Alpen Partners International Ag

Alpen Partners International AG, CRD: 291759 Form ADV Part 2A: Firm Brochure March 31st, 2026 Item 1. Cover Page This brochure (Form ADV Part 2A) provides information about the qualifications and business practices of Alpen Partners International AG (“API”). API is a registered investment advisor (“RIA”) with the United States Securities and Exchange Commission (the “SEC”) under the Investment Advisers Act of 1940, as amended (the “Advisers Act”). If you have any questions about the contents of this brochure, please contact us by telephone on +41 58 105 75 50 or by e-mail at info@alpeninternational.com. The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission (“SEC”) or by any state securities authority. Additional information about API is available on the SEC’s website at www.adviserinfo.sec.gov. There is no specific level of skill or training required to register as an RIA with the SEC. Item 2. Material Change No material changes have been made to this brochure since the last Form ADV Part 2A was filed on March 28th, 2025. You may request a new brochure at any time without charge by sending an email to: info@alpeninternational.com, or by calling us at +41 58 105 75 50. 1  Alpen Partners International AG, CRD: 291759 Item 3. Table of Contents Item 1. Cover Page ............................................................................................................................. 1 Item 2. Material Change .................................................................................................................... 1 Item 3. Table of Contents ................................................................................................................. 2 Item 4. Advisory Business ............................................................................................................... 4 Item 5. Fees and Compensations .................................................................................................. 6 Item 6. Performance-Based Fees and Side-by-Side Management ........................................ 7 Item 7. Types of Clients .................................................................................................................... 8 Item 8. Methods of Analysis, Investment Strategies and Risk of Loss ............................... 8 Item 9. Disciplinary Information ................................................................................................... 13 Item 10. Other Financial Industry Activities and Affiliations ................................................ 13 Item 11. Code of Ethics, Participation in Client Transactions and Personal Trading .... 13 Item 12. Brokerage Practices ........................................................................................................ 15 Item 13. Review of Accounts ......................................................................................................... 18 Item 14. Client Referrals and Other Compensation ................................................................ 18 Item 15. Custody............................................................................................................................... 18 Item 16. Investment Discretion ..................................................................................................... 19 Item 17. Voting Client Securities .................................................................................................. 19 Item 18. Financial Information ...................................................................................................... 19 2  Alpen Partners International AG, CRD: 291759 3  Alpen Partners International AG, CRD: 291759 and, taking into account these factors, develops Item 4. Advisory Business a tailored investment policy for that client Firm Description (“investment profile”). Alpen Partners International AG (“API” or “the Each client’s assets are managed in a separate Firm” or “we”), a Swiss corporation based in account (an “Account”) maintained at a third- Freienbach, Switzerland, provides investment party financial institution (“custodian bank”) advisory services to clients who are resident in selected by the client. the United States (“US”). We may also serve As part of its discretionary portfolio US taxpayers or dual citizens living outside the management service API purchases and sells US. API is a corporation organized under Swiss securities for the client’s Account without prior law and was founded in 2017. consent of or notification to the client. API Principal Owners determines the securities that are bought and Pierre Gabris owns 100% of the outstanding sold for the client’s Account and the total shares of API. amount of the purchases and sales. Services API’s authority may be subject to conditions imposed by individual clients as set forth and API provides a comprehensive range of agreed upon in the portfolio management services in the areas of discretionary portfolio agreement entered into between API and the management and non-discretionary client. For example, a client may restrict or management, as well as investment prohibit transactions in certain types of consolidation / reporting to high net worth and securities. ultra-high net worth private clients and their families. Client Accounts are broadly managed in a API does not render any Legal or Tax advice. similar manner. However, differences in each portfolio may occur due to client-specific Discretionary Portfolio Management Services investment objectives, risk tolerance, time API offers discretionary portfolio management horizon, liquidity needs, tax considerations, services to individuals, high and ultra-high net reference currency, legal restrictions and worth clients and their families who wish to have overall suitability. their assets fully managed by API. This service includes asset allocation, investment selection, API’s client portfolios are globally diversified active portfolio management and portfolio across multiple asset classes. Accounts may rebalancing in accordance with each client’s include, without limitation: equity securities, personal circumstances. fixed income and other debt securities, mutual funds, exchange traded funds, hedge funds, API discusses a client's prior investment options, structured products, precious metals history, as well as family situation and and other alternative investments consistent background. As part of this information- with the client’s investment profile and overall gathering process, API determines the client's suitability. For the purpose of achieving individual investment objectives, risk tolerance, diversification, client Accounts may hold non- time horizon, liquidity needs and tax situation, 4  Alpen Partners International AG, CRD: 291759 dollar securities in markets outside the United which do not pertain to API’s investment States. universe. API will disclose to the client if an Whilst API generally makes investments with a investment idea is not part of API’s investment longer time horizon, the Firm may make universe. changes to allocations, resulting in underweight or overweight positions, in an attempt to take Investment Consolidation and Reporting Services advantage of short-term developments in API offers global consolidation and reporting economic conditions. When doing so, API will services for clients with financial Accounts at make every attempt to be sensitive to more than one financial institution (including transaction costs and taxes, as applicable. Accounts that API does not manage or advise API’s advice is limited to the types of securities upon) for purposes of evaluating global asset and transactions as set forth in Item 8. exposure. API will: (i) examine bank statements received at the direction of the client; (ii) Non-Discretionary Services prepare a consolidated statement of assets on Non-discretionary services are similar to a monthly, quarterly and/or annual basis; (iii) discretionary portfolio management services in regularly analyze structure and performance of terms of the investment approach; however, all individual portfolios as well as of the API requires client consent before effecting any consolidated whole, serving as a basis for a securities transaction. API provides the client coordinated implementation of investment with investment and divestment policy and for the identification of possible recommendations and, if necessary, improvements; and (iv) monitor and report on recommendations on how compliance with the banking costs. API has no authority to advise non-discretionary Portfolio and the Investor on the Accounts it does not manage. However, Profile may be restored. In case the structure of API may be asked by a client to comment on the non-discretionary Portfolio significantly and provide general counselling about certain deviates from the Portfolio Investment Profile, aspects of the client’s overall wealth structure. API proposes to the Client relevant adjustments For example, API may, on client request, be to the non-discretionary Portfolio. However, all asked to recommend wealth management decisions regarding the implementation of the specialists for its clients, possibly including investment/divestment recommendations other investment managers. In such cases, provided by API, reside with the client. This API’s recommendation will generally include a service is designed for clients who desire selection of several such advisors or holistic management of their Account but who specialists. The recommendation will strongly want to retain involvement in every investment depend on the client’s personal circumstances. decision. As a result, clients under this service The final selection is left entirely up to the client, offering may not be invested in the same and API receives no remuneration from any manner as those clients using discretionary person or firm that it may recommend under portfolio management services. such circumstances. If explicitly required by a non-discretionary client, API may implement investment ideas 5  Alpen Partners International AG, CRD: 291759 Wrap Fee Programs API is a fee-only investment advisor and does not receive undisclosed remuneration from third API does not participate in wrap fee programs. parties in connection with its investment Assets under Management and Advisement advisory services. Discounts, finder’s fees or As of March 31, 2026, API managed USD any other remuneration received by API from 1,147,319,326 on a discretionary basis and third parties will be timely disclosed to the client USD 883,176,474 on a non-discretionary basis. and, unless otherwise agreed to in writing with the client, credited against API’s investment Item 5. Fees and Compensations advisory fee. API does not manage or advise API generally charges fees for its investment Accounts based on commissions, subscriptions services as a percentage of the market value of fees, or hourly rate charges. assets under management (“AUM”) or assets under advisement (“AUA”). The fee is charged Fees for Discretionary Portfolio Management Services and Non-Discretionary Services. quarterly in arrears. The measurement of AUM The annual fees for discretionary portfolio or AUA depends on the measure principles management services range from 0.40% to applied by the custodian bank. The calculated 1.25% of AUM, depending on the size and fee is debited at the end of the respective complexity of the mandate. calendar quarter (i.e. March, June, September, The annual fees for non-discretionary services and December) based on the average assets depend on the size and complexity of the under management for each of the three mandate but are capped at a maximum rate of months in the relevant quarter. The fee is 1.50% of AUM. generally charged in the reference currency. Fees charged by API are not payable in Until API is ready to mirror all client Accounts, advance. Accounts initiated or terminated API relies on the custodian banks of its clients during a calendar quarter will be charged a to value the assets in the respective client prorated fee. Upon termination of any accounts, and API computes its investment relationship accrued, unpaid fees will be due advisory fees based on these valuations and payable. provided by the custodian. At the end of the There is a minimum quarterly fee per Account calendar quarter, API arranges with the of Swiss Francs 1’000 or equivalent in foreign custodian bank for the direct payment of its fee currency. from each client’s Account. At the same time In all cases, API may waive, discount, or the amount is charged to the account. Account negotiate fees at its discretion. API may also statements are delivered by the custodian bank charge additional fees for services outside the to the client or the client’s representative on at scope of the services described above. Any least a quarterly basis. The statement from the additional fees are timely disclosed to the client. custodian bank will reflect all amounts disbursed from the Account, including the Fees may be subject to VAT. amount of any fee paid to API. 6  Alpen Partners International AG, CRD: 291759 Fees for other Services $2,000,000, excluding the value of the primary residence and certain debt secured by the Investment consolidation and reporting property; or (iii) clients who are qualified The annual fees for consolidation reporting and purchasers under Section 2(a)(51) of the services range from 0.05% to 0.20% of the Investment Advisors Act of 1940, as amended consolidated Assets, depending on the size and (which generally is defined to include only complexity of the mandate. individuals, companies or trusts with more than Here too, API may waive, discount, or negotiate $5,000,000 in investments). API potentially can fees at its discretion. In particular, API may receive higher fees with a performance-based arrange for a consolidation / reporting mandate compensation structure than from those to be subject to a fixed, flat annual fee. accounts that pay according to the asset-based Other fees and expenses you may incur fee schedule described above. To minimize this Fees charged by API do not include custodian conflict, API generally will enter a performance- fees, fees for trade settlement, brokerage based fee arrangement upon the request of a commissions, taxes or any other fee or taxes client or in the case of specific investment imposed by the custodian bank or the broker or performance objectives. National Authorities. API’s fees do not include The performance fee is calculated every year management or other fees charged by funds or on the basis of the period net performance with other products that client Accounts may be a hurdle rate. The performance fee amounts to invested in from time to time. It is API’s 5% - 15% depending on the size and complexity philosophy to generally invest in the most of the mandate. favorable share class with the least cost. In the event of negative performance, no fees shall be charged until the client’s loss has been compensated. Item 6. Performance-Based Fees and Side-by-Side Management Net performance describes the actual increase Performance Based Fee Scheme in the value of the client’s assets after all bank On an exceptional basis, API may enter into fees (broker’s commission, securities account performance-based fee arrangement at the fees, etc.) have been deducted. request of qualified clients subject to individualized agreements with each client. Side-by-Side Management Currently, no such fee arrangement exists at API manages many client Accounts and as a API. result of differences in the fees charged on To the extent API enters into a performance or various Accounts, API has conflicts arising from incentive fee arrangements, it will do so in such side-by-side management of different accordance with Section 205(a)(1) of the Accounts. For example, API generally manages Advisers Act and Rule 205-3. According to more than one Account according to the same those rules, only clients who meet the following or a substantially similar investment strategy requirements may opt for the performance and yet has a different fee schedule applicable based fee scheme: (i) clients with at least to such Accounts as a result of the respective $1,000,000 under management with API; (ii) clients with a net worth greater than 7  Alpen Partners International AG, CRD: 291759 clients’ AUM with API or a client’s election to Item 7. Types of Clients compensate API on a performance basis. API offers investment management services to high and ultra-high net worth individuals and Side-by-side management of different types of their families, as well as to foundations, trusts, Accounts may raise conflicts of interest when estates, holding companies or other estate two or more Accounts invest in the same planning structures which they may have securities or pursue a similar although not established. In addition, API offers its services identical strategy. These potential conflicts to businesses and institutional clients as well as include the favorable or preferential treatment pooled investment vehicles. of an Account or a group of Accounts, conflicts Generally, API seeks client relationships with a related to the allocation of investment minimum of $500’000 of AUM. API may accept opportunities, particularly with respect to accounts below the minimum requirements and securities that have limited availability, such as will retain Accounts that have dropped below initial public offerings, and transactions in one the minimum requirement due to market Account that closely follow related transactions fluctuation or investment performance. Related in a different Account. In addition, the results of Accounts can be aggregated. the investment activities for one Account may differ significantly from the results achieved for other Accounts, particularly if API individually Item 8. Methods of Analysis, Investment Strategies and Risk of Loss tailors clients’ Accounts. Methods of Analysis API has policies and procedures in place aimed API invests using a net long-only investment to ensure that all client Accounts are treated approach aimed at generating sustainable, fairly and equitably. API strives to equitably long-term results, where capital preservation is allocate investment opportunities among as important as capital growth. relevant Accounts over time. In addition, API invests based on its views of market trends, investment decisions for each Account are which are reflected in the asset allocation made with specific reference to the individual implemented in its discretionary mandates as needs and objectives of the Account. well as non-discretionary mandates. API Accordingly, API may give advice or exercise manages assets by using a top-down, macro- investment responsibility or take other actions economic analysis in combination with bottom- for some clients (including related persons) that up, specific security selection. Generally, API may differ from the advice given, or the timing seeks to maintain broad diversification across and nature of actions taken, for other clients. countries, industries, company size, long-term Investment results for different Accounts, themes but also short-term opportunities. including Accounts that are generally managed in a similar style, also may differ as a result of Investment Strategies these considerations. Some clients may not API generally builds client portfolios within the participate at all in some investments in which parameters of the following five investment other clients participate or may participate to a strategies, which serve as the basis for tailor- different degree or at a different time. made portfolios. Each client’s specific portfolio 8  Alpen Partners International AG, CRD: 291759 will differ based on his/her unique situation and government securities, exchange traded funds, objectives within the parameters of the selected foreign exchange transactions, certain strategy. derivatives or structured products, options, alternative investments, precious metals and in Investment Investment Classes Max. certain cases private fund investments. Some Profile part in % of these securities, particularly those issued Fixed Money Market and 100 outside of the US, may not be registered with Income bonds the SEC. In discretionary mandates, API is able Commodities 15 Conservative Money Market and 100 to invest clients in securities offered outside the bonds US to non-US investors in reliance on Equity character 40 Regulation S under the Securities Act of 1933. securities Investments in private funds or structured Alternat. Investments 20 products may be limited to “accredited Commodities 20 investors” or “qualified purchasers,” and may Balanced Money Market and 100 require investors to lock-up their assets for a bonds period of time. These investments may have Equity character 60 limited, or no liquidity and they may involve risks securities different from those incurred when investing in Alternat. Investments 25 Commodities 35 registered funds and other publicly offered and Offensive Money Market and 100 traded securities. In discretionary mandates, bonds API may invest client accounts in such Equity character 80 securities without client consent. API relies on securities the valuation and performance data provided Alternat. Investments 25 directly from the private funds. Private funds Commodities 45 may often be delayed in providing API with the Special Money market and 100 valuation information; therefore, API may bonds likewise be delayed in reporting this information Equity character 100 securities to the client. Alternative 100 API will rely on the accuracy of a client’s Investments representations in making corresponding Commodities 100 representations regarding investment restrictions on behalf of a client’s Account in Types of Securities connection with certain derivative, private fund API offers asset management and advisory or other similar investments with qualification services on the following types of securities and restrictions. API requires notification by the transactions: exchange-listed securities, client if the client’s representations become securities traded over-the-counter, securities inaccurate. issued by non-US issuers, corporate debt securities (and other commercial paper), In certain cases, API may recommend to invest in real estate securities. certificates of deposit, investment company securities such as mutual funds, U.S. or foreign 9  Alpen Partners International AG, CRD: 291759 Material Investment Risks Risks Related to Fixed Income Investments. Clients should bear in mind that investing in Investments in fixed income securities (i.e., securities involves a risk of loss. Clients should bills, notes, bonds, preferred, convertibles, be prepared to bear the risk of losing their ETFs and funds) involve a number of risks such investment in securities. Past performance is as credit, interest rate, reinvestment, and not an indication as to future results. prepayment risk, all of which affect the value of the security and volatility of such value. In Among other risks, all investments made by API general, fixed income securities with longer will be subject to market risk, liquidity risk, and maturities are more volatile. Additionally, the interest rate risk, and may be subject to credit prices of below investment grade (lower credit and counterparty risk, risk in fluctuations of quality) securities fluctuate more than those of commodity pricing, risk of loss due to political investment grade issues. Prices are sensitive to and economic developments in foreign developments affecting the company’s markets, and risks involving movements in the business and to changes in the ratings currency markets. assigned by rating agencies. Prices are often Market Risk. closely linked with the company’s stock prices. Market risk refers to the risk of loss arising from High yield securities can experience sudden general economic and market conditions, such and sharp price swings due to changes in as interest rates, availability of credit, inflation economic conditions, stock market activity, rates, commodity prices, economic uncertainty, large sales by major investors, default, or other changes in laws and national and international factors. Developments in the credit market may political circumstances. Each Account is have a substantial impact on the companies subject to market risk, which will affect volatility invested in and will affect the success of such of securities prices and liquidity. Such volatility investments. In the event of a default, the or illiquidity could impair profitability or result in investment may suffer a partial or total loss. losses. Risks Related to Investments in Funds. For purposes of this discussion, the term “Fund” Risk Related to Equity Investments. includes, but is not limited to, a US or non-US Investments in equity securities generally unit investment trusts, open-end and closed- involve a high degree of risk. Prices are volatile end mutual funds, hedge funds, private equity and market movements are difficult to predict. funds, venture capital funds, real estate These price movements may result from factors investment trusts, exchange traded funds affecting individual companies or industries. (“ETFs”) and any other private alternative or Price changes may be temporary or last for investment fund. Investments in Funds carry extended periods. The value of specific risks associated with the particular Fund. Each equity investments generally correlates to the Fund and the respective manager will charge fundamentals of each particular security, but their own management and other fees, which prices of equity investments may raise or fall will result in a Client bearing an additional level regardless of fundamentals due to movements of fees and expenses. US mutual funds in securities markets. generally must distribute all gains to investors, 10  Alpen Partners International AG, CRD: 291759 including investors who may not have an for those assets. Leverage will tend to magnify economic gain from investing in the fund, which both the positive impact of successful can lead to negative tax effects on investors, investment decisions and the negative impact particularly non-US persons. Investments in of unsuccessful investment decisions by API on certain non-US funds by US persons result in an Account’s performance. US tax and reporting obligations and failing to b. Counterparty Credit Risk. When a derivative comply with such requirements can result in is purchased, a client’s Account will be subject significant penalties. Funds generally have to the ability and willingness of the other party unique risks of loss as described in their offering to the contract (“counterparty”) to perform its documents. Funds can make use of leverage to obligations under the contract. Although enhance returns, which increases both volatility exchange-traded futures and options contracts and interest rate risk and raises the risk of are generally backed by a guarantee from a default. Certain Funds invest in derivatives, clearing corporation, an Account could lose the which can raise specific counter-party risks. benefit of a contract in the unlikely event that Funds that are not traded can have illiquidity the clearing corporation becomes insolvent. and valuation risks resulting in the inability to The counterparty’s obligations under a forward redeem or sell the Fund on demand. See the contract, over-the-counter option, swap or other discussion below relating to risks in structured over-the-counter derivative contract are not so products and derivatives for more information guaranteed. If the counterparty to an over-the- on the risks of investing in Funds. counter contract fails to perform its obligations, an Account may lose the benefit of the contract related to Structured Products & and may have difficulty reclaiming any collateral Risks Derivatives. that the Account may have deposited with the API may invest in structured products or counterparty. derivatives or invest in Funds that hold investments in structured products or c. Lack of Correlation. The market value of a derivatives. In addition to the risks that apply to derivative position may correlate imperfectly all investments in securities, investing and with the market price of the asset underlying the engaging in derivative instruments and derivative position. To the extent that a transactions may involve different types of risk derivative position is being used to hedge and possibly greater levels of risk. These risks against changes in the value of assets in an include, but are not limited to the following: Account, a lack of price correlation between the derivative position and the hedged asset may a. Leverage. Certain investment instruments result in an Account’s assets being such as derivatives may use leverage to incompletely hedged or not completely achieve returns. The use of leverage may have offsetting price changes in the derivative the effect of disproportionately increasing an position. Account’s exposure to the market for the securities or other assets underlying the d. Illiquidity. Over-the-counter derivative derivative position and the sensitivity of an contracts are usually subject to restrictions on Account’s portfolio to changes in market prices transfer, and there is generally no liquid market 11  Alpen Partners International AG, CRD: 291759 for these contracts. Although it is often possible economic policies of various foreign to negotiate the termination of an over-the- governments, exchange control regulations, counter contract or enter into an offsetting withholding taxes, potential for nationalization contract, a counterparty may be unable or of assets or industries, and political instability. unwilling to terminate a contract with an Risks Related to Precious Metals Accounts & Account, especially during times of market Physical Precious Metals. instability or disruption. The markets for many Precious metal accounts and investments in exchange-traded futures, options and other physical precious metals offered by custodian instruments are quite liquid during normal banks present special investment risks. These market conditions, but this liquidity may metal accounts generally are notated with disappear during times of market instability or reference to the market price of the respective disruption. precious metal as determined by the respective e. Less Accurate Valuation. The absence of a custodian bank. The value of precious metals is liquid market for over-the-counter derivatives volatile and generally based on the current spot increases the likelihood that API will not be able or market price of the particular metal. The to correctly value these investments. value of precious metals is driven by a variety of factors on a global basis including, among Risks Relating to Foreign Currency Exposure. other factors, industrial demand, market supply, Accounts managed by API are routinely subject and investor demand. Metals should not be to foreign currency risks and bear a potential perceived as safer investments but rather as an risk of loss arising from fluctuations in value asset class that also is speculative and volatile. between the US Dollar and such other Unless specifically agreed by the custodian currencies. API invests in securities and other bank, a precious metal account generally does investments that are denominated in currencies not represent a right to convert to physical other than US Dollars. Some client’s Accounts delivery and as such, generally there is a may hold significant non-dollar cash positions. counterparty risk based on the financial Accordingly, the value of such assets may be strength and solvency of the custodian bank to affected favorably or unfavorably by pay the monetary equivalent of the notated fluctuations in currency rates. Often clients are value in the precious metal account. seeking this foreign currency exposure. Thus, Alternatively, in the case of non-segregated API generally does not seek to hedge the physical holdings, there are other risks foreign currency exposure. Even to the extent including the potential inability for the custodian that API does seek to hedge the foreign bank to deliver the physical metal timely and currency exposure, such hedging strategies liquidity risks associated with taking physical may not necessarily be available or effective. delivery of precious metals. Clients should see Non-U.S. Investments. Investments in non-US the specific risk disclosures issued by the securities expose a client’s Account to a custodian bank relating to precious metal number of risks not always evident in US accounts and physical precious metals. markets. Such risks include, among other things, trade balances and imbalances, 12  Alpen Partners International AG, CRD: 291759 API generally provides all new clients with a space and all personnel of both affiliates are copy of “Risks Involved in Trading Financial deemed to be “supervised persons” of API and Instruments” published by the Swiss Bankers subject to API’s Code of Ethics, compliance Association. policies and procedures and overall supervision by API’s Chief Compliance Officer. These Item 9. Disciplinary Information steps are taken to ensure any conflicts of interest between the two entities are adequately API has not been involved in any legal or disciplinary events. and timely addressed as well as to ensure that API’s U.S. investors are not disadvantaged at any time to Alpen’s non-U.S. clients. Item 10. Other Financial Industry Activities and Affiliations API management personnel are neither registered, nor have an application pending to Item 11. Code of Ethics, Participation in Client Transactions and Personal Trading register as, broker-dealers, registered representatives of a broker-dealer, future API seeks to minimize conflicts of interest and commissions merchants, commodity pool resolve those conflicts of interests in favor of its operators, commodity trading advisors, or clients to the extent it determines reasonable associated persons of the foregoing entities. and necessary in accordance with its Code of Ethics. While API is not directly registered with or regulated by FINMA. The Firm is a member of Code of Ethics the Swiss Association of Wealth Managers API treats all clients equitably and has a duty to (“SAM”), which is organized under private law act in its clients’ best interests. Except as as an Association under the terms of Art. 60 et otherwise described in this brochure, the seq. of the Swiss Civil Code (“SCC”). interests of clients will be placed above API’s Established in 1986, SAM is the leading self- interests in case of any conflict. API has regulatory organization (“SRO”) for asset adopted a Code of Ethics (the “Code”) and managers in Switzerland, and since 1999 is maintains a written policy covering General recognized and monitored by the Federal Principles of Professional Conduct. Covered in Financial Market Supervisory Authority this policy are procedures governing personal (“FINMA”) of Switzerland. SAM issues rules of securities transactions by API and its professional conduct for its member firms and personnel. The Code also provides guidance enforces an annual audit of its members for and instruction to API and its personnel on their compliance with all provisions of the Anti- ethical obligations in fulfilling their duties of Money Laundering Act (“AMLA”). loyalty, fairness and good faith towards the Firm’s clients. API maintains a professional affiliation with Alpen Partners AG (“Alpen”), previously known The overriding principle of API’s Code of Ethics as Alpenrose Wealth Management AG, an is that all employees of API owe a fiduciary duty investment advisor that services non-US to clients for whom API acts as investment clientele. API and Alpen maintain separate adviser or sub-adviser. Accordingly, employees compliance books and records, separate office of API are responsible for conducting personal 13  Alpen Partners International AG, CRD: 291759 trading activities in a manner that does not manner to avoid any actual or potential conflict interfere with a client’s portfolio transactions or of interest or any abuse of any person’s position take improper advantage of a relationship with of trust and responsibility. Furthermore, these any client. people should not take inappropriate advantage of their positions with or on behalf of a client. The Code contains provisions designed to try to: (i) prevent, among other things, improper If a person subject to the Code of Ethics fails to trading by API’s employees; (ii) identify conflicts comply with the Code, such person may be of interest; and (iii) provide a means to resolve subject to sanctions, which may include any actual or potential conflicts of interest in warnings, disgorgement of profits, restrictions favour of the clients. The Code attempts to on future personal trading, and, in the most accomplish these objectives by, among other severe cases, the possibility of dismissal. things: (i) requiring pre-clearance of specific API will provide a copy of its General Principles trades, which includes documenting any of Professional Conduct to any client or exceptions to such pre-clearance requirement; prospective client upon request. (ii) restricting trading in certain securities that Participation or Interest in Client Transactions may cause a conflict of interest, as well as (iii) periodic reporting regarding transactions and Although API does not hold proprietary holdings of employees. positions, API’s related persons may own, buy, or sell for themselves the same securities that The Code contains sections including, but not they or API have recommended to clients. limited to, the following key areas: (i) Thus, from time to time, a client Account may restrictions on personal investing activities; (ii) purchase or hold a security in which a related gifts and business entertainment; and (iii) person of API has financial interest or an outside business activities. ownership position, or a related person may The Code also provides for API’s execution of purchase a security that is held in a client supervisory policies and procedures, and the Account. review and enforcement processes of such Also, from time to time, API employees or policies and procedures. API has designated a related persons may invest alongside the Firm’s Chief Compliance Officer responsible for clients, both to align the interest of Firm and maintaining, reviewing and enforcing API’s personnel and Firm clients and as an Code of Ethics and corresponding policies and expression of confidence in our investment procedures. management efforts. In order to ensure that API The fundamental position of API is that, in personnel never trade ahead of their clients, effecting personal securities transactions, API requires all trading in specific positions for personnel of API must at all times place the officer and employee accounts to come after interests of clients ahead of their own pecuniary the analogous trades are executed for client interests. All personal securities transactions by Accounts (so called “blackout period”). Firm these persons must be conducted in personnel communicate freely and frequently accordance with the Code of Ethics and in a 14  Alpen Partners International AG, CRD: 291759 among themselves in order to ensure the transactions through the custodian bank or the application of these fundamental restrictions. broker or dealer designated by the custodian bank selected by the client. In such cases, API API may recommend purchase of securities to cannot guarantee that the client will receive its clients for which API or a related person best execution or the best commissions serves as managing partner. Prior to because API does not control these factors. recommending such purchases, API will Clients should be aware of the potential that the disclose such constellation to its clients and broker-dealer used for transactions may not be closely monitor such transactions. a registered broker-dealer under the U.S. Securities Exchange Act of 1934 (the Item 12. Brokerage Practices “Exchange Act”). All of API’s clients already have existing Clients also should be aware of the following Accounts or open new Accounts at custodian disadvantages associated with API not having banks in Switzerland or elsewhere. Each client the ability to select the broker-dealer: is responsible for selecting the bank which will hold his or her Account. While API does not - Clients are solely responsible for negotiating select custodian banks on a client’s behalf, we the commission rates and fees paid to the encourage clients to use such banking Swiss custodian bank where such custodian custodians as are familiar with and have bank requires API to trade through its broker- systems compatible with all US regulatory and dealer. API will not be able to negotiate operational requirements. commission rates with the designated broker, and the Firm will not have any negotiating Each custodian bank has its own policies and leverage that results from the ability to trade procedures relating to brokerage. Generally, away from a designated broker. the custodian bank requires API to route securities orders through the trading desk of the - Clients may pay higher commission rates than bank. In such cases API will not have discretion those paid by other clients whose trades are in selecting the broker-dealer and the client placed with a broker-dealer chosen by API, may should be aware of the incumbent risks receive less favorable trade executions, and/or associated with such an arrangement. may not obtain best execution on their transactions. Custodian Bank Selection of Broker-Dealers Brokerage for transactions involving assets - Accounts will not be able to participate in held at Swiss custodian banks generally must aggregated or block transactions with other be made through the broker-dealer specified by clients who maintain their Accounts at other the custodian bank and API will have no ability custodian banks. This can limit the ability to to select the broker-dealer. In most cases, benefit from volume discounts or more Swiss custodian banks act as a broker-dealer favourable terms that might be available from and/or maintain relationships with designated aggregated transactions. broker-dealers (including potentially an affiliate Client-Directed Brokerage of the custodian bank). If required by the custodian bank, API routes security 15  Alpen Partners International AG, CRD: 291759 Generally, API does not permit clients to direct same security with more than one broker. API brokerage other than as outlined above in the transmits such block trades to more than one context of a custodian bank selected by the broker in a random pattern (i.e., API does not client that requires the use of a specified broker- favor one custodian bank or broker over dealer. another with respect to the order in which block trade orders are sent). The average price Block Trades realized on a securities order placed with API generally will combine orders into block different brokers will vary broker to broker, and trades when purchasing the same security for clients generally will receive different average multiple client Accounts. Such aggregated prices and transaction costs for the same orders (block trades”) will be pre-allocated security order depending upon the custodian among the participating client Accounts. When bank and the respective broker used in the selecting the participating Accounts’ a variety of block trade. Also note, since most Swiss factors such as suitability, investment custodian banks warehouse securities orders objectives and strategy, risk tolerance and / or until filled, there may be delays in settlement the ability to invest additional funds will be taken between client Accounts depending on the into consideration. In determining the portion for practice of the respective custodian bank each participating Account further factors such and/or broker. as Account size, diversification, asset allocation the and position weightings as well as any other Decision Making Process; Balancing Interests of Multiple Client Accounts appropriate factors might be of relevance. In making the decision as to which securities Participating Accounts in a block trade placed are to be purchased or sold and the amounts with the same broker or the same custodian thereof, API is guided by the investment profile bank generally will receive an average price defined at the inception of the adviser-client and transaction costs will be shared on a relationship in cooperation with the client, and proportionate basis and as determined in the by periodic internal reviews of the asset agreement with the custodian. This can either allocation. The investment profile covers such be a sharing on a pro rata basis, or covered with matters as the relative proportion of debt and a “ticket fee”, or based on the implemented equity securities to be held in the Account, the digression model, whereas costs decrease in degree of risk that the client wishes to assume relation to the purchased quantity and include and the types and amounts of securities to be the application of a minimum rate, when shared held in the Account. API’s authority may be costs are below a defined amount. Partial fills of further limited by specific instructions from the transactions will be allocated on a pro rata client, which may restrict or prohibit share basis. transactions in certain securities. Because API’s clients maintain Accounts at API may manage numerous Accounts with different custodian banks and because many of similar or identical investment objectives or may these custodian banks mandate the use of a manage Accounts with different objectives that specific broker (see description above), often may trade in the same securities. Despite such API places more than one block trade for the similarities, portfolio decisions relating to client 16  Alpen Partners International AG, CRD: 291759 investments and the performance resulting services (including services providing market from such decisions may differ from client to data, company financial data, certain valuation client. API will not necessarily purchase or sell and pricing data and economic data); and the same securities at the same time or in the advice from brokers on order execution. same proportionate amounts for all eligible Brokerage services within Section 28(e) may clients, particularly if different clients have include, but are not limited to, services related selected different investment profiles, have to the execution, clearing and settlement of materially different amounts of capital under securities transactions and functions incidental management with API or different amounts of thereto (i.e., connectivity services between an investable cash available. In certain instances investment adviser and a broker-dealer and such as purchases of less liquid publicly traded other relevant parties such as custodians); securities or oversubscribed public offerings, it trading software operated by a broker-dealer to may not be possible or feasible to allocate a route orders; software that provides trade transaction pro rata to all eligible clients, analytics and trading strategies; software used especially if clients have materially different to transmit orders; clearance and settlement in sized portfolios. Therefore, not all clients will connection with a trade; electronic necessarily participate in the same investment communication of allocation instructions; opportunities or participate on the same basis. routing settlement instructions; post trade Use of Soft Dollars matching of trade information; and services required by the SEC or a self-regulatory API has not entered into any soft dollar organization such as comparison services, arrangements and, to the extent it does, it will electronic confirms or trade affirmations. only do so in accordance with the conditions of the safe harbor provided by Section 28(e) of the Trade Errors Exchange Act. Section 28(e) is a “safe harbor” Although API’s goal is to execute trades that permits an investment manager to use seamlessly in the manner intended by the client brokerage commissions or “soft dollars” to and consistent with its investment decisions, obtain research and brokerage services that API recognizes that errors can occur for a provide lawful and appropriate assistance in the variety of reasons. API’s policy in dealing with investment decision-making process. such errors is to: Research services within Section 28(e) may - Identify any errors in a timely manner. include, but are not limited to, research reports - Correct all errors so that any affected Account (including market research); certain financial is placed in the same position it would have newsletters and trade journals; software been in had the error not occurred. providing analysis of securities portfolios; corporate governance research and rating - Incur all costs associated with correcting an services; attendance at certain seminars and error (or to pass the costs on to the broker, conferences; discussions with research depending on which party is at fault). Costs analysts; meetings with corporate executives; from corrective actions are not to be passed on consultants’ advice on portfolio strategy; data to a client. 17  Alpen Partners International AG, CRD: 291759 - API may, in accordance with the client, offset marketing assistance or the performance of a loss and all associated costs against the certain administrative tasks associated with management or investment advisory fees it making an investment. charges, API may pay third parties for client referrals. - Evaluate how the error occurred and assess if Such arrangements comply with the conditions any changes in any processes are warranted or and requirements of Rule 206(4)-3 under the if any continuing education is required. Investment Advisers Act of 1940. The consequences and the required corrective API’s employees or associated persons may be measures may be different depending upon the invited to attend seminars and meetings with nature of the error or the Account affected. the costs associated with such meetings borne by a sponsoring brokerage firm or other party Item 13. Review of Accounts extending the invitation. All Accounts are reviewed regularly by the Item 15. Custody Client Advisors in an effort to ensure that they remain aligned with the client’s investment API typically is given authority by the client to profile and are positioned appropriately given have its fees directly deducted from a client’s current market conditions as part of API’s Account. Consequently, API is deemed to have general investment process. custody of such funds. API has established procedures to ensure the client’s Account is held at a qualified custodian in a separate Item 14. Client Referrals and Other Compensation Account for each client. The client establishes API is a fee-only adviser. API’s policy is not to the bank Account directly and therefore is accept compensation from third parties relating aware of the qualified custodian’s name, to the investment advice it gives to its clients. address and the manner in which investments To the extent API receives a referral fee for an are maintained. Account statements are investment it recommends, it will timely disclose prepared by the custodian bank and delivered such fees to the client and will agree with the directly to the client or the client’s client to either (i) reduce the fees owed by the representative. Generally, these statements respective client to API, or (ii) credit the include a listing of all valuations and all respective client’s Account for the applicable transactions occurring during the period. amount. For these purposes, referral fees Clients should carefully review these include marketing fees, discounts, finder’s fees, statements. service fees, including shareholder service The custodian generally also provides the client fees, referral fees, 12b-1 fees or bonus with required year-end tax information. commissions paid by mutual funds, privately offered funds, insurance products, variable annuities or other investment products paid to API for recommending an investment, for investing client funds in such product or for 18  Alpen Partners International AG, CRD: 291759 Class Actions Item 16. Investment Discretion API does not direct client participation in class API accepts discretionary authority to manage action lawsuits. API will determine whether to client Accounts as described above. Clients return any documentation inadvertently rarely restrict the authority by which API may received regarding clients’ participation in class act; however, each client has the opportunity to actions to the sender, or to forward such communicate any form of limitation in writing. In information to the appropriate clients. the context of a discretionary mandate, API makes investment decisions without consulting API will not advise or act on behalf of clients in the client by utilizing its limited power of any legal proceeding, including bankruptcies or attorney for the management of the Account securities shareholder class action litigation maintained at the custodian bank selected by involving securities held or previously held in the client. In the context of a non-discretionary client Accounts. Accordingly, API is not mandate, API’s investment discretion is limited responsible for responding to, or forwarding to to an advisory role and API does not implement clients, any class action settlement offers investment decisions without the approval of relating to securities currently or previously held the client. In no case does API have in the client Account. discretionary authority to select a qualified Item 18. Financial Information custodian for a client’s Account. API has not been the subject of a bankruptcy Item 17. Voting Client Securities petition at any time. As of the date of this Proxy Voting brochure we do not believe it is reasonably API generally does not have the authority to likely that any future liability will impact on our vote client proxies. Clients make arrangements ability to meet our contractual commitments to directly with their custodian to vote proxies for our clients. securities or where proxy or other solicitation materials have to be sent to. If API inadvertently receives any proxy materials on behalf of a client, API will promptly forward such materials to the client. API will exercise investment authority for certain corporate actions (such as, but not limited to tenders, rights offerings, splits etc.) in connection with discretionary Accounts. For advisory clients, corporate actions are discussed with them prior to the event taking place. Clients who have questions about proxies may contact API for further information. 19