CONFLICTS OF INTEREST STATEMENT

Conflict of interest may occur when the interests of individuals or groups are incompatible or divergent, or when a person may have an incentive to act in a manner that puts his or her interests ahead of those of others.

A conflict is “material” if, depending on the circumstances, it could reasonably be expected to affect the Client’s decisions or the recommendations or decisions of Altium or its representatives.

Altium takes reasonable steps to identify existing or reasonably foreseeable conflicts of interest and to determine which are material. Conflicts of interest can occur between:

• you and Altium;
• you and an Altium representative (e.g., your Client adviser); and
• you and other Clients.

Altium and its representatives avoid conflicts of interest prohibited by law as well as material conflicts of interest that cannot be addressed in your best interests. Your interest always comes first. In any other situation, we take appropriate action through disclosure and sufficient mitigation controls.

A. Altium’s Fees Charged to Clients

Altium’s fees are described in Schedule 1 of the Agreement.

Some clients may pay fees different from those set out in Schedule 1 of the Agreement for identical or substantially similar services. As indicated in Schedule 1, in addition to the size of assets under management, criteria such as the history of the relationship (including certain “legacy” accounts resulting from acquisitions) as well as the longevity and complexity of the relationship with Altium may be considered when determining the annual fees to be paid to Altium. Moreover, Altium employees and members of their immediate family benefit from reduced annual fees and charitable organizations may benefit from reduced annual fees.

B. Client Referral Agreements

Referral agreements may occur between Altium and other entities, both registered and unregistered. The purpose of the referral is to connect potential clients with Altium or Altium’s clients with other entities where the referral is in the client’s interest, including to provide them with access to qualified individuals to assist them in achieving their financial goals in all relevant areas.

In the context of a referral agreement, a referral fee may be paid by Altium to a third party or received from a third party by Altium. If Altium pays or receives a referral fee, the referral fee will be deducted from the fees you pay to Altium or the third party and will not increase the total cost to you.

If a referral agreement is in place and you are a client referred to Altium or referred by Altium, the following information will be provided to you prior to the provision of the relevant services:

• the names of the parties to the referral agreement;
• the name of each party to the referral agreement;
• the purpose and material terms of the referral agreement, including the nature of the services to be provided by each party;
• any conflicts of interest resulting from the relationship between the parties to the referral agreement and from any other element of the agreement;
• the method of calculating the referral fee and, to the extent possible, the amount of the fee;
• the category of registration of each registrant that is a party to the agreement with a description of the activities that the registrant is authorized to engage in under that category and, giving consideration to the nature of the referral, the activities that the registrant is not permitted to engage in;
• if a referral is made to a registrant, a statement that all activity requiring registration resulting from the referral arrangement will be provided by the registrant receiving the referral;
• any other information that a reasonable client would consider important in evaluating the referral arrangement.

C. Client Priority

As a client, your interest takes precedence over those of Altium and its employees. When processing orders for clients and Altium or its employees for the same security, we always ensure that the client’s order is processed before the Altium or employee order or that it is executed at the same time and allocated to the average execution price.

D. Fair Allocation of Investment Opportunities

Altium ensures that investment opportunities are fairly allocated among its clients. Altium’s policies and practices are aimed at avoiding to intentionally favour or disadvantage any client or class of clients in allocating investment opportunities. However, Altium may need to consider objective factors in allocating investment opportunities, such as regulatory or financial constraints, the suitability of the investment, the type of account, the minimum investment amount or the qualification to be eligible for an investment. In addition, other factors can also affect the allocation of investment opportunities, such as available cash or cash equivalent, transaction costs, tax impacts, etc.

Where applicable, Altium ensures that Investment Professionals have a policy in place to ensure the fair allocation of investment opportunities.

E. Best Execution

If Altium executes trades through a dealer or agents or instructs dealers or agents to execute trades, it ensures that these dealers or agents have a best execution policy.

F. Outside Activities

Altium may permit its representatives to engage in outside activities if, after review by its compliance team, such activities (i) do not give rise to a real or apparent conflict of interest; and (ii) the time spent does not impair their role with Altium and the services provided to Altium’s clients.

G. Employees’ Personal Investments

Personal investments of Altium employees are subject to oversight by Altium’s compliance team. In particular, employees are prohibited from making personal investments based on confidential information held by Altium.

H. Gifts, Entertainment and Compensation

Altium does not accept and prohibits its employees from accepting gifts, entertainment or compensation that could influence the decisions they make in the performance of their duties and compromise or give the impression of compromising their independence.

Gifts and entertainment, except those of negligible value, provided to Altium or its employees in the course of their duties must be disclosed to the compliance team and pre-approved prior to being accepted.

Altium ensures that its compensation practices do not conflict with its employees’ obligations to you.

I. Personal Financial Dealings with Clients

Altium prohibits its employees from engaging in personal financial dealings with Altium’s clients, except for those who are family members. Such financial dealings include the purchase or sale of assets outside of Altium’s investment management, borrowing or lending money with you, etc.

J. Related or Connected Issuers

Altium or another person would be considered a “related issuer” if (i) Altium is an influential security holder of that other person; (ii) that other person is an influential security holder of Altium; or (iii) Altium and such other person are a related issuer of a third person.

An issuer is a “connected issuer” of Altium if there is a relationship between such issuer or one of its related issuers and (i) Altium; (ii) an issuer connected to Altium; (iii) an officer, director or partner of Altium or an issuer related to Altium; which could lead a reasonable prospective purchaser to question their independence.

As of the date of the Agreement, Altium has no “related issuer” or “connected issuer”. In the event of any changes in this regard, Altium will inform you.

K. Conflicts of Interest Statement

You can also request a copy of this statement by contacting clients@altium.ca or your client adviser.

Last updated: April 2024