Beutel, Goodman & Company Ltd.: investment adviser

Principal Ownership Beutel Goodman’s principal owners are the Beutel Goodman Voting Trust and Affiliated Managers Group, Inc. (“AMG”). Beutel Goodman Voting Trust is composed of a group of over 100 current and former employees of Beutel Goodman and holds as a group a 51% interest in Beutel Goodman. Affiliated Managers Group, Inc. (Prides Crossing, MA, U.S.A.), a publicly-traded asset management company (NYSE:AMG), holds a minority 49% position through its indirect ownership interest in AMG Canada Corp. (Toronto, Ontario) and First Asset Capital Management III Inc. (Toronto, Ontario), Canadian-based financial services holding companies. AMG also holds equity interests in other investment management firms (“AMG Affiliates”). Further information on AMG and AMG’s Affiliates is provided in Item 10. Advisory Services Beutel Goodman is a discretionary investment manager specializing in portfolio management strategies for institutional investors. We also offer portfolio management for high net worth and retail investors, and sub-advise for certain investment funds domiciled in Canada, the U.S. and Ireland. In addition, the firm manages a family of public proprietary mutual funds. Beutel Goodman provides clients with access to the following asset classes: American Equity, Global Equity, International Equity, Canadian Equity, Canadian Fixed Income and US Fixed Income. Please see Item 8 for a description of Beutel Goodman’s strategies. As an asset manager for institutional and individual clients, Beutel Goodman recognizes that all of our clients are unique and that, therefore, their investment needs may be different. As such, we may modify our primary investment strategies, as necessary, to meet the goals that our clients specify, in an effort to accommodate the particular investment objectives and accompanying restrictions requested by our clients. At the commencement of the client relationship, each of our clients executes a discretionary investment management agreement, and sets forth their investment objectives, investment strategy and any investment restrictions that will be applicable to our management of the assets in the client’s account. Prior to the execution of the agreement, we review requested objectives and restrictions and work with the client as needed to refine these objectives and restrictions to both meet the client’s needs and provide us with sufficient discretion to properly invest the client’s assets.

Wrap Fee Programs “Wrap arrangements,” “wrap fee programs,” and/or “wrap fee accounts” involve individuallymanaged accounts for individual or institutional clients. The wrap fee accounts are offered as part of a larger program by a “sponsor,” usually a brokerage, banking or investment advisory firm, and managed by one or more investment advisers. Beutel Goodman has agreements with various wrap fee program sponsors through which Beutel Goodman’s services are offered as an investment option within the wrap fee program and, accordingly, Beutel Goodman provides investment management services to those clients who select Beutel Goodman as part of the program. As described in Item 5, the sponsor typically pays a portion of its program fee to Beutel Goodman for its services. Generally, Beutel Goodman’s management of wrap fee accounts and other accounts under the same investment strategy is consistent. Although we cannot necessarily offer the same level of portfolio customization to wrap fee accounts that is offered to other accounts within an investment strategy, we do offer our wrap fee sponsors the opportunity to customize their portfolios by imposing reasonable investment restrictions on their account. Beutel Goodman may be responsible for trade execution in some, but not all, wrap fee programs. When responsible for executing trades for our wrap fee program accounts, Beutel Goodman may trade with different broker/dealers than for our other accounts even when trading in the same security pursuant to the same strategy. When trading in our wrap fee accounts, and while Beutel Goodman continues to seek best execution when selecting brokers, trades for wrap fee program accounts are typically directed to the wrap fee program sponsor (or its designated broker/dealer), since brokerage commissions are included in the wrap fee. In such situations, Beutel Goodman may be required to trade a wrap fee program’s accounts separately from other accounts being managed within the same strategy. While directed brokerage is designed to benefit the wrap fee program account through lower trading costs, there may be some circumstances where directed trades do not receive the best price, or where dividing the trade into separate components may inhibit Beutel Goodman’s ability to obtain the same level of or as timely execution it may otherwise have been able to obtain if it had been able to execute the entire trade with one broker/dealer. Wrap program accounts also generally do not participate in new issues. Operational limitations with these types of accounts make trading away from the sponsor difficult. To the extent that Beutel Goodman trades away from the sponsor by placing trades with a different brokerage firm, the client will typically incur the costs associated with this trading, in addition to the wrap fees normally payable. Subject to these limitations, Beutel Goodman continues to employ methods, such as trade rotation and periodic brokerage review, in an effort to reduce the impact of these issues. Clients who enroll in these programs should satisfy themselves that the sponsor is able to provide best price and execution of transactions. Assets Under Management As noted above, as of December 31, 2025, Beutel Goodman’s client assets under management total (“AUM”) is US $36.11 billion. Please see Beutel Goodman’s Form ADV Part 1A – Item 5.F for more information.

Global Dividend Equities First $25 million 0.60% Over $25 million 0.55% World Focus Equities First $25 million 0.60% Over $25 million 0.55% Canadian Large Cap Equities 0.35% Canadian Equities including Small Cap 0.40% Canadian Dividend and North American Focus First $100 million 0.40% Over $100 million 0.35%

Fixed Income – FTSE Canada Universe and Long-Term Bonds First $25 million 0.200% Next $175 million 0.165% Next $200 million 0.100% Over $400 million 0.060% Short-Term Bonds First $25 million Next $175 million Next $200 million Over $400 million

0.150% 0.120% 0.060% 0.050%

Core Plus Bonds First $25 million Next $175 million Next $200 million Over $400 million

0.250% 0.175% 0.120% 0.075%

Private Client Group For Private Client Group clients, Beutel Goodman charges a portfolio management fee based on a percentage of assets under management. For the standard fee schedule, a fee of 1% per annum is charged on the first $1 million of assets under management, 0.75% per annum on the next $3 million and 0.50% per annum on the remainder, calculated based on the daily average balance of the market value of the investment portfolio and billed quarterly, and subject to a minimum fee based on the kind of account. A minimum of $1 million of assets under management is generally required for this service. Private Pooled Investment Vehicles Sponsored by Beutel Goodman Beutel Goodman sponsors various privately-offered pooled investment vehicles that may be offered to individuals in the United States, not institutions in the United States. These entities are neither registered under the Securities Act of 1933, nor registered under the Investment Company Act of 1940. Accordingly, interests in these funds are offered exclusively to investors satisfying the applicable eligibility and suitability requirements either in private placement transactions within the United States or in offshore transactions. No offer to sell these funds is made by the descriptions in this Brochure, and as noted these funds are available only to investors that are properly qualified. For Private Client Group pooled fund clients, certain management fees and operating expenses and other costs, inclusive of applicable taxes, may be paid directly by the funds to Beutel Goodman and not charged separately at the account level. Beutel Goodman reserves the right to waive some or all fees for certain investors in the funds, including for investors who are affiliated with Beutel Goodman. Fees for such services are generally set forth in the investment management agreement with the client. Mutual Funds Sponsored by Beutel Goodman Beutel Goodman currently advises several Canadian mutual funds sponsored by Beutel Goodman and known as the Beutel Goodman Managed Funds. The annual fees for mutual funds advised by Beutel Goodman are set forth in their public filings. Information concerning these funds, including a description of the services provided and advisory fees, is generally contained in each fund's prospectus, which can be found at www.beutelgoodman.com. General Information on Fees Notwithstanding this fee schedule, and subject to applicable laws and regulations, Beutel Goodman retains discretion over the fees that it charges to its clients, as well as any changes in its fee schedules. Fees may be negotiated in the firm’s sole discretion in light of a client’s special circumstances, such as asset levels, service requirements, or other factors. In some cases, Beutel Goodman may agree to offer clients a fee schedule that is lower than that of any other comparable clients in the same investment style. In addition, there may be historical fee schedules with longstanding clients that differ from those applicable to new client relationships. For comparable services, other investment advisers may charge higher or lower fees than those charged by Beutel Goodman. Advisory fees may be subject to a specified annual minimum; however, Beutel Goodman reserves the right to waive all or a portion of its management fee and negotiate minimum annual fees.

Fees for advisory services are generally billed separately either monthly or quarterly, in advance or in arrears, and are prorated to the date of termination if the client terminates their relationship with the firm. Fees are also prorated at the inception of the investment advisory agreement to cover only the period of time the account assets were under management. The fees charged to clients generally are computed as a percentage of the value of the assets under management. To calculate advisory fees, Beutel Goodman generally relies on prices provided by third-party pricing services, custodians, and/or broker/dealers or platform sponsors for purposes of valuing portfolio securities held in client accounts. Beutel Goodman may, on occasion, be required to “fair value price” a security when a market price for that security is not readily available or when Beutel Goodman has reason to believe that the market price is unreliable. When “fair value pricing” a security, Beutel Goodman will use various sources of information at its disposal to determine a fair price that the security would obtain in the marketplace if, in fact, a market for the security existed. For any fair value securities, Beutel Goodman maintains policies and procedures relating to the pricing process, in an effort to mitigate any conflicts of interest with respect to valuation. Fees for Specialized Accounts and Advisory Services Sub-advisory Arrangements Beutel Goodman has been engaged by certain investment advisers (including advisers to registered investment companies) to manage certain accounts of such advisers. In its capacity as “sub-advisor” to such accounts, Beutel Goodman’s fees and services are determined by contract with the adviser. The funds (or part of the funds) currently sub-advised by Beutel Goodman for funds that are qualified by prospectus and are therefore public mutual funds include: Brown Advisory – Beutel Goodman Large Cap Value Fund - U.S. Equities Canada Life Canadian Focus Value Fund (Quadrus) – Canadian Equities Canada Life – Canadian Value Balanced Fund (Quadrus) – Canadian Equites Counsel Canadian Value – Canadian Equities Educators Bond Fund - Universe Bond Educators Balanced Fund – Balanced Educators Brighter Future Bond – Fixed Income IG Beutel Goodman Balanced Fund - North American Diversified IG Beutel Goodman Canadian Small Cap Fund - Canadian Small Cap IG Beutel Goodman Canadian Equity Class - Canadian Large Cap and US Equities IG iProfile Canadian Equity Private Pool NBI Bond Fund – Fixed Income NBI Corporate Bond Fund – Fixed Income NBI Canadian Fixed Income Private Portfolio – Fixed Income RBC Private Fundamental Canadian Equity Pool - Canadian Equity Russell Investments Canadian Fixed Income Fund - Government Universe Bond Russell Investments Fixed Income Pool - Government Universe Bond Russell Investment Company Sustainable Aware Equity Fund – American Equities SEI Canadian Small Company Equity Fund - Canadian Small Cap SEI Long Duration Bond Fund - Government Long Bond SEI Canadian Fixed Income Fund - Universe Bond

Information concerning these sub-advised public funds, including a description of the services provided and advisory fees, is generally contained in each fund's prospectus, which can be found at: https://www.brownadvisory.com/mf/beutel-goodman-large-cap-value-fund-inst-class https://www.canadalife.com/investing-saving/mutual-funds.html https://www.ipcportfolios.ca/visio-overview

http://educatorsfinancialgroup.ca/ http://www.investorsgroup.com/ NBI Funds | National Bank Investments https://www.ig.ca/content/dam/investorsgroup/legacy/en/documents/corp/regulatory/prospectusguides/C3040-iProfile-Final-6-Jul-22.pdfhttps://www.rbcgam.com/en/ca/products/mutual-

funds/RBF20911/detail http://www.russell.com/ca/ https://russellinvestments.com/us/fund-center/performance-pricing/mutual-funds/equity/usequity/sustainable-aware-equity-fund https://seic.com/sites/default/files/inline-files/Prospectus_for_SEI_Funds.pdf Other fees payable as an investor in a sub-advised fund or other account are described below, and also in the sub-advised fund’s prospectus or client investment management agreement. Beutel Goodman also sub-advises for certain other funds that are not public mutual funds as well as for certain fund of fund programs. Wrap Fee Programs For additional information with respect to wrap fee programs and how Beutel Goodman’s fees are calculated in accordance with such programs, please see the sub-section entitled “Wrap Fee Programs” under “Item 4 - Advisory Business” of this Brochure. With regard to wrap fee program accounts, the all-inclusive fee may exceed the aggregate cost of the services provided if such services were negotiated and purchased separately, depending on:

the level of the all-inclusive fee; the amount of trading activity in a client’s account; the cost of brokerage commissions (which costs are typically negotiated between the client and the broker/dealer, rather than by Beutel Goodman with transactions being effected either by the broker/dealer or a third party); the value of any other services rendered to the client; and other miscellaneous factors.

Clients in these programs generally pay the wrap program sponsor a single fee (called a “wrap fee”) for consulting, brokerage, custodial, portfolio monitoring, and investment management services, typically up to 3% of the assets under management. The fees paid by clients for investing in a wrap fee account are set by the sponsor, and are generally disclosed in the sponsor’s contract established with each client. The sponsoring firm then pays Beutel Goodman a portion of this wrap fee, which generally ranges from: 0.12% to 0.50% of the assets under management with Beutel Goodman.

Other Programs From time to time, Beutel Goodman manages investment advisory accounts not involving discretionary management services, such as multi-manager, multi-discipline investment products and diversified manager allocation products, which include the provision of a model portfolio. In these instances, another manager is the discretionary investment manager, has investment discretion over the accounts, and is responsible for monitoring the individual needs of the client. Beutel Goodman amends and updates the model portfolios from time to time and provides updated information to the sponsor. In such programs, the client typically pays the sponsor an all-inclusive fee, a portion of which is paid to Beutel Goodman as compensation for the investment advisory services that it renders to the sponsor. The investment management fee paid to Beutel Goodman for the accounts under management with Beutel Goodman in these non-discretionary (model-based) programs generally range from 0.20% to 0.50% for equity mandates. Additional Fees and Expenses Payable by Clients Beutel Goodman’s fees are exclusive of brokerage commissions, transaction fees, service provider fees, and other related costs and expenses which will be incurred by the client. Execution of client transactions typically requires payment of brokerage commissions by clients. “Item 12 – Brokerage Practices” further describes the factors that Beutel Goodman considers in selecting or recommending broker/dealers for the execution of transactions and determining the reasonableness of their compensation (e.g., commissions). Investment activity may also involve other transaction fees payable by clients to third parties, such as sales charges, odd-lot differentials, transfer taxes, wire transfer and electronic fund fees, and other fees and taxes on brokerage accounts and securities transactions. In addition, clients may incur certain charges imposed by custodians, broker/dealers, third-party investment consultants, and other third parties, such as custodial fees, consulting fees, administrative fees, and transfer agency fees. Fees for the Sale of Securities Neither Beutel Goodman nor its employees receive, directly or indirectly, any compensation from the sale of securities or investments that are purchased or sold for client accounts. Beutel Goodman is compensated through the stated management fee agreed upon in the investment advisory agreement. Accordingly, Beutel Goodman believes that it does not have any conflicts of interest regarding the receipt of additional compensation relating to the client assets that we manage, except as specifically disclosed from time to time.

Although Beutel Goodman has a duty to treat all portfolios within an investment strategy fairly and equitably over time, such portfolios will not necessarily be managed the same at all times. Specifically, there is no requirement that Beutel Goodman use the same investment practices consistently across all portfolios. In general, investment decisions for each client account will be made independently from those of other client accounts, and will be made with specific reference to the individual needs and objectives of each client account. In fact, different client guidelines and/or differences within particular investment strategies may lead to the use of different investment practices for portfolios within a similar investment strategy. In addition, Beutel Goodman will not necessarily purchase or sell the same securities at the same time or in the same proportionate amounts for all eligible portfolios, particularly if different portfolios have materially different amounts of capital under management by Beutel Goodman or different amounts of investable cash available. As a result, although Beutel Goodman manages numerous portfolios with similar or identical investment objectives, or may manage accounts with different objectives that trade in the same securities, the portfolio decisions relating to these accounts, and the performance resulting from such decisions, may differ from portfolio to portfolio. Since side-by-side management of various types of portfolios raises the possibility of favorable or preferential treatment of a portfolio or a group of portfolios, Beutel Goodman has procedures designed and implemented in furtherance of its efforts to treat all portfolios fairly and equally over time. Despite side-by-side management, Beutel Goodman has procedures designed to assure fairness in the allocation of investment opportunities among clients, including pro rata allocation for block trades and limited distribution investments such as initial public offerings. Beutel Goodman does not receive performance fees and compliance conducts random testing to review fair allocation among clients. By utilizing these procedures, Beutel Goodman believes that portfolios that are subject to side-by-side management alongside other products are receiving fair and equitable treatment over time.

However, the minimum account size is negotiable and may be waived or modified at Beutel Goodman’s discretion. In those circumstances where Beutel Goodman serves as an adviser within a wrap fee program or is an adviser or sub-adviser to other funds or accounts, the account minimums are generally determined by Beutel Goodman’s agreement with the relevant wrap fee program sponsor, fund, or account. Beutel Goodman requires each client to execute an investment management agreement that details the nature of the discretionary investment advisory authority given to Beutel Goodman.

For equity, strong free cash flows provide the financial flexibility to support organic growth and profitability, make strategic acquisitions, buy back shares and pay dividends. Beutel Goodman has been a dedicated and disciplined adherent to the Value style since 1967. The preservation of capital is a central tenet of a value investment philosophy, which espouses that risk is absolute and the avoidance of a permanent loss of capital is paramount. As a bottom-up value investor, we invest in companies at discounts to their estimated business value. We work from a foundation that stocks purchased at a discount to business value should provide a margin of safety. This combined with a focus on quality companies with stable, growing businesses and strong balance sheets should avoid the possibility of capital loss. Investments are made only when there is a sufficient estimated discount to business value to mitigate the loss of capital in the event of adverse circumstances. Business value is defined largely as the present value of sustainable free cash flow. This discipline is consistent across all of our equity mandates. We believe Business Value is best determined by conducting our own fundamental research on portfolio candidates. Our observation is that on a cumulative basis the client is well served by a manager who seeks to protect them from capital loss. We are not closet indexers: a zero weight in an expensive sector(s) is permissible, however in the interest of diversification, we have limitations on the weights of both individual stocks and sectors, as well as regions in the context of global and international equity mandates. An important part of BG’s philosophy is to concentrate portfolios in a relatively small number of holdings. The Beutel Goodman Fixed Income process is one of maintaining a portfolio of moderate risk in order to seek to add consistent value against the respective strategy benchmark over an economic cycle. The Fixed Income team continuously challenges the consensus to search for opportunities where the market has mispriced risk and reward. This includes: • Forecasting interest rates to assess optimal duration and yield curve positioning throughout the economic cycle • Actively adjusting portfolio positioning to seek to maximize return while mitigating downside risks • Conducting rigorous independent credit research to identify corporate bonds with the best risk/reward potential

This results in the development of a portfolio solution which expresses the outlook that our fixed income team deems most probable. Fixed income research is conducted internally - although rating agencies’ research are used for reference purposes, we do not invest based on the credit conclusion of any rating agency. Credit ratings are just one of the available tools employed in credit analysis. We also utilize internally generated company financial models, management meetings, and industry analysis. We have dedicated credit analysts on the fixed income team who are responsible for independent credit assessments. All of our credits are reviewed regularly, written up on an annual basis and evaluated based on our credit criteria of liquidity, transparency, cyclicality, financial models and ESG. In evaluating securities, the main sources of information used by Beutel Goodman include, but are not limited to, quantitative data provided by third-party vendors, research materials prepared by third parties, corporate rating services relating to historical prices of securities, dividends, and earnings, annual reports, prospectuses, filings with the SEC, and company press releases. Beutel Goodman may also utilize quantitative analysis (including asset allocation indicators). Beutel Goodman may subscribe to other services (e.g., charting and timing), but does not rely on such services as a principal source of information. The investment strategies utilized by Beutel Goodman carry different levels of risk. In each strategy, all securities include a risk of loss of principal and any profits that have not been realized. The stock markets, bond markets, and derivatives markets fluctuate substantially over time and performance of any investment is not guaranteed. As a result, there is a risk of loss of the assets the firm manages on your behalf, and such a loss may be out of our control. We cannot guarantee any level of performance and cannot guarantee that you will not experience a loss of your account assets. Each of Beutel Goodman’s strategies has the potential for the clients’ assets to decline in value. Some of the specific risks to which client assets may be susceptible are as follows: Valuation Risk Inaccurate valuations result in incorrect net asset values, potentially causing unfair treatment as between investors and disadvantages for investors who buy at inflated prices or redeem at deflated prices. Beutel Goodman has a portfolio valuation policy which outlines valuation procedures and controls. Investment Risks Beutel Goodman has the following investment risks when applying its investment strategy for client portfolios. Failure to Meet Clients’ Objectives/Restrictions Risk of failing to achieve the value-added objectives of a client as contained in the client’s statement of investment policies and guidelines (or equivalent) during the measurement period resulting in loss of the account and the investment management fee revenue associated with the mandate. Beutel Goodman’s portfolio managers are responsible for managing this risk by communicating frequently with clients and/or their consultants to discuss the client’s portfolio

performance and the client’s investment guidelines. The firm’s philosophy of focusing on investing in high quality, free cash-flow generating companies also helps control this risk. Unauthorized Investments The risk of investing in unauthorized securities, resulting in portfolio losses to the client, is managed through a system of controls that include the use of a red flag process in a computerized trading process which prevents a trade that is not permitted and in some cases the provision to the client of a quarterly compliance report that minimizes the possibility of a trading or other error going undiscovered for an extended period of time. The portfolio manager assigned to an account is responsible for ensuring that investment decisions are consistent with the statement of investment policies and guidelines (or equivalent). Market Risk Market risk is the risk of losses resulting from changes in the market price of an investment. The equity investments will be affected by the stock markets on which those equities are traded and by general economic conditions. A stock’s value will also be affected by specific company developments. For equity investments, Beutel Goodman focuses on absolute risk (avoiding capital loss) and a highly disciplined buy/sell process. The success of client account investments will be affected by general economic and market conditions which Beutel Goodman cannot control, such as, but not limited to, interest rates, availability of credit, inflation rates, economic uncertainty, changes in laws, trade barrier, currency fluctuations and controls, national and international political circumstances and force majeure events (i.e., events beyond the control of the party claiming that the event has occurred, including, without limitation, acts of God, fire, flood, earthquakes, outbreaks of infectious disease, pandemic or any other serious public health concern, war, terrorism, etc.). When deciding on equity investments, Beutel Goodman’s portfolio managers responsible for equity investments seek to mitigate market risk exposure by:

Conducting research on the proposed equity investments and holding peer reviews of that research Adhering to a rules-based buy/sell discipline outlined below Taking into account company factors when deciding to buy or sell equity investments that include: free cash flow, discount to business value, management, dividends, debt service requirements on the balance sheet, price/earnings and other ratios, and ESG factors Monitoring certain fundamental changes in the company in whose stock Beutel Goodman has invested, such as: changes in senior management or corporate strategy, major acquisition or sale, material increases in financial leverage and business value becoming indeterminate.

Buy/sell discipline - Beutel Goodman selects every stock on the basis of an estimated significant discount to the appropriate business or intrinsic value of the company based on our internally generated financial models. We only invest in selected securities when there is a minimum return of fifty percent (50%) to the estimated business value of free cash flow generative companies. The most important factors influencing buy/sell decisions are:

• Free cash flow generation • Competitive position • Balance sheet • Investment risk When the target price is achieved, 1/3 of the position is sold. Upon achieving the target price, a research review is conducted to determine if the business value has increased. If the value has increased sufficiently, the balance of the position is maintained and new upside/downside sell price targets are determined with a three-year outlook. If the business value is assessed as the same or lower than our original estimate, the entire position is sold. A material shift in the original investment thesis stemming from acquisition activity, change in management, or corporate strategy would also warrant a review. A downside limit is also established for each position before it is introduced to the portfolio, and represents our expectation of the lowest price a stock could reasonably hit in unfavorable conditions before meeting resistance based on fundamentals and historic valuation precedents. If a stock breaches the downside, a second analyst is brought in to conduct a review. If a stock’s risk/reward profile and original thesis are found not to have changed substantially, the position will be retained or even increased. If the peer review concludes that there is no longer a reasonable expectation of a positive return, the position will be sold in its entirety. Target prices can be lowered if we believe fundamentals have changed. Target prices are not increased until the original target price is achieved and a 1/3 sale is undertaken. We will also trim and add to our positions depending on price movements, portfolio weights and the relative attractiveness in terms of risk/rewards of our portfolio holdings. Credit Risk Credit risk is the risk that the government or company issuing a fixed income security will not be able to pay the interest as required or pay back the original principal. In managing fixed income funds and mandates, Beutel Goodman’s process is active, seeking to create a portfolio of moderate risk in order to add consistent value to the relevant bond index. Credit risk is controlled by:

Extensive credit analysis and peer review The maintenance of an Approved List for all fixed income securities that may be purchased for the portfolios A disciplined credit criteria for inclusion on the Approved List that evaluates credits on the following basis: (1) Liquidity; (2) Transparency; (3) Non-cyclicality; (4) Financial models; and (5) ESG factors.

The primary purpose of this approach is to avoid a fixed income default. Liquidity Risk Liquidity risk is the inability to meet a need for cash. On the equity side, this risk is mitigated by a focus on mid- to large-capitalization stocks except for the Beutel Goodman Canadian small cap strategy which focuses on issuers with a market float in the bottom 15% of the S&P/TSX Composite Index.

Our research process and portfolio construction generally results in securities being selected that are highly liquid and transparent. We access liquidity through several sources, including exchanges, lit and dark pools and ETS’s. Liquidity is monitored daily through various avenues such as bid / ask spreads, previous blocks, economic news, and the general direction of the market. On the fixed income side, we target large allocations to benchmark securities in Federal, Provincial and Corporate bonds and avoid off the run bonds, when possible. Evaluating liquidity has been incorporated in our analysis since team inception. We assess both qualitative and quantitative attributes of individual securities, deriving a proprietary liquidity score for each issue and at the portfolio level in relation to the index. The following criteria are scored on a scale of 1-5, with a score of 1-2 considered to be Strong, 2-3.5 Moderate and above 3.5 Weak. • Class of Security • Bid / Ask Spread; • Credit Rating; • Coupon; • Issue Size; • Total Debt outstanding • Maturity; • Pricing deviation from the Index; • Trading volume/days traded; and • Overall market sentiment. Concentration Risk Concentration risk is the risk of inadequate diversification, both on a fund or individual portfolio basis, and is considered at the issuer, industry, sector or geographic levels, as applicable. Portfolio managers are responsible for managing this risk exposure by including restrictions in the client’s investment policy such as:

Having a minimum number of investments Setting a maximum and minimum number of securities, as applicable Having a maximum concentration allowed per issuer, as applicable.

Duration Risk Duration risk is a measure of interest rate risk. Limiting the duration exposure, depending on mandate, to a range of approximately +/- 1.5 years from the benchmark is used to control this risk. Foreign Securities Investment Risk Investing in foreign securities is subject to the following risks:

It may be affected by changes in currency exchange rates (see “Foreign Currency Risk” below).

Some foreign stock markets have less trading volume, which may make it more difficult to sell an investment or may make prices of securities more volatile. There is often less information available about foreign companies and many countries do not have the same accounting, auditing and reporting standards that we have in Canada. A country may have foreign investment or exchange laws that make it difficult to sell an investment or it may impose withholding or other taxes that could reduce the return on the investment. Political, social, legal or diplomatic developments may affect the value of the investment. A country may have a weak economy due to factors like high inflation, weak currency, government debt or a narrow industrial base.

Beutel Goodman’s investment process adheres to an extensive due diligence process concerning corporate disclosure and transparent business practices for all potential investments. Also, the investment process covers a review of the risks associated with all business environments with respect to legal, political, social, and economic situations related to potential investments. Foreign Currency Risk Foreign currency risk is the risk that the value of the Canadian dollar will increase as measured against a foreign currency. For example, a security traded in U.S. dollars will fall in value, in Canadian dollar terms, if the U.S. dollar declines in value relative to the Canadian dollar, even though there is no change to the U.S. dollar value of the security. Conversely, if the Canadian dollar falls in value relative to the U.S. dollar, there is a corresponding gain in the value of the security attributable solely to the change in the exchange rate. Where permitted in certain of its funds and investment strategies, Beutel Goodman may participate in hedging activities to mitigate foreign currency risk. Derivatives Risk A “derivative” is an investment that derives its value from another investment (called the “underlying investment”). This could be a stock, bond, currency or market index. Derivatives usually take the form of a contract with another party (called the “counterparty”) to buy or sell an asset at a later time. A mutual fund or investment strategy that uses derivatives will have certain risks associated with those derivatives, including the following: • derivatives may not prevent changes in the market value of the investments or prevent losses if the market values of the investments fall • the fund may not be able to purchase or sell a derivative to make a profit or limit a loss • derivatives can limit the fund’s ability to benefit from increases in the stock markets • there is no guarantee that the counterparty in a derivative will fulfill its obligations • if the counterparty in a derivative, or a third party holding assets of the fund in connection with a derivative, goes bankrupt, the fund could lose any collateral it deposited and any gains made on the derivative • some derivatives traded on foreign markets may be harder to trade and have higher credit risk than derivatives traded in North America.

To mitigate these risks, Beutel Goodman follows the restrictions on the use of derivatives contained in relevant mutual fund legislation.

Moreover, the AMG Affiliates do not formulate advice for Beutel Goodman’s clients. As such, AMG’s ownership interest in Beutel Goodman does not, in Beutel Goodman’s view, present any potential conflict of interest for Beutel Goodman with respect to our clients. More information regarding AMG, including its public filings and a list of all AMG Affiliates, is available at www.amg.com. Certain of the AMG Affiliates are also registered with securities regulators in the provinces and/or territories of Canada, or may operate in those jurisdictions under an exemption from registration. Representatives of AMG and other AMG Affiliates may from time to time act as directors of Beutel Goodman and may also be directors of other AMG Affiliates. All AMG Affiliates have adopted policies and procedures that minimize the potential for conflicts of interest resulting from the relationships of the directors and the AMG Affiliates, and all directors are required to observe such policies in carrying out their duties. Other Financial Activities Neither Beutel Goodman nor any of its management are registered, or have an application pending to register, as a broker/dealer, futures commission merchant, commodity pool operator, commodity trading advisor, or an associated person of one of the foregoing types of entities. Global Distribution Arrangements Beutel Goodman is party to a client service/marketing agreement with one or more subsidiaries of AMG under which the AMG subsidiaries may introduce Beutel Goodman’s investment management services to prospective institutional clients and/or provide institutional client services to certain of the Beutel Goodman’s clients in various jurisdictions. Beutel Goodman pays the AMG subsidiaries a fee for these services depending on the jurisdiction. The AMG subsidiaries may be registered or exempt from registration, as appropriate, with the relevant financial regulatory authorities. Administrative Support/Wrap Programs Beutel Goodman is party to a servicing agreement with AMG Funds LLC, a wholly-owned subsidiary of AMG, and AMG Distributors, Inc., a limited purpose broker-dealer that is a wholly-owned subsidiary of AMG Funds LLC, which in turn is a wholly-owned subsidiary of AMG, under which the AMG subsidiary may provide administrative and/or marketing services to support the Firm’s provision of advisory services to or through various unaffiliated third-party

investment programs, such as wrap programs sponsored by unaffiliated broker-dealers, banks, and other financial intermediaries. Beutel Goodman pays the AMG subsidiary a fee for these services.

The provisions of the Code and Policy also include requirements relating to areas such as donations, gifts and business entertainment, confidentiality of information, insider trading, external communications, computer security and use, conflicts of interest and client complaints. By setting forth the regulatory and ethical standards to which Beutel Goodman’s employees must adhere, the Code and Policy support our efforts to promote a high level of professional ethical conduct in furtherance of our fiduciary duty to our clients. All employees, initially upon joining Beutel Goodman and annually thereafter, receive training and must sign a certificate agreeing to comply with the Code and Policy. Personal Trading Among other things, the Code and Beutel Goodman’s Personal Trading Policy limit and monitor the personal trading activity of our employees, including members of our employees’ households. These limitations seek to further Beutel Goodman’s efforts to prevent employees from personally benefiting from Beutel Goodman’s investment decisions for its clients and/or any short-term market effects of Beutel Goodman’s recommendations to clients. Specifically, the Personal Trading Policy requires employees and certain members of their households to “preclear” their personal securities transactions prior to execution, with some limited exceptions. The Personal Trading Policy also prohibits such persons from trading in securities during specific periods of time when they are on a list of those being considered for purchase or sale by the firm for our clients’ accounts (i.e., “blackout periods”). Limitations also exist for such persons on the participation in initial public offerings and private placements. All employees must provide Beutel Goodman with a listing of their securities holdings, as well as duplicate copies of statements and trade confirmations with respect to their brokerage accounts. These restrictions and requirements of the Personal Trading Policy apply to all accounts over which employees have investment discretion, or in which they have a direct or indirect beneficial ownership interest. All employees, initially upon joining Beutel Goodman and annually thereafter, must sign a certificate agreeing to comply with the Personal Trading Policy. Participation or Interest in Client Transactions Certain principals of Beutel Goodman and certain employees may invest their own or the firm’s assets in accounts managed by Beutel Goodman. These accounts may hold, purchase, or sell the same securities in which clients have interests. We may have an incentive to favor accounts in

which our employees invest with respect to trading opportunities, trade allocation and allocation of investment opportunities. As such, Beutel Goodman requires that any orders for employeeowned or firm-owned (i.e., proprietary) accounts that are managed by Beutel Goodman must be executed after all client orders have been executed for that security in the same strategy for the same set of transactions; or in the customary trade rotation for a particular order or set of orders. Beutel Goodman does not buy or sell, for Beutel Goodman’s accounts, securities that Beutel Goodman has recommended to our clients. Beutel Goodman also does not engage in principal trades with clients. In addition, due to the nature of our clientele, Beutel Goodman may, from time to time, trade in securities issued by our clients. In all such instances, Beutel Goodman will do so in what it believes to be the best interest of its clients who are trading in such securities. Beutel Goodman will not, under any circumstances, consider a security issuer’s status as a client of the firm when determining to trade in that issuer’s security on behalf of other client accounts. Insider Trading/Material Non-Public Information All employees of Beutel Goodman are subject to the Affiliated Managers Group, Inc. Insider Trading Policy and Procedures (the “AMG Insider Trading Policy”). The AMG Insider Trading Policy broadly prohibits the use of material, non-public information, and also imposes restrictions on the trading of AMG’s stock. In addition, Beutel Goodman’s Policy also includes policies and procedures prohibiting the use of material non-public information that are designed to prevent insider trading by an officer or employee of Beutel Goodman. In accordance with these policies, to prevent trading of public securities based on material, nonpublic information, Beutel Goodman’s Compliance Department maintains a “restricted list” that identifies any securities that cannot be purchased for employee, client, or firm-owned accounts because material, non-public information may have been received by an employee of the firm. Trading in the securities listed on the restricted list is frozen. Gifts and Business Entertainment Beutel Goodman’s Code and Policy include policies and procedures regarding giving or receiving gifts, contributions and business entertainment between the firm’s employees and certain third parties (e.g., vendors, broker/dealers, consultants, etc.), to help mitigate the potential for conflicts of interest surrounding these practices. This policy also applies to political donations and payments to and from government officials. In general, Beutel Goodman limits the amount (i.e., value and frequency) of gifts, contributions, donations and business entertainment that may be provided by employees to these parties, and requires the pre-approval of certain items by representatives on the Management Committee. Beutel Goodman specifically monitors for any potential conflicts of interest with respect to individual instances of gifts, contributions, donations or entertainment, as well as patterns of the same over time, to prevent the interests of Beutel Goodman and its employees from being placed ahead of the interests of our clients and support compliance with applicable laws.

Charitable Contributions From time to time, Beutel Goodman may donate to charitable enterprises that are clients, are supported by clients, and/or are supported by an individual employed by one of our clients. In general, those donations are made in response to requests from clients and/or their personnel. Beutel Goodman’s Management Committee may take into consideration the importance of the client relationship as one factor in determining whether to approve a charitable contribution. Two members of the Management Committee approve charitable contributions to be made by the firm to clients. Compliance may approve charitable contributions to be made to clients by employees of the firm. Privacy and Confidentiality of Client Information Beutel Goodman has adopted a privacy policy in accordance with the Personal Information Protection and Electronic Documents Act (Canada) and other applicable privacy laws with respect to personal information of its clients. This policy states that Beutel Goodman will only disclose this information to third parties or its affiliates in limited specific circumstances on a strictly confidential basis. In the course of doing business, we collect non-public personal information from the following sources:

Information we receive on applications or other forms, such as social security number, income, net worth, other personal financial information, family relatives, occupation and birth date; • Information about transactions with us, our affiliates, or others, such as payment history, account balance, assets and past transactions; and information we collect through account inquiries by mail, e-mail or telephone. We do not disclose any non-public personal information about our clients or former clients to any non-affiliated third parties, unless authorized or except as permitted or required by law. These permitted disclosures include information to our service providers and client service providers, such as transfer agents, custodians, clearing firms, and investment companies. Further, we require our service providers not to disclose information or reuse it in any way. In addition, we may share information with an advisor or anyone else designated, but only if we have been given client permission to do so. Disclosure of Information to Affiliates We may share information about our experiences or transactions with clients with our affiliates. The shared information includes but is not limited to:

Financial modeling data (e.g. name, account number, assets under management of specified date), Names, addresses, and taxpayer identification number, Fees received; and Performance returns.

The primary purpose for such sharing of information is:

Internal accounting, record keeping and auditing, Performance monitoring, and

Financial modeling.

We restrict access to non-public personal information to those employees who need to know that information to provide products or services. We maintain physical, electronic, and procedural safeguards to ensure the integrity and confidentiality of non-public personal information. Distribution of Code, Privacy Policy and Compliance Policies and Procedures We are firmly committed to making our employees and clients (both current and prospective) aware of the requirements within our Code, Privacy Policy and Compliance Policies and Procedures. Clients are provided with relevant client policies and procedures (including our Privacy Policy) prior to onboarding and when there are material changes. The Privacy Policy is also publicly available on our website. All of our employees are provided with a copy of our Code, Privacy Policy and Compliance Policies and Procedures. At the time of hire and annually thereafter, each employee must affirm that they have read the Policy (including the Code and AMG Insider Trading Policy) and Personal Trading Policy and that they agree to comply with their provisions. Additionally, we conduct periodic compliance training that addresses the requirements of the Code, Privacy Policy and the other policies described in this Item. A copy of Beutel Goodman’s Code, Privacy Policy and Compliance Policies and Procedures is also available to clients or prospective clients upon request, and may be obtained by contacting Beutel, Goodman & Company Ltd., Compliance, at 416-485-1010.

For example: • Beutel Goodman may invest client assets in securities issued by broker/dealers or their affiliates. • Beutel Goodman may provide investment management services to certain broker/dealers or their affiliates. • Certain broker/dealers may provide research to Beutel Goodman. • Certain brokers/dealers may refer clients to Beutel Goodman. Notwithstanding such relationships or business dealings with these broker/dealers, Beutel Goodman has a fiduciary duty to its clients to seek best execution when trading with these firms, and has implemented policies and procedures to monitor its efforts in this regard. Best Execution – Selection Factors for Broker/Dealers “Best execution” refers to the obligation of an adviser to execute a trade on the most advantageous terms reasonably available under the circumstances when acting for a client. Beutel Goodman, in seeking best execution, will select a broker/dealer based on a number of factors, which may include, but are not limited to, the broker/dealer’s: financial soundness; ability to effectively and efficiently execute, report, clear, and settle the order; ability to commit capital; ability to timely and accurately communicate with Beutel Goodman’s trading desk and operations team; research services provided in connection with soft dollar arrangements (explained in more detail in the “Soft Dollars” sub-section of this Item 12 below); the commission rates; and similar factors. Beutel Goodman does not consider any client referrals from a broker/dealer when determining best execution, or when placing client trades. Beutel Goodman has implemented a series of internal controls and procedures to address the conflicts of interest associated with brokerage practices. Beutel Goodman monitors the commission rates being charged by the brokerage community to ensure we are within industry standards. All trades must be placed with broker/dealers on Beutel Goodman’s approved broker list. The approved equity broker list is created by the portfolio managers, analysts and traders through a formal voting process. The Beutel Goodman Approved Broker List is evaluated and updated on an annual basis.

Directed Brokerage Beutel Goodman may accept client direct brokerage requests. In such a case, Beutel Goodman is not able to seek best execution as the commission rates have typically been pre-negotiated between the client and the designated broker/dealer (“directed broker”). The client may not be able to participate in the allocation of a security of limited availability (i.e., an initial public offering). Directed broker orders typically are not executed until the non-directed brokerage orders are completed. Step-Outs Beutel Goodman does not use “step-out trades” for trading. Step-out trades are transactions which are placed at one broker/dealer and then “given up” or “stepped out” by that broker/dealer to another broker/dealer for credit. Cross Trades Beutel Goodman does not engage in cross trades in its client accounts, except for inter-fund trades between public mutual funds and as permitted by applicable securities laws and regulatory exemptions. Liquidity Rebates In selecting broker/dealers, Beutel Goodman does not consider any “liquidity rebates” that may be available. Broker/dealers may earn “liquidity rebates” (i.e., a certain cash rebate) when placing orders in certain market centers while trading on behalf of Beutel Goodman. Beutel Goodman will not take such rebates into consideration when deciding on a broker/dealer. Soft Dollars Beutel Goodman may direct transactions to broker/dealers in recognition of goods and services provided by those broker/dealers and/or other third-party providers. The practice of obtaining goods and services in this manner is referred to as “soft dollar arrangements.” The products and services received through soft dollar arrangements include order execution goods and services and research goods and services. Research may relate to the value of securities, the advisability of investing in, purchasing, or selling securities, the availability of securities or purchasers or sellers of securities, and analyses and reports concerning industries, securities, economic factors and trends, portfolio strategy, among other things. To the extent that Beutel Goodman is able to obtain research goods and services through the use of clients’ commission dollars, it reduces the need to produce research internally or through outside providers for hard dollars and thus provides an economic benefit to Beutel Goodman and its clients. Order execution goods and services may include order management systems (to the extent they effect a securities transaction), algorithmic trading software (if assist in order execution) and custody, clearing and settlement services directly related to an executed order that generated commissions. Beutel Goodman may give trading preference to those broker/dealers that provide such eligible products and services, either directly or indirectly, provided it is consistent with the firm’s duty to seek best execution. Beutel Goodman may also receive services which, based on their use, are only partially paid for through soft dollars. Any such service is considered “mixed-use” because it is used by the firm

for both research or brokerage and non-research, non-brokerage purposes. In each such case, Beutel Goodman makes a good faith determination of which portion of the service should be paid for with soft dollars and which portion should be paid for with hard dollars. Beutel Goodman thereafter retains documentation of the soft dollar to hard dollar allocation. Beutel Goodman reviews execution performance of broker/dealers on a quarterly basis. Beutel Goodman maintains a series of internal controls and procedures relating to its brokerage practices, including its use of soft dollars. These controls and procedures are designed to mitigate the potential conflicts of interest. The Managing Director, Finance & Administration, and the Managing Director, Canadian Equities or Global Equities, as applicable (who are also members of Beutel Goodman’s Management Committee), are responsible for approving all requests for goods and services to be paid in soft dollars. The Managing Director, Canadian Equities or Global Equities, reviews all soft dollar arrangements for their value and relevance to the investment process. Trading prepares a quarterly report of all soft dollar arrangements for management and compliance. Commission Sharing Arrangements Beutel Goodman may use commissions to obtain goods or services provided by broker/dealers, but produced by third parties, through commission sharing arrangements for trading. In commission sharing arrangements, Beutel Goodman enters into agreements with broker/dealers so that certain commissions from transactions placed by Beutel Goodman at those broker/dealers are pooled by the broker/dealers, in order for Beutel Goodman to direct the compensation to one or more third-party investment research providers (which research providers may or may not be broker/dealers). Through these arrangements, products and services that provide lawful and appropriate assistance to Beutel Goodman’s investment decision-making process may be paid for with commissions generated by client accounts. Beutel Goodman allocates the cost of such products on a basis that it deems reasonable over time according to the various uses of the product, and maintains records to document this allocation process. Trade Aggregation When two or more portfolios are simultaneously engaged in the purchase or sale of the same security, Beutel Goodman may, but is not obligated to, combine and aggregate the transactions to form a “bunched trade” or “block trade.” These accounts will receive the average price of the transactions in that security for the day. Beutel Goodman uses a “pro rata allocation” to allocate to the accounts participating in the block trade. Where Beutel Goodman is unable to fulfill a block trade the same day (i.e., purchase or sell all securities within the block trade), those securities that have been purchased or sold by the end of the day will generally be allocated pursuant to a pro rata allocation methodology. In most instances, a pro rata allocation of block trades will assure fairness. However, Beutel Goodman recognizes that no rigid formula will necessarily lead to a fair and reasonable result, and that a degree of flexibility to adjust the formula to accommodate specific circumstances may be necessary when determining how to allocate block trades. Therefore, under certain circumstances, allocation of block trades on a basis other than pro rata may occur if we believe that such allocation is fair and reasonable. Portfolio managers and compliance personnel periodically monitor allocations.

Client directed trades will be placed with the designated broker/dealer, as instructed, rather than included in the block trade. The directed client execution will not necessarily receive the same price as the block transaction. Trade Practices for Wrap and Model Delivery Programs When Beutel Goodman makes changes to its model portfolios, Beutel Goodman portfolio managers instruct changes to the relevant Beutel Goodman traders. Once trading commences, Beutel Goodman has a team that monitors the ongoing progress of all active orders being executed by Beutel Goodman. This is achieved through regular communication with trading, the review of the electronic daily execution stage report at the conclusion of every trading day and a regular review of the electronic trade status report produced by our portfolio management system. For non-discretionary Model Delivery Programs, Beutel Goodman shall provide notification to sponsors of changes in their model portfolios generally after one-quarter of an active order has been executed internally. Beutel Goodman aims to provide an equal trading opportunity through the use of an informal manager notification rotation in disseminating model updates. Beutel Goodman also strives for efficiency and fairness in attempting to limit the time frame from first sponsor notification to the provision of the final update to less than 20 minutes. As a result, sponsors and their clients should understand that the trade rotation and notification process may result in a transaction being effected in their account that from time to time occurs near or at the end of the rotation and such transactions may bear the market price impact, if any, of those trades executed earlier in the rotation. These procedures are however intended to equitably allocate transactions across the client base so that each group of clients can expect over time to receive executions at the beginning, middle and the end of the rotation. For Wrap Programs, where Beutel Goodman has additional responsibilities beyond model delivery, Beutel Goodman shall provide notification to sponsors of changes in their model portfolios at the same time as it begins to execute the model changes for those clients for which it is retained on a discretionary basis and is authorized to determine and direct execution of portfolio transactions.

Initial Public Offerings (“IPOs”) An initial public offering is a company’s first offer of stock for sale to the public. Beutel Goodman allocates IPOs and other limited distributions in a fair and equitable manner, taking into consideration factors such as account type, client account objectives and preference, investment restrictions, account sizes, cash availability, and current specific needs. Where the actual allocation of an IPO to Beutel Goodman for its accounts is significantly lower than that originally requested by the firm, the original allocation proportions that we determined for our accounts may result in allocations that are not meaningful to certain accounts. In those situations, Beutel Goodman may allocate the securities received to fewer accounts than originally intended. Those accounts chosen to receive the allocations are selected based on a combination of factors, such as size, cash position, sector allocations, number of positions, diversification among similar companies, and minimization of custodian transaction costs to the

client. Portfolio managers and compliance personnel periodically monitor the allocations to client accounts and the dispersion of performance for accounts in an effort to ensure that all accounts are treated fairly and equitably over time. Trade Errors To the extent an error occurs, it is: 1) corrected as soon as practicable, normally in a manner that the client incurs no loss; 2) reported to Compliance and, if Compliance considers it to be material, to the firm’s Management Committee; and 3) scrutinized carefully by either Compliance or Management Committee, as applicable, with a view to providing guidance and supervision and, when appropriate, further implementing procedures to prevent or discourage errors. Back-up written documentation is kept of the error and how it was remedied. The Trading Department keeps a record of all trading errors. Foreign Currency Transactions Beutel Goodman relies on standing instructions at clients’ custodians to facilitate foreign exchange.

Additionally, individual holdings within client accounts are reviewed by investment research analysts on a regular basis. Beutel Goodman’s investment research analysts are typically responsible for tracking a variety of companies and/or industries or sectors and making recommendations for the firm’s portfolios. In addition, Beutel Goodman holds investment meetings to discuss the securities that the firm is monitoring for potential purchase or sale. Periodically, Beutel Goodman reviews all securities to ensure that each holding is appropriate for the firm’s clients based on our investment strategies. Both investment research analysts and portfolio managers are responsible for these reviews. Regular reviews of client accounts are also conducted on at least a quarterly basis for adherence to internal investment guidelines, client-mandated or contractual guidelines, and regulatory requirements. The Performance team will also compare individual client accounts against other accounts invested in a similar manner to assess the consistency of holdings and performance, and to reconcile any outliers or other exceptions that are found. Beutel Goodman also performs reconciliations of its records of the securities and cash within its clients’ accounts against the records of the custodians who actually hold the securities and cash. These reconciliations are performed by the firm’s operations personnel. Positions are reconciled on a monthly basis and cash is reconciled on a daily basis. To the extent any discrepancies are identified through the performance of these reconciliations, our operations personnel will work with both our internal team and the custodian to resolve any such discrepancies. As the custodian for the assets in the account, the statements and records of the custodian are the official books and records for the account. Reporting Clients generally receive quarterly account reports from their custodians, unless they request these reports more frequently. The reports typically include: 1. Listing of individual holdings, including number of shares and current market value; 2. Quarterly, year-to-date, and/or since-inception time-weighed rates of return; 3. Historical statement of changes describing clients’ original capital and additions of capital, together with income earned and a combination of realized and unrealized appreciation or depreciation; and 4. Purchase and sale transactions occurring during the quarter. In addition, each client also receives reports at least quarterly from Beutel Goodman. These reports normally include actual performance against objectives, comments on markets and strategy, and any suggested changes in performance objectives. Due to the variety of managed

accounts, we typically customize these reports to meet each client’s individual needs. These reports are supplemented by trade confirmations and the other reports on clients’ portfolio holdings and transactions provided to clients from their respective custodians and/or broker/dealers, as described above. As noted, the custodian statements reflect the official books and records for the accounts we manage, rather than Beutel Goodman’s statements.

Specifically, we provide consultants with information on portfolios we manage for our mutual clients, pursuant to our clients’ directions. Beutel Goodman also provides information on our investment styles to consultants, who use that information in connection with searches they conduct for their clients. Beutel Goodman may also respond to “Requests for Proposals” from prospective clients in connection with those searches. Clients obtained from these consultants may instruct Beutel Goodman to direct some or all of their brokerage transactions to these consultants, which may also be a broker/dealer, or to the particular broker/dealers with whom they have relationships. In the alternative, Beutel Goodman may simply choose to allocate brokerage to such consultants or broker/dealers. Other interactions that Beutel Goodman may have with consultants include, but are not limited to, the following:

Beutel Goodman may invite consultants to events or other entertainment hosted by the firm. Beutel Goodman may, from time to time, purchase software applications, access to databases, and other products or services from some consultants. Beutel Goodman may pay registration or other fees for the opportunity to participate, along with other investment managers, in consultant-sponsored industry forums or conferences. These conferences or forums provide Beutel Goodman with the opportunity to discuss a broad variety of business topics with consultants, clients, and prospective clients. In some cases, Beutel Goodman may serve as investment adviser for the proprietary accounts of consultants or their affiliates, or as adviser or sub-adviser for funds offered by consultants and/or their affiliates.

In general, Beutel Goodman relies on each consultant to make appropriate disclosure to its clients of any conflict that the consultant may believe to exist due to its relationship with our firm.

Third Party Databases Beutel Goodman may pay third parties to include information about Beutel Goodman’s investment approaches in databases that they maintain to describe the services provided by investment managers to prospective clients. Referral Arrangements Beutel Goodman may from time to time compensate, either directly or indirectly, any individual or company for client referrals (including AMG subsidiaries as disclosed in Item 10 above). Beutel Goodman makes all appropriate disclosure to clients regarding the relationship, maintains the required documentation regarding such referrals and maintains the appropriate procedures so that the firm’s relationships with such parties do not give rise to any inappropriate preferential treatment.

In addition to the account statements provided by qualified custodians to our clients, Beutel Goodman also provides account statements to clients on at least a quarterly basis. As such, we encourage clients to compare the statements provided to them by Beutel Goodman against those provided to them by the custodians who hold the assets of their accounts, and to report any questions, concerns, or discrepancies to both Beutel Goodman and the custodian promptly. Such questions, concerns, or discrepancies may be communicated to Beutel Goodman by writing, emailing, or telephoning us using the following contact information: Beutel, Goodman & Company Ltd. 20 Eglinton Avenue West, Suite 2000 Toronto, ON M4R 1K8 1-416-485-1010 MutualFunds@beutelgoodman.com Attention: Operations, Statement Reconciliation Our statements may vary from custodial statements based on accounting procedures, reporting dates, and/or valuation methodologies of certain securities. However, please note that custodian statements reflect the official books and records for the accounts we manage.

Any investment guidelines and restrictions, including amendments, must be provided to Beutel Goodman by our clients in writing Beutel Goodman is not obligated to take any legal action with regard to class action suits relating to securities purchased by Beutel Goodman for its clients. Beutel Goodman provides instructions to custodians and brokers regarding tender offers and rights offerings for securities in client accounts. However, Beutel Goodman does not provide legal advice to clients involving securities held or previously held by the client. Should a client wish to retain legal counsel and/or take action regarding any class action suit proceeding, Beutel Goodman will provide the client or the client’s legal counsel with information that may be needed upon the client’s reasonable request.

If a particular client for whom Beutel Goodman has investment discretion has not explicitly delegated proxy voting authority to Beutel Goodman, Beutel Goodman will not vote such client's proxies, and the client will retain the voting authority for its account. Where clients have delegated proxy voting authority to Beutel Goodman, Beutel Goodman has implemented proxy voting policies and procedures intended to protect the value of shareholder investments and designed to reasonably ensure that Beutel Goodman votes proxies in the best interest of clients. In voting proxies, we seek to both maximize the long-term value of our clients' assets and to cast votes that we believe to be fair and in the best interest of the affected client(s). If a client has delegated proxy voting authority to Beutel Goodman, but would nevertheless like to direct our vote on a particular proxy solicitation, the client may direct the firm to vote on a particular proxy solicitation by communicating that direction in writing to the client’s primary contact at Beutel Goodman. Voting Agent Beutel Goodman has contracted with an independent third-party provider of proxy voting and corporate governance services (“proxy agent”) which specializes in providing a variety of services related to proxy voting. Specifically, this proxy agent has been retained to conduct proxy research, execute proxy votes, and keep various records necessary for tracking proxy voting materials and proxy voting actions taken for the appropriate client account. Beutel Goodman has subscribed to a proxy voting source which provides detailed proxy voting policy guidelines as its own. Beutel Goodman reviews all proxies and votes clients' proxies (for those client accounts over which it has proxy voting authority) according to the policy guidelines and its own analysis. Conflicts of Interest As noted, Beutel Goodman has an agreement with an independent proxy agent and has subscribed to the proxy agent's proxy voting policy guidelines (the "Policies"). In the event of a material conflict of interest that could affect the outcome of a vote, Beutel Goodman will follow the Policies to essentially remove discretion that Beutel Goodman would have otherwise had to determine how to vote proxies. If you would like a copy of Beutel Goodman’s Proxy Voting Policy, if you would like to review how Beutel Goodman voted on a particular security in your account, or if you would like further information on the proxy agent’s Policies, please contact:

Beutel, Goodman & Company Ltd. 20 Eglinton Avenue West, Suite 2000 Toronto, ON M4R 1K8 1-416-485-1010 MutualFunds@beutelgoodman.com Attention: Operations, Proxy Voting