CCLA Investment Management Limited and CCLA Fund Managers Limited comprise CCLA. CCLA Investment Management Limited provides discretionary investment management services and acts as the investment manager for a number of investment funds. CCLA Fund Managers Limited acts as the manager or operator of a number of investment funds and delegates investment management of those funds to CCLA Investment Management Limited.

It is a fundamental requirement for a financial services firm to identify and manage conflicts of interest. This is central to the duty of care owed to our clients. CCLA will use all reasonable endeavours to identify conflicts of interest and then take steps to either avoid, or manage, them effectively and to treat clients fairly.

CCLA requires its employees to take all appropriate steps to identify, prevent or manage conflicts of interest between:

• the firm, including its employees or any person directly or indirectly linked to them by control, and a client of the firm; or
• one client of the firm and another client

that arise or may arise in the course of the firm providing any service, including those caused by the receipt of inducements from third parties or by the firm's own remuneration and other incentive structures.

A conflict of interest will exist where CCLA or any employee or any person who provides services to CCLA under an outsourcing agreement, or a person directly or indirectly linked by control to the firm, is in any of the following situations:

• CCLA or that person is likely to make a financial gain or avoid a financial loss at the expense of a client.
• CCLA or that person has an interest in the outcome of a service provided to the client or of a transaction carried out on behalf of the client, which is distinct from the client’s interest in that outcome.
• CCLA or that person has a financial or other incentive to favour the interest of another client or group of clients over the interests of the client.
• CCLA or that person receives or will receive from a person other than the client an inducement in relation to a service provided to the client, in the form of monetary or non-monetary benefits or services.

CCLA is required to maintain and operate effective organisational and administrative arrangements with a view to taking all appropriate steps to prevent or manage conflicts of interest from adversely affecting the interests of clients.

CCLA staff are provided with training to ensure awareness and understanding of how conflicts could arise and enable staff to identify, report and adequately manage such conflicts.

Steps taken by CCLA to manage actual and potential conflicts can include, but is not limited to, the following:

• Effective procedures to prevent or control the exchange of information between relevant persons engaged in activities involving a risk of a conflict of interest where the exchange of that information may harm the interests of one or more clients.
• The separate supervision of relevant persons whose principal functions involve carrying out activities on behalf of, or providing services to, clients whose interests may conflict, or who otherwise represent different interests that may conflict.
• The removal of any direct link between the remuneration of relevant persons principally engaged in one activity and the remuneration of, or revenues generated by, different relevant persons principally engaged in another activity, where a conflict of interest may arise in relation to those activities.
• Measures to prevent or control the simultaneous or sequential involvement of a relevant person in separate investment or ancillary services or activities where such involvement may impair the proper management of conflicts of interest.
• Reporting lines which limit or prevent any person from exercising inappropriate influence over the way in which a relevant person carries out investment or ancillary services or activities.
• All employees are required to identify and disclose any personal associations that may give rise to an actual or perceived conflict of interest.
• Training on how to identify, prevent and/or manage potential and actual conflicts of interest.
• Processes to ensure that issues identified are referred to and considered at the appropriate level within CCLA.

Overall responsibility for the oversight of CCLA’s conflicts of interest framework resides with the boards of CCLA Investment Management Limited and CCLA Fund Managers Limited.

Where CCLA’s arrangements to manage conflicts are not sufficient to ensure, with reasonable confidence, that risks of detriment to the interests of a client/investor will be prevented, CCLA will clearly disclose the following to the client/investor before undertaking or continuing business with them:

• the general nature or sources of conflicts or both; and
• the steps taken to mitigate those risks.

Further, the disclosure will:

• be made in a durable medium
• clearly state that the organisational administrative arrangements established by CCLA to prevent or manage that conflict are not sufficient to ensure, with reasonable confidence, that the risks of damage to the interests of the client will be prevented
• include specific description of the conflicts of interest that arise in the provision of investment services
• explain the risks to the client that arise as a result of the conflict of interest
• include sufficient detail taking into account the nature of the client, to enable that client to take an informed decision with respect to the service in context of which the conflict of interest arises.

July 2024