Conflict of Interest Management Policy

In accordance with the FAIS Code of Conduct, the purpose of this Policy is to comply with the obligations imposed in terms of the FAIS Act and to provide for procedures to identify, mitigate and manage the Conflicts of Interest to which GTC Global SA is a party.

To ensure that the values of GTC Global SA and the conduct of its employees are in line with the FAIS Act, by safeguarding Clients' interests and ensuring the fair treatment of all Clients.

To provide for and implement the mechanisms for the identification of Conflicts of Interest.

To provide for measures to avoid Conflicts of Interest and potential Conflicts of Interest.

To ensure that the disclosure of Conflicts of Interest becomes part of the procedures of GTC Global SA.

To provide for internal controls, processes and procedures to facilitate compliance with the Policy, and to set out the consequences of non-compliance with this Policy.

The Policy stipulates that all affected entities and individuals are required to declare their personal interests, because some of these personal interests, upon examination, may prove to be unacceptable Conflicts of Interest.

GTC Global SA is committed to ensuring that all business is conducted in accordance with good business practice, and conducts business in an ethical and equitable manner that safeguards the interests of all stakeholders in order to minimise and manage all real and potential Conflicts of Interest.

This Policy applies exclusively to the regulated activities conducted by GTC Global SA in South Africa. It is applicable to GTC Global SA, including all employees, contractors, temporary staff, executives, directors, Third Party service providers, Representatives (if any) and Key Individuals.

References to GTC Global SA include all of its employees, contractors, temporary staff, executives, directors, Third Party service providers, Representatives (if any) and Key Individuals, as the context requires.

Each individual subject to this Policy is responsible for ensuring compliance with this Policy.

The board of directors of GTC Global SA ("Board") maintains the overall responsibility for this Policy, which may be delegated to relevant management employees to ensure the implementation of this Policy.

The management and Key Individuals of GTC Global SA are responsible for developing and implementing processes to identify and manage actual and potential Conflicts of Interest.

Management and Key Individuals must conduct regular inspections of all commissions, remuneration, fees and Financial Interests proposed or received, in order to avoid non-compliance.

Management and Key Individuals must monitor Client engagements performed by GTC Global SA and its Representatives (if any), and by those persons under supervision, to ensure compliance with this Policy.

Management and Key Individuals must report instances of non-compliance to the Board and the Compliance Officer, and must ensure that all employees are aware of this Policy and comply with its provisions.

All employees subject to this Policy will receive the relevant training and guidance regarding the identification and management of conflicts in terms of this Policy through in-house training programmes, and all employees will receive a copy of this Policy. In addition, all employees are required to give an undertaking of adherence to the compliance procedures of GTC Global SA, including personal account dealing and the receipt of gifts and inducements.

The Compliance Officer is responsible for reviewing the Conflicts of Interest registers, and for reviewing and maintaining this Policy on an annual basis.

The Compliance Officer monitors the adequacy and effectiveness of the controls that GTC Global SA has implemented to ensure compliance with this Policy.

The Compliance Officer makes recommendations for the improvement of processes, procedures and controls for the efficient management of business in compliance with this Policy, and for any updates to the FAIS Act.

The Key Individuals and employees are primarily responsible for identifying Conflicts of Interest. The Compliance Officer will monitor and maintain a register of Conflicts of Interest and ensure that all declaration of interest forms completed by any employee, as well as all Conflicts of Interest identified, are kept and maintained in that register.

Where a Conflict of Interest arises, GTC Global SA is obliged to disclose to a Client the existence of any personal interest in the relevant service, or of any circumstances which give rise to an actual or potential Conflict of Interest in relation to such service, and to take reasonable steps to ensure the fair treatment of Clients.

GTC Global SA will identify, through its employees, all areas that are likely to present a conflict between the interests of Clients and the interests of GTC Global SA during the onboarding of such Client.

When rendering a financial service to a Client, GTC Global SA will consider whether any situation exists that influences the objective performance of the obligations of GTC Global SA and its employees to a Client, whether any situation exists that prevents GTC Global SA from rendering an unbiased and fair financial service to a Client, and whether any situation exists that prevents GTC Global SA from acting in the best interest of a Client.

If any of the above situations arises, GTC Global SA needs to determine whether the situation was caused as a result of an actual or potential relationship with a Third Party, or an actual or potential Financial Interest or Ownership Interest. If this is the case, an actual or potential Conflict of Interest will have been identified.

The following factors, among others, may be considered when assessing whether an actual or potential Conflict of Interest exists or may arise: whether GTC Global SA or its Representative (if any) is likely to avoid a financial loss or make a financial gain that will negatively influence the ability of GTC Global SA or its Representative to provide the relevant services to a Client impartially.

Whether GTC Global SA or its Representative has an interest in the outcome of the FAIS financial services provided to the Client, or in a transaction carried out on behalf of the Client, which is distinct from the Client's interest in that outcome.

Whether GTC Global SA or its Representative has a financial or other incentive to favour the interest of a Third Party, a potential Client or a group of Clients over the interests of an existing Client.

Should a Conflict of Interest be identified, the Compliance Officer will review it. If it requires escalation for consideration, the Compliance Officer must report it to the Key Individual or, in the case of a material conflict, to the Board, to advise on how to avoid or resolve the conflict.

The Compliance Officer will conduct annual reviews on all contracts held with Third Parties in order to assess whether the contractual relationship in any way influences the objective performance of GTC Global SA towards its Clients, its ability to render fair and unbiased financial services towards its Clients, or its ability to act in the best interest of the Client.

The Board will further conduct annual reviews on all relationships where an Ownership Interest exists between GTC Global SA and a Third Party, to determine whether the relationship influences the obligations of GTC Global SA to a Client in the manner set out above.

Conflict of Interest declarations must be signed by all relevant employees on a quarterly basis. The purpose of collecting Conflict of Interest declarations is to assist GTC Global SA and the appointed Compliance Officer to identify actual or potential Conflicts of Interest.

GTC Global SA maintains a list of its associates, set out in Annexure A to this Policy, and will add any Third Party in which it acquires an Ownership Interest. The list will be reviewed on an annual basis.

GTC Global SA will maintain a gift register. All gifts received from a Third Party, irrespective of value, will be recorded in the gift register of GTC Global SA, consistent with section 12.3(3) of this Policy.

All relevant personnel, including Key Individuals, are required to immediately disclose in writing to the Board and the Compliance Officer any actual or potential Conflicts of Interest, as soon as they become aware of such a situation.

Once an actual or potential Conflict of Interest has been identified, the Compliance Officer will review the matter and, where required, escalate it for consideration and action to the Key Individual or, in the case of an issue relating to a major conflict, to the Board.

The Board and Key Individual will convene and evaluate the actual or potential Conflict of Interest in an open and honest manner. All information that has resulted in or caused the actual or potential Conflict of Interest will be disclosed to the Board and Key Individual by the Compliance Officer.

The Board will determine by way of a majority vote whether it is in a position to avoid the actual or potential Conflict of Interest.

During the evaluation process, and prior to a finding in favour of unavoidability, the Board will consider the possible negative impact the conflict will have on Clients, and the possible negative impact it will have on the integrity of the financial services industry and on GTC Global SA.

Where the Board has determined that the actual or potential Conflict of Interest is in fact avoidable, the Board will remove the underlying cause or situation that results in the conflict as soon as reasonably possible, any immediate negative impact or prejudice towards Clients pending that removal will be kept to a minimum, and the conflict will be recorded in the Conflicts of Interest register for future reference.

Where the Board has determined that the actual or potential Conflict of Interest is unavoidable, the Board and the Compliance Officer of GTC Global SA will convene and determine the measures that will be implemented in order to mitigate the conflict as far as reasonably possible, and the conflict considered unavoidable will be recorded in the Conflicts of Interest register for future reference.

Where conflicts are unavoidable, GTC Global SA will seek to identify them in advance and provide for their mitigation and management. These management arrangements will be designed to ensure that GTC Global SA does not benefit to the detriment of a Client, and that no Client is disadvantaged.

Steps taken to manage such Conflicts of Interest may include some or all of the following, as appropriate in the circumstances: putting in place information barriers between relevant teams or individuals as required; ensuring that there is no direct link between the remuneration of individuals engaged in one activity and the remuneration of, or revenues generated by, individuals engaged in a conflicting activity; taking steps to ensure that no individual exercises inappropriate influence over the manner in which investment activities are undertaken by others; ensuring that an individual does not work on multiple mandates, either simultaneously or sequentially, where that would impair the proper management of conflicts; and declining to act for or represent a Client when it becomes apparent that, despite evaluating all possible measures, the potential significant harm to the Client cannot be mitigated due to a Conflict of Interest.

Any measures implemented towards mitigating actual or potential Conflicts of Interest will include the following arrangements: the status of whether the conflict is still deemed to be unavoidable will be reassessed on a continuous basis; where a previously unavoidable conflict is subsequently deemed to be avoidable, it will immediately be avoided; and all Representatives (if any) will be notified of any actual or potential Conflicts of Interest as well as the reasons for its unavoidability.

It is acknowledged that while disclosure alone will often not be enough, disclosure must be treated as an integral part of managing Conflicts of Interest. GTC Global SA is therefore committed to ensuring that Clients are fully informed about actual or potential Conflicts of Interest in relation to the provision of financial services.

GTC Global SA will disclose to a Client any Conflict of Interest in respect of that Client. The disclosure shall be made in writing at the earliest reasonable opportunity, and may be communicated by way of appropriate electronic media.

The disclosure shall include the nature of any relationship or arrangement with a Third Party that gives rise to a Conflict of Interest, in sufficient detail to enable the Client to understand the exact nature of the relationship or arrangement and the conflict of interest.

The disclosure shall include the measures taken to avoid or mitigate the conflict.

The disclosure shall include any Ownership Interest or Financial Interest, other than an Immaterial Financial Interest, that GTC Global SA may be or may become eligible for.

The disclosure shall include a reference to this Policy and how it may be accessed.

The written disclosure must include the facts and circumstances giving rise to the Conflict of Interest; the measures taken, in accordance with this Policy, to avoid or mitigate the Conflict of Interest; any Ownership Interest or Financial Interest, other than an Immaterial Financial Interest, for which GTC Global SA may become eligible; the nature of any relationship or arrangement with a Third Party that gives rise to the Conflict of Interest, in sufficient detail to enable the Client to understand the exact nature of the relationship or agreement and the Conflict of Interest; and information about this Policy and how it may be accessed.

An entity or individual mentioned in this Policy must avoid or mitigate any Conflict of Interest between GTC Global SA and its Clients.

The giving to, and receiving from, Third Parties of any of the Financial Interests noted below is specifically prohibited, except for the items in the exclusion part of the definition, the Financial Interest specifically mentioned in section 12.3 of this Policy, and the remuneration received from the Broker as set out in section 10 of this Policy.

Financial Interests include cash; cash equivalents; sponsorships; accommodation; hospitality; domestic or foreign travel; discounts; vouchers; gift items, for example an all expenses paid weekend getaway, tickets to watch sporting activities such as rugby, cricket or soccer, or electronic devices such as laptops, tablets or cellular phones; any service, advantage or benefit; any other incentive or valuable consideration; and travel and accommodation relating to any type of training, whether exclusive or non-exclusive.

Financial Interests exclude an Ownership Interest, and training that is not exclusively available to a selected group of FSPs or representatives relating to general financial or industry information, products or legal matters related to that product, and specialised technology services of a Third Party which are necessary for the provision of financial services.

The Financial Interest set out below is permitted in respect of GTC Global SA or Third Parties who are not part of the same legal entity.

Permitted services: GTC Global SA and its Representative (if any) may only offer the financial services set out in the Business plan.

Gifts of R1 000 or below: a Representative may receive an Immaterial Financial Interest from Third Parties not exceeding a total of R1 000 per calendar year, per Third Party.

Internal controls: all gifts received, irrespective of value, must be declared on the declarations of interest platform or in the gifts register available. Any employee in a FAIS role may not accept any gift from the same Third Party in the same calendar year which exceeds R1 000.

General training and investor conferences: GTC Global SA may offer general training conferences, provided that these are offered on a non-exclusive basis on matters relating to new products or services, general financial and industry information, or technological system changes relating to a financial service offering. This includes investor conferences.

Free tickets offered to Third Parties to attend corporate events: if the recipient of the ticket is a Third Party and is subject to the FAIS Code of Conduct, then the recipient must decide for themselves whether they would rather pay for the ticket or decline the gift.

Immaterial Financial Interest: any foreign travel, hospitality, accommodation, sponsorship, gift, voucher or any other incentive where the value thereof is limited to R1 000 per calendar year.

GTC Global SA may not offer any Financial Interest to its Representatives (if any) that would promote prioritising the volume of business obtained for GTC Global SA over the calibre of service delivered to the Client. This ensures that Representatives remain focused on delivering exceptional service rather than merely increasing business transactions.

Ownership Interest: significant ownership excludes equity held as an approved nominee on behalf of another person. An approved nominee is an FSP registered to make investments and deposits of assets on behalf of others. The Compliance Officer will provide guidance in this regard.

Where there is reason to believe that an employee or Key Individual has failed to disclose an actual or potential Conflict of Interest via the proper communication channels, GTC Global SA will proceed to investigate and take any appropriate steps it deems necessary to limit any financial prejudice that may be suffered by GTC Global SA, its Clients or any other Third Party.

Where an investigation concludes that an employee or Key Individual has indeed failed to disclose an actual or potential Conflict of Interest, GTC Global SA shall immediately take appropriate disciplinary steps and corrective actions against such employee or Key Individual.

Any failure by an employee to comply with this Policy will be considered a serious form of misconduct and a dismissible offence.

The Board will review and approve this Policy on an annual basis, or more frequently, to reflect changes in regulatory obligations or business strategy, and will where necessary update it to ensure that the measures contained in it remain effective.

The Compliance Officer will play an oversight role in the review of this Policy.

This Policy was last updated on 10 October 2026.