Amova Asset Management Americas, Inc.

Introduction Amova Asset Management Americas, Inc. (“Amova AMA”) is the U.S. based subsidiary of the Amova Asset Management Group (“Amova AM Group”), which is headquartered in Tokyo. Amova AMA is an investment adviser (“IA”) registered with the U.S. Securities and Exchange Commission (“SEC”).

Corporate History The history of Amova AM dates to 1959 when its predecessor Nikko Securities Investment Trust Co., Ltd. was established. This firm subsequently merged with Nikko International Capital Management Co., Ltd. (another Amova AM predecessor firm established 1981) in 1999, to form Nikko Asset Management Co., Ltd. Following a decision to strengthen its growth in Japan and expand its business in global markets, on September 1, 2025, it renamed itself Amova Asset Management Co., Ltd.. As one of Japan’s largest asset management companies, Amova AM has significantly expanded its operations both in Asia and internationally, in pursuit of its primary business objective: to become the world’s leading pan -Asian asset management group. It is the Amova AM Group’s core belief that there are great opportunities for specialist investment managers in the fast growing Asian markets and what clients and distributors really want is a strong, dedicated Asian based investment firm, like Amova AM, which can grasp the often nuanced and local characteristics of markets and global investor requirements. By utilizing its deep knowledge of the local markets in Asia and leveraging the group’s global presence and resources, Amova AM aims to maximize the value it delivers to its clients regardless of their geographic location. The acquisitions of DBS Asset Management Ltd. and Tyndall Investment Management Limited during 2011, and Treasury Asia Asset Management Limited in 2013 have enabled the Amova AM Group to significantly strengthen its presence across Asia. Amova AM also extended its capabilities in Europe with the addition in August 2014 of an Edinburgh-based investment team, which previously managed the high-alpha equity strategy at Scottish Widows Investment Partnership. The team now manages Amova AM’s Global Equity strategy. These acquisitions have significantly contributed to the diversity of Amova AM Group’s assets under management and client base, as well as its global team of investment professionals. As a result of its acquisitions, the Amova AM Group can offer global investment and distribution capabilities in Tokyo, Singapore, Hong Kong, Auckland, Edinburgh, London and New York. Amova AM also owns 40% of Rongtong Fund Management in China, 20% of AHAM Asset Management Berhad in Malaysia, 19.59% of Yarra Capital Management in Australia and minority stakes in ARK Investment Management LLC in the US, Osmosis (Holdings) Limited, a UK-based sustainable investment manager, Tikehau Capital, a global alternative asset management group, and Chocolate Pte Ltd., the operator of fintech group “Chocolate Finance”. Amova AM also holds a 49.90% stake in Tikehau Amova Investment Management Pte. Ltd., a joint venture focused on developing private asset investment strategies.

Ownership As at March 31, 2026, Amova AMA was a wholly owned subsidiary of Amova Asset Management Co., Ltd. (“Amova AM”), which in turn is majority owned by Sumitomo Mitsui Trust Group, Inc. (“SMT Group”).

Assets Under Management As at March 31, 2026, consolidated assets under management and advice of the Amova AM Group were approximately USD 271.5 billion. Of this, Amova AMA was responsible for USD 7,784,114,094 which can be broken down as follows: Regulatory AUM (in USD) Discretionary Assets

7,662,684,205

Non-Discretionary Assets

121,429,889

Total

7,784,114,094

Advisory Services In responding to the diverse needs of investors, the Amova AM Group offers both active and passive investment capabilities across equity, fixed income and alternative asset classes, with key strengths in multiple pan-Asian asset strategies. The Amova AM Group’s hybrid culture, experience and Asia-focused perspective offers crucial insights into understanding the nuances of opportunities and challenges within Asian markets. This informs investment decisions in a way that is extremely hard for nonlocal firms to emulate. Moreover, as a group, we have shown a deep commitment to the region, establishing a strong bench of investment expertise within these specialized markets. Our experience of investing and advising clients on Asian securities, broken down by region, is as follows:

Japanese Equities – since 1959 Asia Pacific ex Japan – since 1990 Emerging Asia – since 1994 China – since 2005 Multi Asset – since 2014 Global Equities – since 2014

Amova AM believes the best way of managing regional portfolios is to rely on the expertise of local professionals, based in the appropriate investment region. Portfolio managers and research analysts are highly experienced professionals, with in-depth knowledge of their own markets, as well as cultural and political aspects impacting them. The skills and expertise of each team is combined and brought together to offer specialist regional asset management services. As a result, mandates may be sub5

delegated to specialist investment teams at Amova AM Group affiliates in Tokyo, Singapore, Hong Kong, Edinburgh, London and New York. Additionally, on a non-discretionary basis, Amova AMA may receive research or model portfolio construction from certain third-party sub-advisers for applicable portfolios managed by Amova AMA. Amova AMA also offers outsourced chief investment officer (“OCIO”) services as part of advisory services provided to certain institutional clients. Additionally, the Amova AM Group also provides sub-advisory services. These services are offered as a means of accessing products managed by leading asset managers world-wide. Services are primarily provided to individual and institutional investors (“clients”), through investment companies or other pooled investment vehicles, including mutual funds, closed-end investment companies, Japanese Investment Trusts, unit investment trusts, collective investment trusts, private companies, hedge funds or offshore funds (“pooled investment vehicles”), and separate (segregated) accounts. Amova AMA manages portfolios in accordance with the specified guidelines and objectives of each individual client. In this regard, clients may impose restrictions on investing in certain securities or types of securities. Services may also be limited by legal and regulatory requirements. Such restrictions will be clearly specified in investment management agreements, following consultations with clients, and will consider the impact of the proposed restriction of the investment strategy, relevant laws and regulatory requirements.

This Brochure is intended for use by U.S. retirement plan sponsors, endowments, foundations, and other institutional investors. Accounts are generally subject to a minimum account size, which may be waived by Amova AMA. Generally, Amova AMA’s fee arrangements are based on a percentage of the market value of assets under management or advisement, although Amova AMA may also charge performance-based fees, flat fees, or apply other alternative fee structures, subject to applicable law. The specific fee arrangements with respect to any given account are negotiable on a client-by-client basis. When determining appropriate fees, Amova AMA may take into account, among other things, the account’s investment strategy, whether the account is a discretionary account, the level of servicing required by the account and the scope of Amova AMA’s relationship with the client and its affiliates across all accounts and strategies. Amova AMA generally bills clients quarterly in arrears. Separate account clients are responsible for third party expenses associated with managing the account including, but not limited to, for example, brokerage commissions, ticket charges and other fees. Amova AMA’s brokerage practices are discussed in Item 12 of this Brochure. The allocation of these expenses will be made in accordance with the agreement in place between Amova AMA and the separate account client. Amova AMA does not generally select account custodians on behalf of separate account clients or serve as the custodian of separate account client account assets. Clients will be responsible for charges imposed by custodians, such as custodial fees. Generally, Amova AMA’s investment advisory agreements provide that either party may terminate the agreement upon a mutually agreed time upon prior written notice. Upon termination, clients pay the pro-rata portion of fees through the effective date of termination.

Investment advice is based on the objectives and terms set out in individual client investment management agreements, relevant fund prospectuses or offering memoranda.

Methods of Analysis The Amova AM Group’s commitment and dedication to investing on behalf of its clients is reflected throughout the organization. It is evidenced not only by the organization structure, but also by the intensity of our research efforts and the disciplined nature of our investment and risk control processes. Specialist teams throughout the Amova AM Group’s global network are dedicated to providing analysis on macro-economic factors, specific asset classes, strategies and styles, as follows: Macro-Economic Analysis: The Global Investment Strategy Committee provides macro-economic insight on factors influencing markets, working in conjunction with investment professionals throughout the Amova AM Group’s global network. The Investment Committee is comprised of senior investment professionals based in Tokyo, London, Edinburgh, New York, and Singapore who meet at least on a quarterly basis to discuss market scenarios and produce a global outlook document. Equity Research: Equity analysts are assigned responsibilities based on geographic regions, sectors or investment styles. The Amova AM Group’s general approach focuses on fundamental bottom up analysis; although it will vary depending on specific requirements of the investment strategy pursued and is tailored accordingly. Investment teams and research analysts have an integral relationship that adds value to uncovering and responding to investment opportunities quickly. Communication efforts are designed to ensure that analysts fully understand the investment philosophy and research requirements of investment teams as well as the current view of individual portfolio managers. Analysts and portfolio managers are grouped together both organizationally and physically, which builds teamwork and solid understanding. Through constant two-way communication and discussions regarding company views and portfolio holdings, analysts seek to maximize their contribution to the investment process.

Fixed Income & Currency Analysis: Dedicated credit and currency analysts use various models and tools, some of which have been developed in-house, to carry out detailed analysis. The Amova AM Group provides broad coverage of global fixed income markets and currencies with consideration to the following factors:

Macro Fundamentals: Underlying economic outlook on a country by country basis, including medium term growth prospects, fiscal policy, government debt levels, progress on reforms, current account/trade position and the political environment.

Interest Rates: Combining positive fundamental analysis with attractive interest rates to provide a strong total return, taking into consideration short and long term market rates and future monetary policy direction versus market expectation.

Market Liquidity: Market accessibility and the ease of obtaining/building a position.

Investor Positioning/Relative Performance: How investors are currently positioned: Has there been an increase in the amount of foreign buying? How sustainable is it? Is it speculative or foreign direct investment related? How has the currency performed relative to other currencies?

Quantitative Analysis: A dedicated team develops and maintains quantitative tools and models, based on the latest academic theories, to support Amova AM’s quantitative investment approaches. Providing sophisticated risk and market analysis, high level quantitative technology is connected directly to investment processes and are reflected in many of Amova AM’s products. Performance Analysis: Performance is analyzed both quantitatively and qualitatively, using a combination of proprietary and third party tools and models, to ensure assets are being appropriately managed in-line with specific investment strategies, guidelines and risk levels.

Investment Strategies To respond to the diverse needs of investors, the Amova AM Group offers both active and passive global investment capabilities across equity, fixed income and alternative asset classes with key strengths in Asian products. This includes (but is not limited to), the following strategies in the chart below:

Risk of Loss Investing in securities involves a risk of loss that clients should be prepared to bear. The value of investments and the income from them may go down as well as up and investors may not get back the original amount invested; past performance is not a guide to future results. Even when the value of the securities sold is greater than the price paid, there is a risk that the appreciation will be less than inflation. For the majority of accounts managed, Amova AMA aims to hold diversified positions to minimize risk levels. However, it may concentrate holdings in industries, geographic regions or companies which, in light of investment considerations, market risks and other factors, it believes may provide the best opportunity for attractive risk adjusted returns. The concentration of assets may subject clients to a greater degree of risk. Securities, especially denominated in foreign currencies are also exposed to country risk, foreign exchange risk and where the market size or trading volume is small, portfolios may be subject to unexpected losses from being unable to sell portfolio holdings at expected prices. For a full and complete list of other relevant risks that may be inherent to certain products or strategies, please refer to applicable disclosures within the respective offering and disclosure documents, as may be appropriate.

Amova AMA’s clients generally include institutional investors, such as corporations, pension funds, investment companies, trust banks, charitable organizations, government agencies and funds, supranational organizations, as well as pooled investment vehicles including Japanese Investment Trusts and Amova AMA’s group affiliates. Amova AMA may also engage affiliates or non-affiliated third parties as sub-advisers, who may be delegated either full discretionary trading authority or non-discretionary related services (i.e., research, model portfolio construction, etc.). Minimum investment amounts vary depending on the product type, strategy and distributor (where appropriate). The minimum amount required to open an investment advisory account is determined by Amova AMA on a case-by-case basis, relying on a number of factors including, but not limited to, the types of investments to be made for the account.

Where Amova AMA enters into performance-based fee arrangements with qualified clients, fees will be negotiated on an individual basis and structured in accordance with Section 205(a)(1) of the Investment Advisers Act of 1940 (the “Advisers Act”) (in accordance with available exemptions thereunder, including the exemption set forth in Rule 205-3).

Performance based fee arrangements may create an incentive for Amova AMA to recommend certain investments, which may be riskier or more speculative than those which would have been recommended under a different fee arrangement. Such arrangements also create an incentive to favor higher fee-paying accounts over other accounts, in the allocation of investment opportunities. Amova AMA’s policies and procedures are reasonably designed and implemented to ensure that all clients are treated fairly and equally, to prevent this conflict from influencing the allocation of investment opportunities between clients. Certain controls are also implemented to ensure that all accounts are managed in line with client objectives and guidelines, which further mitigates such risk.

Amova AMA is part of a large, global financial services company and, as such, has relationships and affiliations with many other entities engaged in the financial industry. Amova AMA is a wholly owned subsidiary of Amova AM, which in turn is majority owned by SMT Group, which comprises various subsidiaries, including other banking and financial services companies. Amova AMA may have relationships with or enter into transactions with these companies, which could create actual and perceived conflicts of interest. In order to address any actual or perceived conflicts of interest, the Amova AM Group has established a variety of policies and procedures, including “Conflict of Interest Control Regulations”. Key components of these regulations include, but are not limited to: (i) identification of types of potential conflict of interest transactions; (ii) method of conflict of interest control; and (iii) internal control systems.

Exempt Commodity Trading Advisor Amova AMA is an exempt Commodity Trading Adviser under Rule 4.14(a)(10).

Broker-Dealers Amova AMA may place orders on behalf of its clients with affiliated broker-dealers, therefore, an actual or apparent conflict could arise. To manage such potential conflicts, Amova AMA will obtain prior client consent and/or disclose these transactions to clients. Furthermore, Amova AMA has established broker-dealer selection guidelines and a best execution policy to ensure that it places the interests of clients above its own when selecting broker-dealers and pursues best execution when making trading decisions. Certain personnel of Amova AMA are also registered representatives of a third-party unaffiliated U.S. registered broker-dealer for which certain services are provided in respect of marketing and solicitation of certain Amova AMA or Group funds.

Investment Companies or Funds Amova AMA provides investment management services to investment companies or funds, including those managed by Group affiliates. Amova AMA discloses that it is a related person of these investment companies or funds for which it provides investment management services. The provision of investment management services to multiple investment companies or funds could result in a conflict of interest when multiple investment companies or funds are interested in the same investment opportunity or in transacting in the same security. Amova AMA has adopted trade aggregation and allocation policies and procedures to manage such potential conflicts.

Other Investment Advisers Amova AMA has relationships or arrangements with the following affiliated investment advisers under the Advisers Act: Amova Asset Management Co., Ltd., Amova Asset Management UK Limited and Amova Asset Management Asia Limited (“Affiliates”). From time to time, Amova AMA may, with prior client consent, and to the extent permitted by applicable law, delegate some or all of our responsibilities, duties and authority under an investment management agreement to one or more of our Affiliates. Affiliates may also provide investment management services as an adviser or a sub-adviser to clients of other affiliated and unaffiliated advisers. Amova AMA acts as sub-adviser to certain Affiliates and certain affiliated non-U.S. registered funds. In

addition, Amova AMA may also engage and provide certain services, such as, marketing, distribution, due diligence, consulting, OCIO, research, trade execution, product development and other initiatives including on behalf of its Affiliates.

Banking or Thrift Institutions Sumitomo Mitsui Trust Bank, Limited (“SMTB”), which is a subsidiary of SMT Group, serves as distributor for several of Amova AM’s pooled investment vehicles. SMTB may provide administrative, custodial and other services to Amova’s products and clients. Amova AM may have an incentive to appoint affiliated banking institutions as trustees for its Japanese Investment Trusts. For U.S. clients, the selection of custodians is the responsibility of the client, not Amova AM. Whenever Amova AM appoints a custodian, such as for a Japanese Investment Trust, it conducts due diligence on that institution, negotiates armslength arrangements and fully discloses the affiliation to the client.

Amova AMA is committed to upholding the highest standards of business ethics and conduct. We are proud of this commitment and consider it fundamental to earning and maintaining the trust of our clients and prospective clients. Amova AMA operates under a Code of Ethics and Business Conduct (the “Code”) that complies with Rule 204A-1 of the Advisers Act. The Code serves to emphasize our commitment to upholding the highest standards by setting forth basic principles of business ethics and conduct that apply to all directors, officers and employees. Chief among the commitments set forth in the Code is our commitment to fulfil our fiduciary duty to our clients. The Code also incorporates Amova AM Group’s Personal Trading Policy (the “Policy”). The Policy is guided by the principle that, as a fiduciary entrusted with the management of client assets, our foremost concern is, and must always be, to protect the interests of our clients. The Policy aims to effectuate this principle by establishing a framework for managing personal trading by directors, officers and employees that protects the interests of our clients, while permitting responsible investing by our directors, officers and employees. Key components of our personal trading policy include: (i) prohibitions and restrictions on certain types of transactions; (ii) preclearance requirements that allow the appropriateness of the proposed transaction to be assessed prior to permitting a transaction; and (iii) reporting requirements that allow Amova AMA to monitor trading activity and review transaction histories in order to assess compliance with the Policy. Amova AMA will provide a copy of the Code to any client or prospective client upon request at no charge. Please see the section of this Brochure entitled “Other Financial Industry Activities and Affiliations” for a discussion of Amova AMA’s affiliations with other Amova AM Group entities and how those affiliations may affect clients of Amova AMA.

Broker-Dealer Selection and Best Execution Amova AMA has a fiduciary duty to place the interests of clients above its own or any third party when selecting broker-dealers and placing trades for client portfolios. Accordingly, Amova AMA has adopted a Counterparty Risk Management Policy, Global Best Execution Policy and Global Trading Policy, in accordance with which, the Risk Management Division assesses and monitors counterparty risk and determines whether to commence or continue trading with the broker-dealer and reviews risk limits where necessary. When assessing a broker-dealer, Amova AMA may consider credit, operational, and reputational risk, as well as other appropriate investment factors, in addition to compliance with external regulatory requirements. Amova AMA's Global Best Execution Policy establishes principles and standards to be followed when trading as a fiduciary on behalf of clients or pooled investment vehicles in order to achieve best execution. This is defined as the most favorable overall result for the client under the circumstances, taking into account the following execution factors: price, costs, speed, likelihood of execution and settlement, size, nature or any other consideration relevant to the execution of an order.

Key components of Amova AMA’s Global Best Execution Policy include: (i) procedures for broker-dealer selection and order placement; and (ii) the prohibition of transactions involving inherent conflicts.

Amova AMA does not recommend, request or require that a client directs transactions to be executed through a particular broker-dealer. In general, Amova AMA permits clients to establish directed brokerage arrangements if they desire, although Amova AMA may limit the circumstances under which it will participate in these arrangements. To the extent Amova AMA is required to satisfy the conditions of any pre-determined criteria, this may restrict or limit Amova AMA’s ability to select certain brokers it believes may be most appropriate under certain circumstances and transactions, which may have an impact on overall execution. In such directed brokerage arrangements, the client should recognize that it may restrict or prevent Amova AMA from obtaining best execution, which may cost the client more money; Amova AMA may not be able to obtain as favorable a transaction price or commission rates as might otherwise be available. Moreover, in a directed brokerage arrangement, the client may forego benefits by limiting Amova AMA’s ability to aggregate trade orders with those of other clients, thereby missing opportunities to lower commissions and/or transaction costs. Likewise, directed brokerage arrangements may also result in directed trades being executed after trades for other funds or accounts, which can result in inferior prices for that client.

Soft Dollars In the ordinary course of business, Amova AMA receives research reports from broker-dealers and considers factors such as the usefulness and amount of the research as part of its broker-dealer evaluation and execution process. Except for the research acceptance mentioned above, Amova AMA will not receive or enter into any soft dollar arrangements.

Trade Aggregation and Allocation Amova AMA may group orders to obtain economies of scale that may be available on larger transactions, where:

It has been determined that an investment decision is appropriate for each participating portfolio; and

It is consistent with the terms of individual investment management agreements, applicable laws and industry association rules.

Moreover, transactions are not aggregated unless they are consistent with the duty to seek best execution and in alignment with any client directives or mandates in fulfilment of Amova AMA’s fiduciary duty. This policy applies to all types of investments and no client is favored over any other when orders are aggregated, notwithstanding any client-imposed limitations or restrictions that might exist under a directed brokerage or similar arrangement as described above. Where orders are partially filled, allocation will typically be made on a pro rata basis.

From time to time, Amova AMA and its affiliates may pay solicitation or referral fees to persons who introduce clients to Amova AMA or to pooled investment vehicles managed by Amova AMA. These fees are disclosed to the client and governed by written agreements, as permitted by Rule 206(4)-1, under the Advisers Act, as amended (the “Marketing Rule”, effective November 4, 2022).

Registered investment advisers are required to disclose all material facts regarding any legal or disciplinary events that would be material to your evaluation of Amova AMA or the integrity of its management. Amova AMA and its management have no such events to report. However, a complete list of disciplinary events relating to Amova AMA and its affiliates may be found in Item 11 “Disclosure Information” of Amova AMA’s Form ADV Part 1A, which may be accessed at https://www.adviserinfo.sec.gov.

Monitoring Amova AMA conducts regular daily, weekly and quarterly reviews as part of its general monitoring processes, in addition to adhoc reviews, as necessary. Accounts and Portfolios are reviewed by the Investment Management, Risk Management and Compliance Departments. The Investment and Risk Management Departments monitor portfolios across a number of risk factors, including (but not limited to), liquidity, market, and credit risk. The Compliance Department also monitors portfolios to assess whether they are being managed in accordance with applicable investment guidelines and restrictions. Any issues identified or that may arise are reported to the client, Amova AMA Risk Committee and the Board of Directors, as appropriate. The Amova AMA Risk Committee meets on a quarterly basis and has a reporting line to the Amova AMA Board of Directors as well as Amova AM’s Risk Oversight Committee. Additionally, the Amova AMA Compliance Department also reports to Amova AMA’s Board of Directors on a quarterly basis as well as to Amova AM’s Compliance Oversight Committee.

Reconciliation Reconciliation is carried out on an ongoing basis for accounts managed by Amova AMA. Statements are received from a client’s custodian and are reconciled to Amova AMA’s records. Reconciliation of cash statements is undertaken at least monthly, but may occur more frequently (i.e. every time there are cash movements in a portfolio). During the reconciliation process, if any discrepancies are found, they are fully investigated, addressed and resolved, with full documentation.

Client Reporting Amova AMA may produce periodic commentary, statements, and investment review reports in writing (typically on a monthly and/or quarterly basis), as applicable for a client in accordance with the requirements set out in individual investment management or advisory agreements.

Statements Periodic statements may include details of purchases and sales during the period, securities and cash holdings, performance, realized/unrealized gains/losses, dividend and corporate actions.

Investment Review Reports In line with specific client requirements, investment review reports may include (but not limited to):

Performance overview for the relevant period and since inception Financial Market Review Summary of investment activity Details of largest transactions undertaken during the reporting period Summary of portfolio characteristics at the end of the reporting period Commentary on the top positive/negative contributors to performance Performance attribution Market outlook Investment policies Overview of relevant stewardship activities, including proxy voting results for the reporting period ESG reporting including ESG and carbon metrics, where appropriate

Amova AMA and certain affiliates may act as managing member, general partner, trustee, and/or sponsor to certain pooled investment vehicles subject to compliance under the US Custody Rule 206(4)-2, as amended. In such cases, Amova AMA shall rely on the Audit Provision of the Custody Rule. The Audit Provision requires that investors receive audited financial statements within 120 days of fiscal year end. Clients should receive at least quarterly statements from broker-dealers, banks or other qualified custodians that hold and maintain client investment assets. Amova AMA urges its clients to carefully review such statements and compare official

custodial records to account statements provided by Amova AMA. Variations may occur based on accounting procedures, reporting dates, pricing sources, time periods or valuation methodologies of certain securities. Clients are required to appoint qualified custodians who are responsible for the safe custody of investments and money, settling transactions and registering investments.

Amova AMA usually receives discretionary authority from a client at the commencement of an advisory relationship to select securities and the amount to be bought or sold. In all cases, however, such discretion is exercised in a manner consistent with the stated investment guidelines for a particular portfolio. Clients may, at their discretion, place limits on Amova AMA’s trading authority. When selecting securities and determining amounts, Amova AMA observes the investment policies, limitations and restrictions (i.e. investment management agreement) of the client for which it is acting. To the extent Amova AMA trades on behalf of registered investment companies, Amova AMA’s authority to trade securities may be limited by certain federal securities and tax laws that require, among other things, diversification of investments and favor the holding of investments once made. Investment guidelines and restrictions must be provided to Amova AMA in writing.

Amova AM Group views the exercise of voting rights as part of its fiduciary responsibility and an important part of the value of an investment, which should be constructively used in a clients’ best interest. Furthermore, the Group also believes from a longterm perspective, such action can contribute to the growth of investor assets. Voting rights are exercised solely for the benefit of the client from an independent standpoint and Amova AM Group does not vote for the benefit of third parties or itself. As a result, Amova AM Group has established corporate governance principles by which it seeks an invested company to abide with. By exercising voting rights in accordance with these principles, Amova AMA aims to encourage companies to operate in a manner consistent with shareholder interests over the long-term. Amova AM’s Stewardship and Proxy Voting Committee is responsible for examining resolutions in accordance with the firm’s “Guidelines for the Exercise of Voting Rights” (“Guidelines”). Additionally, Amova AMA’s Proxy Voting Committee reviews its proxy voting policies and guidelines periodically for adequacy and that the Guidelines are formulated reasonably and implemented effectively so that voting rights are exercised in the best interest of clients. Voting activity is conducted in accordance with the Guidelines and where a resolution is regarded as being against the interests of a client, Amova AM Group will either oppose the resolution or abstain from voting, based on what is most appropriate and effective. Where appropriate, advice may also be sought from experts, internally and/or externally, for additional analysis or detail. Amova AMA also engages an independent third-party proxy voting service vendor to assist with its fiduciary obligations in respect of voting client securities. Screening criteria for examining resolutions has also been determined as an aid to assessing the reliability of management and necessity of conducting further appraisals. Criteria includes (but is not limited to): 1. 2. 3. 4. 5.

Level of return of equity (ROE) and return on assets (ROA) and past fluctuation Degree of shareholder return Occurrences of misconduct Any adverse opinion from an accounting auditors Any non-public takeover offers

When clients present Amova AMA with their own policies on voting instructions, Amova AMA will provide its guidelines for discussion and may make subjective adjustments, as required.

When conducting analysis, appropriate engagement or exercising voting rights, for example, if Amova AMA invests in an affiliated company, a supplier or a client (including companies with connections to a client), the possibility of conflicts of interest cannot be ruled out. Amova AMA has established appropriate risk management and compliance frameworks to determine that the interests of clients and beneficiaries are the top priority and that such conflicts of interest are appropriately managed if they arise. Amova AMA aims to address and mitigate the occurrence of any conflicts of interest in compliance with Amova AM Group's internal regulations. With regard to Amova AMA's exercising of voting rights, if there exists the possibility of a conflict of interest arising pursuant to Item 4 of Article 3 of the Company's Guidelines on Exercising Voting Rights, considerations are undertaken to determine Amova AMA’s decision making is objective, as part of the overall assessment of its Proxy Voting Committee. Proxy voting reports are provided to clients on a periodic basis or upon request. Amova AM’s Group Guidelines are available upon request. Clients may obtain a copy of Amova AMA’s proxy voting policies and procedures by contacting in writing to: Attn: Compliance Department 605 Third Avenue, 38th Floor New York, NY 10158 Or, by email to: USCOMPLIANCE@AMOVA-AM.COM

Amova AMA is required to provide certain information or disclosures about the firm’s financial condition. In this respect, Amova AMA has no financial commitment that impairs its ability to meet contractual and fiduciary commitments to clients and has not been the subject of a bankruptcy proceeding.