GUÍA DE DIRECCIONES DE INTERÉS DEL PAÍS EN INTERNET

Name of Supervisor (“designated Principal”):

Chief Compliance Officer Respective product sales supervisors Frequency of Review: Continuous; daily

How Conducted: Review daily transaction report; Review of personal transactions; Field inquiries from regulators; Personal supervision of activities; Consultations with personnel regarding questioned activity; Consultations with counsel; Referrals to regulators, if necessary

How Documented: Investigation records; Records of all consultations; Initials on daily transaction records; Notation in files of action taken

3010 Checklist: SEA Rule 10b-5; SEC Regulation FD; Section 15(g) of ’34 Act; Notice 89- 05, 91-45, 05-51 09-11, FINRA Rule 5280

6.3.1 In General

SEA Rule 10b-5 under the Securities Exchange Act of 1934 generally makes it unlawful for any person to use, either directly or indirectly, material inside information that has not been publicly disseminated in connection with the purchase or sale of securities. The Insider Trading Act, passed by Congress in 1988, was promulgated to address the abuses of disclosing non-public information. This legislation listed a number of policies and procedures to be adopted by broker- dealers “reasonably designed to prevent the misuse of material non-public information.” These policies and procedures include, among other things, restricted

access to files and other sources likely to contain non-public information and provisions for continuing education programs regarding insider trading.

In determining whether the information could be considered “Insider Information,” and is therefore unusable, the following terms apply:

“Material information” is defined as a) information which in reasonable and

objective contemplation might affect the value of the issuer’s publicly traded securities, or b) information which, if known, would clearly affect investment judgment, or which directly bears on the intrinsic value of the issuer’s publicly traded securities. Examples of “material information” would be:

 Mergers, acquisitions, tender offers or restructuring;  Securities offerings or share purchases;

 The appointment of an investment banker or signing a letter of intent with an underwriter;

 Possible proxy fights;  Asset valuations;

 Dividends or earnings changes (or changes in estimates);

 Significant shifts in operating or financial circumstances such as write-offs, cash flow reductions, changes in accounting methods and the like;

 Imminent change in credit rating by agency;  Voluntary calls of debt or preferred stock issues;

 Major new products, discoveries or services or loss of any of these;  Significant new contracts or loss of business;

 Regulatory developments (such as FDA approvals);  Significant litigation or litigation developments;  Extraordinary management developments; and

 Forthcoming publications or articles, such as research reports, that may affect market prices.

“Publicly disseminated” means information that is generally available to the

public and about which the public has had a reasonable opportunity to make an investment decision.

“Solicited orders” include all orders for which the inducement to sell or purchase

comes from within the member firm and includes orders in discretionary accounts initiated by the account executive or such other managing director, officer, or employee holding discretion.

The most common violations of the “insider trading” rules include purchasing or selling securities on the basis of such information in any account in which one has a direct or indirect beneficial interest and “tipping” such information to anyone or using it as a basis for recommending the purchase or sale of a security (this includes spreading rumors).

Persons who are in possession of any material inside information that has not been disseminated to the public are prohibited from:

 Purchasing or selling securities for their own accounts, accounts of close relatives, or accounts over which they exercise discretion;

 Soliciting customer’s orders to either purchase or sell the securities; or  Disclosing such information or any conclusions based thereon to anyone.

If, after considering these items, any of the Company’s Registered Representatives or other associated persons believes that the information he or she has is material and non-public, he or she should take the following steps:

 Review the matter with the designated Principal;

 Do not purchase or sell the securities until all concerns have been addressed; and,

 Do not communicate the information to others until there is no danger of insider trading.

The Company has designated the principals in the table above as responsible to monitor trading activities and communications among Company personnel and between personnel and customers to ascertain whether “inside information” has been improperly used. The Compliance department shall maintain records of such monitoring activity.

The Company shall cooperate with any investigation being conducted by any regulator or law enforcement official regarding insider trading activities. The designated Principal is responsible for responding to any such inquiries.

6.3.2 FIRM POLICY on Insider Trading

It is the policy of BCG that no personnel (employees, officers, directors, Registered Representatives and others) may trade either personally or on behalf of others or participate directly or indirectly in the trading of any security of any issuer about which the individual possesses material non-public information at or prior to the time such information is publicly disclosed and available in the marketplace.

Further, no personnel may communicate any material non-public information to anyone outside the Company (including customers, suppliers, family members and others). No such information may be communicated inside the Company except as specifically authorized by the designated Principal.

Violation of the above policy or conduct that has the appearance of violation although outside the scope of legally prohibited activity can be extremely embarrassing to the Company and to the person involved. It can cause the Company to lose an existing or prospective client and cast a pall over the Company’s reputation. Consequently all incidents will be vigorously and actively investigated and, if appropriate, the Company will cooperate in the prosecution of any personnel involved in alleged infringements of this policy or its procedures. All associated persons shall annually certify their understanding of and compliance with the Company’s Insider Trading Policy. This certification shall be included in the Company’s Annual Compliance Questionnaire or be provided in another format as determined by the designated Principal.

6.3.3 ‘Chinese Wall’ Requirements – Not Applicable 6.3.4 Restricted or Watch Lists – Not Applicable

6.3.5 Other Information Barriers – Not Applicable 6.3.6 Training and Updates

Company personnel who participate in firm element continuing education training and annual compliance meetings will be trained from time to time on the importance of detecting and preventing insider trading. By virtue of each employee having read and understood these procedures and signed the Insider Trading Policy, training will have been provided. Any person with questions about these procedures should contact his or her supervisor.

In the event federal or SRO authorities materially change, add or clarify insider trading rules and regulations, the CCO will ensure that these procedures will be revised accordingly and that personnel will be informed of and trained in the new procedures.

6.4 Foreign Licensing/Securities Business – Not Applicable