Code of Conduct & Ethics

Introduction

Ethics and integrity are foundational to the operating culture of EOS Global Investors AIFM (hereinafter “the Company”).

This document sets out the Code of Conduct & Ethics (hereinafter ‘’the Code”) which establishes the principles and standards of conduct (hereinafter “the Standards”) that govern the Company's operations: integrity, professionalism, accountability, and social responsibility.

In accordance with Article 12 of the AIFMD, the Company is required to act honestly, with due skill, care and diligence, and fairly in conducting its activities, and to act in the best interests of the Alternative Investment Funds it manages and their investors.

The Code guides the Company's interactions with its investors, investees, employees, and stakeholders. It places a strong emphasis on meritocracy by incorporating practices that nurture employee morale. . It establishes a workplace where individuals are recognised and rewarded based on their merits, fostering an environment of fairness and equity. Strong work ethics are fundamental to Company's success.

Scope

This Code sets out binding rules and standards of conduct applicable to all individuals and entities that are subject to its provisions (hereinafter collectively referred to as "Covered Persons").

Covered Persons include:

a) the Members of the Board of Directors;

b) senior management and executive officers;

c) employees, whether engaged on a full-time or part-time basis;

d) seconded personnel;

e) Third Party Service Providers to whom functions have been delegated pursuant to Article 20 of the AIFMD and Articles 75 to 82 of Commission Delegated Regulation (EU) No 231/2013, including sub-delegates;

f) contractors, consultants, and any other persons providing services to the Company under contractual arrangements.

The provisions of this Code are designed to ensure adherence to the Company's core values and to promote a culture of integrity, accountability, and ethical conduct across all levels of the organisation.

The Company is committed to maintaining the highest standards of ethics and professional conduct. The Company adopts a zero-tolerance approach towards any unlawful or unethical conduct that may adversely affect the Company's reputation, credibility, or the interests of the Alternative Investment Funds under management and their investors.

All Covered Persons are required to familiarise themselves with this Code and to comply with its provisions at all times. Failure to comply may result in disciplinary action, termination of the contractual relationship, or referral to the competent supervisory or law enforcement authorities, as appropriate.

Applicable Legal and Regulatory Framework

The Company operates as an Alternative Investment Fund Manager (hereinafter the "AIFM") duly authorised and supervised by the Hellenic Capital Market Commission, in accordance with the following legal and regulatory framework:

a) Directive 2011/61/EU of the European Parliament and of the Council of 8 June 2011 on Alternative Investment Fund Managers (hereinafter the "AIFMD"), as amended by Directive (EU) 2024/927,

b) Commission Delegated Regulation (EU) No 231/2013 of 19 December 2012 supplementing Directive 2011/61/EU with regard to exemptions, general operating conditions, depositaries, leverage, transparency and supervision, as amended by Commission Delegated Regulation (EU) 2021/1255 as regards sustainability risks and sustainability factors,

c) Regulation (EU) 2019/2088 of the European Parliament and of the Council of 27 November 2019 on sustainability-related disclosures in the financial services sector (hereinafter the "SFDR"),

d) Regulation (EU) 2020/852 of the European Parliament and of the Council of 18 June 2020 on the establishment of a framework to facilitate sustainable investment (hereinafter the "Taxonomy Regulation"),

e) Regulation (EU) 2022/2554 of the European Parliament and of the Council of 14 December 2022 on digital operational resilience for the financial sector (hereinafter the "DORA"),

f) Law 4209/2013 (Government Gazette A' 253/21.11.2013), as in force, transposing the AIFMD into Greek law,

g) Law 4548/2018 (Government Gazette A' 104/13.06.2018), as in force, on the reform of the law of sociétés anonymes,

h) Law 4557/2018 (Government Gazette A' 139/30.07.2018), as in force, on the prevention and suppression of money laundering and terrorist financing (hereinafter the "AML/CFT Law"),

i) Law 5232/2025 (Government Gazette A' 163/22.09.2025), as in force, transposing Directive (EU) 2024/1226 and establishing offences and sanctions for the violation of European Union restrictive measures,

j) Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data (hereinafter the "GDPR"), and

k) any other applicable European and national legislation, regulatory acts, and guidelines issued by the competent supervisory authorities.

The Company is committed to full compliance with the above legal and regulatory framework in all aspects of its operations.

Definitions

For the purposes of this Code, the following definitions shall apply:

Principles and Commitments

5.1 Integrity and Ethical Conduct

The Company recognises and respects the diverse roles and responsibilities in our daily business operations.

In accordance with Article 12 of the AIFMD, the Company and all Covered Persons are required to act honestly, with due skill, care and diligence, and fairly in the conduct of the Company's activities.

The Board of Directors and senior management are committed to establishing and maintaining the highest standards of ethical conduct. They are expected to lead by example, setting the tone from the top and promoting the Company's Standards throughout the organisation.

All Covered Persons are expected to conduct themselves with integrity and professionalism at all times, ensuring that their actions are consistent with the Company's values and in the best interests of the Alternative Investment Funds under management and their investors.

5.2 Reporting of Violations.

All Covered Persons are required to report any actual or suspected violation of applicable laws or regulations, this Code, or any internal policy or procedure of the Company. Reports may be submitted to the reporting person's line manager, the Regulatory Compliance Unit, or anonymously through the channels established in the Company's Complaints Policy. All reports and information will be treated with the utmost discretion and strict confidentiality.

The Complaints Policy and the associated reporting form are available on the Company’s official website, where comprehensive information and guidance are provided. The Company strictly prohibits any form of retaliation against individuals who seek advice, raise concerns, or report suspected violations in good faith. This prohibition applies regardless of whether the report is made internally or to an external supervisory or law enforcement authority.

Nonetheless, the Company reserves the right to take any measures it considers appropriate against any person found to have knowingly and intentionally provided false information or otherwise attempted to mislead or defame the Company or third parties during the investigation of a potential breach of the Code.

Where a reported violation may constitute a criminal offence or a breach of regulatory requirements, the Company shall refer the matter to the competent supervisory authorities, including the Hellenic Capital Market Commission, or to law enforcement authorities, as appropriate.

5.3 Commitment to Non-Discrimination and the Maintenance of an Inclusive and Ethical Workplace

a) The Company fully complies with labour law and all applicable national and European legislation pertaining to employee equality, as well as the fair, equal, non-discriminatory and unbiased treatment of employees by the Company’s Management.

b) The Company does not discriminate against employees, or candidates for employment, based on gender, ethnic origin, religious beliefs, sexual orientation, political views, age, disability, or any other personal characteristic, protected under applicable law. It ensures that all employees are fully included, provided with equal opportunities for development and career advancement, and supported in addressing any mobility-related challenges, physical or mental health issues, or specific needs and skills.

c)The Company fully complies with national and European laws regarding the protection of human dignity and personal rights. It ensures that all employees are treated equally and with respect, fosters a culture of mutual respect across all workplaces, and creates conditions that promote solidarity, cooperation, and the continuous growth and development of employees’ skills, personalities, and professional careers. .

d) All Covered Persons are required to promptly inform the Company's senior management if they become aware of any incident of harassment toward an employee, including but not limited to sexual, racial, or religious discrimination, psychological intimidation, or physical violence.

e) The Company shall promptly take appropriate measures in response to any such incidents and, where required by applicable law, to inform and cooperate with the competent authorities .

Compliance with Applicable Laws, Regulations and Internal Policies

All Covered Persons are responsible for understanding and adhering to this Code, the accompanying laws and regulations, as well as the Company's policies and guidelines. It is acknowledged that any violation of the above may result in disciplinary action, up to and including dismissal or termination of employment or contractual relationship, as the case may be. It is further recognised that no one has the authority to instruct any Covered Person to break the law, violate this Code, or breach the Company's policies.

a. Anti-Money Laundering and Combating the Financing of Terrorism

The Company is committed to ensuring with applicable legislation and best practices in the prevention of Money Laundering and the combating of Terrorist Financing (collectively, "AML/CFT") . The applicable regulatory framework includes, inter alia, Law 4557/2018, as amended, the EU Anti-Money Laundering Directives (including Directives 2015/849/EU and 2024/1640/EU), and the recommendations of the Financial Action Task Force (FATF).

The Company places particular emphasis and attention on the regulatory framework governing transactions and business relations in the sectors in which it operates. The AML/CFT Policy and its measures are designed to prevent and combat these crimes, which are essential for protecting the integrity and stability of financial markets and the global financial system. This Policy applies to all Covered Persons.

A comprehensive description of the Company’s obligations, controls, procedures, and responsibilities in relation to AML/CFT is provided in the Company’s AML/CFT Policy which forms an integral part of the internal compliance framework.

b. Avoidance of Conflicts of Interest

In accordance with Article 14 of the AIFMD and Articles 30 to 37 of Commission Delegated Regulation (EU) No 231/2013, the Company is required to take all reasonable steps to identify, prevent, manage, and monitor conflicts of interest.

Situations giving rise to conflicts of interest may occur in the course of the Company's activities, potentially affecting the interests of the Alternative Investment Funds managed by the Company or their investors. . The Company maintains and operates organisational and administrative arrangements designed to prevent conflicts of interest from adversely affecting the interests of the AIFs under management and their investors.

The purpose of the Company's Conflict of Interest Policy (hereinafter the “CoI Policy”) is to establish a comprehensive framework for the identification, prevention, and management of conflicts of interest. This framework enables the Company to:

This Policy is binding and must be communicated to all Covered Persons.

The principles of this Policy also apply to, and are binding upon, any Third Party Service Provider, irrespective of the nature of its relationship with the Company.

Where the organisational or administrative arrangements made by the Company to manage conflicts of interest are not sufficient to ensure, with reasonable confidence, that the risk of damage to the interests of the AIFs or their investors will be prevented, the Company shall clearly disclose the general nature or sources of the conflicts of interest to the investors before undertaking business on their behalf.

The comprehensive framework governing the identification, prevention, and management of conflicts of interest is set out in detail in the Company’s CoI Policy.

c. Data Protection

The Company recognises the importance of responsibly managing and securing the personal data of its investors, investees, employees, and other stakeholders. Such information must not be disclosed to unauthorised persons or used improperly for the benefit of the Company or any individual.

To safeguard the privacy and personal data of the aforementioned parties, the Company applies a high standard of care and responsibility, ensuring protection against accidental or unlawful destruction, loss, unauthorised access, or disclosure. Personal data must be collected, accessed, used, and disclosed solely for legitimate business purposes and always in accordance with applicable legal requirements.

The Company acts as a data controller and, where applicable, as a data processor, within the meaning of the General Data Protection Regulation.

For this purpose, the Company has fully endorsed and applied the General Data Protection Regulation( Regulation (EU) 2016/679).The Company's Privacy Policy can be accessed on the Company’s official website, where comprehensive information and guidance are provided.

ESG Principles

The Company, as an Alternative Investment Fund Manager authorised pursuant to Law 4209/2013 and Directive 2011/61/EU, is subject to the Sustainable Finance Disclosure Regulation (Regulation (EU) 2019/2088, hereinafter "SFDR") and the Taxonomy Regulation (Regulation (EU) 2020/852). In accordance with the applicable regulatory framework, the Company integrates sustainability risks into its investment decision-making process and considers the principal adverse impacts of its investment decisions on sustainability factors.

The Company's approach to ESG is guided by the Ten Principles of the United Nations Global Compact (hereinafter "UNGC Principles"), which provide a framework for responsible business conduct in the areas of human rights, labour standards, environment, and anti-corruption.

7.1 Environmental

The Company is committed to protecting the environment, mitigating climate change and preserving natural resources, with a view to a sustainable future. Ecological awareness is promoted through the investees companies of the Alternative Investment Funds under management by monitoring their impact on the environment and taking measures to reduce their ecological footprint.

The Company expects the investees companies and their suppliers to comply with all applicable legal requirements relating to the environment, demonstrating continuous qualitative and quantitative improvement in their performance with regard to environmental protection matters.

The Company supports the transition to a low-carbon economy and encourages investee companies to identify, assess, and manage climate-related risks and opportunities in accordance with recognised frameworks.

7.2 Social

The Company recognises that social responsibility can have significant long-term benefits for society and its stakeholders. Therefore, the Company encourages portfolio companies to operate according to the following fundamental principles:

The Company also adheres to the UNGC Principles relating to labour standards, including the elimination of forced and compulsory labour, the effective abolition of child labour, and the elimination of discrimination in respect of employment and occupation

In the conduct of its own operations, the Company applies the same principles it expects of its investee companies.

7.3 Governance

The Company shall ensure that the governance practices of its investees companies are properly assessed by considering multiple indicators, including the investees’ companies' business models, adherence to best governance practices, respect for personnel rights, business strategy, management quality, and identification of significant risks and opportunities.

In conducting such assessments, the Company applies the UNGC Principles, with particular regard to Principle 10 (anti-corruption) and the principles relating to good corporate governance.

The Company is committed to encouraging the disclosure of information on ESG issues, improving performance, reducing the risk profile, and developing more sustainable business practices among investees companies.

The Company's remuneration policies are consistent with the integration of sustainability risks, in accordance with Article 5 of the SFDR.

The ESG Policy is available on the Company's official website.

8. Entry into Force and Review

8.1. Approval and Effective Date

The Regulatory Compliance Unit is responsible for the development of this Code, in coordination with the Board of Directors. This Code is submitted to the Board for approval.

The Code shall take effect upon its approval by the Board of Directors and shall be communicated to all Covered Persons. Upon entry into force, this Code supersedes any prior version or regulation on the same subject matter.

8.2. Review

This Code shall be reviewed on a regular basis, and at least annually, by the Regulatory Compliance Unit. In the event that any provisions require updating, the revised draft shall be submitted to the Board for approval.

8.3. Communication

The Regulatory Compliance Unit shall ensure that all Covered Persons are informed of the content of this Code. Communication shall be effected through the dissemination of relevant materials, electronic correspondence, or other appropriate means.

This Code shall be available on the Company's official website.