CDAM is an investment adviser with its principal place of business in London, United Kingdom. CDAM commenced operations as an investment adviser on April 1, 2006. Adam Chamberlain and Scott Davies are the principal owners of CDAM. CDAM provides investment advisory services on a discretionary basis to its clients, which include a private pooled investment vehicle (the “Fund”), an Irish collective asset-management vehicle (the “ICAV”) and separately managed accounts for institutional investors (the “Managed Accounts,” and collectively with the Fund and the ICAV, the “Client Accounts” or individually a “Client”). CDAM is responsible for all investment decisions of the Client Accounts. CDAM’s primary investment objective is to maximize long-term total returns in variable market and economic conditions, while emphasizing preservation of capital. CDAM’s investment strategy is opportunistic and follows a fundamental, value-oriented approach. Investments generally are made with a long-term time horizon and are generally unlevered and long-biased. CDAM has acquired and liquidated investments across a wide spectrum of asset types, investment strategies, market sectors, market cycles and industries. This spectrum includes, but is not limited to domestic and foreign equity and debt securities, futures options and other derivative securities. CDAM provides advice to Client Accounts based on specific investment objectives and strategies. CDAM does not tailor advisory services to the individual needs of Clients. As of March 31st, 2019 CDAM managed approximately $858,856,657 in regulatory assets under management, all on a discretionary basis. CDAM does not manage any assets on a non-discretionary basis. please register to get more info

CDAM is generally paid an asset-based investment management fee ranging from 1 to 1.5% per annum of the net assets of its Clients, however, certain Client Accounts may be subject to other fee arrangements as specified in their governing documents. Investment management fees are generally charged each month in arrears based on the total market value of the assets of the Client (including net unrealized appreciation or depreciation of investments and cash, cash equivalents and accrued interest) on the last day of the month, however, certain Client Accounts may be charged investment management fees on a different schedule as specified in their governing documents. If a new client account is established during a month or a Client makes an addition to its account during a month, the investment management fee will be prorated. If a Client’s investment management agreement is terminated or a withdrawal is made from a Client Account during a month, the fee payable to CDAM will be calculated based on the value of the assets on the termination date or withdrawal date and prorated for the number of days during the month in which the investment management arrangement was in effect or such amount was in the account. CDAM is also entitled to receive performance-based compensation, which is compensation based on the net increase (i.e., capital gains on, income derived from or appreciation of investment) in each investor’s shares of the Fund, the ICAV or Managed Account, as applicable. The performance-based compensation is structured as a performance fee in an amount typically ranging from 15% to 25% of the net increase, generally payable as of the end of each calendar year. Under certain circumstances, receipt of the performance fee is subject to a high water mark and a non-cumulative hurdle rate (equal to the greater of 5% or the U.S. dollar three month Libor plus 100 basis points (i.e., 1%)). Notwithstanding the foregoing, certain Client Accounts may be subject to other performance-based compensation arrangements as set forth in their governing documents. Under certain circumstances the management fee and performance fee are negotiable. CDAM generally deducts the investment management fee from Client Accounts on a monthly basis and the performance fee on an annual basis, subject to the qualifications described above pursuant to instructions given to the Client’s custodian (which may be given by CDAM or a Client’s third party administrator). Certain Client Accounts may pay fees on a different schedule than that described in the preceding sentence in accordance with their governing documents. In addition to paying investment management fees and, if applicable, performance- based compensation, Client Accounts are also subject to other investment expenses such as custodial charges, brokerage fees, commissions and related costs; taxes, duties and other governmental charges; costs associated with foreign exchange transactions; other portfolio expenses; legal expenses; internal and external accounting, audit and tax preparation expenses and costs, expenses and fees associated with products or services that may be necessary or incidental to such accounts or their investments. For a more complete description of the fees and expenses of the Client Accounts, please see the relevant governing documents. please register to get more info

As further described in Item 5 above, CDAM is entitled to be paid performance- based compensation in the form of a performance fee, based on unrealised as well as realised gains, from the Client Accounts. As a result, the performance-based compensation earned by CDAM could be based on unrealised gains that Client Accounts may not realise. In addition, CDAM’s investment personnel are typically compensated on a basis that includes a performance-based component. CDAM and its investment personnel, including investment personnel that share in performance-based compensation, manage both Client Accounts that are charged performance- based compensation and Client Accounts that are charged an asset-based fee, which is a non-performance-based fee. The performance fee may create an incentive for CDAM to make investments that are riskier or more speculative than would be the case in the absence of the performance fee. CDAM, however, applies substantially the same investment strategy to the Fund, the ICAV and Managed Accounts. As a result of this common trading strategy, CDAM believes that it does not face the conflict of interest that may arise when an investment adviser accepts performance-based fees from some, but not all, Client Accounts. Furthermore, CDAM has adopted and implemented policies and procedures intended to address conflicts of interest that may arise relating to the management of multiple Client Accounts, including accounts with different fee arrangements, and the allocation of investment opportunities. CDAM reviews investment decisions for the purpose of ensuring that its Client Accounts, which pursue substantially the same investment strategy, are treated equitably. The performance of the Fund, the ICAV and the Managed Accounts are also regularly compared to determine whether there are any unexplained significant discrepancies. In addition, CDAM’s procedures relating to the allocation of investment opportunities require that the Fund, the ICAV and the Managed Accounts participate in investment opportunities pro rata based on asset size and require that, to the extent orders are aggregated, the Client orders are price-averaged. These areas are monitored by CDAM’s Chief Compliance Officer. please register to get more info

As of March 31st, 2019 CDAM’s Clients consist of the Fund, the ICAV and the Managed Accounts, which include state/municipal government entities, high net worth individuals and other investment advisors. The minimum initial and subsequent investment amounts for the Fund are set forth in the Fund’s offering documents, which may be waived by the board of directors of the Fund in its discretion. The minimum initial and subsequent investment amounts for the ICAV are set forth in the ICAV’s offering documents. The minimum initial amount to establish a managed account with CDAM is generally £20,000,000. please register to get more info

CDAM primarily follows a “value” investment strategy of making investments for the Fund, the ICAV and the Managed Accounts in securities that CDAM believes are priced significantly below their intrinsic value as a business enterprise or asset. The market price of such investments may be temporarily depressed (i) by visible near‐ term problems, (ii) because value is being overlooked by the market, (iii) because of investor uncertainty over a complex legal or business circumstance, or (iv) for any number of other reasons. CDAM believes that pursuing this strategy should result in a portfolio with significant potential for appreciation, even in uncertain market conditions, while at the same time reducing risk and mitigating the effects of broad market declines or unexpected events. As stated in Item 6 above, the Fund, the ICAV and the Managed Accounts pursue substantially the same investment strategy. CDAM may make investments for the Fund, the ICAV and the Managed Accounts in a number of different market sectors and industries and in securities and other financial instruments of all kinds. As market forces and investor preferences cause one industry or asset category to generally decline in price, CDAM expects that there will be greater opportunity to make investments in such industries and asset classes at larger discounts to their intrinsic values. CDAM intends to be flexible in shifting portfolio allocations for the Fund, the ICAV and the Managed Accounts among different sectors in order to make investments at attractive prices, as measured against their intrinsic value. To succeed in applying a value approach, CDAM believes that it must (i) locate and accurately evaluate numerous candidates for investment, (ii) determine that the value of the asset or business enterprise is not permanently impaired (iii) establish the valuation discount between the investment’s market price and CDAM’s intrinsic price, (iv) determine how the investment’s value will increase in absolute terms, or identify the event or other change of conditions that will cause any value discount to be reduced, and (v) properly execute the strategy to acquire and dispose of the asset for the greatest gain. CDAM believes that a value strategy should be applied in an opportunistic manner, since the asset categories that present the greatest discounts to intrinsic value (and, therefore, the most attractive risk relative to potential return) will shift with investor preferences. Accordingly, CDAM believes that portfolio allocation also must shift towards those areas that are often the most out of favor or the least understood. In CDAM’s view, that total return is mostly driven by favorable prices at purchase, and that these are found by continually re‐evaluating investment categories in light of prevailing market perception and economic conditions. CDAM evaluates investment opportunities in the following asset categories: undervalued equity securities, sovereigns, securities issued by companies in connection with a reorganization or restructuring, high‐yield securities, and securities issued by non‐U.S. companies. Consistent with the investment guidelines of the Fund, the ICAV and the Managed Accounts, CDAM may invest in various derivative instruments (including instruments used for hedging and non‐hedging purposes). Such investments may involve risks that exceed those involved in the asset categories set forth above. CDAM may employ certain active investment management techniques including trading with derivatives. These techniques may be employed in an attempt to hedge risks associated with the Fund, the ICAV and the Managed Accounts portfolio or for profit. CDAM also employs various trading techniques in an attempt to generate profit for the Fund, the ICAV and the Managed Accounts. The Fund’s, the ICAV’s and the Managed Accounts’ cash balances may accumulate in custody accounts, interest‐bearing bank accounts, short‐term debt securities, securities subject to repurchase agreements, money market mutual funds, or other securities. The cash balances of the Fund, the ICAV and the Managed Accounts will vary from time to time, as CDAM may deem advisable. CDAM may also deem it advisable to hold no cash balances whatsoever from time to time.
There can be no assurance that the CDAM investment strategy described above will
achieve profitable results. CDAM endeavours to commit resources among the various investments and strategies consistent with the philosophy and process articulated above and in response to changing market conditions and opportunities. The foregoing discussion includes and is based upon numerous assumptions and opinions concerning global financial market and other matters. These assumptions and opinions may not be accurate. The description set forth above is general and is not intended to be exhaustive. Investing in securities involves a risk of loss that Clients should be prepared to bear. Material Risks The following is an explanation of the material risks that CDAM believes are associated with its investment strategy. Unless stated otherwise, each risk applies to the Fund, the ICAV and the Managed Accounts. Further discussion of these and other risks associated with an investment in the Fund or ICAV is set forth in the respective prospectuses. The following risk factors do not purport to be a complete list of explanation of all the risks associates with an investment in the Fund, the ICAV or the Managed Accounts. General Investment Risks Substantial risks are involved in investing in the various securities and instruments CDAM intends to purchase and sell. Prices may be influenced by, among other factors, changing supply and demand relationships, the domestic and foreign policies of governments, particularly policies to do with trade or with fiscal and monetary matters, political events, particularly elections and those events that may lead to a change in government, the outbreak of hostilities, even in an area in which the Fund, the ICAV and the Managed Accounts are not invested, economic developments, particularly those related to balance of payments and trade, inflation, money supply, the issuance of government debt, changes in official interest rates, monetary revaluations or devaluations and modifications in financial market regulations. As a result of the nature of CDAM’s investment activities, the financial performance of the Fund, the ICAV and the Managed Accounts may fluctuate substantially from period to period. Availability of Investment Opportunities The success of the Fund, the ICAV and the Managed Accounts will depend on CDAM’s ability to identify undervalued investment opportunities and to exploit price discrepancies primarily in equity and fixed income markets. Identification and exploitation of the investment strategies to be pursued by CDAM involves a high degree of uncertainty. No assurance can be given that CDAM will be able to locate suitable investment opportunities in which to deploy all of the Fund’s, the ICAV’s and the Managed Accounts’ assets or to exploit discrepancies in the securities markets. A reduction in the pricing inefficiency of the markets in which CDAM will seek to invest, as well as other market factors, will reduce the scope for the investment strategy. Concentration of its Investments CDAM may commit a significant portion of the assets of a Client Account to a single investment and, as a result, from time to time the Fund, the ICAV and the Managed Accounts may hold a few, relatively large positions. Furthermore, the Fund, the ICAV and the Managed Accounts may, from time to time, be more heavily invested in only a few sectors or asset classes based on prevailing market conditions. Such concentration of investments and the risks associated therewith may expose the Fund, the ICAV and the Managed Accounts to losses disproportionate to those incurred by the market in general if the areas in which the Fund, the ICAV and the Managed Accounts investments are concentrated are disproportionately adversely affected by price movements, and the aggregate return on a Client Account may be materially adversely affected by the unfavorable performance of even a single portfolio investment. Common Stock Common stock and similar equity securities generally represent the most junior position in an issuer’s capital structure and, as such, generally entitle holders to an interest in the assets of the issuer, if any, remaining after all more senior claims to such assets have been satisfied. Holders of common stock generally are entitled to dividends only if and to the extent declared by the governing body of the issuer out of income or other assets available after making interest, dividend and any other required payments on more senior securities of the issuer. Small and Mid‐Cap Issuers Depending on market conditions, pursuit of CDAM’s investment strategy may result in the Fund’s, the ICAV’s and the Managed Accounts’ assets being invested in securities of small‐cap and mid‐cap issuers. While, in CDAM’s opinion, small- and mid‐cap companies generally offer the potential for greater capital appreciation than investments in large‐cap companies, small- and mid‐cap companies may present greater risks since they may have a limited history of operations and may be subject to high volatility in revenues, expenses and earnings. The securities of such issuers may be thinly traded, may be followed by fewer investment research analysts and may be subject to wider price swings than securities issued by larger‐cap issuers. The market prices of securities of small- and mid‐cap issuers generally are more sensitive to changes in earnings expectations, to corporate developments and to market rumors than are the market prices of the securities of large‐cap issuers. International Investments CDAM’s investment strategy may result in investments by Client Accounts in issuers organized outside of the United States. Investments in countries other than the United States involve risks in addition to those applicable to U.S. investments, including risks attributable to adverse political, social and economic developments in other countries and risks resulting from the differences between the regulations to which issuers and markets are subject in different countries. These risks may include expropriation of assets, confiscatory taxation, withholding taxes on dividends and interest paid on Fund, the ICAV and Managed Account investments, currency exchange controls and other limitations on the use or transfer of Fund, the ICAV and Managed Account assets and political or social instability. Investments outside the United States also involve currency exchange rate risks. There may be rapid changes in the value of non-U.S. currencies or securities, causing the value of Fund, the ICAV and Managed Account investments to be volatile. Derivative Instruments CDAM may cause Client Accounts to invest in or otherwise use various derivative instruments, including listed and OTC forwards and options, interest rate swaps, interest rate futures, foreign exchange contracts and options on any of the above. Use of derivative instruments presents various risks, which include the following:
• Tracking - When used for hedging purposes, an imperfect or variable degree of correlation between price movements of the derivative instrument and the underlying investment sought to be hedged may prevent CDAM from achieving the intended hedging effect or expose the Fund, the ICAV and the Managed Accounts to the risk of loss.
• Liquidity - Derivative instruments, especially when traded in large amounts, may not be liquid in all circumstances, so that in volatile markets CDAM may not be able to close out a position without incurring a loss. In addition, daily limits on price fluctuations and speculative position limits on exchanges on which CDAM may conduct transactions in derivative instruments may prevent prompt liquidation of positions, subjecting the Fund, the ICAV and the Managed Accounts to the potential of greater losses.
• Leverage - Trading in derivative instruments can result in large amounts of leverage. Thus, the leverage offered by trading in derivative instruments will magnify the gains and losses experienced by the Fund, the ICAV and the Managed Accounts and could cause wider performance fluctuations than would be the case if CDAM did not use the leverage inherent in derivative instruments.
• Over-the-Counter Trading - Derivative instruments that may be purchased or sold by CDAM may include instruments not traded on an exchange. The risk of non- performance by the obligor on such an instrument may be greater and the ease with which CDAM can dispose of or enter into closing transactions with respect to such an instrument may be less than in the case of an exchange-traded instrument. In addition, significant disparities may exist between “bid” and “asked” prices for derivative instruments that are not traded on an exchange. Derivative instruments not traded on exchanges are also not subject to the same type of government regulation as exchange traded instruments, and many of the protections afforded to participants in a regulated environment may not be available in connection with such transactions. Sovereign Debt Sovereign debt instruments, which are debt obligations issued or guaranteed by a foreign governmental entity, are subject to the risk that the governmental entity may delay or fail to pay interest or repay principal on debt that it has issued or guaranteed, due to, for example, cash flow problems, insufficient foreign currency reserves, political considerations, relationships with other lenders such as commercial banks, the relative size of the governmental entity’s debt position in relation to the economy or the failure to put in place economic reforms required by the International Monetary Fund or other multilateral agencies. If a governmental entity defaults, it may ask for more time to pay or for further loans, or it may ask for forgiveness of interest or principal on its existing debt. Furthermore, a governmental entity may be unwilling to renegotiate the terms of its sovereign debt. There may be no established legal process for a bondholder to enforce its rights against a governmental entity that does not fulfil its obligations, nor are there bankruptcy proceedings through which all or part of the sovereign debt that a governmental entity has not repaid may be collected. Currency Risk CDAM may purchase and sell investments in a currency that differs from the currency in which the Fund’s, the ICAV’s and the Managed Accounts’ investments are priced. In such transactions, the Fund, the ICAV and the Managed Accounts will be subject to the risk of fluctuations in the currency exchange rate between the local currency and the currency of the Fund, the ICAV and the applicable Managed Accounts investments (to the extent such risk is not hedged) and to the possibility of exchange controls. Cybersecurity Risks CDAM’s information and technology systems and key service providers to CDAM and its Client Accounts may be vulnerable to potential damage or interruption from computer viruses, network failures, computer and telecommunication failures, infiltration by unauthorized persons and security breaches, usage errors by their respective professionals, power outages and catastrophic events such as fires, tornadoes, floods, hurricanes and earthquakes. Although CDAM has implemented various measures designed to manage risks relating to these types of events, if these systems are compromised, become inoperable for extended periods of time or cease to function properly, it may be necessary for CDAM to make a significant investment to fix or replace them and to seek to remedy the effect of these issues. The failure of these systems and/or of disaster recovery plans for any reason could cause significant interruptions in the operations of CDAM or its Client Accounts and result in a failure to maintain the security, confidentiality or privacy of sensitive data, including personal information. Systems and Operational Risks CDAM relies on certain financial, accounting, data processing and other operational systems and services that are employed by CDAM and/or by third party service providers, including custodians, prime brokers, administrators, market counterparties and others. Many of these systems and services require manual input and are susceptible to error. These programs or systems may be subject to certain defects, failures or interruptions. In addition, despite certain measures established by CDAM and third party service providers to safeguard information in these systems, CDAM, the Fund (including its investors), the Managed Accounts and their third party service providers are subject to risks associated with a breach in cybersecurity which may result in damage and disruption to hardware and software systems, loss or corruption of data and/or misappropriation of confidential information. Any such errors and/or disruptions may lead to financial losses, the disruption of Client trading activities, liability under applicable law, regulatory intervention or reputational damage. please register to get more info

This Item is not applicable. please register to get more info

This Item is not applicable. please register to get more info

TRANSACTIONS AND PERSONAL TRADING
CDAM has adopted a Code of Ethics (the “Code”) that obligates CDAM and its supervised persons to put the interests of CDAM’s Clients before their own interests and to act honestly and fairly in all respects in their dealings with Clients. In addition to compliance with CDAM’s policies and procedures, all of CDAM’s personnel are required to comply with applicable federal securities laws. Clients or prospective clients may obtain a copy of the Code by contacting the Chief Compliance Officer by email at [email protected] or by telephone at +44 (0) 207 183 0945. See below for further provisions of the Code as they relate to the pre-clearing and reporting of securities transactions by CDAM’s supervised persons. CDAM and its supervised persons may give and/or receive gifts, services or other items to/from any person or entity that does business with or potentially could conduct business with or on behalf of CDAM. CDAM has adopted policies and procedures governing gifts and business entertainment, which includes quarterly disclosure of gifts and business entertainment in excess of certain de minimis thresholds and pre-clearance by the Chief Compliance Officer prior to giving/receiving gifts above a certain de minimis threshold. CDAM, in the course of its investment management and other activities, may come into possession of confidential or material non-public information about issuers, including issuers in which CDAM or its related persons have invested or seek to invest on behalf of Clients. CDAM is prohibited from improperly disclosing or using such information for its own benefit or for the benefit of any other person, regardless of whether such other person is a Client. CDAM maintains and enforces written policies and procedures that prohibit the communication of such information to persons who do not have a legitimate need to know such information and to assure that CDAM is meeting its obligations to its Clients and remains in compliance with applicable law. In certain circumstances, CDAM may possess certain confidential or material, non-public information that, if disclosed, might be material to a decision to buy, sell or hold a security, but CDAM will be prohibited from communicating such information to the Client or using such information for the Client’s benefit. In such circumstances, CDAM will have no responsibility or liability to the Client for not disclosing such information to the Client (or the fact that CDAM possesses such information), or not using such information for the Client’s benefit, as a result of following CDAM’s policies and procedures designed to provide reasonable assurances that it is complying with applicable law. CDAM and its supervised persons do not invest in the same securities that CDAM or a supervised person recommend to Clients. CDAM’s Code prohibits supervised persons from executing personal securities transactions of any kind in any securities on a restricted securities list maintained by the Chief Compliance Officer. All of CDAM’s supervised persons are required to disclose their securities transactions on a quarterly basis. In addition, CDAM’s supervised persons are required to disclose the holdings in their personal accounts upon commencement of employment with CDAM and on an annual basis thereafter. CDAM’s supervised persons are required to provide broker confirmations of each transaction in which they engage and annual certification of such transactions. CDAM’s supervised persons are also required to provide quarterly brokerage statements. Trading in the personal accounts of CDAM’s supervised persons is reviewed by the Chief Compliance Officer and compared with transactions for Client Accounts and reviewed against the restricted securities list. please register to get more info

CDAM is responsible for selecting broker-dealers to execute trades and negotiating any commissions paid on such trades on behalf of the Fund, the ICAV and the Managed Accounts. In selecting a broker-dealer for each specific transaction for the Fund, the ICAV and the Managed Accounts, CDAM uses its best judgment to choose the broker-dealers that it deems are most capable of providing “best execution” on an overall basis, as further described below. CDAM considers a number of factors in selecting a broker-dealer to execute transactions (or series of transactions) and determining the reasonableness of the broker-dealer’s compensation. Such factors include, but are not limited to, reputation, financial strength and stability, creditworthiness, efficiency of execution and error resolution, the actual executed price and the commission; the size and type of the transaction; the difficulty of execution and the ability to handle difficult trades; and the operational facilities of the brokers (including back office efficiency). In selecting a broker-dealer to execute transactions (or a series of transactions) and determining the reasonableness of the broker-dealer’s compensation, CDAM need not solicit competitive bids and does not have an obligation to seek the lowest available commission cost. CDAM’s Chief Compliance Officer and traders meet periodically to evaluate the broker-dealers used by CDAM to execute Client trades using the foregoing factors. To the extent that CDAM uses investment research, it will do so consistent with guidance from the SEC and the European Commission regarding acceptable methods to pay for investment research under legislation in the European Union known as the Markets in Financial Instruments Directive (MiFID II), which went into effect on January 3, 2018. CDAM often purchases or sells the same security for many Clients at or near the same time and using the same executing broker. It is CDAM’s practice, where appropriate, to aggregate Client orders for the purchase or sale of the same security submitted at or near the same time for execution using the same executing broker. CDAM will also aggregate in the same transaction, the same securities for accounts where CDAM has brokerage discretion. Such aggregation may enable CDAM to obtain for Clients a more favorable price or a better commission rate based upon the volume of a particular transaction. However, in cases where the Client has negotiated the commission rate directly with the broker, CDAM will not be able to obtain more favorable commission rates based on an aggregated trade. In such cases, the Client will be precluded from receiving the benefit of any possible commission discounts that might otherwise be available as a result of the aggregated trade. In cases where trading or investment restrictions are placed on a Client Account, CDAM may be precluded from aggregating that Client's transaction with others. In such a case, the Client may pay a higher commission rate and/or receive less favorable prices than Clients who are able to participate in an aggregated order. When an aggregated order is completely filled, CDAM allocates the securities purchased or proceeds of sale pro rata among the participating accounts, based on the purchase or sale order. Adjustments or changes may be made under certain circumstances, such as to avoid odd lots or excessively small allocations. If the order at a particular broker is filled at several different prices, through multiple trades, generally all such participating accounts will receive the average price and pay the average commission, subject to odd lots, rounding, and market practice. To the extent an order is price-averaged, a Client Account participating in the trade may pay a higher price than if CDAM did not aggregate the order. If an aggregated order is only partially filled, CDAM's procedures provide that the securities or proceeds are also to be allocated pro rata. please register to get more info

Each Client portfolio is reviewed on an on-going basis by Scott Davies, Chief Investment Officer, and other members of CDAM, including (i) research analysts who monitor and review positions and risk on a daily basis, (ii) operations staff who are responsible for confirmation, settlements and position reconciliation on a daily basis, (iii) finance and account staff who perform daily cash liquidity and collateral management, allocate profits and losses among investors in the Fund or the ICAV, calculate and accrue management fee and performance-based compensation due to CDAM, among other things and (iv) compliance staff who support investment management personnel and monitor regulatory risks, among other things. Investors in the Fund or ICAV receive reports from them in accordance with the terms of their respective prospectuses. please register to get more info

CDAM does not receive any monetary compensation from non-clients for CDAM’s provision of investment advisory services to its Clients. From time to time CDAM may enter into written referral agreements that involve payment of a fee for introductions to prospective investors that lead to formal investment management mandates. Currently, CDAM has no such arrangements. please register to get more info

CDAM does not have actual physical custody of any assets in the Client Accounts. Rather, such assets are held by qualified custodians. The Fund is audited annually, and investors receive annual financial statements within 120 days following a Private Fund’s fiscal year end (180 days for any fund of funds), as required by applicable law. Fund investors who have not received audited financial statements in a timely manner should contact CDAM immediately. A Managed Account’s qualified custodian will typically provide the Managed Account with at least quarterly account statements relating to the assets held within the account advised by CDAM. Each Managed Account should carefully review the qualified custodian’s statements upon receipt to determine that they accurately state all holdings in the account and all account activity over the relevant period. Any discrepancies identified by a Managed Account should be immediately reported to CDAM and the qualified custodian. In the event that a Managed Account requests CDAM to also send statements to them, the Managed Account is urged to compare the statements provided to them by CDAM against those provided to them by their qualified custodians who hold the assets of their accounts, and to report promptly any questions, concerns, or discrepancies to both CDAM and the qualified custodian. please register to get more info

CDAM provides investment advisory services on a discretionary basis to the Fund, the ICAV and the Managed Accounts. Please see Item 4 for a description of any limitations clients may place on CDAM’s discretionary authority. Prior to assuming full discretion in managing a Client’s assets, CDAM enters into an investment management agreement or other agreement that sets forth the scope of CDAM’s discretion. Unless otherwise instructed or directed by a discretionary Client, CDAM has the authority to determine (i) the securities to be purchased and sold for the Client Account (subject to restrictions on its activities set forth in the applicable investment management agreement and any written investment guidelines) and, (ii) the amount of securities to be purchased or sold for the Client Account. Although Client Accounts are typically managed on a pari passu basis, they may from time to time receive differing allocations of securities based on total assets of each account eligible to invest in the particular investment type (e.g., equities) divided by the total assets of all accounts eligible to invest in the particular investment. To the extent CDAM has authority, pursuant to the investment management agreement or other governing documents of a Client Account, to participate in class action claims (each, a “Claim”) it will do so on a case-by-case basis. Once CDAM receives a Claim, CDAM or its designee will determine whether any Clients or former Clients of CDAM owned the security during the period covered by the Claim. Appropriate personnel of CDAM, or its designee, will determine whether they agree with the basis of the Claim and whether or not to participate in the Claim depending upon (i) the nature of the Claim, (ii) prospects for recovery, (iii) resources required to pursue the Claim, (iv) other relevant factors pertaining to the particular Claim and (v) any other factors that CDAM deems relevant. On occasion, errors may occur with respect to trades executed on behalf of the Fund, the ICAV and/or the Managed Accounts. Trade errors can result from a variety of situations, including, for example, when the wrong security is purchased or sold, when the correct security is purchased or sold but for the wrong account, and when the wrong quantity is purchased or sold (e.g., 1,000 shares instead of 10,000 shares are traded). To the extent an error is caused by a third party, such as a broker, CDAM will strive to recover any losses associated with such error from such third party. If the trade error was caused by CDAM, the firm will determine whether it violated the standard of care set forth in its investment management agreement with the Fund, the ICAV and/or the relevant Managed Account, and, unless it finds that to be the case, any losses will be borne by the Fund, the ICAV and/or the relevant Managed Account (subject in certain instances to insurance claims by the Fund, the ICAV and/or the relevant Managed Account that may offset any such losses). Any gains resulting from trade errors will be credited to the Fund, the ICAV and/or the relevant Managed Account. please register to get more info

To the extent CDAM has been delegated proxy voting authority on behalf of its Clients, CDAM complies with its proxy voting policies and procedures that are designed to ensure that in cases where CDAM votes proxies with respect to Client securities, such proxies are voted in the best interests of its Clients. In some circumstances, CDAM Clients are permitted to direct their votes in a particular solicitation. A Client that wishes to direct its vote in a particular solicitation is required to give reasonable prior written notice to CDAM indicating such intention and provide written instructions directing CDAM’s vote in regard to the particular solicitation. Where such prior written notice is received, CDAM will vote proxies in accordance with such written instructions received from a Client, provided that such instructions are provided to CDAM in a timely manner. If a material conflict of interest between CDAM and a Client exists, CDAM will determine whether voting in accordance with the guidelines set forth in its proxy voting policies and procedures is in the best interests of the Client or take some other appropriate action. Clients may obtain a copy of CDAM’s proxy voting policies and procedures and information about how CDAM voted a Client’s proxies by contacting us at the following address: CDAM (UK) Ltd Meadows House 20-22 Queen Street London W1J 5PR, UK T: +44 (0) 207 183 0945 F: +44 (0) 207 100 5304 [email protected] please register to get more info

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