35 Pension Protection Fund Responsible Investment Report 2021/22 APPENDICES CONTINUED Appendix C Personal accounts Appendix D • subject to the Aggregation of Deals Clause, the Manager Our Con昀氀icts of Interest policies Our Personal Account Dealing policy requires all Our IMA and side letter terms and its Associates are authorised in any one transaction, transactions to be approved by line managers and the or series of transactions, where it is in the best 昀椀nancial Our formal Con昀氀icts of Interest and Code of Conduct C&E team. If there’s a con昀氀ict between the employee, relating to con昀氀icts interests of the Board, to act for more than one portfolio policies set out principles and procedures for identifying, member or PPF interests, we may create a list of restricted or client collectively (including the Portfolio) without the assessing and managing con昀氀icts. These policies are investments that our employees can’t invest in. IMA – Con昀氀icts of interest written consent of the Board. reviewed at least annually by the Compliance & Ethics The Manager and its Associates may, subject to the Side letter – Con昀氀icts of interest team and approved by the Executive Committee. Senior manager 昀椀tness and propriety checks principle of Best Execution and without prior reference to We have implemented a version of the FCA’s Senior the Board, e昀昀ect transactions in which the Manager has, If the General Partner determines that a transaction with Register of con昀氀icts and outside business interests Managers Regime. As part of this regime, the C&E team directly or indirectly, a material interest or relationship of or by the Fund presents an actual or potential con昀氀ict of The Compliance and Ethics (C&E) team maintains a register meets annually with senior managers to discuss their roles any discretion with another party which may involve a interest, the General Partner shall: of employees’ con昀氀icts and outside business interests, and responsibilities. This includes assessing any potential potential con昀氀ict of interest with the Manager’s duty to the (a) disc lose such con昀氀ict of interest to the Advisory Board which they review at least once a year. We also share con昀氀icts and forms part of the annual assessment of their Board. Without prejudice to the generality of the above: and seek approval thereof prior to engaging in such board members outside interests on our website. 昀椀tness and propriety to carry on their role. transaction; and • in order to mitigate the risk of such con昀氀icts of interest Ongoing training Other checks, as part of this 昀椀tness and propriety assessment, from constituting or giving rise to a material risk of (b) ensur e that any such transaction is on an arm’s-length All employees receive training on Con昀氀icts of Interest when include performance review (PDP) along with credit and damage to the interests of the Board, the Manager has basis on terms substantially similar to those which would they start and as part of ongoing development. They also background checks on a rolling three-year basis with self- implemented a con昀氀icts of interest policy (‘the Con昀氀icts otherwise be negotiated with an una昀케liated third party sign to say they’ve read, understood and followed these assessments carried out every year. Policy’) which identi昀椀es the circumstances which give rise and the terms thereof are disclosed to the Advisory Board. policies every year. to con昀氀icts of interest and documents the procedures to Procurement processes be followed in order to manage such con昀氀icts. Further Gifts and Hospitality policy When procuring new suppliers, we are subject to the Public information is available on the Manager’s Con昀氀icts Contracts Regulations 2015. Our Commercial Services team Policy on request; the Board acknowledges that it has Our Gifts and Hospitality (G&H) policy requires all makes sure new contracts follow the correct procurement access to a copy of the Manager’s Con昀氀icts of Interest employees to request sign-o昀昀 from their line manager process and are awarded fairly, based on objective criteria. Statement within the Corporate Governance section of and the C&E team before accepting gifts or hospitality the Manager’s website; over the value of £25. The Commercial Services team also maintains an ongoing • where a con昀氀ict of interest is found to exist, any The C&E team maintains a register of all gifts and hospitality assurance programme for all our suppliers. transaction e昀昀ected by the Manager on behalf of the that have been accepted and declined, with regular reviews The PPF operates a compliance programme that addresses Board will be in the Board’s best interest and on terms to make sure these are within acceptable levels. regulatory compliance for a number of topics with which no less favourable to the Board than those which would we have either chosen to comply or are required to comply have applied had there been no con昀氀ict; We also publish board member expenses quarterly on with. The compliance programme monitors and regularly • the Manager and its Associates shall make investment our website. reviews these areas to make sure we have up-to-date decisions having regard to the Portfolio’s interest and policies and statements in place, and that we are meeting shall have regard to their interests and the interests of the standards expected of us. their clients only in so far as is necessary to comply with the requirements of any 昀椀nancial regulatory authority; • the Manager and its Associates may act as agent or principal in any transaction on behalf of the Board for the account of the Portfolio without prior reference to the Board provided that the terms obtained for the bene昀椀t of the Portfolio are at least as good as those generally available elsewhere; • the Manager and its Associates are authorised in accordance with its duties under this Agreement to consider the advisability of including within the Portfolio or to e昀昀ect transactions on behalf of the Portfolio in the ordinary shares of, and/or other Securities issued by the Manager or its Associates; and