H.A.M.L

H.A.M.L LEVEL 19, 307 QUEEN STREET, BRISBANE, QLD, 4000, AUSTRALIA Phone: 1300 497 374 Email: client.services@hyperion.com.au http://www.hyperion.com.au/ Brochure (Part 2A Form ADV) This Brochure provides information about the qualifications and business practices of Hyperion Asset Management Limited (doing business as H.A.M.L.). If you have any questions about the contents of this Brochure, please contact Hyperion Asset Management Limited at client.services@hyperion.com.au. 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 Hyperion Asset Management Limited also is available on the SEC’s website at www.adviserinfo.sec.gov. September 2026 .  Item 2 – Material Changes Hyperion is updating its Brochure as of the 25th of September 2026 as part of its annual Form ADV amendment filing, and all such updates to this Brochure are minor and routine. Hyperion has not made any material changes to this Brochure since the last annual update to the Brochure dated September 10, 2025. In the future, when Hyperion updates its Brochure for its annual amendment (or for any interim amendments, as needed) and the updated version contains material changes from the last annual amendment, Hyperion will identify and discuss those changes either on this page or as a separate document accompanying the Brochure. For documentation purposes, Hyperion will provide the date of the last annual amendment of its Brochure. .  Item 3 – Table of Contents Item 2 – Material Changes ............................................................................................................................................... 2 Item 3 – Table of Contents .............................................................................................................................................. 3 Item 4 – Advisory Business .............................................................................................................................................. 4 Item 5 – Fees and Compensation .................................................................................................................................... 6 Item 6 – Performance-Based Fees and Side-By-Side Management ................................................................................. 8 Item 7 – Types of Clients .................................................................................................................................................. 9 Item 8 – Methods of Analysis, Investment Strategies and Risk of Loss ......................................................................... 10 Item 9 – Disciplinary Information .................................................................................................................................. 15 Item 10 – Other Financial Industry Activities and Affiliations ....................................................................................... 16 Item 11 – Code of Ethics, Participation or Interest in Client Transactions and Personal Trading .................................. 17 Item 12 – Brokerage Practices ....................................................................................................................................... 18 Item 13 – Review of Accounts ....................................................................................................................................... 20 Item 14 – Client Referrals and Other Compensation ..................................................................................................... 21 Item 15 – Custody .......................................................................................................................................................... 22 Item 16 – Investment Discretion ................................................................................................................................... 23 Item 17 – Voting Client Securities .................................................................................................................................. 24 Item 18 – Financial Information..................................................................................................................................... 25 .  Item 4 – Advisory Business Description Founded in 1996, Hyperion Asset Management Limited (doing business as H.A.M.L.) (“Hyperion”) is an Australian owned and based, high conviction structural growth style investment manager specializing in identifying and investing in high quality Australian and global listed equity securities. Hyperion is wholly owned by Hyperion Holdings Limited, of which 50.01% is primarily owned by senior investment staff. The remaining 49.99% is owned by Pinnacle Investment Management Limited (“Pinnacle”), a wholly owned subsidiary of an Australian public listed company, Pinnacle Investment Management Group Limited (ASX Code: PNI). Discretionary Advisory Services Hyperion is an investment manager, specializing in identifying and investing in high quality, structural growth Australian and global listed equity securities. Hyperion offers both separate accounts and fund products (pooled investment vehicles). Hyperion is the adviser to the HyperiUS Global Growth CIT (the 'CIT'). SEI Trust Company is the Trustee of the CIT. Hyperion is also the adviser to the HyperiUS Global Growth LP (the 'LP Fund'), a Delaware limited Partnership, organized by HyperiUS Global Growth GP LLC, its general partner and a wholly-owned subsidiary of Hyperion. The investment strategy of each of the CIT and the LP Fund is to seek long-term capital growth and minimize the risk of permanent capital loss. All portfolio and investment decisions are made in Australia. Hyperion does not provide custodial services to clients for whom it provides discretionary advice. Typically, Hyperion will have authority from the client to communicate with, and provide instructions to, their custodian on their behalf in regard to transactions made within the advisory account. Non-Discretionary Advisory Services Hyperion also provides non-discretionary advice to certain clients. These services are limited to securities recommendations and any investment or divestment actions arising from such recommendations are at the discretion of the client. Ability to Tailor Services and Impose Investment Restrictions Hyperion’s discretionary authority over a separate account may be subject to limitations, restrictions or guidelines as agreed with the client. Assets under Management As of June 30, 2026, Hyperion managed approximately US$9,567,057,200 of regulatory assets under management on a discretionary basis and US$102,093,901 of regulatory assets under management on a in regulatory assets under non-discretionary basis, totaling approximately US$9,669,151,101 4  management. Wrap Fee Programs Not applicable to Hyperion. 5  Item 5 – Fees and Compensation Hyperion’s fees are generally based on a percentage of assets under management and may include performance-based fees. Refer to Item 6 for further details on performance-based fees. As of June 30, 2026, Hyperion’s fee schedule generally applicable for its separately managed accounts in the global equities strategy is as follows: For separate accounts up to US$500 million: • First US$100 million – 70 basis points; • Next US$100 million – 50 basis points; and • Thereafter – 40 basis points For separate accounts over US$500 million: • First US$500 million – 45 basis points; and • Thereafter – 25 basis points. The LP Fund will pay the Investment Manager on a monthly basis a management fee (the “Management Fee”), in arrears, equal to the Applicable Percentage of the Net Asset Value of each Capital Account. The Management Fee is payable by the Fund on the last day of each month with respect to such month. The “Applicable Percentage” with respect to each Capital Account means: (i) 0.70% per annum on the portion of the Net Asset Value up to and including US$100 million; (ii) 0.50% per annum on the portion of the Net Asset Value in excess of US$100 million, up to and including US$200 million; and (iii) 0.40% per annum on the portion of the Net Asset Value in excess of US$200 million. For the LP Fund, the General Partner and Investment Manager have agreed to bear specified operating expenses to the extent such expenses exceed 0.15% per annum of the Fund’s Net Asset Value for such fiscal year, subject to the terms of the Fund's governing documents. Each Participating Plan in the CIT will be charged a Trustee Fee to the Trustee based on the value of each Participating Plan’s investment in the CIT, which is set forth in the offering documents. With respect to the Class A share class, which is open to all Participating Plans with invested assets up to $100 million into the CIT Fund, the Trustee Fee will be a maximum of 0.85% per annum in respect of the value of each Participating Plan’s investment in the CIT. Out of the maximum Trustee Fee, the Investment Adviser Fee is 0.70% per annum. The Trustee Fee will be accrued daily at the annual rate set forth in this paragraph, and will be paid monthly in arrears from the assets of the applicable CIT. The Trustee Fee covers ordinary operating expenses of the CIT, Trustee compensation and Adviser compensation. Certain extraordinary or transaction-related expenses may be charged directly to the CIT Fund, including brokerage commissions, transaction expenses, taxes, borrowing expenses, litigation expenses and other reimbursable expenses permitted under the Declaration of Trust. The above fee schedules are indicative only. The advisory contracts, sub-advisory agreements, and/or investment management agreements (governing documents) set forth in detail the fee structure and terms relevant to each Fund/Account. Hyperion typically receives compensation from fees based on a 6  percentage of assets under management, performance-based fees, and payment of certain other fees or expenses, in each case, as disclosed in the governing documents. Hyperion may, in its sole discretion, waive, rebate or decrease fees in whole or in part and at any time. Investors/Clients should review all fees and expenses incurred to fully understand the total amount of fees and expenses to be paid. The specific manner in which fees are charged by Hyperion is established in a client’s written agreement. Fees are generally invoiced on a monthly or quarterly basis in arrears. Clients may elect to be invoiced directly for fees or clients may instruct their custodian to debit fees directly from their separately managed portfolio. A client will also incur brokerage and other transaction costs (See Item 12 for a discussion of brokerage practices). Depending on the type of client and account, there may be additional expenses such as custodial fees, audit fees, administrator fees, and other expenses incurred in the course of the investment and administrative activity associated with the particular client. Hyperion does not receive (directly or indirectly) any compensation or sales commissions in connection with or from the purchase or sale of securities or investments. The information contained herein is a summary only and is qualified in its entirety by the relevant advisory agreement, prospectus (or similar document) and/or other governing documents applicable to the client. 7  Item 6 – Performance-Based Fees and Side-By-Side Management Hyperion has negotiated performance-based fee arrangements with certain clients. At the same time, Hyperion also manages accounts with an asset-based fee. Thus, since Hyperion also offers accounts that involve side-by-side management, i.e., the practice of managing accounts that are charged performance- based fees while at the same time managing accounts that are not charged performance-based fees, such as an asset-based fee, Hyperion discusses the potential conflicts below. A conflict of interest exists in such situations as Hyperion has an incentive to favor accounts for which it receives a performance-based fee. As part of its compliance program, Hyperion has adopted policies and procedures designed to ensure that all transactions are executed in a manner that is deemed fair and equitable to all accounts involved. 8  Item 7 – Types of Clients Hyperion generally provides investment advisory services to public pension plans, corporate pension plans, corporations, banking institutions, government entities, sovereign wealth funds, pooled investment vehicles, charitable organizations and certain individuals (generally key staff of Hyperion and other individuals with whom Hyperion has a strategic relationship). Hyperion generally requires a minimum account size of US$200 million to establish an institutional separate account. However, this amount may be negotiable depending on factors such as the existing relationship, future expectant fund inflows or the investment strategy. 9  Item 8 – Methods of Analysis, Investment Strategies and Risk of Loss Hyperion specializes in three types of strategies, namely: 1. Australian equities; 2. Australian small cap equities; and 3. Global equities. However, within the United States, Hyperion generally will only be offering the global equities strategy. Global VSG Equities Strategy Investment Strategy The global equities strategy’s objective is to achieve long-term capital growth by investing in high-quality structural growth companies primarily listed on a recognized global exchange, at the time of investment. Investment Process and Philosophy Hyperion is a long-term, quality structural growth manager. Hyperion’s investment strategy is constructed using a ‘bottom-up’ methodology by means of rigorous and in-depth quantitative and qualitative analysis and is typically highly concentrated with 15-30 stocks. Hyperion’s investment style is based on investing in what they believe to be high-quality companies with superior long-term structural growth opportunities. Hyperion makes investment decisions based on long- term business fundamentals and focuses on expected long-term returns and business quality, rather than company size or benchmark weighting. As part of its quantitative analysis, Hyperion values a company based on a forecast 10-year internal rate of return through in-depth quantitative analysis and financial modelling. Qualitative analysis is further undertaken by Hyperion, with a focus on the strength and resiliency of a company’s value propositions to key stakeholders. When selecting stocks, Hyperion focuses on companies that have the following characteristics: Innovative, creative, customer-centric culture and management Large total addressable markets • Disruptive technologies/strategies • Sustainable competitive advantages • Structural tailwinds and long-term focus • • • AI-enabled businesses Hyperion does not intend to employ either leverage or hedging as part of its investment program and does not intend to use derivatives. Material risks specific to the global equities strategy Investing in Hyperion’s global equities strategy involves risks, including the risk of loss that clients should be prepared to bear. The value of an investment could rise or fall and investors may lose some of their money or not receive a return over a given time frame. In addition to the risk of loss, the following material risks apply to Hyperion’s global equities strategy: 10  Risk of Loss – No guarantee or representation is made that Hyperion’s investment objective, diversification strategies or risk monitoring goals, will be successful. Investment results may vary substantially over time. No assurance can be made that profits will be achieved or that substantial or complete losses will not be incurred. Past investment results of the investments otherwise made by Hyperion are not necessarily indicative of Hyperion’s future performance. General Economic and Market Risk – The success of Hyperion’s activities also will be affected by general economic and market conditions, such as interest rates, availability of credit, inflation rates, economic uncertainty, changes in laws (including laws relating to taxation of investments) or regulations (or their interpretation), trade barriers, currency exchange controls, and national and international political circumstances (including wars, terrorist acts or security operations). These factors will affect the level and volatility of the prices of securities, commodities and other financial instruments and the liquidity of investments. Illiquidity or significant changes in volatility could impair profitability or result in losses. Product Selection Risk – Hyperion may make poor investment decisions resulting in sub-standard returns. This risk is mitigated to some extent by the knowledge and experience of Hyperion’s investment team. Liquidity Risk – There may be times when securities may not be readily sold (for example, in a falling market where companies may become less liquid). However, trading volumes of stocks are generally sufficient to satisfy liquidity requirements when necessary. Note that Hyperion cannot guarantee the liquidity of the strategy’s investments. Management Risk – Management risk refers to the risk that Hyperion will not achieve its performance objectives or not produce returns that compare positively against its peers. Foreign Securities Risk – Investments in securities of foreign companies involve additional risks, including less liquidity, currency-rate fluctuations, political and economic instability, differences in financial reporting standards and securities market regulation, and the imposition of foreign withholding taxes. Equity Securities Risk – Common stocks and other equity securities held by clients will fluctuate in value based on the earnings of the company and on general industry and market conditions. A client that invests a significant amount of its assets in common stocks and other equity securities is likely to have greater fluctuations in share price than a client that invests a significant portion of its assets in fixed income securities. Large Capitalization Risk – Larger, more established companies may be unable to respond quickly to new competitive challenges, such as changes in consumer tastes or innovative, smaller competitors. Large- capitalization companies are also sometimes unable to attain the high growth rates of successful, smaller companies, especially during extended periods of economic expansion. Small- and Medium-Capitalization Company Risk – Small-capitalization and medium-capitalization companies are often more volatile and less liquid than larger companies. The frequency and volume of trading in securities of medium-capitalization and small-capitalization companies may be substantially less than is typical of larger companies. Securities of these companies may be subject to greater and more abrupt price fluctuations and may be more susceptible to market pressures and business failures. Stocks of small and medium-sized companies may underperform the stocks of larger companies as an asset class. 11  Growth Investing Risk – Hyperion may invest in growth style stocks. Growth companies are generally more susceptible than established companies to market events and sharp declines in value. Investors often expect growth companies to increase their earnings at a certain rate. Failures by such companies to meet these expectations may result in sharp declines in the prices of these stocks, even if earnings do increase. In addition, growth stocks typically lack the dividend yield that can cushion prices in market downturns. Sector Emphasis Risk – Sector emphasis risk is the possibility that investments within certain sectors may decline in price due to sector-specific economic developments. Potential negative market or economic developments affecting one of the larger sectors held by a client could have a greater impact on that client than on a client with fewer holdings in that sector. Concentration Risk – The risk associated with a portfolio that concentrates its investments in a small number of securities or invests in a small subset of an asset class. When investments are concentrated in a smaller number of securities than the broader market index, the return of the portfolio may be more volatile than the return of the benchmark or a more diversified portfolio as the returns from the underlying assets are more correlated. Counterparty Risk – Hyperion relies on external service providers for normal operation and investment activities. There is a risk with external counterparty and service provider arrangements that the party to a contract (such as a derivatives contract, physical security trade or foreign exchange contract) defaults on, or fails to perform, its contractual obligations (either in whole or in part). This may result in a loss for the portfolio or the investment activities of the portfolio being adversely affected. Currency Risk – Currency exposure will generally be unhedged and reflect the currency of the underlying securities, and the portfolio will be exposed to assets denominated in other currencies. Investing in assets denominated in or primarily exposed to a currency other than the portfolio’s base currency may cause losses resulting from exchange rate fluctuations. Cyber Security Risk and Identity Theft – As the use of technology has become more prevalent in the course of business, Hyperion has become potentially more susceptible to operational risks through breaches of cyber security. A breach of cyber security refers to both intentional and unintentional events that may cause Hyperion to lose proprietary information, suffer data corruption or lose operational capacity. This in turn could cause Hyperion to incur regulatory penalties, reputational damage, additional compliance costs associated with corrective measures, and/or financial loss. While Hyperion has established business continuity plans and systems designed to minimize the risk of cyber-attacks through the use of technology, processes and controls, there are inherent limitations in such plans and systems, including the possibility that certain risks have not been identified given the evolving nature of this threat. Hyperion relies on third- party service providers for many of its day-to-day operations, and will be subject to the risk that the protections and protocols implemented by those service providers will be ineffective to protect Hyperion from cyber-attack Artificial Intelligence Engines and Machine Learning (collectively “AI”) Risk – AI is used as an umbrella term that encompasses a broad spectrum of different technologies and applications. AI may be defined as computer systems able to perform tasks that normally require human intelligence, such as visual perception, speech recognition, decision-making, and translation between languages, more commonly known as generative AI. The Firm uses AI as part of its investment research process. 12  When relying on AI there are certain risks involved, including data quality, copyright and trade secret violations, confidentiality breaches, unauthorized access or malware risks, insider trading, breach of contract, cybersecurity, and privacy law violations. Data inputs and outputs are assessed and evaluated for data integrity and accuracy, with the ‘human in the loop’ principle held paramount. In order to mitigate these risks, Hyperion has adopted an AI Usage Policy and AI Charter. Geopolitical Risk – Changes in general global, regional and U.S. economic and geopolitical conditions may affect a portfolio’s activities. Interest rates, general levels of economic activity, the price of securities and participation by other investors in the financial markets may affect the value and number of portfolio investments made by Hyperion or considered for prospective investment. Portfolio investments can be expected to be sensitive to the performance of the overall economy. Business, Terrorism and Catastrophe Risk – Clients will be subject to the risk of loss arising from exposure that it may incur, indirectly, due to the occurrence of various events, including hurricanes, earthquakes, and other natural disasters, terrorism, and other catastrophic events such as a pandemic. These catastrophic risks of loss can be substantial and could have a material adverse effect on Hyperion’s business and clients’ portfolios including investments made by Hyperion. Epidemics, Pandemics and Market Disruption – Hyperion’s business has the potential to be materially affected by conditions in the global financial markets and economic conditions or events throughout the world that are outside of Hyperion’s control including, but not limited to, economic uncertainty, slowdown in global growth, changes in laws (including laws relating to taxation and regulations on the financial industry), due to disease, pandemics or other severe public health events, including related trade and travel barriers, volatility in commodity prices, currency exchange rates and controls and other national and international political circumstances. Regulatory Actions – From time to time, in the ordinary course of operations, Hyperion may be subject to regulatory inquiries, investigations and enforcement proceedings from U.S. and non-U.S. governmental agencies, regulatory bodies and securities commissions, which can be costly and occupy significant staff time and resources. Any such inquiry, investigation or enforcement proceeding could include civil or criminal proceedings resulting in a censure, fine, penalty and/or other sanction, including asset freezes, injunctive or equivalent relief, or the suspension or expulsion of an individual. Any such inquiry, investigation or enforcement proceeding could have a material adverse impact on Hyperion. Fund specific risk Collective Investment Trusts (“CITs”) are maintained by banks or trust companies and are generally available only to qualified retirement plans. Unlike mutual funds, CITs are not registered under the Investment Company Act of 1940 and are not publicly offered. Clients investing in CITs are subject to the risks of the underlying investments and to the specific risks applicable to the trust. Generally, Limited Partnership Funds (“LP Funds”) and the interests therein are not expected to be registered under the securities laws of the U.S. or any state or other jurisdiction. In particular, LP Funds are not expected to be registered as an investment company under the Investment Company Act of 1940 (“Investment Company Act”), and, therefore, neither will be required to adhere to the restrictions and requirements under the Company Act. Accordingly, the provisions of the Company Act (which, among other things, require investment companies to have a majority of disinterested directors, require securities to be 13  held in custody by a bank or broker in accordance with rules requiring the segregation of securities, prohibit the investment companies from engaging in certain transactions with its affiliates and regulate the relationship between advisers and investment companies) are not applicable. Limited Partnership Fund Risk. Investments in the LP Fund are subject to structural risks that differ from those associated with separately managed accounts. Investors may be subject to withdrawal notice requirements, withdrawal suspensions, holdbacks, in-kind distributions, compulsory withdrawals, transfer restrictions, and limitations on liquidity. The LP Fund also relies upon the General Partner and service providers for its operation and administration. As a result, investors may not have immediate access to invested capital and should be prepared to hold their investment for an extended period. Additional risks and limitations are described in the LP Fund's governing documents. For risks specific to Hyperion’s CIT and LP Funds, please see the relevant disclosure documents. The information contained herein is a summary only and is qualified in its entirety by the relevant advisory agreement, prospectus (or similar document) and/or other governing documents applicable to the client. 14  Item 9 – Disciplinary Information Hyperion and its management persons have not been involved in any legal or disciplinary events in the past 10 years that would be material to a client’s or prospective client’s evaluation of Hyperion’s advisory business or the integrity of Hyperion’s management. 15  Item 10 – Other Financial Industry Activities and Affiliations Hyperion and its management persons are not registered, and do not have any applications pending to register as broker-dealers, representatives of a broker-dealer, futures commission merchants, commodity pool operators, or commodity trading advisors. Hyperion does not have any material relationships or arrangements with broker-dealers, other investment advisers, futures or commodity merchants or advisors, bank, law or insurance firm or any other type of firm that Hyperion believes would create any material conflicts of interest with any clients. Hyperion does not recommend or select other investment advisers for its clients in return for compensation directly or indirectly from those advisers. Hyperion outsources certain functions to Pinnacle. As noted in Item 4, Pinnacle holds a minority equity interest in Hyperion. It is Hyperion's view that the relationship with Pinnacle does not present any potential conflicts of interest for the firm with respect to Hyperion’s clients. As outlined in Item 4, Pinnacle is a minority shareholder in Hyperion. Pinnacle is a leading Australian-based multi-affiliate investment management firm. Its mission is to establish, grow and support a diverse stable of world-class investment management firms. Pinnacle is also authorized by ASIC, AFSL 322140, authorizing it to carry on a financial services business. In addition, Pinnacle provides services to Hyperion including but not limited to: distribution/sales, finance, middle office support, risk and compliance and IT infrastructure. Hyperion is sensitive to the potential conflicts of interest that may arise as a result of using an affiliate to identify and locate potential clients. Once Hyperion and the referred client enter into an investment management relationship, they are treated equitably to all other clients employing the same category of service. Thus, Hyperion’s opinion is that no conflicts of interest arise as a result of any client referral. 16  Item 11 – Code of Ethics, Participation or Interest in Client Transactions and Personal Trading Hyperion has adopted a Code of Conduct and Code of Ethics (collectively, the “Codes”) for all employees of Hyperion, which describe its high standard of business conduct, and fiduciary duties to its clients. The Codes include provisions relating to the confidentiality of client information, a prohibition on insider trading, and breach reporting, among other things. The Code of Ethics also sets forth certain reporting and pre-clearance requirements with respect to personal trading by Hyperion’s “Access Persons”, which include all employees of Hyperion. Access Persons must provide the Chief Compliance Officer with a list of their personal accounts and an initial holdings report within 10 days of becoming an Access Person. In addition, Access Persons must provide annual holdings reports and quarterly transaction reports in accordance with Rule 204A-1 of the Investment Advisers Act of 1940, as amended (the “Advisers Act”). All employees at Hyperion must acknowledge the terms of the Codes on commencement of employment and annually, or as amended thereafter. In addition, Hyperion has designed compliance policies and procedures that ensure all client accounts are treated in a fair and equitable manner. Hyperion and its employees may directly or indirectly hold interests in the same securities as client accounts. While Hyperion believes that this promotes an alignment of interest with its clients and that Hyperion and its employees face the same investing risks, this presents a potential conflict of interest. Hyperion may be seen to be competing with clients in such situations for the allocation of investment opportunities or the divestment of existing investments. To mitigate this perceived conflict of interest, Hyperion’s Access Persons’ trades will not be approved where there are current or pending client trades in place. To avoid actual or potential conflicts of interest, Hyperion’s Access Persons are precluded from transacting in any “reportable security” (as such term is defined under Advisers Act Rule 204A-1) without the prior approval of the Chief Compliance Officer or their designated persons. In addition, Hyperion’s compliance program entails procedure reviews and transaction monitoring that is designed to ensure that employees are adhering to the requirements set forth in the Codes. receive a copy of Hyperion’s Codes by contacting Clients or prospective clients may client.services@hyperion.com.au. 17  Item 12 – Brokerage Practices Hyperion has in place a Brokerage Allocations and Soft Dollar Policy, which governs and outlines the methodology used by Hyperion in selecting brokers, allocating trades and accepting broker services. All brokers Hyperion trades with have been approved by its Investment Committee. Hyperion primarily utilizes a panel of brokers (the “Broker Panel”) to execute trades for its portfolios. The purpose of the Broker Panel is to ensure Hyperion receives optimal levels of service and value-add, including research, fundamental data and best execution. Each member of the Broker Panel is assessed against a defined set of criteria and assigned a score from 1 to 5 in each category, with a score of 2.5 being considered in line with the peer group. The score of 1 to 5 is then multiplied by the relevant percentage weighting to arrive at a percentage score for that criteria item. Each broker’s overall score determines their targeted allocation. In order to ensure that best execution is achieved and/or the research component of the investment process is optimized, trades may be placed with brokers that are not on the Broker Panel. Dealing outside the Broker Panel may occur when: 1. there is a need to take advantage of liquidity not available within the Broker Panel; or 2. a broker not on the Broker Panel has provided a service that adds value to Hyperion’s investment process. This brokerage is provided through Hyperion’s tag pool, which refers to the sum of tags that have been recognized for work done or services provided by a broker that has added value to the investment decision-making process. All Hyperion trades are executed by third-party, unaffiliated brokers. Research and other Soft Dollar Benefits The soft dollar benefits that Hyperion receives from brokers are in-house investment manager support services including broker proprietary research. The receipt of such soft-dollar benefits from brokers is acceptable as they are directly related to the provision of investment services to investors and directly aid in the investment decision-making process. Hyperion may also enter into arrangements with brokers to accept other goods and services that are beyond goods and services produced and supplied by the broker. These goods and services are known as “mixed use” goods and services. Such arrangements include the allocation of certain commissions towards the purchase of third-party research and software or services that directly aid in the investment decision- making process. Where the research, software or service is of “mixed use”, the cost components that aid in the investment decision-making process are determined. If available, the components are valued according to billing invoices. Only the portion that aids the investment decision-making process is included as part of the brokerage arrangement. To the extent Hyperion uses client transactions to obtain research services that we could otherwise purchase with cash, Hyperion benefits because we do not have to produce or pay for such services. As a 18  result, soft dollar arrangements have the potential to create a conflict of interest between Hyperion and the client. However, Hyperion may have an incentive to select or recommend a broker based on Hyperion’s interest in receiving the soft dollar benefits or other products or services, rather than on the client’s interest in receiving most favorable execution. Research received will not be used solely for the accounts that generated the brokerage commission but will generally be used in managing all of Hyperion’s client accounts. Hyperion does not seek to allocate soft dollar benefits to clients’ accounts proportionately to the soft dollar credits the accounts generate. Hyperion uses soft dollar benefits to service all of its clients’ accounts, not only those that paid for soft dollar services through their brokerage commissions. Hyperion uses a Commission Sharing Arrangement with one or more brokers on Hyperion’s panel to direct client transactions to a particular broker in return for soft dollar benefits it receives. Hyperion uses soft dollars under the safe harbor provisions of Section 28(e) of the Securities Exchange Act 1934. The types of products and services Hyperion acquired with client broker commissions within the last fiscal year include: • data provision to investment team. Records internally generated data as well as research data • and feeds into research templates and financial models to facilitate decision making; company news announcements, regulatory releases and company reports, including financial statements and company annual general meeting reports; and • assorted economic research. Directed Brokerage Client directed brokerage is permitted by Hyperion. Hyperion may direct a portion of the brokerage associated with a client’s account to a nominated broker at the direction of a client. A client account that directs brokerage will be responsible for negotiating the terms and arrangements for the account with that broker and as such the client may receive a benefit directly from the broker in addition to the execution services. However, directed brokerages mean Hyperion may not be able to achieve most favorable execution of client transactions. Also, Hyperion may not be able to aggregate the client’s transactions with the transactions of other client accounts who did not similarly direct their brokerage. As a result, clients who direct brokerage may pay higher commissions, spreads and other transaction costs. Aggregation Where deemed appropriate, Hyperion will aggregate client orders if the aggregation is in the best interests of all participating clients. Where aggregated client orders are not fully filled, the orders are allocated across client accounts on a pro-rata basis to the original order size. 19  Item 13 – Review of Accounts Hyperion’s investment team reviews client portfolios daily. The nature of the review includes: • checking the stock weights in each client portfolio against the model portfolio’s target stock weights and considering whether any trading is required to close any weight differences; reviewing the previous day’s trade reports and daily post-trade compliance report; checking to ensure client portfolios are within investment guidelines and restrictions; and • • • ensuring trade orders pass the pre-trade compliance process. Hyperion’s investment team, which includes its portfolio managers and Dealers, is responsible for the daily review of client portfolios. The Hyperion Dealers are responsible for the day-to-day execution of Australian and international trades and implementing trading strategies for the Hyperion portfolios to obtain best execution for its clients. The reporting requirements of separate account clients are typically governed by an investment management agreement between Hyperion and the client. Clients are typically provided with written reports on a monthly, quarterly and annual basis. Client report requirements generally include performance data, portfolio holdings, transaction information and voting activity information. 20  Item 14 – Client Referrals and Other Compensation Currently, Hyperion does not receive any economic benefit from anyone, other than its Clients, for providing investment advice and other advisory services to Clients. Hyperion provides compensation for client referrals to Pinnacle, as discussed under Item 10 ‘Other Financial Industry Activities and Affiliations’. Such fees are paid by Hyperion and will not be charged to its Clients. Pursuant to a consulting agreement, Hyperion has also engaged Frontier One LLC (“Frontier”) to assist with acquiring new investment management relationships in the US and Canada. All fees paid to Frontier relating to Hyperion’s investment management relationships in the US and Canada are paid by Hyperion and will not be charged to its Clients. Hyperion does not pay compensation to any other firms or persons that are not an employee or related person of Hyperion. Hyperion is sensitive to the potential conflicts of interest that may arise as a result of using Pinnacle and Frontier to identify and locate potential clients. Once Hyperion and the referred client enter into an investment management relationship, they are treated equitably to all other clients employing the same category of service. Thus, Hyperion’s opinion is that no conflicts of interest arise as a result of any client referral. 21  Item 15 – Custody Hyperion does not have (and is not deemed to have) custody of client funds or securities. All client funds are held by an independent qualified custodian appointed by the client. Clients should receive at least quarterly statements from the broker, bank or other qualified custodian that holds and maintains a client’s investment assets. Hyperion urges clients to carefully review such statements, and to compare such official custodian statements to any account statements that Hyperion may periodically provide. 22  Item 16 – Investment Discretion Hyperion accepts discretionary authority to manage securities accounts on behalf of clients and also manages certain accounts on a non-discretionary basis. The written investment management agreement between the client and Hyperion will stipulate the investment discretionary authority that Hyperion will have over the client’s accounts. Hyperion’s discretionary authority will be subject to any limitations, restrictions, or guidelines imposed by the client in the agreement, as well as limitations imposed by applicable law. 23  Item 17 – Voting Client Securities Hyperion will exercise voting rights when Hyperion has authority to do so in accordance with its Voting Policy. The authority is generally governed by the investment management agreement between Hyperion and the client. If Hyperion receives a direction from the client in relation to the appointment of a proxy and the way the proxy should be voted, Hyperion will use its best endeavors to implement the direction. In the absence of any direction, Hyperion will exercise the right to vote as it sees fit, having regard to any direction in the investment management agreement. At no time will Hyperion use the voting powers exercised in respect of its clients’ securities to advance its own interest at the expense of a client’s interests, or to favor a particular client or other relationship to the detriment of others. In exercising its voting rights, Hyperion will act in the best interest of its clients. Hyperion reviews each resolution on a case-by-case basis to arrive at a voting recommendation. In arriving at a recommendation, Hyperion adheres to two main principles: (1) any resolution should treat shareholders equally and be in their best interests; and (2) if a material conflict of interest is identified, Hyperion will determine whether voting in accordance with the guidelines set forth in the procedures is in the best interests of its clients or whether taking some other action may be more appropriate. In addition to this, Risk & Compliance will be notified and the conflict will be handled in accordance with Hyperion’s Conflicts of Interest Policy. Clients who elect to vote their own proxies can expect their custodian to send all solicitation materials. Clients can contact Hyperion with questions about a particular solicitation by contacting client.services@hyperion.com.au. Hyperion will maintain a record of all voting on behalf of clients and report these to the client when requested. Clients may receive a copy of Hyperion’s Voting Policy and/or may obtain information about how the firm voted proxies by contacting client.services@hyperion.com.au. 24  Item 18 – Financial Information Hyperion has no financial commitment that impairs its ability to meet contractual and fiduciary commitments to clients, and has not been the subject of a bankruptcy proceeding. 25