UK Stewardship Code - Declaration of Support

Please find below a summary of RC Brown Investment Management PLC's (RCBIM) policies in relation to the seven main principles of the UK Stewardship Code.

Principle 1

Disclosure of responsibility

Wherever possible RCBIM seeks to have a regular dialogue with its investee companies and is willing to engage with companies where we believe it will protect and enhance shareholder value. We do not seek to run the company but encourage the board to execute strategy effectively on behalf of our clients.

Principle 2

Conflicts of interest

RCBIM undertakes to manage conflicts of interest between different client groups and those of the company in accordance with the recommendations of the Code. We may have to adopt a different position in respect of the same investee company for different clients, depending on the mandate they have given us.

Principle 3

Monitoring

All investee companies are monitored on a regular basis. This includes the study of financial statements by the company concerned and published research material. It may also include attendance at company meetings, conference calls with management and any one-to-one meetings that RCBIM can reasonably undertake. We will seek to satisfy ourselves that the company's board, management structures and governance procedures are operating effectively and in accordance with any expectations created by the company's public statements. Consideration is also given to the social and environmental practices adopted by the company, to ensure that these are also in line with expectations.

Principle 4

Engagement and Escalation of activities

RCBIM will escalate its involvement with investee companies where we have significant concerns about their strategy, performance or risk management, or where executives' management of the companies is felt to be impacting negatively on shareholder value. We would endeavour to initiate this at an early stage and will regularly assess the outcomes of our intervention.

Engagement would be through contact with the relevant members of the board or senior management: executive management if the issue is primarily one of performance, and non-executive if it is one of governance. Calling for resolutions, collaborative action with other investors, and open letters to management will also be considered. We are prepared to be made 'inside' by a company but try to minimize any period during which we are prohibited from dealing in the shares of the company concerned.

It should be noted that given the small size of RCBIM's holdings the ability to influence company management may be limited and it may be more effective to sell our holding rather than undertake any other action.

Principle 5

Collective action with other investors

RCBIM is willing to be approached by other investors and will consider collective engagement where we feel it is more likely to influence the outcome and protect our clients' interests.

Principle 6

Voting

RCBIM generally votes on AGM resolutions for core discretionary holdings where our clients' mandate allows us to do so. This includes voting against management or registering an abstention where we feel strongly on an issue, or where we disagree with management on a particular matter and have not been able to come to a resolution. Where possible and appropriate, we will inform the company in advance of our actions and the reasons for them. Our voting record is available on request.

Principle 7

Reporting of voting activity

RCBIM reports periodically on its stewardship and voting activities to any clients who require it. An independent audit of our processes is included within the firm's AAF01 report which is produced and published annually.