it.
Date: ________________ Signature:___________________ Name:_______________
<PAGE>
Appendix C
E.I.I. REALTY SECURITIES TRUST
E.I.I. REALTY SECURITIES, INC.
QUARTERLY SECURITIES TRANSACTION REPORT
For The Calendar Quarter Ended __________
Instructions
1. List all transactions in Covered Securities in any account in which you
have Beneficial Ownership. Use additional sheets if necessary.
2. Write "none" if you have had no transactions in Covered Securities
during the quarter .
3. If you submit copies of your monthly brokerage statements to the
Compliance Officer, and those monthly brokerage statements disclose the
required information with respect to all Covered Securities in which
you have Beneficial Ownership, you need not file this form unless you
have established a new account during the quarter.
<TABLE>
<CAPTION>
====================================================================================================================================
Transaction Purchase or No. of Shares Broker, Dealer or Other Party Through Whom
Name of Security Date Sale or Principal Amount Price Transaction Was Made
<S> <C> <C> <C> <C> <C>
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</TABLE>
New Accounts: Complete the following information if you have opened a new
securities account during the quarter. Transactions in securities should be
listed above.
--------------------------------------------------------------------------------
Name and Mailing Address of
Institution With Whom Account
Title of Account Was Established Account Number
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
I certify that the information provided above is correct.
Date: __________ Signature:_____________ Name: _______________________
<PAGE>
Appendix D
E.I.I. REALTY SECURITIES TRUST
E.I.I. REALTY SECURITIES, INC.
ANNUAL ASSET CERTIFICATION OF ACCESS PERSONS
For the Year Ended __________
Instructions:
1. You must list each Covered Security in which you have Beneficial
Ownership, that you hold at the end of the year indicated above. Use
additional sheets if necessary.
2. Write "none" if you own no Covered Securities at year end.
3. You must complete and sign this form for annual certification whether
or not you or your broker sends statements directly to the Compliance
Officer.
<TABLE>
<CAPTION>
====================================================================================================================================
Broker, Dealer or Other
Party Through Whom
Transaction Was Made
Number of Shares and Registration on Nature of or With Whom Account
Name of Security Principal Amount Securitiy or Account Interest Securities Are Held Number
<S> <C> <C> <C> <C> <C>
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</TABLE>
Certifications: I hereby certify that:
1. The securities listed above reflect all the Covered Securities in which
I have Beneficial Ownership at the end of the period.
2. I have read the Code of Ethics and certify that I am in compliance with
it.
Date: ________________ Signature:___________________ Name:_______________
