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Access Persons Code of Ethics for BT Financial Group Limited
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BT FINANCIAL GROUP LIMITED
ACCESS PERSONS
CODE OF ETHICS
I. Introduction.........................................3
II. General Rule.........................................3
I. Definitions..........................................3
ACCESS PERSON........................................3
EMPLOYEE RELATED ACCOUNT.............................4
SECURITIES...........................................4
II. Restrictions.........................................4
III. Initial Public Offerings.............................5
IV. Other Provisions.....................................5
SERVICE ON BOARDS OF DIRECTORS.......................5
GIFTS................................................5
CONFIDENTIALITY......................................5
V. Compliance Procedures................................5
BROKERS..............................................5
PRECLEARANCE.........................................6
REPORTING REQUIREMENTS...............................6
vi. Sanctions............................................6
VI. exemptions...........................................6
VII. questions............................................6
I. Introduction
This Access Persons Code of Ethics ("Code") has been established to prevent
conflicts of interest or the appearance of a conflict of interest when persons
associated with an investment management company own or transact in securities
that are being bought or sold or are being considered for buying or selling for
the accounts of clients of that same investment management company.
The provisions of this Code shall apply to all employees who have been defined
as Access Persons and as Compliance may determine from time to time. This Code
supplements the BT Financial Group Business Practices and BT Financial Group
Code of Ethics. It is the responsibility of each Access Person to observe those
policies as well as to abide by the additional principles and rules set forth in
this Code.
II. General Rule
The employees of BT Financial Group will, in varying degrees, participate in or
be aware of fiduciary and investment services provided to registered investment
companies, institutional investment clients, employee benefit trusts and other
types of investment advisory accounts (individually the "Account" and
collectively the "Accounts"). The fiduciary relationship mandates adherence to
the highest standards of conduct and integrity. Accordingly, personnel acting in
a fiduciary capacity must carry out their duties for the exclusive benefit of
the Accounts and must, to the extent possible, seek to avoid any situation in
which corporate or personal interests may conflict with fiduciary interests.
Access Persons may also be required to comply with other policies imposing
separate requirements. Specifically, they may be subject to laws or regulations
that impose restrictions with respect to personal securities transactions,
including, but not limited to: Section 17(j) and Rule 17j-1 under the Investment
Company Act of 1940. Together with other securities laws, these rules and
regulations make it unlawful for any person, in connection with his or her
personal trading, to commit any of the following upon an Account: to defraud, to
make an untrue statement of a material fact; to mislead by omitting to state a
material fact; to commit a fraud or deceit; or to engage in any manipulative
practice.
I. Definitions
Access Person
a. All employees of BT Financial Group who are in investment management
and who in connection with their regular functions or duties make,
participate in or obtain information regarding the purchase or sale
of a security by any of the Accounts or whose functions relate to the
making of any recommendations with respect to such purchases or
sales.
This includes:
"Advisory Persons" - all BT portfolio managers, investment analysts,
traders, operational support staff and certain other employees who
provide information and advice to a portfolio manager, who take part
in executing and/or structuring a portfolio manager's decisions. All
Advisory Persons shall be identified by senior management and
Compliance.
"Portfolio Managers" - the employee or employees who are entrusted
with the direct responsibility and authority to make investment
decisions affecting an Account.
b. Other employees who obtain or are in a position to obtain information
concerning investment recommendations or decisions made for any of the
Accounts.
Employee Related Account
a. Your own accounts;
b. Your partner's accounts and the accounts of your minor children and other
relatives (whether by marriage or otherwise) living in your home;
c. accounts in which you, your partner, your minor children or other relatives
living in your home have a beneficial interest; and
d. accounts over which you or your partner exercises investment discretion or
control. This may include but is not limited to:
1. any account in the name of a corporation, trust, personal fund or
individual retirement account in which you have the power to place an
order on behalf of that entity
2. any account where you can substantially influence the investment
decision made in relation to the account, irrespective of the person
or entity in whose name the account is maintained.
If you are uncertain as to whether an account is an "Employee Related Account"
under this Policy you should seek guidance from Compliance at the time of
opening the account.
Any person who must comply with this policy should ensure that all employee
related accounts comply as well.
Securities
Securities are equity or debt, listed unit trusts, managed investment schemes,
derivatives (such as options and warrants), futures, commodities and other
similar instruments.
II. Restrictions
Access Persons may not trade in securities on a restricted list. Reasons for
restriction may include, but are not limited to:
a. Access Persons shall not effect the purchase or sale of a security for
a personal account within seven business after the same security is
traded for an Account.
b. where an order for the same security has been placed or is about to be
placed for an Account.
c. during certain times of the year, Access Persons are prohibited from
conducting transactions in the listed vehicles which are either
managed by associates of BT Financial Group or in which associates of
BT Financial Group have a controlling interest.
III. Initial Public Offerings
IPO's require a separate approval process from preclearance. While employees
will be able to participate in the majority of IPO's, the Compliance Officer
will need to determine acceptability for employee participation PRIOR TO the
application form being submitted. Employees wishing to participate should ensure
that:
a. The Compliance Officer is provided with a copy of the prospectus for
review of the offer.
b. The approval form is signed by both the employee and the Compliance
Officer PRIOR to submitting the application.
c. The securities are held for 30 days from listing on the exchange.
d. There is no "broker firm allocation" (No guaranteed allocation or
predetermined amount of shares can be accepted from a broker.)
IV. Other Provisions
Service on Boards of Directors
Absent prior notification to and authorisation by the employee's senior line
manager, Access Persons are prohibited from serving on the boards of directors
of publicly traded companies. In addition, the BT Financial Group Business
Practice policies regarding corporate conduct and conflicts of interest must be
observed. Where service as a director is authorised, Access Persons must be
aware that additional safeguards, such as a "Chinese Wall", may be required
Gifts
Gifts may only be accepted in accordance with the BT Financial Group Business
Practices.
Confidentiality
Access Persons must not divulge contemplated or completed securities
transactions or trading strategies of BT clients to any person, except as
required by the performance of such person's duties and only to persons on a
need-to-know basis. In addition, the BT Financial Group Business Practices must
be observed.
V. Compliance Procedures
Brokers
Compliance has a designated broker which offers full and discount on-line broker
services. Should an employee wish to use a different broker, Compliance requires
specific documentation to be on file prior to the employee using that broker.
The Compliance Officer should be contacted to provide broker information.
Preclearance
All personal transactions must be precleared per the BT Financial Group Code of
Ethics for all employees.
Reporting Requirements
a. Disclosure of Personal Accounts
Upon joining BT Financial Group, new employees are required to
disclose all of their Employee Related Accounts to Compliance
b. Personal Securities Trading Reports ("PST's")
Pursuant to Rule 17j-1 of the Investment Company Act of 1940, all
Access Persons must sign a PST report to Compliance within ten (10)
days of the end of each calendar quarter. All PST's that have
reportable personal securities transactions for the quarter will be
reviewed by the appropriate person.
c. Confirmation of Compliance
All Access Persons will be asked to acknowledge understanding and
continued compliance with this policy in writing on an annual basis.
VI. Sanctions
Any Access Person who violates this Code will be subject to disciplinary
actions, including possible dismissal. In addition, any securities transactions
executed in violation of this Code, such as short-term trading or trading during
blackout periods, may subject the employee to a financial action including but
not limited to unwinding the trade or disgorgement of profits. Finally,
violations and suspected violations of criminal laws will be reported to the
appropriate authorities as required by applicable laws and regulations.
VI. Exemptions
Compliance may grant an exemptions to any of the above restrictions. You must
obtain approval from Compliance. Each request will be reviewed individually.
VII. Questions
Any questions regarding the applicability, meaning or administration of this
Code shall be referred to in advance of any contemplated transaction to your
Compliance Officer.
