Code of Ethics

I. Purpose and Scope

1. Purpose
   
   Nikko Asset Management is committed to upholding the highest standards of business ethics and conduct. We are proud of this commitment and consider it fundamental to earning and maintaining the trust of our clients, prospective clients, the public, regulators, business partners, participants in the global capital markets and other key constituents. This Code of Ethics and Business Conduct (this “Code”) aims to emphasize that commitment by setting forth basic principles of business ethics and standards of business conduct.
    
   Nikko Asset Management’s employees, as good citizens, must also respect each other as well as eliminate and prevent discriminatory comments or any other forms of harassment based on nationality, race, sex, sexual orientation, gender identity, age, beliefs, religion, social status or physical disability.
    
   Given the variety and complexity of situations that can arise, no single document could ever cover every possible situation. Accordingly, we have not attempted to do that here. Rather, this Code has been prepared to function as a high-level guide, meant to be supplemented where necessary by further policies and procedures, advice of internal compliance professionals and the informed good judgment of those covered by this Code.

1. Scope
   
   This Code applies to Nikko Asset Management Co., Ltd. (the “Company”) and the Company’s subsidiaries stipulated in the Appendix (hereinafter, the Company and the subsidiaries stipulated in the Appendix are collectively referred to as the “Nikko AM Group”).
    
   This Code applies to all Nikko AM Group directors, statutory auditors and employees. (As used in this Code, the term "employees" shall include temporary and contract employees as well as full-time employees.) Such directors, statutory auditors and employees are referred to herein collectively as “Covered Persons,” and individually as a “Covered Person” or “you.”

II. Commitment to Compliance

Compliance with applicable laws, rules and regulations (the “law”), as well as conduct that takes into consideration the intent and spirit of the law, are fundamental to our commitment to uphold the highest standards of business ethics and conduct. In conducting the Nikko AM Group’s business, you must comply with applicable law, including not only domestic law of the country in which you are located, but also, when applicable, United States federal securities law and the law of foreign jurisdictions.

III. Commitment to Our Clients

1. Fiduciary Duty
   As a fiduciary, we owe our clients a duty of loyalty and care. When you act in a fiduciary capacity you must act for the benefit of our clients, placing the interests of our clients before the interests of the Nikko AM Group, a third party or your own. You must also act with reasonable care, diligence and exercise prudent judgment in the performance of your duties.
2. Forthright Communication
   We are committed to communicating forthrightly with our clients. When communicating with clients, prospective clients and the general public, you must communicate in a manner that is fair, accurate and not misleading.
3. Preserving Client Confidentiality
   Unless disclosure is approved by the client, required by law or competent authority or authorized by an appropriate legal officer of the Nikko AM Group, you must protect confidential client information and do not use such information for any purposes other than those approved as above.

4. Personal Trading
   The Nikko AM Group has adopted the Nikko Asset Management Group Personal Trading Policy. The Policy is guided by the principle that as a fiduciary entrusted with the management of client assets our foremost concern is and must always be to protect the interests of our clients. The Policy aims to effectuate this principle by establishing a framework for managing personal trading by directors, statutory auditors and employees that protects the interests of our clients, while permitting responsible investing by our directors, statutory auditors and employees.

   Key components of our personal trading policy include: (i) prohibitions and restrictions on certain types of transactions; (ii) preclearance requirements that allow the appropriateness of the proposed transaction to be assessed prior to permitting a transaction; and (iii) reporting requirements that allow NAM to monitor trading activity and review transaction histories in order to assess compliance with the Policy. This Code incorporates by reference the Policy (with relevant local supplement, if any),, which shall be included as an attachment to this Code.

IV. Commitment to Regulators and the Public

1. Timely and Truthful Regulatory Filings and Submissions
   When we file or submit reports and documents to regulators, we must endeavor to ensure that the information in those reports and documents is fair, complete, accurate and not misleading. When you are providing information to others for inclusion in these reports and documents, you must use best efforts to ensure the veracity of the information provided, avoid any misunderstandings (or promptly correct any misunderstanding that does arise) and communicate fairly, completely, accurately, and in a way that is not misleading so that the filings, submissions and public disclosures themselves end up being fair, complete, accurate and not misleading.
2. Cooperating with Regulators
   We believe that investors and the industry both benefit from a robust regulatory environment in which the regulators appropriately regulate and supervise the industry. We also believe that ad hoc and periodic inspections are an important means for regulators to fulfill their duties. Accordingly, we are committed to cooperating with regulators in the appropriate exercise of their supervisory and regulatory duties and expect our directors, statutory auditors and employees to fully cooperate with regulators in the proper exercise of their duties.
3. Financial Reporting
   Whenever the Nikko AM Group discloses its financial results, we must ensure that the information, in all material respects, is fair, accurate and not misleading. Appropriate and timely disclosure of information requires a complete record of each business process. You are responsible for the integrity of information, reports and records under your control. Logs must be maintained so as to record all transactions in an accurate and timely manner, subject to applicable laws, regulations and internal rules. Furthermore, you must not knowingly conceal or falsify information, misrepresent material facts or omit material facts necessary to avoid misleading the Nikko AM Group’s Audit and Supervisory Committee Members, auditors or the investing public.

V. Commitment to Each Other

1.  Embracing Diversity
   The Nikko AM Group is committed to providing a work environment where diversity is embraced and our differences are valued and respected. We believe our diversity is a strength and competitive advantage. We expect you to help us ensure that we preserve and enhance a corporate culture where each individual is treated with respect and dignity and diversity is embraced.
2. Work Environment Free of Discrimination and Harassment
   The Nikko AM Group is committed to ensuring that the work environment is free from discrimination and harassment. Discrimination and harassment will not be tolerated and may result in disciplinary action up to and including dismissal. We expect you and all other directors, statutory auditors and employees to help us in keeping our working environment free from discrimination and harassment.

VI. Commitment to the Company

1.  Loyalty
   In matters related to your employment or position with your company you must act for the benefit of the Nikko AM Group, not yourself. You must not take for yourself or otherwise deny to the Nikko AM Group opportunities that are discovered through the use of Nikko AM Group property or information or as a result of your employment or position with the Nikko AM Group. You must fully disclose to the Nikko AM Group any position, relationship, transaction or other circumstances that create or could reasonably appear to create a material conflict of interest with the Nikko AM Group.
2. Protection and Proper Use of Company Assets
   You must protect your company’s assets, including its proprietary information and other intellectual property. You must not use the Nikko AM Group’s assets for non-group business, except for incidental personal use that is permitted. Further, you must not engage in or allow any unauthorized use or disclosure of the Nikko AM Group’s proprietary information.
3. Knowing and Complying with Company Policies
   The Nikko AM Group has adopted a variety of policies and internal regulations that are aimed at achieving its goals, such as complying with the law, achieving best practice and maintaining an appropriate control environment. You must familiarize yourself with those policies and internal regulations and comply with both their letter and spirit.
4. Duty to Report Suspected Illegal and Inappropriate Acts
   We have mechanisms in place to prevent illegal acts, violations of Nikko AM Group policies and regulations and inappropriate acts. We are similarly prepared to take remedial action with prompt and appropriate corrective measures in the event that any such acts or violations occur. You must report any fraudulent, illegal, unethical or suspicious conduct or violations of Nikko AM Group policies or regulations, including violations of this Code, in a timely and accurate manner subject to internal rules. The Nikko AM Group will not tolerate retaliation on the grounds of reporting such incidents.
5. Duty to Avoid Unauthorized Public Communication
   The Nikko AM Group has established policies and procedures to ensure that public communications about the Nikko AM Group and/or its business are subject to appropriate oversight and control and are themselves appropriate. Accordingly, you must follow applicable internal policies and regulations when communicating about the Nikko AM Group and/or its business with the public, in any public forum or when dealing with the media. You should not make any statements on behalf of the Nikko AM Group unless you are authorized to do so and should refer all media inquiries to the persons, group or department specified in internal policies and regulations. Further, you must not contact the media without following applicable internal procedures and unless you are authorized to do so.
6. Duty to Cooperate with Investigations
   From time to time, the Nikko AM Group may find it necessary to engage in fact-finding or investigations regarding alleged or suspected illegal or inappropriate acts. You are required to fully cooperate with any appropriately authorized internal or external fact-finding exercise or investigation, whether by an internal auditor, external auditor, lawyer, employee in charge of a fact-finding exercise or investigation, or supervisory regulators.

VII. Commitment to Upholding the Integrity of Capital Markets

1.  Insider Trading
   We are committed to complying with all applicable insider trading laws. If you come into possession of material, non-public information (as defined in the relevant insider trading laws), you must not act upon that information or cause others to act upon that information. If you believe you have come into possession of material, non-public information or are uncertain as to whether you have come into possession of such, you must promptly disclose all relevant information to the Chief Compliance Officer (or the senior compliance officer at your office, if you are an employee of or your position is with a subsidiary) and follow his/her instructions.
2. Market Manipulation
   We are committed to upholding the integrity of the capital markets, including fair price discovery. Accordingly, you must not engage in any conduct intended to distort prices, artificially inflate trading volumes or mislead market participants.

VIII. Commitment to Ethical Business Practices and Fair Competition

1. Fair Dealing
   We are committed to dealing with business partners, competitors and others honestly and fairly. You must exercise high ethics in your business dealings with others, and must not misappropriate others’ proprietary information or take unfair advantage of others through manipulation, deceit or other unfair business practices.
2. Gifts and Entertainment
   The legitimate purpose of business gifts and entertainment is to create good will and strengthen working relationships. The Nikko AM Group has adopted a separate policy on gifts and entertainment, with which you must comply, to ensure that the giving and receiving of gifts and entertainment by Covered Persons does not, in actuality or appearance, exceed that legitimate purpose.
3. Prohibition of Relations with Anti-Social Forces
   The Nikko AM Group is committed to preventing itself from engaging in transactions or developing relationships with groups or individuals, known in Japan as “Anti-Social Forces,” that pursue economic benefit by making use of violence, force and fraudulent means. You must follow applicable Nikko AM Group policy with regard to the goal of preventing transactions and relationships with anti-social forces.
4. Anti-Money Laundering and Anti-Terrorist Financing Compliance
   The Nikko AM Group is committed to ensuring that it is not misused for the purpose of money laundering or terrorist financing and has adopted appropriate anti-money laundering and anti-terrorist financing policies and procedures, which you must follow.
5. Compliance with Anti-Bribery Laws
   The Nikko AM Group is committed to competing for business fairly and consistent with applicable laws. Bribery or otherwise attempting to corruptly influence any government official for the purpose of obtaining or retaining business or to secure an improper advantage will not be tolerated. You must comply with all applicable anti-bribery and anti-corrupt practices laws.

IX. Environmental and Social Responsibilities

1.  Commitment to the Environment
   We are fully cognizant of our responsibilities to environmental conservation and proactively engage in environmental activities, subject to applicable laws, regulations and internal rules.
2. Contribution to Society
   We are committed to fulfilling our social responsibility as a good corporate citizen and wholeheartedly accept our responsibility to contribute to society. We are committed to proactively creating opportunities and participating in activities that contribute to society.

Revision History

• Announced June 21, 2011
• Revised: March 20, 2019 (Effective: June 20, 2019)
• Revised: June 21, 2019 (Effective: June 21, 2019)

Appendix

Company Subsidiaries Covered by this Code

・ Nikko Asset Management Europe Ltd
・ Nikko Asset Management Americas, Inc.
・ Nikko Asset Management Asia Limited
・ Nikko Asset Management Hong Kong Limited
・ Nikko AM Limited
・ Nikko Asset Management New Zealand Limited
・ Nikko Asset Management Luxembourg S.A.
・ Nippon Institutional Securities Co., Ltd.