Code of Conduct

1. Objectives

The objectives of this Code of Conduct (Code) are to ensure that the “Investors Club of Armenia” closed-end contractual nonpublic investment fund’s (hereafter referred to as 'Fund’) Managing Company’s manager and staff members (Fund Administrators) do the following:

1. act prudently while conducting Fund administration business; and
2. act with due skill, care, and diligence when carrying on that business.

2. Nature and Scope of Functions

• Fund Administrators must ensure they fully understand, at all times, the nature and scope of the administration functions, as well as the detailed arrangements whereby they interacts with shareholders or service providers in the course of the day-to-day operations of the Fund.
• Fund Administrators must ensure that the Fund has effective systems and internal controls in place, together with access to the relevant professional skills to ensure that Fund shareholders are provided with the level of services the Fund Administrators have duly been contracted to provide. Fund Administrators must put adequate arrangements in place for staff recruitment, training, and supervision.
• Systems and controls must be "fit for purpose." Fund Administrators are required to establish systems that are fully automated where possible, thereby limiting the need for manual intervention. This applies, in particular, to the accounting, registration, transfer and/or reconciliations functions. 
• Fund Administrators should put the interests of the shareholders first at all times.
• Fund Administrators should arrive at decisions having taken into consideration, where possible, any broader potential impact of such decisions on the wider community and on market integrity.
• Fund Administrators should verify that adequate organization, procedures, and safeguards are established to ensure compliance with all relevant laws and regulations and with the Fund’s regulatory documents. The Fund’s Board should verify that mechanisms for monitoring such compliance on a regular basis are in place and that it receives regular reports to that effect.

3. Communication with Fund Shareholders

• Fund Administrators must have arrangements in place to ensure that communication with Fund shareholders is timely, accurate, and carried out in a professional manner. Fund Administrators must also maintain arrangements for the prompt investigation and remediation of any errors and complaints that arise, including the maintenance of a record of complaints and of their handling.
• Fund Administrators should ensure that the information provided to the Fund’s shareholders, particularly that related to the Fund’s investment objectives, risks, and costs, is accurate, fair, timely, and not misleading.

4. Conflicts of Interest

• Fund Administrators need to be alert at all times to the risk of conflicts of interest that may arise, whether directly in the course of their role as Administrators or, where relevant, between the Fund and its service providers or between different shareholders. Fund Administrators are required to implement internal rules and procedures to avoid and manage conflicts of interest. Where conflicts cannot be avoided, Fund Administrators need to ensure that the interests of shareholders are not undermined as a result of undisclosed conflicts of interest.

5. Confidentiality

• Fund Administrators must maintain arrangements that are designed to protect the confidentiality of Fund shareholders.

6. Know Your Investors

• Where Fund Administrators, as part of their functions, legally or contractually take on specific functions with regard to verifying underlying shareholders in respect of Anti-Money Laundering/Countering Financing of Terrorism, they need to ensure that they have a full understanding of the relevant legal obligations and other requirements. They should also develop and put in place appropriate internal written procedures, including those that outline staff training procedures and, at least annually, monitor compliance with their internal arrangements. Particular attention should be paid to ensuring the individuals who perform the Compliance Officer role do so effectively.
• Fund Administrators must ensure that they conduct adequate background checks before agreeing to provide services to a new shareholder in order to determine that they are familiar with the corresponding regulations, practices and risks.

7. Equal opportunities

• The Fund’s Managing Company is an employer that guarantees equal opportunities and ensures respect for the dignity of all its employees.

8. Non-tolerance of discrimination

• Through this Code, The Fund Administrators set the highest standards with regards to the non-tolerance of discrimination. In particular, this applies to discrimination based on gender, race, color, ethnic group or social origin, genetic features, language, religion or belief, political or any other opinion, membership of a national minority, property, birth, disability, age or sexual orientation, nationality, and, in general, the manner in which members of staff choose to conduct their private lives, provided that this remains compatible with the acting Labor legislation.