Fiera Capital (UK) Ltd

Fiera UK was incorporated in 1995 and is authorised and regulated by the UK Financial Conduct Authority, FRN 172999, and is authorised to undertake activities as dictated by its 'Scope of Permissions' as well as being registered as an investment adviser in the United States with the SEC under Section 203(c) of the Investment Advisers Act of 1940, as amended (the “Advisers Act”). Its principal place of business is in London, UK. As of December 14, 2016, Fiera Capital (Europe) Limited (‘FCEL’) became a wholly owned subsidiary of Fiera Capital Corporation (“FCC”), a publicly traded company listed on the Toronto Stock Exchange under the symbol FSZ and located in Montreal, Quebec, Canada. FCEL is the 100% owner of Fiera UK. Fiera UK provides investment management and advisory services. Fiera UK also undertakes marketing activities and acts as share distributor for certain funds managed by the FCC group. The principal activity of Fiera UK is investment management in global, emerging and frontier markets, providing a range of investment management and advisory services. Fiera UK does not provide services to retail investors. Services provided are tailored according to the needs of each of each client and as specified by each investment mandate and where applicable as set out in a fund’s offering document or client’s investment guidelines. Fiera UK does not participate in wrap fee programs. Fiera UK has an arrangement with Oaks Asset Management LLP (Oaks) for the secondment of investment staff from Oaks. Seconded staff are subject to all of Fiera UK’s compliance policies and are subject to the general oversight, control, and discipline of Fiera UK. Fiera UK has evaluated any potential conflicts of interest arising from this arrangement and has implemented controls in order to mitigate such conflicts. As of 31 December 2025, Fiera UK managed $4,989,288,298 on a discretionary basis in respect of pooled investment vehicles and $0 on a non-discretionary basis. Fiera UK had $976,840,365 in assets under advisement through other affiliated investment advisers.

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Fiera UK is generally paid a fee equal to a specified percentage of the assets of a client’s portfolio. Fiera UK additionally receives a performance fee from some, but not all clients. Clients may also bear reasonable adhoc expenses. Fees and expenses are agreed with each client and vary between clients. Fiera UK may appoint sub-distributors for the purpose of introducing potential investors into funds managed by the FCC group, via a contract which defines a fee rebate payable to the sub-distributor or the investor, as applicable. Fiera UK charges only investment management fees and, where relevant, performance fees. Client fees and expenses are charged as set out in the relevant investment management agreement or offering memorandum. Clients are not required to pay fees in advance. As disclosed in Item 14, distribution professionals are compensated through a combination of base salaries and discretionary bonuses linked to the individual’s achievement against key performance indicators and Fiera’s overall growth and profitability targets. Please refer to Item 14 for more information.

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Fiera UK manages client assets using a bottom-up stock picking process that relies on intensive, on-theground qualitative research and disciplined, price-focused financial modelling. This investment process draws heavily upon the experience and expertise of Fiera UK’s portfolio managers and analysts. Fiera UK manages global, emerging market and frontier assets using a variety of investment strategies designed to meet the needs of its clients. Most strategies are equity-based, though there may be some exposure to property and bonds. Equity strategies include a range of UCITS compliant mutual funds as well as a long/short hedge fund. Investing in global, emerging and frontier markets involves risks that client should be prepared to bear. Detailed information is generally given in the relevant prospectus or investment management agreement. Investors are however exposed to the following risks. Administrative Risk Administrative Risk is the risk that the operational structures and procedures put in place to ensure adherence to an investment mandate fail. The Compliance Department monitors this using daily reports that detail any potential breaches. All breaches are monitored closely and followed up systematically. Order generation, execution and settlement are segregated functions. Any order generated is processed and checked for compliance, availability, and liquidity issues. An analyst within Fiera UK then reviews and agrees an order before it is passed to the trader who then executes the trade. Market Risk Market Risk is the risk that unforeseen developments in the financial markets or elsewhere have a negative impact on investment performance, as a result of speed, severity, or other factors. Members of the investment team review market conditions on a regular basis to assess whether any changes are required to stock price targets or portfolio construction. Portfolio Risk Portfolio risk concerns portfolio construction and the likely variability of the return generated by the portfolio, often with respect to a stated benchmark. This is the responsibility of the Portfolio Risk Team.

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AI Risk The ongoing development of artificial intelligence and machine learning (together “AI”), such as Microsoft’s Copilot, could pose risk to Fiera UK’s clients and funds if utilized. Additionally, there is a risk that proprietary firm data could be utilized by AI, without Fiera UK’s knowledge or consent. Currently, Fiera UK does not utilize AI for portfolio management, making investment-related decisions or marketing. However, this does not mean that Fiera UK could be immune from third-party service parties who utilize AI as part of the services they provide. Such use cases may be unknown to Fiera UK and would thus prohibit Fiera UK from being able to control the manner in which AI is applied to services it is receiving. Further, it would be difficult to ascertain a third-party’s ingestion of our firm related data for use in their AI application. This could result in confidential information being distributed to other third parties without Fiera UK’s knowledge or consent. Such utilization and disbursement of our firm related data and materials could result in conflicts of interest and would be a violation of our Material Non-Public Information policies and could also be a violation of other policies and agreements such as NDA’s. By its very nature, AI is reliant on the analysis of large sets of data that it collects and the ability to analyse and incorporate what has been deemed to be relevant to provide constant and accurate results is not currently possible. The resulting inaccuracies and flawed conclusions resulting from such data, which may be material in nature, could have adverse effects on Fiera UK and its clients. Fiera UK understands the shortcomings of AI and continues to evaluate its business use. As AI continues to develop, Fiera UK continues to evaluate the use cases and risks (e.g. compliance, legal and regulatory) of AI and will update and introduce policies and procedures when applicable and provide training to staff.

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Fiera UK provides investment advisory and investment management services to or for pooled investment vehicles. This includes through investment management agreements with other investment advisers and managers, which may include pension/profit sharing plan clients (but not the plan participants). Fiera UK does not provide advice or other services directly to retail investors, though its institutional clients may deal directly with retail investors and managed funds may have share classes appropriate for retail investors.

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Fiera UK charges a performance-based fee to certain clients. Performance-based compensation could create an incentive for Fiera UK to make investments that are riskier or more speculative than would be the case in the absence of the performance-based compensation. In addition, the performance on which performance-based compensation is calculated will include unrealized appreciation and depreciation of investments that may not ultimately be realized. Where portfolios are managed in accordance with the same strategy, strict controls are in place to ensure that all portfolios are managed, and in particular that all investment decisions are applied, equitably without regard to charging structure. Fiera UK has in place a written policy on the allocation of aggregated orders that is consistently applied.

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Fiera UK has certain relationships or arrangements with related persons that are material to its advisory business or its clients. A description of these relationships is provided in more detail below. Fiera UK has adopted policies and procedures reasonably designed to appropriately prevent, limit, or mitigate conflicts of interest that may arise between it and its related persons. Please refer to Item 11 for more information on conflicts of interest and corresponding controls designed to prevent, limit, or mitigate such conflicts. Fiera UK provides investment management and/or advisory services to related persons as follows: •

FCC is an investment management firm located in Canada and is a publicly traded company listed on the Toronto Stock Exchange under the symbol FSZ. FCC is a related person of Fiera UK through indirect ownership. Fiera UK has entered into an agreement with FCC pursuant to which Fiera UK is appointed as sub-advisor to provide services in respect of certain clients and investment funds to which FCC is appointed as portfolio manager and/or investment adviser. Such assets are calculated as assets under advisement.

•

Fiera Capital Inc. (“FCI”) is registered as an investment adviser with the SEC with its principal place of business located in New York, NY, organized under the laws of Delaware. FCI is a related person through common ownership by FCC. Fiera UK has entered into a Sub-Advisory Agreement with FCI pursuant to which Fiera UK is appointed as sub-adviser to provide services in respect of certain accounts to which FCI is appointed as investment adviser. Such assets are calculated as assets under advisement.

•

Fiera UK also serves as a share distributor for certain managed funds and Fiera UK may assist other FCC group companies in the promotion of certain strategies and investment vehicles within Europe. Except to the extent that such activity is restricted by an advisory client or private fund or is inconsistent with applicable law, Fiera UK uses the services of and may work alongside appropriate personnel within the FCC group; and

•

Fiera Capital (Asia), L.P., located in the Cayman Islands, Fiera Capital (Asia) Singapore Pte.Ltd., located in Singapore, and Fiera Capital (Asia) Hong Kong Limited, located in Hong Kong (“Fiera Asia”), are each an exempt reporting adviser and are related persons through common ownership by FCC. Fiera UK’s Chief Compliance Officer is the Head of Compliance, EMEA & Asia.

Fiera UK has adopted policies and procedures reasonably designed to appropriately prevent, limit, or mitigate conflicts of interest that may arise between Fiera UK; its affiliates; and clients..

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Fiera UK’s Code of Ethics and Personal Account Dealing Policy governs the personal securities transactions of its personnel. Clients

or

prospective

clients

may

contact

the

Compliance

Department

by

emailing

compliancegroupeurope@fieracapital.com to request a copy . Fiera UK restricts its personnel from trading in securities that are being considered for purchase or sale for a client and requires personnel to obtain pre-clearance of securities transactions and the reporting of personal securities holdings and transactions periodically. If a member of personnel wishes to purchase or sell stock held by any of Fiera UK’s clients, a clear time separation must be demonstrated between any dealing on behalf of the client and the trade by the member of personnel before approval will be considered. The best interest of the client always takes precedence. The Code of Ethics contains other provisions required by Rule 204A-1 under the Advisers Act and describes the fiduciary obligations of Fiera UK and its personnel and requires Fiera UK’s personnel to comply with applicable federal securities laws and to report any violations to Fiera UK’s Chief Compliance Officer.

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a) Broker Selection • Fiera UK maintains a list of approved brokers. • Fiera UK uses only the brokers on this list, which it reviews regularly. • Fiera UK requires its counterparties to be creditworthy and approves brokers on this basis. • Broker exposure is monitored. • Fiera UK operates a system of transaction cost analysis to assess broker performance and may target commissions with selected brokers. • In determining which broker to use for a specific trade, Fiera UK operates a policy of best execution, taking into account such factors as price, order size, likelihood of execution and settlement, speed, and costs. Where Fiera UK executes orders in shares of less liquid companies, the ability to execute the order in the required volume is often the key factor determining execution. In practice this may mean that only a single broker is capable of delivering the required volume. b) Soft-Dollar Arrangements Fiera UK does not undertake any soft-dollar arrangements. c) Brokerage for Client Referrals Fiera UK does not consider client referrals from brokers when selecting brokers. d) Directed Brokerage Fiera UK does not accept directed brokerage. If any client recommends the use of a specific broker, that broker will only be used if such use is consistent with the policy of best execution. e) Trade Aggregation Fiera UK aggregates trades for the benefit of its clients. Aggregated trades are allocated according to a policy that aims to be equitable for all clients. Allocation is determined before trading.

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Fiera UK does not compensate unaffiliated third parties for referring advisory clients. Certain employees may however be compensated where responsible for helping Fiera UK to obtain new clients and for raising assets through investors in private funds and pooled investment vehicles. As confirmed in Item 5, Fiera’s distribution professionals are compensated through a combination of base salaries and discretionary bonuses linked to the individual’s achievement against key performance indicators and Fiera’s overall growth and profitability targets. Outside the United States, Fiera UK has appointed sub-distributors for the purpose of introducing potential investors to managed funds via a contract which defines any fee e.g. management fee rebate payable to the sub-distributor calculated on a case by case basis.

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There are no legal or disciplinary events in the past 10 years that would be material to the evaluation of Fiera UK’s advisory business or the integrity of Fiera UK’s management.

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a) Client Account Reviews Portfolio managers within Fiera UK, continuously monitor and review client portfolios as part of an effective investment management process. b) Client Reports Institutional clients generally receive monthly, quarterly, and/or annual written performance reports; the frequency and nature of any reporting usually forms part of the relevant investment management agreement. Regular monthly reporting is available for private funds.

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Fiera UK does not take custody of the assets belonging to clients.

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Levels of investment discretion are clearly defined in the investment management agreement with a client. Fiera UK generally manages client assets on a discretionary basis, though certain investment advice may be provided on a non-discretionary basis. Clients may impose restrictions, limitations, or other requirements.

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Fiera UK has adopted a Proxy Voting Policy designed to ensure that Fiera UK votes proxies with respect to client securities in the best interests of its clients. Fiera UK uses a third-party proxy administrator, to assist it in coordinating and voting proxies with respect to client securities. Fiera UK also identifies and acts appropriately upon identification of any conflicts. Clients may obtain a copy of the Proxy Voting Policy and information about how Fiera UK voted a client’s proxies

upon

request

to

the

Compliance

Department

by

e-mailing

compliancegroupeurope@fieracapital.com.

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Fiera UK does not suffer any financial condition that is reasonably likely to impair its ability to meet contractual commitments to clients.

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