ASA Gold and Precious Metals Limited (the “Company”)

Code of Ethics

Rule 17j-1 of the Investment Company Act of 1940 (the “Act”) requires, among other things, registered investment companies to adopt, implement, and enforce a written code of ethics. This Code has been adopted by the Board (including a majority of Independent Directors) of the Company in accordance with the requirements of the Act. The terms and provisions of this Code apply to all Access Persons and Independent Directors of the Company.

This Code reflects the principle that all Access Persons and Independent Directors of the Company owe an overarching fiduciary duty of care, loyalty, honesty and good faith to shareholders of the Company, respectively. As part of this fiduciary duty, Access Persons and Independent Directors of the Company must place the best interests of shareholders of the Company first. In addition, all personal securities transactions of Access Persons and Independent Directors of the Company must be conducted in accordance with the provisions of the Code and in such a manner as to avoid any conflict of interest with the Company.

Access Persons and Independent Directors of the Company must comply with all applicable federal securities laws. No Access Person or Independent Director shall use any information concerning the investments or investment intentions of the Company or the Access Person’s or Independent Director’s ability to influence such investment intentions, for personal gain or in a manner detrimental to the interests of the Company.

It is unlawful for any Access Person or Independent Director, in connection with the purchase or sale, directly or indirectly, by such person of a Security (i) held, (ii) to be purchased or sold or (iii) being considered for purchase or sale by the Company:

(a) “Access Person” means any director, officer, or Advisory Person of the Company or the Adviser, but does not include any Independent Director of the Company. An “independent contractor” may become an “Access Person,” depending on circumstances to be evaluated by the Company’s Chief Compliance Officer. For purposes of this Code of Ethics, an Access Person does not include persons that are otherwise required to report to a review officer under a Code of Ethics that has been adopted by the Adviser to the Company and approved by the Board of Directors, unless such person is also an officer of the Company.

(b) “Act” means the Investment Company Act of 1940.

(c) “Adviser” means Merk Investments LLC.

(d) “Advisory Person” means any officer or employee of the Company or Adviser, or any entity or person in a control relationship with the Company or Adviser who, in connection with his or her regular functions or duties, makes, participates in, has access to, or obtains information regarding the purchase or sale of a Security by the Company, or whose functions relate to the making of any recommendations with respect to such purchases or sales. For purposes of this Code of Ethics, an Advisory Person does not include persons that are otherwise required to report to a review officer under a Code of Ethics that has been adopted by the Adviser to the Company and approved by the Board of Directors, unless such person is also an officer of the Company.

(e) “Audit Committee” means the Audit, Ethics and Nominating Committee of the Company.

(f) “Automatic Investment Plan” means a program in which regular periodic purchases (or withdrawals) are made automatically in (or from) investment accounts in accordance with a predetermined schedule and allocation. An Automatic Investment Plan includes a dividend reinvestment plan.

(g) “Being considered for purchase or sale” means when a recommendation to purchase or sell a Security (including any option to purchase or sell a Security) has been made and communicated to another Access Person, and, with respect to the person making the recommendation, when such person seriously considers making such a recommendation.

(h) “Beneficial Ownership” shall have the same meaning as set forth in Rule 16a-1(a)(2) under the Exchange Act, and shall refer to any Security in which an Access Person or Independent Director has or acquires, directly or indirectly, through any contract, arrangement, understanding, relationship or otherwise a direct or indirect pecuniary interest. (See Exhibit A for a more detailed definition).

(i) “Board” means the Board of Directors of the Company.

(j) “Chief Compliance Officer” or “CCO” means the Chief Compliance Officer of the Company.

(k) “Chief Operating Officer” or “COO” means the Chief Operating Officer of the Company.

(l) “Code” means this Code of Ethics.

(m) “Company” means ASA Gold and Precious Metals Limited.

(n) “Control” shall have the same meaning as that set forth in Section 2(a)(9) of the Act.

(o) “Exchange Act” shall mean the Securities Exchange Act of 1934.

(p) “Exchange traded fund” or “ETF” means a registered investment company that operates pursuant to an order from the SEC exempting it from certain provisions of the Act which permits it to issue securities that trade on the secondary market.

(q) “Independent Director” means a director of the Company who is not an interested person of the Company within the meaning of Section 2(a)(19) of the Act.

(r) “Initial Public Offering” means an offering of a Security registered under the Securities Act, the issuer of which, immediately before the registration, was not subject to the reporting requirements of Sections 13 or 15(d) of the Exchange Act.

(s) “Limited Offering” means an offering that is exempt from registration under the Securities Act pursuant to Sections 4(2) or 4(6) or pursuant to Rules 504, 505, or 506 under Regulation D of the Securities Act.

(t) “Member of the immediate family” includes all family members sharing the same household, including but not limited to, child, stepchild, grandchild, parent, stepparent, grandparent, spouse, registered domestic partner, sibling, stepsibling, mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law, or sister-in-law, and any Trust or other entity of which a member of the immediate family is a beneficiary. A member of the immediate family includes adoptive relationships and any other relationships (whether or not recognized by law) that the CCO determines could lead to possible conflicts of interest, diversions of corporate opportunity or appearance of impropriety that the Code is intended to prevent.

(u) “Mining Security” means any Security that (1) falls within, or would be expected to fall within the Metal Mining Classification (code section 10) of the Standard Industrial Classification; or (2) primarily engages in mining, developing mines, or exploring for metallic or precious minerals; or (3) is an exchange traded product primarily (>50%) comprised of mining securities as defined by (1) and (2) above; or (4) is an exchange traded product whose performance is linked to any metal, precious mineral or basket of metals.

(v) “Purchase or sale of a Security” includes, among other things, the writing of an option to purchase or sell a Security.

(w) “SEC” means the U.S. Securities and Exchange Commission.

(x) “Securities Act” means the Securities Act of 1933.

(y) “Security” shall have the meaning set forth in Section 2(a)(36) of the Act, except that it shall not include (i) direct obligations of the Government of the United States, (ii) bankers’ acceptances, bank certificates of deposit, commercial paper and high quality short-term debt instruments, including repurchase agreements covering any of the foregoing, and (iii) shares issued by open-end funds registered with the SEC including ETFs other than an exchange traded product described in (u)(3) or (4) above..

A conflict of interest may occur when the private interest of an Access Person or Independent Director interferes with the interest of, or his/her service to, the Company.

(1) Purchases or sales of Securities, other than purchases and sales of ASA Company Stock, in an account over which the Access Person has no direct or indirect influence or control are not subject to the reporting requirements of this Section.

(2) An Access Person need not make a Quarterly Transaction and Account Report with respect to transactions effected pursuant to an Automatic Investment Plan.

(3) An Independent Director need not make:

The CCO shall review all reports submitted pursuant to this Section and all records prepared pursuant to Sections 4, 5 and 6 above for the purpose of monitoring compliance with this Code. The CCO shall report any significant issues arising under the Code, including any material violations of this Code or any procedures related thereto to the Audit Committee of the Company.

Each Access Person and Independent Director shall certify in the form set forth as Exhibit F within 10 days of becoming an Access Person or Independent Director, and annually thereafter, that he or she has read and understands the Code and recognizes that he or she is subject to the Code. In addition, each Access Person and Independent Director shall certify annually that, to the best of his or her knowledge, he or she has materially complied with the requirements of the Code and that he or she has disclosed or reported each Security transaction and/or securities account required to be disclosed (including accounts opened or closed during the year) or reported pursuant to the requirements of the Code. Each Access Person and Independent Director shall also certify annually in the form set forth in Exhibit G that he or she did not knowingly violate the Company’s Insider Trading Policy and the Company’s Foreign Corrupt Practices Act Policy during the preceding year and will not do so.

No less frequently than annually, the CCO shall furnish to the Board, and the Board must consider, a written report that:

Each report required by this Section shall be delivered by hand or mailed (electronically or by post) or sent by express delivery to the CCO or the Board, as required above. Mailed reports will be considered timely submitted when postmarked by the deadlines set forth above. Airmail or other expedited service shall be used for mailing outside the United States.

All reports furnished pursuant to this Section shall be kept confidential, subject to the right of inspection by the Audit Committee, by the Board, and/or

by the SEC.

The CCO shall maintain a list of all Access Persons and Independent Directors and will provide each Access Person and Independent Director with a copy of this Code. The CCO shall maintain records in the manner, and to the extent, required by the Act or other applicable laws.

The Board (including a majority of the Independent Directors) shall ratify and approve any material change to this Code within six months of such a change. Prior to approving any such change, the Board may rely on the determination of the CCO that the Company has adopted procedures reasonably necessary to prevent an Access Person from violating this Code.

Revised July 22, 2024.

EXHIBIT A

BENEFICIAL OWNERSHIP

The term “beneficial ownership” of a Security includes not only ownership of a Security held by an Access Person for his or her own benefit, whether in bearer form or registered in his or her own name or otherwise, but also ownership of a Security held for his or her benefit by others (regardless of whether or how they are registered), such as custodians, brokers, executors, administrators, or trustees (including trusts in which he or she has only a remainder interest), and a Security held for his or her account by pledgees, a Security owned by a partnership in which he or she is a member, and a Security owned by any corporation which he or she should regard as a personal holding corporation. Correspondingly, this term excludes a Security held by an Access Person for the benefit of someone else.

Ordinarily, this term does not include a Security held by executors or administrators in estates in which an Access Person is a legatee or beneficiary unless there is a specific legacy to such person of such Security or such person is the sole legatee or beneficiary and there are other assets in the estate sufficient to pay debts ranking ahead of such legacy, or the Security is held in the estate more than one year after the decedent’s death. A Security held in the name of another is considered as “beneficially” owned by an Access Person where such person enjoys “benefits substantially equivalent to ownership.” The Security and Exchange Commission has said that, although final determination of beneficial ownership is a question to be determined in the light of the facts of a particular case, generally a person is regarded as the beneficial owner of a Security held in the name of his or her spouse and their minor children. Absent special circumstances, such relationship ordinarily result in such person obtaining benefits substantially equivalent to ownership, e.g., application of the income derived from such Security to maintain a common home, to meet expenses which such person otherwise would meet from other sources, or the ability to exercise a controlling influence over the purchase, sale or voting of such Security.

An Access Person also is regarded as the beneficial owner of a Security held in the name of another person if, by reason of any contract, understanding, relationship, agreement or other arrangement, he obtains therefrom benefits substantially equivalent to those of ownership. Moreover, the fact that the holder is a relative or relative of a spouse and sharing the same home as an Access Person may in itself indicate that the Access Person would obtain benefits substantially equivalent to those of ownership from a Security held in the name of such relative. Thus, absent countervailing facts, it is expected that a Security held by relatives who share the same home as an Access Person will be treated as being beneficially owned by the Access Person.

An Access Person also is regarded as the beneficial owner of a Security held in the name of a spouse, minor child or other person, even though he does not obtain therefrom the aforementioned benefits or ownership, if he can vest or re-vest title in himself at once or at some future time.

EXHIBIT B

PURCHASES AND SALES OF ASA COMPANY STOCK

PRE-APPROVAL FORM

As an Independent Director and/or Access Person subject to the Code of Ethics and the Section 16 and Rule 144 Director and Officer Transactions Policy of ASA Gold and Precious Metals Limited (the “Company”), I hereby request approval to purchase/sell shares of the Company.

RULE 16(b) CHECKLIST

IMPORTANT: Any combination of a PURCHASE AND SALE or a SALE AND PURCHASE of Company shares within six months of each other may result in a violation of Section 16(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the deemed profit must be recovered by the Company. In determining the amount recoverable by the Company, the highest priced sale will be matched with the lowest priced purchase. If a Section 16(b) transaction occurs, you must pay the profit to the Company promptly after discovery. Further, the Company may seek reimbursement from you for any legal fees it incurs in connection with rectifying the situation.

A. PURCHASE (complete only if requesting to buy Company shares)

If a purchase is to be made by an Independent Director and/or Access Person (or any member of his or her immediate family), including in accounts managed on their behalf:

B. SALE (complete only if requesting to sell Company shares)

If a sale is to be made by an Independent Director and/or Access Person (or members of his or her immediate family), including in accounts managed on their behalf:

To be completed by the Fund’s Chief Compliance Officer and returned to the Independent Trustee/Access Person above.

Approval request granted:

EXHIBIT C

ACCESS PERSON

INITIAL DISCLOSURE OF SECURITY ACCOUNTS AND HOLDINGS

To: Chief Compliance Officer of ASA Gold and Precious Metals Limited

I hereby certify that the following is a complete list of all accounts maintained by me with any broker, dealer or bank in which any Security is held for my direct or indirect benefit. With respect to each account, a current statement (or portion thereof) listing the title, number of shares (for equity Security) and principal amount (for debt Security) of each Security in which I have any direct or indirect beneficial ownership is attached.

Information regarding any Security directly or indirectly beneficially owned by me, but not held in any of the foregoing accounts is as follows

EXHIBIT D

ASA GOLD AND PRECIOUS METALS

ACCESS PERSON

CODE OF ETHICS

REPORT

I certify that the following is true and correct:

As used this report “Security” does not include: (i) direct obligations of the Government of the United States; (ii) bankers’ acceptances, bank certificates of deposit, commercial paper and high quality short-term debt instruments, including repurchase agreements, (iii) shares issued by open-end funds registered with the SEC; (iv) accounts over which you had no direct or indirect influence or control; and (v) shares purchased pursuant to an automatic dividend reinvestment plan (other than pursuant to a cash purchase feature of the plan).

As used in this report “Gifts ” includes, in addition to tangible items and services, entertainment received from any person or entity based on or relating to your relationship with ASA Gold and Precious Metals Limited, unless such entertainment is business related, reasonable in cost, appropriate as to time and place, and not so frequent as to raise any reasonable question of impropriety.

Signature:

Printed Name:

Date:

CODE OF ETHICS REPORT

Schedule A Securities

Transactions

If you have no Securities transactions to report for, please check none below.

None

If you have Securities transactions to report, please complete the following schedule or attach a PDF copy of the relevant securities account statement.

CODE OF ETHICS REPORT

Schedule B

Closed Securities Accounts

If you have no closed Securities accounts to report, please check none below.

None

If you have closed Securities accounts to report, please complete the following schedule or attach a PDF copy of an account statement reflecting the account closure.

CODE OF ETHICS REPORT

Schedule C

New Securities Accounts

If you have no new Securities accounts to report, please check none below.

None

If you have Securities accounts to report, please complete the following schedule or attach a PDF copy of an account statement.

CODE OF ETHICS REPORT

Schedule D

Gifts/Entertainment

(Given/Received)

If you have no gifts or entertainment to report, please check none below.

None

If you have gifts over $100 to report, please complete the following schedule. Include entertainment over $250.

ASA GOLD AND PRECIOUS METALS LIMITED

(the “Company”) CODE OF ETHICS

EXHIBIT E

INDEPENDENT DIRECTOR QUARTERLY

SECURITY TRANSACTION REPORT

(***Submit Only As Applicable)

Reportable Security Transactions:

An Independent Director need only submit a report with respect to a transaction in a security if such Independent Director, at the time of that transaction, knew or, in the ordinary course of fulfilling his official duties as an Independent Director of the Company, should have known that, during the 15-day period immediately before or after the date of the transaction by the Director, such security was purchased or sold by the Company or was being considered for purchase or sale by the Company.

Exclusions from reporting:

This report need not include: (i) direct obligations of the Government of the United States; (ii) bankers’ acceptances, bank certificates of deposit, commercial paper and high quality short-term debt instruments, including repurchase agreements; (iii) shares issued by open-end funds registered with the SEC; (iv) accounts over which the Independent Director had no direct or indirect influence or control; and (v) shares purchased pursuant to an automatic dividend reinvestment plan (other than pursuant to a cash purchase feature of the plan).

I hereby certify that the security(ies) described below was/were purchased (or otherwise acquired) or sold (or otherwise disposed of) on the date(s) indicated. Such security(ies) was/were purchased or sold in reliance upon public information lawfully obtained by me. My decision to enter into such transaction(s) was not based upon confidential or proprietary information obtained as a result of my service as an Independent Director of ASA Gold and Precious Metals Limited.

SECURITY PURCHASED/ACQUIRED

SECURITY SOLD/DISPOSED OF

Date:

Reviewed by:

Exhibit F

AFFILIATED PERSONS REPORT

FOR THE

Calendar Q[  ] 202[  ] (Month [  ], 202[  ] – Month [  ], 202[  ])

Pursuant to the agreement which I have made to transmit to you in each quarter of the year a list of my “affiliated persons,” or a statement that there has been no change in my Affiliated Persons since the last list so transmitted to you, I hereby inform you as follows:

Please check one of the following boxes. If you check the second box, you should also list your Affiliated Persons.

There has been no change in my Affiliated Person since the last list of such persons that I transmitted to you.

There has been a change to my list of Affiliated Persons, and my Affiliated Persons now are as follows:

AFFILIATED PERSONS REPORT

FOR THE

Calendar Q[  ] 202[  ] (Month [  ], 202[  ] – Month [  ], 202[  ])

I understand that the term Affiliated Persons as used herein means (a) any person 5 percent or more of whose outstanding voting securities I directly or indirectly own, control, or hold with power to vote, (b) any person who is controlled by me or (c) any person who is my partner, co-partner, or employee; provided, however, that it is not necessary to include within the term a domestic servant or an employee of a partnership of which I am a partner except any employee of such partnership who is a principal officer of the partnership or holds one of its principal executive positions. I also understand that the term “control” includes the power to exercise a controlling influence as well as the exercise of control.

In order to facilitate compliance by the Company with a fundamental investment restriction contained in its registration statement filed under the Investment Company Act of 1940, I hereby inform you as follows:

Please check one of the following boxes. If you check the second box, you should also provide the information requested.

I do not beneficially own more than ½ of 1% of the securities of any publicly traded company.

I beneficially own more than ½ of 1% of the securities of the following publicly traded companies:

Signature

Printed

Name

Date

EXHIBIT G

ASA GOLD AND PRECIOUS METALS LIMITED

20[--] ACKNOWLEDGEMENT

I understand that I am an Access Person or Independent Director as defined in the Code of Ethics of ASA Gold and Precious Metals Limited that is attached to this acknowledgment and, as such, subject to the Code. I certify that I have read and understand the Code, as well as the Insider Trading Policy and Foreign Corrupt Practices Act Policy, and will comply with each policy in all material respects.

I further certify that I have materially complied with the requirements of the Code (except as otherwise disclosed to or determined by the Chief Operating Officer or Chief Compliance Officer) and have disclosed or reported all personal securities transactions required to be disclosed or reported pursuant to the requirements of the Code during the prior year.

I certify that I will comply with the Procedures for Implementing the Policy Statement as applicable to me, set forth in the Insider Trading Policy.

Signature: Printed Name: Date:

This form must be completed and returned to the Chief Compliance Officer upon ten (10) days of becoming an Access Person or Independent Director and annually each year thereafter.

EXHIBIT H

ASA Gold and Precious Metals Limited

Insider Trading Policy

The purpose of this Insider Trading Policy (the “Policy”) is to promote compliance with applicable securities laws by ASA Gold and Precious Metals Limited (the “Company”) and Merk Investment Advisers LLC (the “Adviser”) and their directors and officers and.

The Policy is applicable to all directors, officers, and “Advisory Persons” (as defined in the Company’s Code of Ethics) of the Company and Adviser, whether located in or outside the United States. Every director, officer, and Advisory Person must read and retain this Policy. Any questions regarding the Policy should be directed to the Company’s Chief Compliance Officer (“CCO”).

If a director, officer, Advisory Person of the Company or Adviser, or any agent of the Company has material nonpublic information relating to the Company, neither that person nor any entity whose investments that person advises or directs nor any Related Person (as defined below) may buy or sell securities of the Company or engage in any other action to take advantage of, or pass on to others, that information. This Policy also applies to material nonpublic information relating to any portfolio company or other company with publicly traded securities obtained in the course of employment by or in association with the Company. A Related Person includes one’s spouse, minor children and anyone else living in one’s household; partnerships in which one is a general partner; trusts of which one is a trustee; and estates of which one is an executor. Although a person’s parent or sibling may not be considered a Related Person (unless living in the same household) a parent or sibling may be considered a “tippee” for securities law purposes. This Policy does not prohibit the disclosure of material nonpublic information within the Company or to the Company’s agents, or advisors or service providers whose positions require them to know it.

If a director, officer, or Advisory Person possesses material nonpublic information, he or she must refrain from trading until such information has been disclosed to the public and the market has had time to digest it. As a general rule, a trade should not be made until the beginning of trading on the third business day following the public disclosure.

This Policy does not apply to purchases of Company shares under the Company’s Dividend Reinvestment and Stock Purchase Plan (“Plan”) resulting from reinvestment of dividends paid on Company shares. The Policy does apply, however, to voluntary purchases of Company shares resulting from additional contributions made to the Plan and to an election to participate in the Plan. The Policy also applies to any sale of Company shares purchased pursuant to the Plan.

Although the term “insider trading” is not defined in the federal securities laws, it generally is used to refer to the use of material nonpublic information to trade in securities (whether or not one is an “insider” in the normally understood sense) or to communications of material nonpublic information to others. The law concerning insider trading is still evolving. Nevertheless, it generally is understood that the law prohibits:

The concept of “insider” is broad. It, of course, includes directors, officers and employees of a company. It also includes others (“temporary insiders”) who enter into a special confidential relationship in the conduct of a company’s affairs and, as a result, are given access to information solely for the company’s purposes. A temporary insider can include a company’s attorneys, accountants, consultants, administrators, bank lending officers, and employees of such organizations. The Supreme Court has indicated that the company must expect the temporary insider to keep the nonpublic information confidential and the relationship must at least imply a duty to do so.

The materiality of a fact depends upon the circumstances. “Material information” generally is defined as information as to which there is a substantial likelihood that a reasonable investor would consider it important in making his or her investment decisions, or information that is reasonably certain to have a substantial effect on the price of a company’s securities. The following types of information about an issuer are particularly sensitive and, as a general rule, should be considered material:

However, the information does not have to directly relate to a company’s business. For example, a newspaper reporter has been found criminally liable for disclosing to others the dates that reports on various companies would appear in the newspaper and whether those reports would be favorable or not.

Information is nonpublic until it has been effectively communicated to the marketplace. For example, information found in a report filed with the SEC, or appearing in the Dow Jones and Reuters news services, The Wall Street Journal, or other publications of general circulation would be considered public.

Liability for insider trading generally is based on what are known as the fiduciary duty theory and the misappropriation theory.

The Supreme Court has stated that persons can acquire the fiduciary duties of an insider when they enter into a confidential relationship with the company through which they obtain information (e.g., attorneys and accountants) and they can acquire a fiduciary duty to the company’s shareholders as tippees if they are aware or should have been aware that they have been given confidential information by an insider who has violated his fiduciary duty to the company’s shareholders. However, in the tippee situation, a breach of fiduciary duty occurs only if the insider personally benefits, directly or indirectly, from the disclosure. The benefit need not be pecuniary but can be a gift, a reputational benefit that will translate into future earnings, or even evidence of a reputational relationship that suggests a quid pro quo.

Penalties for trading on or communicating material nonpublic information can be severe, both for the persons involved in such unlawful conduct and, in certain circumstances, their employers. Such penalties include:

In addition, any violation of this Policy can be expected to result in serious sanctions by the Company, including, where warranted, dismissal of the person involved.

The following procedures have been established to assist the directors, officers and Advisory Persons in avoiding insider trading, and to assist the Company and Adviser in preventing, detecting and imposing sanctions for insider trading.

Before a director, officer, or Advisory Person trades for his or her account or the account of others, including the Company, in the securities of a company, including the Company, about which he or she may have potential inside information, he or she should consider whether the information is material and whether it is nonpublic. If it is believed that the information is material and nonpublic, or if there is a question as to whether it is, the following steps should be taken:

The reports of securities transactions made pursuant to the Company’s Code of Ethics will be used to assist the Company in monitoring compliance with the Policy Statement.

Information in the possession of an officer, director, or Advisory Person which has been identified as material and nonpublic should be secured by reasonable means to prevent unauthorized access to or communication of the information.

Each director, officer, and Advisory Person will be requested to acknowledge receipt of a copy of the Policy and to represent that he or she will not knowingly violate the Policy Statement and will comply with the Procedures for Implementing the Policy Statement. Thereafter, after the end of each year, he or she will be requested to sign a statement that during the preceding year he or she did not knowingly violate the Policy Statement and that he or she will not do so.

The CCO of the Company on a regular basis will review the Policy and will update or recommend updating of it when appropriate.

To assist in preventing insider trading the CCO will:

To assist in detecting insider trading the CCO will ensure that:

Upon learning of a potential violation of the Statement of Policy, the CCO will cause a written report to be made providing full details, including the action taken or recommended by him or her. If the CCO determines that a violation of the Statement of Policy has occurred, he or she will promptly submit his written report to the Audit, Ethics and Nominating Committee (“Audit Committee”). Upon consideration of the written report and other information which it may deem relevant, the Audit Committee will recommend action to the full Board. The Board, with the advice of the Audit Committee, will determine appropriate actions to be taken. Such actions will be reasonably designed to deter wrongdoing and to promote accountability for adherence to the Statement of Policy. In determining what action is appropriate in a particular case, the Board will take into account all relevant information, including the nature and severity of the violation, whether the violation was a single occurrence or involved repeated occurrences, whether the individual in question had been advised prior to the violation as to the appropriate course of action and whether or not the individual in question had committed other violations in the past.

Revised July 22, 2024.

Upon learning of a potential violation of the Statement of Policy, the CCO will cause a written report to be made providing full details, including the action taken or recommended by him or her. If the CCO determines that a violation of the Statement of Policy has occurred, he or she will promptly submit his written report to the Audit, Ethics and Nominating Committee (“Audit Committee”). Upon consideration of the written report and other information which it may deem relevant, the Audit Committee will recommend action to the full Board. The Board, with the advice of the Audit Committee, will determine appropriate actions to be taken. Such actions will be reasonably designed to deter wrongdoing and to promote accountability for adherence to the Statement of Policy. In determining what action is appropriate in a particular case, the Board will take into account all relevant information, including the nature and severity of the violation, whether the violation was a single occurrence or involved repeated occurrences, whether the individual in question had been advised prior to the violation as to the appropriate course of action and whether or not the individual in question had committed other violations in the past.

Reviewed and Re-Approved June 18, 2020