Hillsdale Investment Management Inc.: investment adviser

IT security breaches may involve unauthorized access to a Fund’s digital information systems (e.g., through “hacking” or malicious software coding), but may also result from outside attacks such as denial-of-service attacks (i.e., efforts to make network services unavailable to

intended users). In addition, IT security breaches of a Fund’s third-party service providers (e.g., trustee or manager, administrators, transfer agents, custodians and sub-advisors) or of issuers in which a Fund invests can also subject a Fund to many of the same risks associated with direct IT security breaches. As with operational risk in general, the Funds, through Hillsdale as trustee and manager, have established risk management systems designed to reduce the risks associated with IT security. However, there is no guarantee that such efforts will succeed, especially since the Funds do not directly control the IT security systems of issuers or third-party service providers. Q. Modeling Risk Hillsdale’s investment processes rely on quantitative models and historical and current data to generate forecasts, rankings, risk estimates, and other analytical outputs. Differences between expected and actual model performance may lead to undesirable outcomes for clients. Historical relationships reflected in the data may not be representative of future market conditions and models may fail to predict future returns, volatilities, correlations, liquidity conditions, or other market behavior. Unexpected market events, changes in market structure, and conditions outside of the historical test environment may cause model outputs and portfolio outcomes to vary materially from expectations. Hillsdale’s quantitative processes depend on software, code, and systems developed internally and by third parties. Programming, model, or implementation errors can occur and may go unidentified or unaddressed for extended periods. If an error affects inputs, assumptions, or implementation, model outputs and related portfolio actions may vary materially from expectations and could adversely affect trading decisions and portfolio outcomes. Hillsdale employs strategy specific risk parameters (including risk budgets) that are monitored through separate processes, which are intended to limit the extent of unintended exposures; however, these measures may not be effective in all circumstances. Even when coded as intended, certain numerical estimation and optimization methods may produce sub optimal or incorrect outputs under certain conditions. Certain investment strategies may also rely on the gathering, cleaning, mapping, and analyzing of large amounts of data from third‑party sources. It is not possible or practicable to incorporate all potentially relevant data into forecasts or trading decisions at all times. Hillsdale uses its judgment to determine which data to acquire and which subsets of data are used within a strategy, subject to legal, regulatory, risk, and operational constraints. Third‑party data providers may adjust, degrade, limit, delay, or suspend the provision of data for a variety of reasons. Due to the automated nature of data pipelines and the reliance on third‑party sources, it is possible that not all desired data will be available to, or processed by, Hillsdale at all times, including due to coding errors, system failures, or upstream vendor issues. In such circumstances, forecasts and investment and trading decisions may be generated based on the data available at the relevant time. Data errors or limitations, including errors in pricing or corporate action data, could adversely affect trading decisions and portfolio outcomes. There can be no assurance that Hillsdale’s models will perform as expected. Clients should consider modeling, data, and implementation risks as inherent risks of a quantitative investment process.

R. Use of Machine Learning and Artificial Intelligence Hillsdale’s investment and research processes are quantitative and rely on data, models, software, and analytical methods. Certain quantitative techniques that may be used in these processes can include machine learning, natural language processing, large language models, or other implementations of artificial intelligence (collectively, “AI Tools”). AI Tools rely in whole or in part on computer-driven analysis and may be more complex than other quantitative techniques. They may require additional data, more complex code, greater processing capacity, and different expertise to develop, operate, supervise, and validate. AI Tools and their inputs are expected to continue to evolve and increase in complexity over time. The use of AI Tools can heighten certain modeling and operational risks, including the risk of errors, defects, or limitations that may be difficult to identify, explain, replicate, or correct in a timely manner, or at all. Certain AI Tools may produce outputs that appear reasonable but are incomplete, inaccurate, biased, outdated, or otherwise unreliable, including “hallucinations.” AI Tools are highly dependent on the data and other inputs used to train them and produce results and may be susceptible to errors arising from flawed, incomplete, or biased data or processing. AI Tools may also fail to integrate as intended with other systems or components used in Hillsdale’s quantitative processes, potentially causing errors or unintended outcomes. Hillsdale may use AI-enabled tools and third-party providers of AI-enabled software, data, or research tools, in connection with aspects of research, portfolio support, trading support, or operational workflows. Many AI Tools are relatively recent and evolving developments and may be subject to undetected errors, defects, limitations, or security vulnerabilities. Where AI Tools are developed, hosted, or provided by third parties, Hillsdale may have limited or no visibility into the data used to train the AI Tool, the technology used to create it, or the accuracy, completeness, or robustness of the tool and its outputs. In addition, the processes by which some AI Tools produce particular outputs may be difficult (or impossible) to understand, to explain, or to replicate, and there is a risk that outputs may be unreliable, including where outputs appear to be accurate but are not. Some errors, defects, or security vulnerabilities may be discovered only after a tool has been used in production or after substantial usage. The use of AI-enabled tools can also introduce or increase risks related to confidentiality, privacy, information security, record retention, and third-party risk management. For example, information submitted to an AI-enabled tool could be retained, processed, or used in a manner inconsistent with Hillsdale’s expectations or contractual arrangements. The effectiveness and availability of AI-enabled tools may depend on third-party providers and their controls, including controls relating to data security, confidentiality, and system integrity. These risks could result in operational errors, reporting inaccuracies, or other unintended outcomes and could adversely affect client accounts or the Funds. Laws and regulatory expectations relating to AI Tools, including those relating to data use, recordkeeping, and intellectual property, are evolving and may lead to restrictions, increased compliance costs, disputes, or potential liability. Hillsdale maintains policies and procedures designed to govern the use of third-party applications, including those that incorporate AI-enabled

components, including restrictions on the use of sensitive and proprietary information and the application of access controls and human oversight. However, there can be no assurance that these measures will be effective in all circumstances or that all risks associated with the use of AI-enabled tools can be prevented. S. Potential Conflicts of Interest Hillsdale is required to meet its fiduciary duty and to satisfy its standard of care in exercising its duties with respect to the Funds and separately managed accounts. Hillsdale and its affiliates may also engage in the promotion, management or investment management of any other fund or trust or engage in other activities. Directors and officers of Hillsdale may act as directors or officers of other entities that provide services to funds. In doing so situations may arise where: (i) the interests of Hillsdale, including individuals employed by it, and its clients diverge; (ii) the interests of different clients, including the Funds, diverge; (iii) Hillsdale could be influenced to put its interests ahead of its clients’ interests; or (iv) monetary or non-monetary benefits available to Hillsdale may compromise the trust that a reasonable client has in Hillsdale. Such situations are referred to as “conflicts of interest” or “conflicts”. Hillsdale is required to have policies and procedures in place designed to ensure that material conflicts are resolved in the best interest of its clients, including the Funds. A conflict is considered to be material if it could be reasonably expected to affect either or both of: (i) decisions of a client; and (ii) recommendations or decisions of Hillsdale. If a material conflict is not managed in the best interest of a Fund, the Fund may be negatively impacted. For example, the Fund’s investment results achieved could be negatively impacted if the interests of the Fund are not managed in its best interests or if management of the Fund is adversely affected. In addition, the Fund and Hillsdale may be adversely impacted as a result of reputational damage or regulatory action. Hillsdale may invest a portion of the Fund’s assets in other investment funds that are managed or advised by Hillsdale in accordance with applicable law (“Underlying Funds”). There will be no duplication of performance fees, management fees or any other fees in connection with any such investments. Investors should refer to the offering document for their specific investment for a discussion of conflicts of interest. For additional discussion with respect to potential conflicts of interest also refer to the following sections: (i) Item 6 – Performance Based Fees and Side-by-Side Management; (ii) Item 11 – Code of Ethics, Participation or Interest in Client Transactions and Personal Trading; (iii) Item 12 – Brokerage Practices; (iv) Item 14 – Client Referrals and Other Compensation; and (v) Item 17 – Voting Client Securities. T. Series Risk The management and performance fees determined with respect to a particular series, as well as certain other operating expenses, are charged against the asset value of that series. However, all

other expenses generally will be allocated among the various series of a Fund, and a creditor of a Fund may seek to satisfy its claims from the assets of a Fund as a whole, even though its claims relate only to a particular series of a Fund. U. Performance Fees Performance-based fees may create an incentive for Hillsdale to engage in investment strategies and make investments that are more speculative than would be the case in the absence of such fees. Please also refer to Item 6 – Performance Based Fees and Side-by-Side Management. V. Indebtedness A Fund may incur indebtedness, secured by the assets of the Fund, to facilitate redemption requests and for other short-term liquidity requirements, which may subject the Fund to higher current expenses. W. Fees and Expenses A Fund is obligated to pay management fees and other expenses regardless of whether a Fund realizes a profit. Under certain circumstances, a Fund may be subject to significant indemnification obligations in respect of Hillsdale and certain other parties. Investors should refer to the offering document for their specific investment for more detail. X. Potential Liability of Unitholders The Declaration of Trust or Trust Agreement, as applicable, of each of the Hillsdale Funds provides that no Unitholder shall be subject to any personal liability whatsoever in tort, contract or otherwise to any person in connection with the Trust Property or the obligations or affairs of the Fund and all such persons will look solely to the Trust Property for the satisfaction of claims of any nature arising out of or in connection therewith and the Trust Property only will be subject to levy or execution. There is a risk, that is considered by Hillsdale to be remote, in the circumstances that a Unitholder could be held personally liable, notwithstanding the statement in the Declaration of Trust or Trust Agreement, for obligations of a Fund (to the extent that claims are not satisfied by the Fund). It is intended that each Fund’s operations be conducted in such a way as to minimize any such risk. It is considered that the risk of any personal liability of Unitholders is minimal in view of the anticipated equity of the Funds. In the event that a Unitholder should be required to satisfy any obligation of the Funds, such Unitholder will be entitled to reimbursement from any available assets of the applicable Fund. Y. Changes in Applicable Law Legal, tax and regulatory changes may occur that can adversely affect a Fund and its investors. Z. Lack of Certain Registration and Regulatory Protections

The Funds are not qualified by a prospectus filed with any Canadian provincial or foreign securities regulatory authority or U.S. securities regulatory authority.

9.

Disciplinary Information

The Firm and its employees have not been involved in any legal or disciplinary events in the past 10 years that would be material to a Client’s evaluation of the Firm or its personnel.

10.

Other Financial Industry Activities and Affiliations

Neither Hillsdale nor its management persons are registered, or have an application pending to register, as a broker-dealer or a registered representative of a broker-dealer. Hillsdale has claimed exemption from registering as a commodity pool operator with the Commodity Futures Trading Commission (“CFTC”) in accordance with the regulations. Neither Hillsdale nor its management persons recommend or select other investment advisers for our clients.

11. Code of Ethics, Participation or Interest in Client Transactions and Personal Trading Hillsdale has adopted a Code of Ethics and Standards of Professional Conduct (the “Code of Ethics”) which strongly encourages the use of sound investment processes and best practices as well as the adherence to high ethical standards. Hillsdale expects all of its officers, employees and consultants to behave ethically at all times (not solely in a work environment) and to seek counsel if they have questions or uncertainty about a certain behavior or course of action. In addition, the Code of Ethics exists to provide those defined as Access Persons with guidance in the exercise of their responsibility for compliance with certain key regulations of the investment advisory industry. In addition to the specific provisions with its Code of Ethics, Hillsdale has chosen to have the CFA Institutes’ Code of Ethics and Standards of Professional Conduct apply to all its Access Persons, regardless of their status as a CFA charterholder. The CFA Institute is a global not-for-profit association of investment professionals, including but not limited to portfolio managers, financial advisers and research analysts. A copy of Hillsdale’s Code of Ethics and Standards of Professional Conduct is available free of charge by contacting (416) 913-3900 or info@hillsdaleinv.com. Conflicts of interest (“conflicts”) are an important investment risk. When Hillsdale acts as an investment adviser it is required to ensure that it addresses material conflicts in the best interests of a client. At the same time, the way that Hillsdale makes money can create conflicts. Conflicts can also arise between the interests of different clients of Hillsdale. It is important that a client understand these conflicts because they can affect the services provided. Hillsdale considers a conflict of interest to be material if it could be reasonably expected to affect either or both of: (i) decisions by clients or prospective clients to invest in the Funds or a SMA; and (ii) recommendations or decisions by Hillsdale regarding the investments to be held in client accounts. Hillsdale takes reasonable steps to identify all existing material conflicts between its own interests and those of its clients, or between the interests of one client and the interests of another, and other material conflicts that could reasonably be expected to arise. Hillsdale assesses the level of risk for each conflict and acts to avoid situations where a material conflict cannot be addressed in the best interests of clients or would result in a serious conflict that would be too high a risk for clients or market integrity. Hillsdale has adopted certain policies and procedures designed to minimize the occurrence of such material conflicts or to deal fairly where these material conflicts cannot be avoided. In no case will Hillsdale put its own interests ahead of those of its clients. Whenever Hillsdale identifies a material conflict of interest the following policies will be applied: (a) Every director, officer, or staff member of Hillsdale shall conduct themselves in a manner consistent with the highest ethical standards. They will avoid any action, whether for personal profit or otherwise, that results in an actual or potential material conflict of interest, or the appearance of a material conflict of interest, with a client or that may be otherwise detrimental to the interests of a client. Every staff member that is deemed an Access Person is required to acknowledge compliance with the Code of Ethics upon joining Hillsdale and annually thereafter.

(b) Hillsdale will ensure that its clients are adequately informed about any material conflicts of interest that may affect the services provided to them. Hillsdale will disclose, in a timely manner, the nature and extent of the material conflict of interest to the client whose interest conflicts with the interest identified. Hillsdale will use its judgment to determine how and when to inform clients about these conflicts to provide such clients a reasonable amount of time to assess such conflicts. (c) Hillsdale acknowledges that disclosure may not be appropriate if a conflict of interest involves confidential or commercially sensitive information, or the information amounts to “inside information” under insider trading provisions in applicable securities laws. In these situations, Hillsdale will assess whether there are other methods to adequately respond to the conflict of interest and, if not, Hillsdale may decline to provide the service to avoid the conflict of interest. (d) Hillsdale will only recommend an investment by a client in a “related or connected issuer” where disclosure of such fact has been provided to the client prior to the time of purchase and Hillsdale is reasonably satisfied that an investment in the issuer would be suitable for the client based on the Know Your Client information supplied by the client. (e) If a conflict of interest is sufficiently contrary to the interests of a client that Hillsdale cannot use controls or disclosure to respond to them in a client’s best interest, Hillsdale will avoid such conflict, stop providing the service, or stop dealing with the client. Disclosure of conflicts is provided to clients in the Fund’s offering memorandum and/or in the Relationship Disclosure Information document and/or the Summary of Regulatory Disclosures document, all of which are provided to the client at the inception of the relationship. Copies of these documents are available free of charge by contacting (416) 913-3900 or info@hillsdaleinv.com . The following discusses specific conflicts relating to Hillsdale’s participation or interest in client transactions and personal trading. Hillsdale participates or has an interest in client transactions in several ways. Such situations are not unusual in the alternative investments or investment fund industry. Outlined below are activities in which Hillsdale engages that create potential conflicts of interest, together with a general description of how these conflicts are addressed. (a) As an advisor or portfolio manager Hillsdale recommends investments to clients and/or manages their investments on a discretionary basis. This includes the sale to clients of units in the various Funds for which it is a trustee or investment fund manager, portfolio manager and from which it earns fees. These roles create a conflict of interest when Hillsdale recommends clients invest in the Funds which it manages and from which it earns fees. These conflicts are fully disclosed to clients in the applicable fund offering documents. These outline the fact that Hillsdale earns fees from the investments being recommended. (b) Hillsdale may invest in the Funds and in securities that it recommends to clients as it holds securities on its corporate books for cash management purposes and for portfolio development purposes (“Proprietary Accounts”). These activities could create a conflict of interest in allocating trades fairly when securities are purchased at the same time for both clients and corporate or personal accounts.

This conflict is addressed through Hillsdale’s Fairness Policy, a copy of which is available upon request at no charge. The Fairness Policy of Hillsdale ensures that investment opportunities are allocated fairly among its clients, where such investments meet the agreed upon client investment mandate. The procedures include:

Trades common to more than one strategy or account are aggregated for execution.

After a trade is fully or partially completed the total amount, including trade execution commissions, is allocated pro-rata on a trade size weighted basis across the originating accounts.

Hillsdale client trades have strict execution and allocation priority over trades for Hillsdale Proprietary Accounts and personal accounts of Access Persons.

(c) Hillsdale’s supervisory persons, employees and consultants may invest in securities recommended to clients. A conflict of interest is created if Hillsdale staff making such investments:

Use any material non-public information for monetary or reputational gain. This includes “tipping”, the transmission of non-public information to others for use in their trading. This is illegal and is generally punishable under applicable Canadian securities legislation and U.S. federal securities laws, rules and regulations;

Execute an advantageous personal trade for gain in advance of a trade in the same security for client portfolios, also known as “front-running”. This is illegal and is generally punishable under applicable Canadian securities legislation and U.S. federal securities laws, rules and regulations; and

Use their position in the company to obtain special treatment or investment opportunities not generally available to the funds or the public.

The use of client trade execution commission to fund personal research or to secure preferential trades.

The excessive use of company time and/or resources to support research or execution of personal trades.

This conflict is addressed through Hillsdale’s Code of Ethics and Standards of Professional Conduct policy and procedures, including a section on “Personal Trading”. The Personal Trading policies and procedures apply to all accounts where the Access Person is deemed to be the beneficial owner, including accounts owned by persons living in the same household. Trades by an Access Person in publicly traded equity securities or related securities must be approved in advance by a member of the Compliance team. Any proposed acquisition of securities offered under a private placement or IPO must also be approved in advance. Trades will only be approved when the security is not being traded for client accounts. Compliance staff, on behalf of the Chief Compliance Officer, directly receive and review copies of Access Persons’ account statements and compares transactions against authorized trading activity.

Each Access Person must provide a quarterly signoff to the Chief Compliance Officer that all accounts and transactions have been reported. In addition, each Access Person must provide an annual signoff and acknowledgment of compliance with the Code of Ethics and Standards of Professional Conduct.

12.

Brokerage Practices

Hillsdale is responsible for all decisions with respect to the purchase and sale of securities for the Hillsdale Funds, institutional separately managed accounts and private client managed accounts. These decisions include the selection of brokers and dealers to execute transactions and the negotiation of brokerage commissions. This does not apply in the case of institutional accounts where Hillsdale provides recommendations with respect to a model portfolio to an Overlay Manager. Hillsdale has a fiduciary and professional obligation to its clients to act with the care, diligence and skill that a prudent portfolio manager would exercise in the circumstances and to exercise reasonable care when executing transactions for client portfolios in accordance with the declaration of trust, trust agreement or investment management agreement. In Canada, Hillsdale has a regulatory obligation under National Instrument 23-101 Trading Rules to use reasonable efforts to achieve “best execution” when executing trades for client portfolios. Hillsdale also has regulatory obligations under National Instrument 23-102 Use of Client Brokerage Commissions and under Section 28(e) of the Securities and Exchange Act of 1934, to ensure that the trade execution commissions generated by its customer accounts are only used to obtain allowable order execution goods and services and research goods and services for the benefit of its clients. Client trade execution commissions used to purchase order execution and research goods and services are sometimes referred to as “soft dollars”. Hillsdale has established a Best Execution Policy and a Trade Execution Commission Policy in order to meet these obligations. Copies of these policies are available upon request at no charge. Summary comments explaining these policies are outlined below. Hillsdale’s policy is to at all times seek to obtain best execution in the management of client portfolios. Best Execution refers to a trading process that the investment manager applies that seeks to maximize the value of a client’s portfolio given each client’s stated investment objectives and constraints. It seeks to add value by reducing frictional trading costs. This definition recognizes that Best Execution:

Is intrinsically tied to portfolio-decision value and cannot be evaluated independently; Is a prospective, statistical, and qualitative concept that cannot be known with certainty ex ante; Has aspects that may be measured and analyzed over time on an ex post basis, even though such measurement on a trade-by-trade basis may not be meaningful in isolation; and Is interwoven into complicated, repetitive and continuing practices and relationships.

Best Execution does not necessarily mean the lowest trade execution commission on the transaction. It is defined as the most advantageous execution terms reasonably available under the circumstances. This includes the following elements:

Price Speed of execution Certainty of execution, and

Overall cost of the transaction.

In striving to obtain a best execution price, Hillsdale’s trading desk seeks to minimize implementation shortfall relative to both signal price and arrival price. Signal price is the model-generated “signal” price while arrival price is measured when the trade is received by the trading desk. Tools that are used within the trading process to minimize implementation shortfall include:

Hillsdale Proprietary Trading Alerts Application - Real-time trading signals and event alerting integrated with rankings and forecasts - Enables traders to efficiently manage trades from multiple strategies simultaneously - Assists the traders in effectively communicating to Portfolio Managers Trade Progress Report - Provides Portfolio Managers with real-time feedback on ongoing trades - Enables automated alerting regarding volume, slippage and other market related events Electronic Execution Tools - Customized liquidity seeking execution algorithms, electronic crossing networks, dark pools High-Touch Trading - Block trading, liquidity sourcing via broker institutional trading desk Pre/Post Trade Analysis - Hillsdale proprietary trade cost analysis process to improve execution - Quarterly best execution assessment

The trading desk has real-time access to portfolio signals (asset returns and risk forecasts), as well as security specific alpha forecasts with estimated trading costs integrated therein. Therefore, trading limits can be interpreted and modified in the context of changing market conditions. Any significant or unexpected movements in individual securities or sectors are examined, analyzed and discussed with Portfolio Managers. Trades are executed using a dynamic blend of electronic trading (e.g. direct market access algorithms, electronic crossing networks) and high-touch trading (e.g. block trading and liquidity sourcing via broker/dealer institutional trading desks) in order to maximize access to potential market liquidity and minimize trading cost. Electronic trading and high-touch trading represent two complementary capabilities to access distinct sources (public vs. discretionary) of liquidity in the market. In order to maximize trading efficiency and avoid potential predatory trading tactics, the trading desk employs price limits on the majority of trades with limited liquidity, uses customized interactions with many broker execution algorithms, takes an active role in specifying marketplace when using passive orders and generally avoids using unconstrained schedule-based algorithms when signaling risk is high. A detailed quantitative post-trade analysis of the trading process facilitates the evaluation of best execution. Once per quarter, a Best Execution Review meeting is held with the Portfolio Management, Trading and Compliance teams to discuss trading performance and review all frictional trading costs.

In selecting executing brokers, Hillsdale focuses on the execution capabilities of the broker, giving secondary consideration to the broker’s responsiveness to Hillsdale’s needs, the trade execution commission rate and the range of services that the broker can offer (including Client Commission Arrangements). In addition to trade execution services and research provided by a given broker, Hillsdale can also use client brokerage commissions to obtain third party order execution and research goods and services via the use of Client Commission Arrangements. When directing brokerage transactions to a broker involving client brokerage commissions, Hillsdale makes a good faith determination that the client or clients over time receive reasonable benefit from the use of the goods or services in relation to the amount of client brokerage commissions paid. Trades that are executed within the Client Commission Arrangements are considered a “bundled” trade and would incur a higher trade execution commission than would be charged for executiononly services by a broker. The portion of the brokerage commission that is in addition to executiononly service portion is used by the broker to pay for third-party order execution and research goods and services as directed by Hillsdale. This can be interpreted as a benefit to Hillsdale as it therefore does not have to produce or pay for the goods and services that are paid for by the brokerage commissions. The implication of this potential conflict is addressed by Hillsdale through its Best Execution and Trade Execution Commission policies, ensuring that Best Execution is the priority when determining an executing broker and strategy. The trade execution commissions generated via the use of Client Commission Arrangements is also regularly monitored and reviewed by senior management to ensure that there is a clear benefit to Hillsdale clients. Hillsdale’s quantitative investment approach, research and order execution goods and services support a common infrastructure that enables investment decision making for the benefit of all client accounts. Given the common infrastructure, trade execution commissions generated by client accounts are aggregated to obtain the research and order execution goods and services. Benefits are not allocated to specific client accounts. No goods or services are obtained from Hillsdale affiliates or related parties. The name of any broker or third party that has provided research or order execution goods and services will be provided upon request at no charge. Research and order execution goods and services include, but are not limited to, the following: (a) (b) (c) (d) (e) (f) (g)

various data series and databases on factors affecting equities and other investments for markets in which investments are made; financial models and simulation software to manipulate and analyse the data; trading software, market data, pre/post trade analytics, trade execution consultant services, and post-trade matching services; analyses and reports concerning market, economic and political factors or trends, industries and/or specific companies; consulting services to provide investment-related research, and to review and analyse data and other research obtained; pricing data; and proprietary research from brokers.

Research good and services received from third-party providers are supplemental to Hillsdale’s own research efforts and are tailored to assist in performing its investment decision-making responsibilities. Certain good and services that are obtained may not be used exclusively for research and order execution purposes and are considered as “mixed-use” goods and services. In these cases, Hillsdale makes a good faith determination of the portion of the cost that is allocated to non-research/order execution and pays the allocated amount directly. Hillsdale’s choice of brokers does not include any consideration of whether or not Hillsdale receives client referrals. Hillsdale does not routinely recommend, request, require or permit that clients provide direction as to the selection of a broker for executing transactions. In general Hillsdale’s contracts with clients grant Hillsdale full discretion to select brokers to execute transactions. As part of the portfolio management process Hillsdale will review several portfolios at the same time in order to determine if any trading activity is required. A given strategy may be employed across several accounts, or various strategies may indicate at the same time that a trade in a specific security should be made. When this happens the trades in a security for the various accounts will be aggregated and traded concurrently in bulk for efficiency. After a trade is fully or partially completed the total amount, including trade execution commissions, is allocated pro-rata on a trade size weighted basis across the originating accounts.

13.

Review of Accounts

Institutional Account Review and Monitoring The Hillsdale Funds and large institutional segregated accounts are monitored daily, checking portfolio risk and return characteristics against pre-established tolerances. Under the direction of the Chief Compliance Officer, Hillsdale has a daily monitoring system to ensure that the funds and segregated accounts are in compliance with their applicable investment restrictions. Some of the major control functions in the system include: Pre-Trade Compliance Verification - The Pre-Trade Compliance Verification process within the Portfolio Investment Management System (“PIMS”) advises the portfolio manager (“PM”) if there are any trades that breach portfolio investment restrictions, categorized as “hard” and “soft” compliance rules (consistent with industry practice). If the PM decides to override the compliance rules, an email is sent to the Compliance and Trading teams, requiring an explanation from the PM before trade execution. Trading Activity - Compliance has real-time access to view all trades that are being executed via PIMS. Trade Allocations details are sent to Brokers, Custodians and Fund Administrators via an automated processes. Post-Trade Compliance Verification – The Post-Trade Compliance Verification process is performed within PIMS, ensuring that all portfolio investment restrictions are respected. On an automated basis the system checks all portfolios twice daily against account investment guidelines. Any violations generate an email to the Portfolio Management, Compliance, and Operations teams for review and follow-up. Any concerns are addressed with the respective PM, or if necessary are elevated to the CCO for resolution. Settlement - Under National Instrument 24-101 Institutional Trade Matching and Settlement (NI 24-101), Hillsdale is required to have policies and procedures in place to ensure that trades are matched and settled within specified timeframes. NI 24-101 applies to Canadian equities or instruments that are settled through the Canadian system. As part of the national trade matching system, Canadian custodians have implemented reporting systems that show any unmatched trades between counterparties in the Canadian Depository for Securities (“CDS”) as the central clearing house and the custodian balances, which are updated daily based on trading data sent by Hillsdale. On a daily basis, the Operations team investigates unmatched trades and investigates discrepancies. On a quarterly basis, the Operations team prepares a summary of unmatched trades by custodian. Any issues are reviewed with the COO and CCO. Settlement issues with respect to all equity securities are highlighted through the daily reconciliation process (see below). Reconciliations – On a daily basis, reconciliation reports are produced and distributed to the Portfolio Management, Trading and Operations teams. These reports compare positions and activity in a portfolio as per Hillsdale’s PIMS to that reported by the custodian. This is based on files that are received daily directly from custodians. Any differences, on any key value (e.g. no. shares, valuation etc.) appear on the report. Items requiring follow up are resolved by the

Operations team in conjunction with traders/portfolio managers and custodians. In addition to this analysis, the independent fund administrator for Hillsdale’s pooled funds (SGGG Fund Services Inc., “SGGG”) reconciles positions and activity to the custodian as part of the fund accounting process. Pricing/Valuations – Since all securities/instruments in which Hillsdale invests (with the exception of currency forward contracts) are listed securities or pooled funds and have public pricing sources for valuation, the risk of a custodian or fund accountant receiving inaccurate pricing data for valuation purposes is very low. A daily reconciliation of security valuations vs custodian values is executed in part to minimize the risk of inaccurate pricing. For separately managed accounts, clients engage their own custodial/accounting service that will provide independent valuation. If the custodian has the ability to provide daily files with holdings and valuation, Hillsdale will process the files via an automated process and reconcile any internal differences against the custodian data. It is uncommon for securities to have missing/stale prices or be halted for more than a few days in any of the portfolios that Hillsdale manages. If a custodian requests input for the valuation of a security that they deem to be stale, Hillsdale’s Valuation Committee will be consulted. After consideration, Hillsdale may provide valuation guidance information from independent sources that we deem to be credible, including the valuation opinion of a qualified dealer analyst or input from the appropriate regulatory body. If such a communication is made to a custodian, we will also advise the client. Performance Reporting – Portfolio and strategy returns are calculated using a third-party performance measurement system. These returns are reconciled daily against internal calculations and benchmarks. Any material discrepancies are investigated by the Operations team. Institutional clients who have invested directly in the Hillsdale Funds receive an account statement on a monthly or quarterly basis from the Fund Administrator, including position cost and market value, and any transactions that occurred during the period. Following each purchase or redemption of Hillsdale Fund, Hillsdale will send, or cause to be sent, a trade confirmation statement to the Client containing relevant information concerning such investment or redemption. The Series Net Asset Value Per Unit of a representative series of a Fund will be reported not less frequently than monthly, either by a statement that is sent to the Client, on Hillsdale’s website (https://www.hillsdaleinv.com/myhillsdale/weekly-prices) for the most recent 4 weeks or distributed to third-party financial and investment websites. Hillsdale can be contacted at 416-913-3900 or info@hillsdaleinv.com to receive a selected list of third-party websites where this information can be accessed. Institutional Clients with a separately managed account receive account statements, trade confirmations, etc. directly from the custodian that they have chosen. Hillsdale provides a Quarterly Performance Report with a review and analysis of a Client’s portfolio and the quarterly results, with comparisons to the agreed benchmark(s). Upon client request, the report will also include details of the securities held and transactions during the quarter. If the separately managed account includes Hillsdale Fund investments, the Client will receive the annual audited and

interim unaudited financial statements of the Hillsdale Funds. If the separately managed account requires Hillsdale to perform proxy voting, the Client will receive Proxy Voting Reports upon request. Private Client Managed Accounts Review Hillsdale Private Clients are assigned a registered Portfolio Manager that serves as the investment advisor who creates and manages their investment portfolio in accordance with their risk-return mandate and financial goals. The investment advisor will monitor the portfolio regularly and communicate with a Client when they have notable information to provide. At a minimum, the investment advisor will review Client portfolios and investment plans in detail once a year, when a Client provides notification of a significant change in circumstances, or on such frequency as mutually agreed upon. Between meetings, the investment advisor can provide a Client on demand details regarding their portfolio, transactions, performance, and asset mix reports electronically or in print. A registered portfolio manager of Hillsdale reviews and approves all transactions before they are executed in Client accounts. Clients receive regular updates of their investment activities and performance as follows:

Clients who have invested directly in the Hillsdale Funds receive reports directly from Hillsdale.

Clients who have a separately managed account, other than institutional clients, receive reports from NBIN as custodian of the separately managed account. Hillsdale has entered into a contractual service arrangement with NBIN to provide all required reporting for separately managed accounts on its behalf.

Such Clients will receive the following reports and information: 1. Net Asset Value – The Series Net Asset Value Per Unit of a representative series of a Hillsdale Fund will be reported not less frequently than monthly, either by a statement that is sent to the Client, on Hillsdale’s website (https://www.hillsdaleinv.com/myhillsdale/weekly-prices) for the most recent 4 weeks or distributed to third-party financial and investment websites. Hillsdale can be contacted at 416-913-3900 or info@hillsdaleinv.com to receive a selected list of third-party websites where this information can be accessed. 2. Trade Confirmation – Following each purchase or redemption of Hillsdale Fund Units by a Client directly invested in a Hillsdale Fund and each distribution by the Hillsdale Fund to a Client, Hillsdale will send, or cause to be sent, a trade confirmation statement to the Client containing relevant information concerning such investment, redemption, or distribution. Clients with a separately managed account receive trade details within the monthly account statement from NBIN. 3. Account Statement – A monthly or quarterly account statement containing details of the Hillsdale Fund Units owned, their position cost and market value, and any transactions that occurred during the period. This statement will be received from the administrator of the Hillsdale Funds for a direct investment in the Hillsdale Funds, or the information will be included in the NBIN statement for Clients with a separately managed account.

4. Monthly Newsletter – A review of the performance of the Hillsdale Funds and the markets for the month. The newsletter includes a comparison of each Hillsdale Fund’s performance to its benchmark for various time periods. 5. Report on Charges and Other Compensation – Annual report summarizing all Operating and Transaction charges directly paid from the Client separately managed account over the 12month period, excluding any charges paid within a Hillsdale Fund investment held in the separately managed account. As Hillsdale does not typically receive any compensation from third parties on any securities purchased in the separately managed account, generally no report is required. 6. Investment Performance Report (“IPR”) – The IPR will be provided at a minimum on an annual basis. The IPR is intended to show the change in the value of the account, in both dollar and percentage terms for various time periods, to assist the Client in reviewing progress towards their investment goals. It will show the opening and closing market value of all cash and securities in the account and the components of the change, e.g., contributions, withdrawals (including fees and expenses paid outside a Hillsdale Fund), and market growth, as well as the annualized percentage returns for various time periods. 7. Annual audited financial statements and interim unaudited financial statements with respect to a Hillsdale Fund invested in by the Client. 8. Proxy Voting Reports – As part of its fiduciary duty as PM of the Hillsdale Funds, Hillsdale has policies and procedures in place designed to ensure that proxy voting is done in the best interest of the Hillsdale Funds. The responsibility for proxy voting for a separately managed account is detailed in the investment management agreement. Proxy voting reports are available upon request, at no charge, at https://www.hillsdaleinv.com/about#proxy-voting, by contacting 416-913-3900 or info@hillsdaleinv.com. Form N-PX proxy voting reports are also available annually, for the year ended June 30th, in the SEC’s EDGAR filing system at https://www.sec.gov/edgar/search/#/category=custom&entityName=Hillsdale&forms=NPX. Account Reviewers A. Christopher Guthrie, President and CEO, CIO, CFA Ted Chen, Co-CIO, Senior Portfolio Manager Alfred Sum, Senior Portfolio Manager, CFA Alex Etsell, Senior Portfolio Manager, CFA Amit Goel, Head Private Client Services and Portfolio Manager, CFA Tony Batek, Director of Research, Senior Portfolio Manager, CFA Selwyn Yuen, Head of Research, Senior Portfolio Manager, CFA All transactions are reviewed and approved by a Portfolio Manage before execution.

14.

Client Referrals and Other Compensation

Hillsdale does not participate in any arrangements whereby it receives compensation from somebody other than a client for providing advice to the client. Hillsdale does not currently have any referral arrangements. A referral arrangement includes any arrangement under which Hillsdale agrees to pay or receive a referral fee. A referral fee means any form of compensation, direct or indirect, paid for the referral of a client to or from Hillsdale. Canadian brokers may receive commissions for placing orders in Hillsdale Funds for their clients. Brokers may charge a front-end sales charge of up to 2% of the Series A.CA$, Series A.CA$.U$H, Series A.U$, Series I.CA$, Series I.CA$.U$H and Series I.U$ Units of the Hillsdale Funds. These commissions are paid by the broker’s client. In addition, in respect of Series A.CA$, Series A.CA$.U$H and Series A.U$ Units of the Hillsdale Funds, Hillsdale may pay brokers quarterly, in arrears, cash payments, known as “service fees” or “trailer fees”. These fees consist of either: (i)

a specified percentage rate per annum of the average daily net asset value of their clients’ investment in the applicable Fund, with no participation in the Performance Fee; or

(ii)

a specified percentage rate per annum of the average daily net asset value of their clients’ investment in the applicable Fund, plus up to 25% of the Performance Fee generated by their clients’ investment in the applicable Fund and collected by Hillsdale.

The applicable percentage rate for trailer fees for a Fund is described in the offering memorandum. No service fees are paid in respect of any other series of Units of a Fund. The trailer fees are earned once a purchaser’s purchase of Units has settled and continue for so long as such purchaser holds such Units.

15.

Custody

All client funds and securities are held by independent custodians. For the CCE Fund, CLV Fund, CSC Fund, CMC Fund, USC Fund, UMC Fund and the GI Fund the custodian is BMO Nesbitt Burns Inc., a subsidiary of the Bank of Montreal. For the GSC Fund and the GE Fund the custodian is RBC Investor Services Trust, a subsidiary of the Royal Bank of Canada. For separate accounts managed for private clients, the custodian is National Bank Independent Network (“NBIN”), a division of and trade name used by National Bank Financial Inc. (“NBF Inc.”). NBF Inc. is a subsidiary of National Bank of Canada, a major Canadian chartered bank with an investment grade credit rating. NBF Inc. is a registered investment dealer in Canada. The custodians for large institutional segregated accounts are designated by the client. Hillsdale is deemed to have custody of the client funds and securities in the Hillsdale Funds only. This is by virtue of the fact that Hillsdale has the authority and ability to withdraw cash and securities from the Funds. For other than normal trading activity, Hillsdale’s controls require that any such withdrawals be approved by any two of the President & CEO, the COO & Chief Compliance Officer, the Executive Vice-President Institutional Investment Services, the Director Research Services, the Senior Vice-President Institutional Investment Services, or the Senior Vice-President Finance and Accounting. Hillsdale does not have any ability to access cash or securities in institutional segregated accounts or private client accounts at NBIN; it can only instruct portfolio transactions. As indicated in Item 13 – Review of Accounts, investors in the Hillsdale Funds receive monthly statements from the independent fund administrators and annual audited financial statements. Private clients with accounts at NBIN managed by Hillsdale receive a statement directly from the custodian at least quarterly, and monthly if there is activity in the account. Investors should always compare information received from the custodian or fund administrator to any information received from Hillsdale.

16.

Investment Discretion

Hillsdale customarily accepts discretionary authority to manage securities accounts on behalf of clients. The only restrictions on such authority are those established by the terms of the applicable Fund or contract with the client. Investors in the Hillsdale Funds grant this authority by executing a power of attorney as part of the subscription agreement. This authority is granted for other accounts by a signed contract or investment management agreement.

17.

Voting Client Securities

Hillsdale has a fiduciary obligation to vote proxies for the securities which are held in the Hillsdale Funds in the best interest of the beneficial owners. As Hillsdale is responsible for all aspects of the operation of the Funds, investors in the Funds do not have any ability to direct voting for a particular security. This authority is given to Hillsdale by investors through the execution of a power of attorney as part of the subscription agreement. Hillsdale will accept, via contract, authority to vote client securities in other managed accounts, if desired by the client. In such cases a client can provide instructions to direct voting in certain instances. If a client has not granted Hillsdale authority to vote securities in their account, the client will receive proxies and other solicitations directly from their custodian. A copy of Hillsdale’s Proxy Voting Policy is available upon request. Hillsdale makes reasonable efforts to obtain proxies for the accounts over which it has proxy voting authority, but it has no obligation to vote proxies that it does not receive. For clients participating in a securities lending program via their custodian, Hillsdale will not be eligible to vote proxies for the portion of shares on loan. Hillsdale has retained Institutional Shareholder Services Canada Corp. (“ISS”) to provide third-party proxy voting research and execution services for accounts managed by Hillsdale. ISS is a recognized world leader in providing proxy voting services and in corporate governance issues. Specifically, Hillsdale utilizes the ISS Governance service, which conducts governance research and recommendations, and provides proxy voting execution services. With regards to this service, Hillsdale has reviewed (i) the expertise and qualifications of ISS staff, (ii) the procedures for determining proxy voting guidelines, (iii) the procedures for identifying, controlling, monitoring and reporting potential and actual conflicts of interest; and (iv) the procedures to ensure that voting recommendations are in the best interest of clients. Details about ISS policies and procedures can be found at https://www.issgovernance.com/compliance/due-diligence-materials/ . ISS is a registered investment adviser with the SEC and as such maintains a Code of Ethics (the “ISS Code”) applicable to employees involved in providing proxy voting services. The ISS Code specifically addresses real or potential conflicts of interest and includes procedures designed to eliminate such conflicts wherever possible and to ensure that any potential conflicts that cannot be eliminated are adequately managed and disclosed. As part of its procedures, ISS determines if a “significant relationship” exists with an issuer and flags this relationship for each event for which they vote proxies. On a quarterly basis, Hillsdale selects a sample of event where a “significant relationship” has been flagged and for which ISS has voted proxies on its behalf and reviews them for adherence to the ISS stated policies. Records of the reviews are maintained. On a monthly/quarterly basis, Hillsdale downloads and stores proxy voting reports for its pooled funds and separately managed accounts, making them available to clients upon request. Since 2015, Hillsdale has disclosed its proxy voting records annually on its website at https://www.hillsdaleinv.com/about#proxy-voting .

Hillsdale has reviewed and opted to adopt the ISS recommended Voting Guidelines for the vast majority of its proxy votes. Details regarding ISS’s approach to governance and voting can be found at www.issgovernance.com under the Policy Gateway heading. Voting Guidelines for specific markets can be found at https://www.issgovernance.com/policy-gateway/voting-policies/ . Hillsdale Funds and SMA holdings primarily consist of publicly traded equities, generally with a goal of long-term capital appreciation. In Hillsdale management’s opinion, the application of a uniform proxy voting policy across all accounts and pooled funds that it manages is generally appropriate and in the best interest of the beneficial owners. Hillsdale will sometimes override specific votes either based on a client request or based on its determination that its action is in the best interest of its clients. The typical reason for overriding ISS’s votes is in the case of special situations which can include the opposition of unaligned compensation, the countering of excessive dilution of shareholder interests, challenging the lack of director independence and defending the rights of our clients to secure “fair value” in the event of takeovers and management buyouts. Information on the proxy voting record for a particular Fund or account, as well as copies of the proxy voting policies and procedures are available upon request.

18.

Financial Information

Hillsdale does not solicit or require the prepayment of fees by clients. Hillsdale is deemed to have custody of the client funds and securities in the Hillsdale Funds only. There are no financial conditions that are reasonably likely to impair Hillsdale’s ability to meet its contractual commitments to clients. Hillsdale has not been the subject of a bankruptcy petition at any time since its inception in 1996.