UK Compliance Disclosures

Under COBS 2.2 of the FSA Handbook, we are required to make a public disclosure in relation to the nature of our commitment to the above Code, which was published by the Financial Reporting Council (‘FRC’) in July 2010.

The Code aims to enhance the quality of engagement between institutional investors and companies to help improve long-term returns to shareholders and the efficient exercise of governance responsibilities. It sets out good practice on engagement with investee companies and is to be applied by firms on a “comply or explain” basis. The FRC recognises that not all parts of the Code will be relevant to all institutional investors and that smaller institutions may judge some of the principles and guidance to be disproportionate.

It is of course legitimate for some asset managers not to engage with companies, depending on their investment strategy, and in such cases firms are required to explain why it is not appropriate to comply with a particular principle.

Thayer Brook Partners LLP complies with COBS 2.2, and thus with the code, by way of this disclosure which explains why the UK Stewardship Code is not applicable to the firm.

As Thayer Brook Partners LLP manages funds which only invest in listed futures and therefore the firm does not invest in companies in the UK or elsewhere, the firm has no stewardship responsibilities and the code, consisting of the seven principles outlined below, has no applicability to the investments managed by Thayer Brook Partners LLP.

The seven principles of the Code are that institutional investors should:

• - Publicly disclose their policy on how they will discharge their stewardship   responsibilities;
• - Have and publicly disclose a robust policy on managing conflicts of interest in   relation to stewardship;
• - Monitor their investee companies;

• - Establish clear guidelines on when and how they will escalate their activities   as a method of protecting and enhancing shareholder value;
• - Be willing to act collectively with other investors where appropriate;
• - Have a clear policy on voting and disclosure of voting activity; and
• - Report periodically on their stewardship and voting activities.