Article I: Purpose
This conflict of interest policy is designed to foster confidence in the integrity of Eurofin Investments Pte Ltd (the “Company”) and to protect the interest of its clients and key stakeholders against potential conflicts of interest from a director, corporate officer or any key employee (defined below).
Article II: Definitions
Article III: Personal Dealing
1. Reporting and Approval
All employees must seek the approval of the Compliance team at the latest within 1
business day after transacting in any security for personal account or connected party account using the
personal account transaction approval form as indicated in the Compliance Manual. A transaction will not
be approved if its part of the negative list maintained by the Compliance Team. If the transaction is not
approved, the employee will be required to perform reversal on the position.
Employees must submit a copy of the contract note / statement of accounts / email
confirmation or other relevant supporting documents for personal trades to the Compliance team as soon
as the documents have been received.
Article IV: Procedures
1. Duty to Disclose Business Interests Upon Joining the Company
Each insider, upon joining the Company shall disclose to the Board of Directors all
material information regarding his or her business interests, directorship and shareholding in any
corporation, sole proprietorship, partnership or business interest in Singapore or elsewhere.
Material information required includes the name of the corporation, sole proprietorship,
partnership or business interest, place of incorporation/ establishment, nature of the business, extent of
his or her business interest and the date of acquisition of such.
2. Prior Approval on Subsequent Business Interests
All insiders cannot obtain subsequent business interests without the prior written
approval of the Board of Directors who will then evaluate the request based on the procedures set
forth in Article V.
3. Duty to Disclose Upon Cessation
All insiders with business interests shall within 5 business days notify the Board of
Directors of the cessation of any previously declared or approved business interest.
4. Determining Whether a Conflict of Interest Exists
With regard to an insider, the Board shall determine if a conflict of interest exists. The
insider(s) and any other interested person(s) involved with the transaction shall not be present during
the Board’s discussion or determination of whether a conflict of interest exists, except as provided in
Article V below.
5. Procedures for Addressing a Conflict of Interest
The Board shall follow the procedures set forth in Article V in order to decide what
measures are needed to protect the Company’s interests in light of the nature and seriousness of the
conflict, to decide whether to enter into the transaction and, if so, to ensure that the terms of the
transaction are appropriate.
Article V: Review by the Board
The Board may ask questions of and receive presentation(s) from the insider(s) and
any other interested person(s), but shall deliberate and vote on the transaction in their absence. The
Board shall ascertain that all material facts regarding the transaction and the insider’s conflict of interest
have been disclosed to the Board and shall compile appropriate data, such as comparability studies, to
determine fair market value for the transaction.
After exercising due diligence, which may include investigating alternatives that present
no conflict, the Board shall determine whether the transaction is in the Company’s best interest, for its
own benefit, and whether it is fair and reasonable to the Company; the majority of disinterested members
of the Board then in office may approve the transaction.
Article VI: Records of Proceedings
The minutes of any meeting of the Board pursuant to this policy shall contain the name
of each insider who disclosed or was otherwise determined to have an interest in a transaction; the
nature of the interest and whether it was determined to constitute a conflict of interest; any alternative
transactions considered; the members of the Board who were present during the deliberations on the
transaction, those who voted on it, and to what extent interested persons were excluded from the
deliberations; any comparability data or other information obtained and relied upon by the Board and
how the information was obtained; and the result of the vote, including, if applicable, the terms of the
transaction that was approved and the date it was approved.
Article VII: Annual Disclosure and Compliance Statements
Each employee of the Company, shall annually sign a statement on the form
• affirms that the person has received a copy of this conflict of interest policy, has read
and understood the policy, and has agreed to comply with the policy; and
• discloses the person’s business interests and family relationships that could give
rise to conflicts of interest.
Article VIII: Violations
If the Board has reasonable cause to believe that an insider of the Company has
failed to disclose actual or possible conflicts of interest, including those arising from a transaction with
a related interested person, it shall inform such insider of the basis for this belief and afford the insider
an opportunity to explain the alleged failure to disclose. If, after hearing the insider’s response and
making further investigation as warranted by the circumstances, the Board determines that the insider
has failed to disclose an actual or possible conflict of interest, the Board shall take appropriate disciplinary
and corrective action.
Article IX: Annual Reviews
To ensure that the Company operates in a manner consistent with its status under the
relevant regulatory bodies including the Monetary Authority of Singapore, the Board shall authorize and
oversee an annual review of the administration of this conflict of interest policy. The review may be
written or oral. The review shall consider the level of compliance with the policy, the continuing suitability
of the policy, and whether the policy should be modified and improved.