JNL Series Trust 485BPOS

Ex. 99.28(p)(29)

Newton Investment Group ("Newton") is comprised of Newton Investment Management North America, LLC ("NIMNA" or the “Firm”), Newton Investment Management Ltd. ("NIM"), and Newton Investment Management Japan Limited. ("NIMJ"). Newton entities are each a subsidiary of The Bank of New York Mellon (“BNY”) and are therefore subject to its policies and procedures which may be mentioned throughout this policy. This policy is specific to NIMNA, however where Newton is referenced within the policy it should be viewed from the global perspective, unless otherwise noted.

Newton adheres to the requirements set forth in the BNY Personal Securities Trading Policy (“PSTP”), the BNY Code of Conduct Policy and other related polices, which are designed to reinforce BNY’s and, by extension, NIMNA’s, reputation for integrity by avoiding even the appearance of impropriety.

All NIMNA employees and contracted staff (each a “Supervised Person”) are required to maintain certain business standards to allow NIMNA to meet its fiduciary obligations to its clients. This Code of Ethics policy provides you with guidance on how to uphold Newton’s business standards and references the related policies that you will need to familiarize yourself with to comply with Newton’s business standards.

Newton is committed to promoting a strong culture of compliance risk management and ethical conduct across all lines of business and legal entities, in line with the Firm’s strategy and risk appetite. All employees and contractors are expected to read both the NIMNA and BNY policies and must comply with the spirit of the policies as well as the strict letter of their provisions. Failure to comply with the policies may result in the imposition of serious sanctions including, but not limited to, disgorgement of profits, dismissal, substantial personal liability and referral to law enforcement agencies or other regulatory agencies. Employees should retain the policies in their records for future reference and any questions regarding the policies should be referred to the Compliance team.

Where decisions and actions are made on the behalf of NIMNA, personnel must adhere to the highest standards of integrity and are expected to avoid and report situations that may give rise to questions concerning ethics, including situations that could be construed to be an actual or perceived conflict of interest. You must not put your own interest ahead of the Firm or its clients and must comply with applicable legal requirements, securities laws and related Firm policies. You must not engage in activities if it would create or could reasonably be perceived to create a conflict of interest between you and our clients or the Firm. Refer to the NIMNA Conflicts of Interest Policy for further information.

To the extent any particular section of the PSTP is inconsistent with, or in particular less restrictive than the NIMNA policies or applicable laws and regulations, employees should consult the NIMNA Compliance team who may, in turn, consult the BNY Ethics Office (“Ethics Office”). The PSTP may be amended, and any provision waived or exempted can only be at the discretion of the Manager of the Ethics Office. Any such waiver or exemption will be evidenced in writing and maintained by the Ethics Office.

Personal Brokerage Accounts and Trading Activity

All Supervised Persons must adhere to the requirements set forth in the policy. A Supervised Person means any partner, officer, director (or other person occupying a similar status or performing similar functions), or employee of an investment adviser, or other person who provides investment advice on behalf of the investment adviser and is subject to the supervision and control of the investment adviser. Where a Supervised Person has direct or indirect influence or control of a personal brokerage account and/or trading activity, such accounts and related owners must also comply with this policy (collectively referred to as ‘Covered Persons’). Covered Persons generally include Supervised Persons that own personal brokerage accounts either directly or indirectly as well as accounts held by members of your family with whom you share a household. This includes your spouse, your children and any other family members in your home. Generally, you are deemed to be the indirect owner of securities if you have the opportunity to directly or indirectly share, at any time, in profits derived from transactions in such securities.

Supervised Persons must not engage in personal securities transactions that may be deemed to take an inappropriate advantage of their position in relation to NIMNA’s clients. In addition, employees who possess material non-public information (MNPI) about an issuer must not trade in that issuer’s securities for their personal gain (insider trading). Refer to the NIMNA Insider Trading and Securities Firewall Policy for further information.

Personal Brokerage Account Requirements

At the start of employment, each Supervised Person is classified as either Investment Employees (“IE”) or Access Decision Makers (“ADMs”). All employees will be classified as IE, except Portfolio Managers and Research Analysts who are classified as ADMs. All employees (IEs and ADMs) will be required to comply with the requirements set out below. ADMs will be subject to additional requirements which are also set out below.

For the purposes of this policy, the term “security” refers to any investment that represents an ownership stake or debt stake in a company or government. This includes stocks, units in funds, bonds, notes, evidence of indebtedness, certificates of participation in any profit-sharing agreement, collateral trust certificates, and certificates of deposit. It also includes security-based swaps and many types of derivatives, including puts, calls, straddles and options on any security or group of securities. It is to be assumed that all securities are covered unless there is an express exemption in the PSTP.

Responsibility of Employees to Comply with Policy During Extended Leave of Absences

Garden leave: Garden leave can be described as industry-sensitive leave while still employed by the company prior to commencing new employment with a competitor. It is expected that those Supervised Persons on Garden Leave will have access to NIMNA’s systems suspended. However, if this is not the case and the Supervised Person continues to have access to the Firm’s systems during his or her Garden Leave then the terms set forth in this policy should continue to be adhered to.

Leave of absence: In the situation that a Supervised Person is taking a leave of absence, their employment status under the policy does not change. The Supervised Person remains subject to all general prohibitions in the policy including the preclearance provision. Should the Supervised Person wish to execute a transaction, the preclearance process outlined in this Policy should be adhered to, where applicable.

Employees with Spouses or Covered Persons Employed at Newton

Employees of NIMNA, who have a relationship with someone else employed by NIMNA and/or NIM who is defined as a Covered Person under the policy, must adhere to the below when trading in their personal brokerage account:

Adherence to the Policy in Practice

If employee A wishes to trade, and for example is married to employee B (both of whom work at NIMNA and/or NIMNA/NIM), the following procedure should be followed:

For further information please refer to the PSTP or contact the NIMNA Compliance team.

PTA System

The Personal Trading Assistant (“PTA”) system is a web-based third-party application administered by the Ethics Office and used throughout BNY to monitor all Covered Persons personal brokerage accounts and related activity. In addition, related attestations or certifications may be issued to Supervised Persons via the PTA system, as necessary.

Code Rap

Employees are required to use Code Rap (Code Reports and Permissions) to report or obtain approval for certain activities that are noted throughout this policy and other related Firm and BNY Policies (e.g., gifts, entertainment, Private Placement preclearance and certain outside employment or positions). Code Rap is a web-based system which you can access through the BNY intranet site.

Reporting Requirements

Each Supervised Person is required to file various reports via the PTA system, including but not limited to personal brokerage information related to Covered Persons. General reporting requirements are outlined below, however, these requirements may be subject to change from time to time or additional requirements may be applied.

Failure to complete these reporting requirements within the time periods stated by the Ethics Office, as stated above, will result in a violation being issued and the violation escalated to both NIMNA and BNY senior management.

Although the Ethics Office will request duplicate statements and confirms from Employees’ brokers, Employees are ultimately responsible for ensuring that their broker(s) send the duplicate confirms and statements to the Ethics Office. All Covered Persons are required to maintain all beneficially owned accounts with an approved broker. Any exceptions must be approved by the Ethics Office.

Brokerage Accounts

All brokerage accounts need to be added to the PTA system. These accounts must be added irrespective of whether the underlying securities are reportable. If you have a brokerage account which only transacts in non-proprietary US mutual funds (Registered Investment Companies) (i.e. non-reportable securities), this brokerage account should be added to the PTA system, but the underlying securities and your transactions within these do not require reporting (as these are exempt securities). Please remember that this requirement also applies to any Covered Persons accounts.

Non-Discretionary (Managed) Accounts

If you have non-discretionary (“Managed”) accounts by a third-party (you have an investment management, trust or similar agreement) which specifically documents in writing that you are unable to direct trades in the account, you must contact the Ethics Office to determine if the account is eligible for exclusion from the reporting requirements, providing duplicate account statements/trade confirms or preclearance requirements noted within NIMNA’s and PSTP policies. You must comply with all provisions of the Policy until the Ethics Office deems the account to be excluded in writing.

If your account is approved as Managed, you may be required to complete a certification periodically within PTA attesting that the account continues to be maintained under the account provisions the Ethics Office relied upon to provide approval. In addition, you are required to provide copies of statements to the Ethics Office when requested.

Approved Broker Policy

NIMNA Employees must maintain reportable brokerage accounts with an ‘Approved Broker’. An Approved Broker is a designated broker, selected due to the ability to provide automated electronic feeds of transactions and holdings of securities to BNY. is the current list of Approved Brokers in the US is maintained by the Ethics Office and a link is provided in the current PSTP.

All personal brokerage accounts that are held outside the US which can hold reportable securities must be transferred to approved brokers (BNY has approved brokerage arrangements in the UK and India – please consult the Compliance team for more information) or the account must be closed.

If the account cannot be closed or transferred to an approved broker, a Broker Exception Request Form should be submitted through Code Rap, an internal BNY system, with all relevant details.

Broker Confirms

For approved brokerage arrangements and where automated broker confirm feeds are established, there is no ongoing requirement to send broker confirms/statements to Compliance. Managed accounts, which are exempt from the Approved Broker requirements, are also not required to provide broker confirms.

Statements/broker confirms however may be requested if there is a gap in the information provided on the feed. Broker confirms will also still be required to be uploaded to the PTA system by Supervised Persons for accounts that are exempt from the Approved Broker requirements (other than Managed accounts).

Holding Period

Short-term trading is defined as the purchasing then selling, or selling then purchasing, the same or equivalent (derivative) security within 30 calendar days for non-affiliated securities and 60 calendar days for affiliated securities, including any securities issued by BNY and its subsidiaries.

Initial Public Offerings (IPOs)

Acquisition of securities through an allocation by the underwriter of an Initial Public Offering (IPO) is prohibited without the prior approval of the BNY Employee Compliance/Securities Trading Conduct group.

Private Placements

Acquisition of a private placement is prohibited without the prior approval of the BNY Employee Compliance/Securities Trading Conduct group, your manager and designated Compliance Officer. In order to receive approval, employees must complete and submit to the Ethics Office the Private Placement Request Form, which can be found on Code Rap. Should you participate in any subsequent consideration of credit for the issuer or of an investment in the issuer for an advised account, you are required to obtain approval through Code Rap for any additional sums invested.

A private placement is generally considered an offering of a security that is exempt from registration under various laws and rules, such as the Securities Act of 1933 in the U.S. Such offerings are exempt from registration because they do not constitute a public offering. Private placements can include limited partnerships, certain cooperative investments in real estate, co-mingled investment vehicles such as hedge funds, and investments in privately held and family-owned businesses and Volcker Covered Funds. For the purpose of this policy, time-shares and cooperative investments in real estate used as a primary or secondary residence are not considered to be private placements.

Additional Requirements

Seven-day Blackout Period (applicable to ADMs only)

ADMs are prohibited from buying or selling a security within the seven calendar days before and seven calendar days after the Firm has affected a transaction in that security. In addition to other appropriate sanctions, if ADMs effect such personal transactions during that period, these individuals may be asked to disgorge any and all profit realized from such transactions.

Blackout List (applicable to ADM and Investment Employees)

The Blackout List typically consists of securities where the firm has pending or executed transactions (other than an index fund). ADM’s and Investment Employees will generally not be given preclearance approval to execute a transaction in any security that appears on Newton’s Blackout list. However, approval for de minimis transactions may be received so long as they adhere to the following:

ADM’s and Investment Employees are eligible to receive approval for trades in the securities of any one issuer in each calendar month even if the security is on the Blackout List.

De Minimis transactions are as follows:

Preclearance Process

Supervised Persons who wish to place a personal securities transaction for a reportable security, as defined in the PSTP, in a reportable brokerage account must first request and receive approval to do so by accessing the PTA and completing and submitting a Preclearance request. Supervised Persons must receive notice that the pre-clearance request was approved prior to placing a trade.

All pre-clearance trade requests submitted to the PTA system will be subject to a check against trading carried out on the firm’s order management system (both NIMNA and NIM) to ensure no conflicts of interest occur. Once approval is received the employee may instruct their broker to trade in the security. The approval to trade expires on the close of business of the following business day after approval.

Once approval is received, you can choose to place prior to the expiration of the approval however, you are not obligated to do so if you decide not to trade. In addition, you may trade up to the number of shares approved through the preclearance request. In the event you want to trade a lesser share amount, no additional preclearance approval is needed however should you want to trade an amount greater than what was approved, a new preclearance request must be placed, and approval received prior to executing the trade.

Preclearance requests may also be denied for the following types of transactions, or any other transaction prohibited in the PSTP:

Non-BNYM Securities

BNYM Securities

If the pre-clearance is rejected and the employee feels that the grounds for rejection are incorrect, they may query the trade with the BNYM Ethics Office who may over-ride the rejected request, if appropriate.

Note: Proprietary fund trades should be submitted for approval in the same way as individual securities.

Transaction Review Process

The Ethics Office compares preclearance requests to the duplicate confirms received from Employees’ brokers. The Ethics Office conducts the comparison to ensure all transactions were approved and in compliance. Any exceptions are reported to the Firm’s Compliance Officer.

Sanctions

Employees who are not in compliance with this policy may be subject to sanctions. These sanctions may include, but are not limited to, disgorgement of any profit or any other financial sanction, a warning, probation, suspension or termination of employment.

Gifts and Entertainment

Our clients, suppliers and vendors are vital to BNY’s success. That’s why it’s imperative that these relationships remain objective, fair, transparent, and free from conflicts. While business gifts and entertainment can be important to building goodwill, they can also affect the relationship if your ability to exercise sound business judgment becomes blurred. Fundamentally, interactions with existing or prospective clients, suppliers and vendors are business relationships and should be treated accordingly. Refer to the NIMNA Gifts and Entertainment Policy for further details.

Political Contributions

Certain state and local jurisdictions and federal regulators in the United States (U.S.) impose restrictions or prohibitions on personal and corporate political contribution activities. These rules are designed to combat “Pay-to-Play” practices (i.e., offering political contributions in return for government business).

This policy applies to all NIMNA employees who are legally entitled to make political contributions to political entities and political candidates in the U.S. local, state, and/or federal elections. The Firm encourages employees to keep informed of political issues and candidates and to take an active interest in political affairs. However, there are certain requirements all employees must adhere to related to political activities. In order to comply with relevant prohibitions, a Firm employee, or his or her family members may be restricted from and/or must obtain pre-approval before making, soliciting or coordinating certain political contributions. Refer to the NIMNA Political Contributions Policy for further details.

Outside Employment and Business Dealings

Certain types of outside employment or business dealings may cause a conflict of interest or the appearance of a conflict. It’s your responsibility to recognize these situations. Any activity that diminishes your ability to perform your job duties objectively benefits you at the expense of the Firm or the broader BNY, competes with any business or service provided by the Firm, or has the potential to damage our reputation will not be permitted. Certain types of outside employment or business dealings may not be accepted while employed by NIMNA, including:

Certain types of outside employment and business dealings require approval before acceptance. You must seek approval via Code Rap. Depending upon your job duties or other regulatory requirements, your request may be denied or limits may be placed upon your activities. The following positions typically require approval:

You must obtain prior approval from the Ethics Office through Code Rap if you wish to serve as a Director, Trustee, Officer, Partner or Business Owner of any for-profit business OR for certain not-for-profit (NFP) organizations if any of the following conditions exist:

Additionally, you must obtain prior approval from the BNY Ethics Office through Code Rap to serve as a member of an Investment Committee that makes or oversees decisions or recommendations with respect to investing the assets of a for-profit or a not-for profit organization. You may not serve until you have full approval from BNY as required by their Code of Conduct policy and documented in Code Rap. If you are compensated, you may be required to surrender the compensation if there is a potential conflict of interest or you’re serving the outside entity on behalf of BNY.

Even if the service does not require approval, you must notify the Firm of any anticipated negative publicity, and you must follow these guidelines while you serve:

Even if your outside employment is approved or permissible, you may not solicit employees, clients, vendors or suppliers, nor may you utilize the company’s name, time, property, supplies or equipment. In addition, Annual re-approval via Code Rap is required as facts and circumstances may change, so you may not be given permission to continue with your outside business activity every year.

Reporting Violations

All BNY employees are responsible for escalating various issues to ensure appropriate action and oversight. Our corporate culture of ‘doing what’s right’ empowers all employees with the necessary knowledge and resources to identify, notify, and report issues in a timely manner. Under the NIMNA Escalation, Speaking Up and Whistleblowing Policy, all employees and contractors are required to escalate certain issues of concern promptly, and in some cases within 24 hours, to their managers and Legal or Compliance.

NIMNA and BNY prohibits any employee from retaliating against or victimizing any individual or employee who reports concerns described in this policy, cooperates in a government investigation, or otherwise engages in conduct that is protected by applicable laws. Employees should be aware that retaliation or victimization is prohibited. Employees may choose to remain anonymous, and to the extent possible, all reports are kept confidential.

All violations of this Code of Ethics policy, including breaches or violations of the related corporate policies listed above, must be reported to the Firm’s Chief Compliance Officer as soon as practical. In the event that you suspect that the CCO, or any person involved in the escalation process, is involved in the suspected or actual violation, refer to the NIMNA Escalation, Speaking Up and Whistleblowing Policy to determine the appropriate escalation method.

Newton Investment Group (“Newton”) is comprised of Newton Investment Management North America, LLC (“NIMNA” or the “Firm”), Newton Investment Management Ltd. (“NIM”), and Newton Investment Management Japan Limited. (“NIMJ”). The Newton entities are each a subsidiary of The Bank of New York Mellon (“BNY”) and are therefore subject to its policies and procedures which may be mentioned throughout this policy. This policy is specific to NIMNA, however where Newton is referenced within the policy it should be viewed from the global perspective, unless otherwise noted.

Section 204A of the Investment Advisers Act of 1940, as amended, prohibits insider trading. While the law concerning insider trading is not static, it is understood generally that the law prohibits:

It is the policy of NIMNA that it’s personnel may not affect transactions, either on their own behalf or on behalf of any other person or entity (including clients of Newton), in any securities with respect to which NIMNA or its personnel possesses material non-public information (“Inside Information” or “MNPI”), nor shall they communicate any such information to others except as is outlined below. Such trading is commonly known as “Insider Trading.”

What is Inside Information or “MNPI”?

It is crucial that all NIMNA employees are able to recognize Inside Information in order to comply with requirements applicable to it. Inside Information is information that is both material and non-public.

Information is “material” if there is a substantial likelihood that a reasonable investor would consider it important in deciding whether to buy, sell, or hold securities. As a rule of thumb, information that would directly or indirectly affect the market price of a security should generally be considered material. All relevant circumstances must be considered when determining whether an item of information is material. Materiality judgments should only be made in consultation with the NIMNA Compliance Team. If there is any doubt as to the materiality of information that an employee has received, it should be submitted to the NIMNA Compliance Team for a determination, to avoid the consequences of erroneous failure to report that could be very severe for NIMNA, for the issuer and for the employee.

Information about an issuer is “non-public” if it is not generally available to the investing public. Information received under circumstances indicating that it is not yet in general circulation and may be attributable, directly or indirectly, to the issuer or its insiders is likely to be deemed non-public information.

Receipt of Material Non-Public Information

Newton does not have internal information barriers between the various departments and as such, it is Newton’s default position to place a whole house block on a security when an employee is in possession of real or potential MNPI. A whole house block prevents all employees from trading, for the Firm and personal accounts, in a security and associated financial instruments based on that inside information.

However, where a security is widely held in Newton and is frequently traded across the house a decision may be made to not constrain trading, as this may result in a detriment to clients and ‘Ring fencing’ may be used as an alternative control. Ring-fencing may only be used in the following limited circumstances:

Where a ring fence is put in place the procedures are more onerous than for whole house wall-crossings. The usage of ring fencing must be approved by members of the compliance team who are designated as MNPI Coordinators.

It is important that the number of insiders must be kept to a minimum and that disclosure to persons not involved in the transaction must be very strictly controlled. A record should be kept of all insiders; this is captured in the Newton MNPI Tool and the BNY Control Room systems.

Certain Newton employees may as part of the performance of their roles come into possession of MNPI; this policy has been put in place to prevent the flow of information among Newton and other BNY business units. The policy also seeks to prevent employees trading on the basis of MNPI and to remove the risk of any perceived impropriety if Newton employees trade in securities when another Newton employee is in receipt of MNPI.

Information Barriers and Reporting Inside Information

Newton seeks to optimize the extent to which each can share between its two global firms internally generated investment research, including substantial quantitative and qualitative company specific and macro analysis and internal research notes, including views and opinions of the sector research teams, with a view to enhancing the research and investment opportunities for all clients managed by one or more of the Newton affiliated entities. As such, Newton generally operates with no internal information barriers. There are, however, information barriers between Newton and BNY.

Certain NIMNA personnel may obtain MNPI in the normal course of business when conducting research of private investments. So long as the issuer or any affiliated entity is not a publicly traded security, the receipt of this information is typically permissible and does not need to adhere to the reporting requirements set forth in this policy if the information received is part of the research process. Any information received outside of the process or information related to an affiliated public company may need to adhere to these requirements. In these instances, contact the NIMNA Compliance team to determine appropriate next steps.

When a counterparty contacts NIMNA with regards to possibly disclosing inside information, the broker should be directed to the MNPI Coordinators before any information is disclosed. The MNPI Coordinators will assess in conjunction with certain NIM and NIMNA investment personnel, whether Newton wishes to be wall-crossed.

If it is likely that the house will be made inside, one of the information barriers described below will need to be implemented.

‘Information barrier’ refers generally to the physical and technological barriers and the set of policies and procedures that separate employees to help prevent direct or indirect transmission of MNPI.

Information barriers are implemented in Newton by either a whole house or ring-fenced restrictions. The procedures are as follows:

In order to avoid the inadvertent receipt of MNPI, employees of NIMNA should clearly identify their roles when meeting with a client, employees of the broader BNY or representatives of other companies.

If a NIMNA employee receives information which they believe may be MNPI, whether or not it was received inadvertently, the employee must immediately notify a member of the NIMNA Compliance Team. In no case shall the employee recommend or effect a transaction in the subject security for client portfolios or personal accounts. Employees should not follow normal reporting lines or seek advice from anyone other than the Compliance Team. It is imperative that employees contact the Compliance Team before doing anything else and before talking to anyone else. Any discussions or actions taken by employees before talking to the Compliance Team could significantly limit the alternatives for dealing with the situation. Employees may not make materiality decisions; the NIMNA Compliance Team will, if appropriate in consultation with the BNY Legal department and other relevant personnel, determine if the information is MNPI.

If the information is deemed to be MNPI, the details of the information deemed to be MNPI, including the names of the employees and business units with access to this information, must be promptly reported to the BNY Control Room in the Ethics Office. Additionally, if the information is deemed to be MNPI, the NIMNA Compliance Team will advise as to appropriate steps and precautions to be taken, including, among other things, imposing trading restrictions on all or some NIMNA employees and potentially physically separating the employee or employees in possession of MNPI from other NIMNA employees. Under no circumstances should potential MNPI be shared by a NIMNA employee with anyone other than a member of the NIMNA Compliance Team without approval from a member of the NIMNA Compliance Team.

The MNPI Coordinators will typically inform the Portfolio Compliance team of the MNPI through the Newton MNPI Tool but may also communicate via email if necessary. The Investment Guideline team will place a block on the security at the ultimate issuer level which will block securities issued by that company. In addition to this, the MNPI Coordinators will inform the BNY Control Room so the security can be placed on the Newton MNPI restricted list and on the BNY Personal Trading Assistant (PTA) system.

The NIMNA Restricted List

The NIMNA Compliance Team in conjunction with the BNY Control Room maintains the NIMNA Restricted List. The Newton MNPI restricted list is highly confidential and is not systematically distributed to Newton employees in the investment function or elsewhere in the business and is not available on the intranet. No employee of Newton may disclose the contents of the Newton MNPI restricted list to any person including any other employee of another business unit of BNY without the prior approval of the MNPI Coordinators.

During the period that an issuer is on the NIMNA Restricted List, certain trading and solicitation restrictions or prohibitions will apply. If no period is specified, then the restrictions or prohibitions will apply indefinitely and until further notice. Restrictions typically include any or all of the following:

Generally, securities of an issuer will remain on the NIMNA Restricted List until the MNPI received by NIMNA employees has become public or otherwise has become stale, or the NIMNA Compliance Team otherwise determines that trading may resume. Any questions concerning this policy should be directed to either NIMNA’s Chief Compliance Officer or Newton’s Global Head of Compliance.

In certain limited circumstances, a security may become restricted at the same time an order for that security is in the process of being filled. In this instance, NIMNA’s Chief Compliance Officer along with Newton’s Global Head of Compliance and other relevant personnel will determine if it is appropriate to complete the execution of such orders.

Expert Networks and Value-Add Consultants

Portfolio managers and research analysts sometimes use intermediaries (“Investment Research Consultants”) who provide access to a large array of experts, consultants, and other information sources. Such intermediaries have come under public scrutiny to determine whether they provide access to Inside Information through access to an issuer’s employees or others with inside knowledge of an issuer.

In addition, portfolio managers and research analysts may speak with individuals considered to be an expert or well versed in a particular topic that is conducted outside of an Expert Network.

Whenever dealing with information sources obtained through intermediaries or directly by NIMNA, NIMNA employees should be sensitive to possible receipt of Inside Information and must follow the process described herein if there is any possibility they have received Inside Information. Please also refer to the Newton Global Expert Network and Value-Add Consultants Policy for processes related to engaging experts directly or through a network.

NIMNA employees are prohibited from being engaged by an expert network firm as an expert or consultant.

Employees, Vendors and Other Potential Insiders

NIMNA employees should be sensitive to the receipt of Inside Information whenever they are talking to an issuer’s past or present employees, vendors or others who might have access to Inside Information. This applies whether access was established directly or through expert networks and whether the discussion is in the course of an employee’s duties or private.

BNY Information Barriers

BNY is committed to separating business units that are likely to receive MNPI from:

This Insider Trading and Securities Firewall Policy supplements the BNY Information Barriers Policy by creating an information barrier around Newton. This information barrier restricts the flow of information from Newton and its employees to other business units and employees of BNY and restricts the flow of potential MNPI among Newton employees. Newton is on the public side of the BNY firm-wide Securities Firewall, and its employees are in investment functions and relevant support functions (i.e., they are employees that trade in securities, provide investment advice and operational and distribution support or risk support).

For a comprehensive understanding of what is expected of Newton, this policy should be read along with the BNY Information Barriers Policy. In the event that the two policies appear to be in conflict, the Compliance Team should be consulted for further guidance.

Shared Office Space

In limited circumstances, NIMNA employees operate within a shared floor space in conjunction with personnel from affiliates of the firm’s parent company, BNY. Employees working in such environments must maintain strict adherence to firm policies governing data privacy and confidentiality. This includes refraining from discussing sensitive or proprietary information in common areas and using discretion during conversations to prevent inadvertent disclosure of confidential matters. Any confidential conversations should be conducted in an enclosed meeting or conference room. Employees should ensure that documents are stored securely and that screens are protected and not openly exposed. Access to shared spaces is limited to the employees of NIMNA and affiliates only; no external parties are permitted to share the same location. Compliance may conduct periodic training for those personnel sharing space, and employees are required annually to review and acknowledge understanding of these requirements.