[LOGO] PNC
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Policy Owner: PNC Capital Advisors, LLC Effective Date:
October 8, 2009
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Approver(s): PNC Capital Advisors, LLC Board of Date Approved:
Directors tbd
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COMBINED PERSONAL TRADING CODE OF ETHICS
PNC CAPITAL ADVISORS, LLC
ALLEGIANT FUNDS
ALLEGIANT ADVANTAGE FUND
SECTION 1 DEFINITIONS
Capitalized terms used herein shall have the meanings set forth below:
"ACCESS PERSON" means:
(i) Any Advisory Person of a Fund or the Adviser, including the Adviser's
directors, officers, and general partners;
(ii) Any director, officer, general partner or Advisory Person of the Adviser
who, with respect to any Fund, makes any recommendation, participates in
the determination of which recommendation will be made, or whose
principal function or duties relate to the determination of which
recommendation will be made, or who, in connection with his or her
duties, obtains any information concerning recommendations on Covered
Securities being made by the Adviser to any Fund;.
(iii) Any director, officer or general partner of a principal underwriter who,
in the ordinary course of business, makes, participates in or obtains
information regarding, the purchase or sale of Covered Securities by the
Funds for which the principal underwriter acts, or whose functions or
duties in the ordinary course of business relate to the making of any
recommendation to the Funds regarding the purchase or sale of Covered
Securities.
(iv) Any other person who is deemed by the Adviser's Chief Compliance Officer
or Code of Ethics Review Committee to be an Access Person.
"ADVISORY PERSON" means:
(i) any director, officer, general partner or employee of the Fund or
Adviser (or of any company in a control relationship to the Fund or
Adviser) who, in connection with his or her regular functions or duties,
makes, participates, in or obtains information regarding, the purchase
or sale of Covered Securities by a Fund, or whose functions relate to
the making of any recommendations with respect to such purchases or
sales; and
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(ii) Any natural person in a control relationship to the Fund or Adviser who
obtains information concerning recommendations made to the Fund with
regard to the purchase or sale of Covered Securities by the Fund.
"ADVISER" or "PCA" means PNC Capital Advisors, LLC.
"ADVISORY CLIENT" means any account the Adviser has discretionary authority to
manage.
"ASSOCIATED ACCOUNT" means securities and futures accounts of the Access Person
(or consultant), the Access Person's (i) spouse, (ii) minor children, (iii)
other household members (iv) any other accounts subject to an employee's
discretion or control (e.g. custodial and trust accounts, etc.) and (v) any
other accounts in which the employee has beneficial interest and a substantial
ability to influence transactions (e.g. joint accounts, co-trustee accounts,
partnerships, investment clubs).
"AUTOMATIC INVESTMENT PLAN" means a program in which regular periodic purchases
(or withdrawals) are made automatically in (or from) investment accounts in
accordance with predetermined schedule and allocation. An Automatic Investment
Plan may include a dividend reinvestment plan, participation in a 401(k) plan
or employee stock purchase plan provided that purchases or withdrawals are made
automatically.
"CHIEF COMPLIANCE OFFICER" means the Chief Compliance Officer of the Adviser,
unless otherwise specified.
"COMPLIANCE TEAM" means the Compliance Team of the Adviser, unless otherwise
specified.
"CONTROL" means the power to exercise a controlling influence over the
management or policies of a company, unless such power is solely the result of
an official position with such company. For purpose of this section, control
has the same meaning as it does in section 2(a)(9) of the Investment Company
Act of 1940.
"COVERED SECURITY" means a Security as defined in herein, except that it does
not include:
(i) Direct obligations of the Government of the United States;
(ii) Bankers' acceptances, bank certificates of deposit, commercial paper
and high quality short-term debt instruments, including repurchase
agreements; and
(iii) Shares issued by open-end investment companies (mutual funds).
"DIRECTOR", "TRUSTEE,"or "OFFICER" means each trustee, director or officer of
the Allegiant Funds and Allegiant Advantage Funds who is not also an Access
Person.
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"EXCHANGE TRADED FUND" or "ETF" means a registered investment company that
operates pursuant to an order from the Securities and Exchange Commission
exempting the ETF from certain provisions of the Investment Company Act of 1940
so that the ETF may issue Securities that trade in a secondary market, and
which are redeemable only in large aggregations called creation units.
"FUND" means the Allegiant Funds, and the Allegiant Advantage Fund.
"FULLY DISCRETIONARY ACCOUNT" means a personal securities account that has been
deemed "fully discretionary" by the Compliance Team. For purposes of this Code,
the Compliance Team may deem a personal securities account to be discretionary
if an Access Person has no direct or indirect influence or control (I.E., if
investment discretion for that account has been delegated in writing to an
independent manager at another firm and that discretion is not shared with the
Access Person) over the trading activity in the account, aside from choosing an
investment style(s) or allocation. As a general matter, an account may be
considered fully discretionary if the Access Person does not have the right to
request transactions, and receives no prior notice of transactions. In order to
have an account treated as a Fully Discretionary Account for purposes of this
Code, an Access Person must provide a copy of the investment management
agreement to the Compliance Team. The Compliance Team has complete discretion
to determine whether such account shall be treated as a Fully Discretionary
Account.
"HOUSEHOLD MEMBERS" refers to persons residing at the same address as the
Access Person, Director, Trustee or Officer, where the Access Person, Director,
Trustee or Officer has knowledge and influence over the investment decisions of
the account holder. If an employee resides at an address with another
individual(s) where the employee does not have knowledge and influence over the
person(s) investment decisions, the employee must complete a Residence
Disclosure Form describing the relationship, which will be retained by
Compliance. Completion and acceptance of the form by the Compliance Team will
exempt the employee from any further reporting requirements for the accounts
held by other person(s). The Compliance Team is responsible for providing this
form.
"INITIAL PUBLIC OFFERING" or "IPO" means an offering of Securities registered
under the Securities Act of 1933, the issuer of which, immediately before the
registration, was not subject to the reporting requirements of Sections 13 or
15(d) of the Securities Exchange Act of 1934.
"LIMITED OFFERING" means an offering that is exempt from registration under the
Securities Act of 1933 pursuant to Section 4(2) or Section 4(6) or pursuant to
Rule 504, Rule 505, or Rule 506 under the Securities Act of 1933.
"INVESTMENT PERSON" means an Access Person who is responsible for making the
investment decisions (such as a portfolio manager, investment analyst
supporting the portfolio manager) for an Advisory Client's portfolio, equity
securities traders, and others who assist in the implementation of the
investment decisions for the investment teams.
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"PURCHASE OR SALE OF A SECURITY" includes, among other things, the writing of
options to purchase or sell a Security.
"REPORTABLE FUND" means: (i) any fund for which the Adviser serves as an
investment adviser as defined in section 2(a)(20) of the Investment Company Act
of 1940; or (ii) any fund whose investment adviser or principal underwriter
controls the Adviser, is controlled by the Adviser, or is under common control
with the Adviser. For purposes of this section, "control" has the same meaning
as it does in section 2(a)(18) of the Investment Company Act.
"REPORTABLE SECURITY" means a Security (as defined herein), except that it does
not include: (i) direct obligations of the Government of the United States;
(ii) banker's acceptances, bank certificates of deposit, commercial paper and
high quality short-term debt instruments, including repurchase agreements;
(iii) shares issued by money market funds; (iv) shares issued by open-end
funds; and (v) shares issued by unit investment trusts that are invested
exclusively in one or more open-end funds, none of which are Reportable Funds.
Reportable Security includes a Reportable Fund, Exchange Traded Funds, and PNC
stock.
"REPORTING PERSON" is any Access Person, employee of National City Bank, or PNC
Bank N.A. whose duties include supporting the Adviser's clients and/or provides
services to the Adviser, and who may have access to information regarding the
purchase, sale or recommendation with regard to the purchase or sale of
Reportable Securities for Advisory Clients by virtue of sharing office space
and facilities with Access Persons.
"SECURITY" means any note, stock, treasury stock, security future, bond,
debenture, evidence of indebtedness, certificate of interest or participation
in any profit-sharing agreement, collateral-trust certificate, reorganization
certificate or subscription, transferable share, investment contract,
voting-trust certificate, certificate of deposit for a security, fractional
undivided interest in oil, gas, or other mineral rights, any put, call,
straddle, option, or privilege on any security (including a certificate of
deposit) or on any group or index of securities (including any interest therein
or based on the value thereof), or any put, call, straddle, option, or
privilege entered into on a national securities exchange relating to foreign
currency, or, in general, any interest or instrument commonly known as a
"security", or any certificate of interest or participation in, temporary or
interim certificate for, receipt for, guarantee of, or warrant or right to
subscribe to or purchase, any of the foregoing.
SECTION 2 STATEMENT OF GENERAL PRINCIPLES
In general, Rule 204A-1 requires all registered investment advisers to
establish a written code of ethics. The code must include, among other things,
a standard of business conduct that reflects the adviser's fiduciary
obligations as well as provisions requiring the adviser's supervised persons to
comply with applicable Federal Securities Laws. Rule 17j-1 imposes an
obligation on registered investment companies, investment advisers and
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principal underwriters to adopt written codes of ethics covering the securities
activities of certain directors, trustees, officers, Access Persons and
employees. This Code is designed to ensure that: (i) Access Persons and
employees do not use information concerning clients' portfolio securities
activities for their personal benefit or to the detriment of such clients and
(ii) Access Persons do not engage in improper trading of shares of the Funds or
of other funds for which the Adviser serves as adviser or sub-adviser.
A sub-adviser of any Fund (and the sub-adviser's Access Persons and employees)
shall be subject to this Code unless the board of directors/trustees of the
Fund (each a "Board") has approved a separate code of ethics for that
sub-adviser (a "Sub-Adviser Code"). In that case, such sub-adviser and all
Access Persons of such Fund that are officers, directors or employees of such
sub-adviser shall be subject to the terms of the relevant Sub-Adviser's Code in
lieu of the terms of this Code.
In reviewing and approving a Sub-Adviser Code, a Board shall, in addition to
making the findings required by Rule 17j-1, consider whether the Sub-Adviser
Code has provisions reasonably designed to detect and deter improper trading by
the Sub-Adviser's employees in shares of the portfolio of the relevant Fund(s).
It is not the intention of this Code to prohibit personal securities activities
by Access Persons and employees, but rather to prescribe rules designed to
prevent actual and apparent conflicts of interest. While it is not possible to
define and prescribe all-inclusive rules addressing all possible situations in
which conflicts may arise, this Code sets forth the policies of the Adviser and
the Funds regarding conduct in those situations in which conflicts are most
likely to develop.
This Code supplements the PNC's policy on Personal Investment Transaction Rules
for All Employees and PNC Employee Conduct Policies, available on the PNC
Intraweb. Each Access Person must observe those policies, as well as abide by
the additional principles and rules set forth in this Code and any other
applicable legal or policies and obligations.
The following principles shall govern personal investment activities and the
interpretation and administration of this Code:
- The interest of Fund shareholders and Advisory Clients must be placed
first at all times;
- All personal securities transactions must be conducted consistent with
this Code and in such a manner as to avoid any actual or potential
conflict of interest or any abuse of an individual's position of trust
and responsibility;
- Access Persons, Reporting Persons, Directors, Trustees and Officers
should not take inappropriate advantage of their positions;
- Access Persons, Reporting Persons, Directors, Trustees and Officers must
comply with applicable federal securities laws; and
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- Access Persons, Reporting Persons, Directors, Trustees and Officers must
comply with all applicable compliance policies and procedures of the
Fund and the Adviser.
Technical compliance with the policies and procedures of this Code will not
automatically insulate from scrutiny any transaction or pattern of transactions
that is not in keeping with the principles stated in this Code.
Pre-clearance and reporting of personal securities transactions and other rules
under this Code do not relieve employees from responsibility for compliance
with the federal securities laws such as the prohibitions against ▇▇▇▇▇▇▇
▇▇▇▇▇▇▇ and tipping.
SECTION 3 RESTRICTIONS ON, AND PROCEDURES TO MONITOR, PERSONAL INVESTING
ACTIVITIES
PRECLEARANCE OF PERSONAL SECURITIES TRANSACTIONS
Access Persons must preclear all personal transactions in Reportable
Securities, unless an exemption applies. Directors, Trustees and Officers must
preclear all personal transactions in Reportable Securities if such person knew
or should have known that the same Reportable Securities have been traded or
considered for trade by the Fund or by the Adviser for purchase by the Fund
within the past 15 days. Once granted, preclearance approval will expire at the
close of business on the next business day. Notwithstanding the foregoing,
preclearance is not required for personal securities transactions in Reportable
Funds, PNC Stock and Exchange Traded Funds, or for transactions in Fully
Discretionary Accounts.
The Adviser recognizes that directors who are not investment personnel,
analysts, traders and portfolio managers of the Adviser do not have on-going,
day-to-day involvement with the operations of the Adviser. In addition, it has
been the practice of Adviser not to divulge information about securities
purchased or sold or considered for purchase or sale by Adviser to such
directors until after such securities are purchased or sold by Adviser.
Accordingly, the Adviser believes that less stringent controls are appropriate
for such directors. Therefore, the preclearance requirements of this Code are
not applicable to such directors.
Note: Access Persons are responsible for preclearing transactions in Reportable
Securities in all Associated Accounts. This includes accounts where the Access
Person's, spouse or other family member may make the investment decisions or
the Access Person has granted investment discretion to an investment adviser or
broker dealer, unless the account has been deemed a Fully Discretionary
Account. The same responsibility applies to Directors, Trustees and Officers,
and their Associated Accounts, if such person knew or should have known that
the same Reportable Securities have been traded or considered for trade by the
Fund or by the Adviser for purchase by the Fund within the past 15 days.
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Although Access Persons may conduct trading for their own accounts and
Associated Accounts within the limits of the policy, trading during working
hours should be limited. Extensive trading that may affect on-the-job
performance may be considered a violation of this policy and PCA reserves the
right to restrict trading in such circumstances. In addition, PCA reserves the
right to prohibit employees from trading in certain securities or markets.
BLACKOUT PERIODS
(1) No Access Person shall execute a personal securities transaction on a
day during which any Advisory Client's account has entered a "buy" or
"sell" order in that same Security, until that order is executed or
withdrawn. A Trustee who is not an "interested person" of the Fund, as
defined in the Investment Company Act of 1940, shall not execute a
securities transaction on a day during which he or she has actual
knowledge that the Adviser has entered a "buy" or "sell" order in that
same Security for the Fund, until that order is executed or withdrawn.
(2) No Access Person shall execute a personal securities transaction in a
Security with a market capitalization below $10 billion within three
calendar days before or after an Advisory Client's account trades in
that security.
(3) Investment Personnel are prohibited from buying or selling a Security
for his/her Associated Account within seven calendar days before or
after an Advisory Client's account, over which he/she has discretionary
authority, trades in that Security.
Blackout Exceptions:
(1) Preclearance may be granted when the Adviser has bought or sold a
Security solely for accounts managed to mirror an index.
(2) Preclearance may be granted for transactions when the Adviser has bought
or sold a Security for client accounts, subject to the following
conditions:
a. The Security has a market capitalization of $10 billion and above;
and
b. The transaction requested is for 1,000 shares or less.
This exemption does not apply to Investment Personnel with respect to a
Security that they have purchased in the last seven days or that they
are considering for purchase in the next seven days.
Personal securities transactions in Securities with a market
capitalization in excess of $10 billion that exceed the 1,000 share
limit are subject to the black-out periods set forth above.
Note: The transaction must be precleared in order to take advantage of
this exception.
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A violation of the second blackout exception is considered a level III
violation under this Code. The sanctions that may be imposed include
breaking the trade and disgorging profits.
THE FOLLOWING SECURITIES ARE EXEMPT FROM PRECLEARANCE:
(1) Exchange Traded Funds (ETFs);
(2) Reportable Funds;
(3) Investment grade fixed-income securities;
(4) Open-ended investment companies (open-end mutual funds);
(5) Securities purchased or sold in a transaction that is
non-volitional, e.g., gifts, stocks sold pursuant to a margin call,
and stocks purchased or sold pursuant to the exercise of a put or
call option;
(6) Securities acquired as a part of a dividend reinvestment plan or as
part of an automatic investment plan previously disclosed to the
Compliance Team*;
(7) Securities acquired upon the exercise of rights issued by an issuer
PRO RATA to all holders of a class of its securities;
(8) PNC stock; and
(9) Securities traded in Fully Discretionary Accounts.
*If you intend to purchase Reportable Securities through an automatic
investment plan, please notify the Compliance Team prior to the first purchase
(or sale) via email (or memo), stating the name of the security, the amount and
frequency of the purchases, and the account information. You must receive an
acknowledgment from the Compliance Team that this notice has been received
PRIOR to making the first investment.
FURTHER RESTRICTIONS ON TRADING ACTIVITY:
Excessive Trading: Access Persons are strongly discouraged from engaging in
excessive trading for their personal accounts. Although this Code does not
define excessive trading, Access Persons should be aware that their trading
activity may be reviewed by the Compliance Team and may be reported to the
Access Person's manager and to the President, if deemed excessive.
DIVERSION OF INVESTMENT OPPORTUNITY : Access Persons should not acquire a
security that would be suitable for a client account without first considering
whether to recommend or purchase that security to or for the client's account.
PROHIBITION ON FRONT RUNNING: "Front running" is generally considered to be the
practice of effecting a securities transaction with advance knowledge of
another transaction in the same or related security for client account(s),
typically a block transaction, in order to personally benefit from the effect
of the block transaction upon the price of the security or related security.
Front running is a prohibited practice. Access Persons' personal securities
transactions shall be reviewed periodically by Compliance for evidence of front
running.
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INITIAL PUBLIC OFFERINGS AND LIMITED OFFERINGS
Access Persons must obtain approval from the President of the Adviser before
directly or indirectly acquiring any securities in an initial public offering
or in a limited offering, either for him or herself, or in any Associated
Accounts. Equity traders are prohibited from purchasing IPOs.
FUND ACQUISITION OF SHARES IN COMPANIES THAT ACCESS PERSONS HOLD THROUGH
LIMITED OFFERINGS
Access Persons who have been authorized to acquire securities in a limited
offering must disclose that investment to the Chief Compliance Officer when the
Access Person is involved in any accounts' subsequent consideration of an
investment in the issuer, and any accounts' decisions to purchase such
securities must be independently reviewed by the Code of Ethics Review
Committee.
PROHIBITION ON SHORT-TERM TRADING PROFITS
No Access Person shall profit in the purchase and sale, or the sale and
purchase, of the same (or equivalent) Reportable Securities within 60 calendar
days, provided however, that this restriction does not apply to ETFs and
Reportable Funds or transactions in Fully Discretionary Accounts. Access
Persons trading open-end investment company shares are expected to comply with
the provisions set forth in the fund prospectus regarding short-term trading
activity. Cashless exercises of stock options are considered one transaction (a
sale) for the purpose of this prohibition, and are therefore allowed (in the
event required preclearance has been granted). Note: The holding period of
investments withdrawn from an automatic investment plan will be calculated on a
first-in, first-out basis.
These prohibitions are in addition to, and do not supersede, the provisions of
PNC's policy on Personal Investment Transaction Rules for All Employees and PNC
Employee Conduct Policies, available on the PNC Intraweb This policy prohibits,
among other things:
o Engaging in day trading or short selling of PNC or BlackRock
Securities; and
o Engaging in transactions in any derivatives of PNC securities,
including buying and writing options.
Note: The PNC policies cited above only apply to Access Persons, and not to
Directors, Trustees and Officers.
MARKET TIMING MUTUAL FUND TRANSACTIONS
Access Persons shall not participate in any activity that may be construed as
market timing of mutual funds.
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PROHIBITION ON ACCEPTING GIFTS
Access Persons shall not give or receive any gift or item of more than de
minimis value ($100 annually) from any non-affiliated person or entity that
does business with or on behalf of a Fund or the Adviser. This limitation does
not apply to bona fide dining or entertainment (e.g., concerts, sporting
events) if, during such dining or entertainment, the Access Person is
accompanied by the representative of the entity that does business with the
Fund or Adviser. Entertainment shall not be excessively extravagant or too
frequently accepted. This prohibition applies only to Access Person employed by
PNC and its affiliates, not to Directors, Trustees and Officers.
Further restrictions apply. Please refer to The PNC Financial Services Group,
Inc. Corporate Code of Business Conduct and Ethics policy on Gifts and
Entertainment, which is available on the PNC intraweb for additional
limitations and requirements,. For example, when travel arrangements and/or
accommodations are to be paid for by a customer or vendor, you must obtain
prior approval from the PNC Corporate Ethics Office, unless an exemption
applies.
SERVICES AS A DIRECTOR
Access Persons shall not serve on the boards of directors of any company that
has issued publicly traded securities, absent prior authorization by the
President of the Adviser. Trustees should promptly disclose the existence of
his or her acceptance of a position on any other board of directors/trustees of
a company that has issued publicly traded securities or any company in the
investment management, securities or financial services industries to the
relevant Fund's Chief Compliance Officer.
TREATMENT OF TEMPORARY EMPLOYEES
Employees hired by the Adviser on a temporary basis (defined as three months or
less), that do not have access to nonpublic information regarding any Advisory
Clients' purchase or sale of Securities, or nonpublic information regarding the
portfolio holdings of any Reportable Fund, will not be subject to the reporting
and preclearance requirements of the Code. The temporary employees are required
to receive training on the Adviser's Code of Ethics and sign a confidentiality
agreement. The Compliance Team is responsible for providing training on the
Code of Ethics to such temporary employees.
SECTION 4 REPORTING
APPROVED FINANCIAL INSTITUTIONS
All Access Persons are required to maintain their personal securities accounts
with an approved financial institution listed in Exhibit 1, which may be
amended from time to time. Exceptions to this policy require the prior approval
of the applicable line of business management and will only be granted in
limited circumstances. If an exception to this policy is granted, Access
Persons must arrange for duplicate statements and confirmations to be sent to
the Compliance Team. Access Persons with personal
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securities accounts that are not with an approved financial institution are
responsible for ensuring that all accounts, transactions and holdings that are
required to be reported under this Code are reported to the Compliance Team
using the designated personal securities reporting system.
INITIAL HOLDINGS REPORTS
Except as otherwise provided below, every Access Person, Reporting Person,
Director, Trustee and Officer shall report to the designated compliance
personnel responsible for administering this Code, no later than 10 days after
the person becomes a Access Person, Trustee or Officer, the following
information which information must be current as of a date no more than 45 days
prior to the date the person becomes a Reporting Person, Access Person,
Director, Trustee or Officer:
(1) The title and type of Security, and the exchange ticker symbol or cusip
number (if applicable), number of shares (for equity securities) and
principal amount (for debt securities) of each Reportable Security in
an Associated Account when the person became a Access Person, Trustee
or Officer;
(2) The name of any broker, dealer or bank with whom such person maintained
an account in which any Security was held for the direct or indirect
benefit of such person as of the date the person became a Access
Person, Trustee or Officer; and
(3) The date that the report is submitted by such person.
A Trustee who is not an "interested person" of the fund, as defined in the
Investment Company Act of 1940, need not make an initial holdings report.
In addition to the Initial Holdings Report, Access Persons and Reporting
Persons complete an employee questionnaire no later than 10 days after that
person becomes an Access Person or Reporting Person. This questionnaire
requires disclosure of any regulatory actions against such Access Person or
Reporting Person, and any felony convictions or guilty pleas, any convictions
or guilty pleas related to any misdemeanors involving: investments or an
investment-related business, or any fraud, false statements, or omissions,
wrongful taking of property, bribery, perjury, forgery, counterfeiting,
extortion, or a conspiracy to commit any of these offenses.
QUARTERLY TRANSACTIONS REPORTS
Except as otherwise provided below, every Access Person, Reporting Person,
Director, Trustee and Officer shall report to the designated compliance
personnel responsible for administering this Code, no later than 30 days after
the end of each calendar quarter, the following information:
(1) With respect to transactions in any Reportable Security held in an
Associated Account:
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a. The date of the transaction, the title, and the exchange ticker
symbol or cusip number (if applicable), the interest rate and
maturity date (if applicable) and the number of shares (for equity
securities) and the principal amount (for debt securities) of each
Reportable Security involved;
b. The nature of the transaction (i.e., purchase, sale or any other
type of acquisition or disposition);
c. The price of the Reportable Security at which the transaction was
effected;
d. The name of the broker, dealer or bank with or through which the
transaction was effected; and
e. The date that the report is submitted by such person.
(2) With respect to any account established by the Access Person (including
Associated Accounts), Reporting Person, Director, Trustee or Officer in
which any securities were held during the quarter for the direct or
indirect benefit of such person:
a. The name of the broker, dealer, or bank with whom the account was
established;
b. The date the account was established; and
c. The date that the report is submitted by such person.
A Director or Trustee who is not an "interested person" of a Fund, as defined
in the Investment Company Act of 1940, need only submit a quarterly transaction
report if such Director or Trustee, at the time of that transaction, knew or,
in the ordinary course of fulfilling his or her official duties as a director
or trustee of the Fund, should have know that, during the 15-day period
immediately before or after the date of the transaction by the Director or
Trustee, such Reportable Security was purchased or sold by the Fund or was
being considered by the Fund or the Adviser for purchase or sale by the Fund.
An Access Person, Reporting Person, Director, Trustee or Officer need not make
a quarterly transaction report under this section with respect to transactions
effected pursuant to an Automatic Investment Plan or transactions that are
non-volitional on the part of such person, i.e. tender offer, spin-off, split,
or reverse split.
ANNUAL HOLDINGS REPORT
Except as otherwise provided below, every Access Person, Reporting Persons,
Director, Trustee and Officer shall report to the designated compliance
personnel responsible for
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administering this Code at least once each 12-month period on January 31 the
following information (which must be current as of a date no more than 45 days
before the report is submitted):
(1) The title and type of Security, and the exchange ticker symbol or cusip
number (if applicable), number of shares (for equity securities) and
principal amount (for debt securities) of each Reportable Security,
including those in Associated Accounts;
(2) The name of any broker, dealer or bank with whom such person maintains
an account in which any securities are held for the direct or indirect
benefit of such person; and
(3) The date that the report is submitted by such person.
EXCEPTION -- A person need not make a report under this section with respect to
transactions effected for, and Reportable Securities held in, an Associated
Account over which the person has no direct or indirect influence or control. A
person is considered to have control over an Associated Account, even if
discretion over the account has been granted to an investment adviser or broker
dealer, unless such account has been deemed a Fully Discretionary Account by
the Compliance Team.
For avoidance of doubt, Access Persons, Reporting Persons, Directors, Trustees
and Officers are required to disclose holdings in Fully Discretionary Accounts
(unless they only hold mutual funds).
A Director or Trustee who is not an "interested person" of the Fund, as defined
in the Investment Company Act of 1940, need not make an annual holdings report.
DISCLAIMER
Any person filing a required holdings or transaction report under this Code may
include a statement that the report will not be construed as an admission that
such person has any direct or indirect beneficial ownership of any securities
covered by the report.
DUPLICATE CONFIRMATIONS AND STATEMENTS
All Access Persons must direct their brokers to supply to the designated
compliance personnel responsible for administering this Code, if required, on a
timely basis, duplicate copies of confirmations of all personal securities
transactions and copies of periodic statements for all securities accounts.
ANNUAL CERTIFICATIONS
On an annual basis, Access Persons and Reporting Persons are required to
complete the following:
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(1) An annual certification that (i) he or she has read and understands the
Code and recognizes that he or she is subject to the Code, (ii) that he
or she has complied with the requirements of the Code, including, but
not limited to, the requirement to disclose or report all personal
securities transactions as required by the Code, and (iii) that all his
or her personal securities accounts and Associated Accounts are listed
on the designated personal securities reporting system, or are
otherwise not required to be listed because the account cannot hold
Reportable Securities (i.e., a fund direct mutual fund account).
(2) An annual questionnaire, which requires disclosure of outside business
interests, felony charges convictions, fraud proceedings, and any
regulatory disciplinary actions.
Each Director, Trustee and Officer must certify annually that (i) he or she has
read and understands the Code, and (ii) that he or she has complied with the
requirements of the Code, including, but not limited to, the requirement to
disclose or report all personal securities transactions as required by the
Code.
SECTION 5 ADMINISTRATION OF THE CODE OF ETHICS
GENERAL RULE
Each Access Person, Reporting Person, Director, Trustee and Officer must report
any violations of this Code of which they are aware promptly to the Chief
Compliance Officer or a designee.
Each Access Person, Reporting Person, Director, Trustee and Officer must be
provided with a copy of, or access to, the Code upon becoming an Access Person,
Reporting Person, Director, Trustee or Officer, and annually thereafter. Each
Access Person shall be provided with copies of, or access to, any amendments to
the Code promptly after such amendments become effective. The Chief Compliance
Officer, or a designate, is responsible for providing copies of or access to
such amendments.
Each Access Person, Trustee and Officer must provide the designated compliance
personnel responsible for administering this Code, with a written or electronic
acknowledgement of his or her receipt of the Code and any amendments.
WRITTEN REPORT TO THE BOARD OF DIRECTORS
No less frequently than annually, the Adviser must furnish to the board of each
of the Funds, a written report that:
(1) Describes any issues arising under the Code or procedures since the
last report to the board of directors, including, but not limited to,
information about material violations of the Code or procedures and
sanction imposed in response to the material violations; and
(2) Certifies that the Adviser or Fund, as applicable, has adopted
procedures reasonably necessary to prevent its Access Persons from
violating the Code.
14
CODE OF ETHICS REVIEW COMMITTEE
The Code of Ethics Review Committee (the "Committee") is comprised of the
Adviser's Chief Compliance Officer, the Head of the Administrative Team,
representative(s) from Investment Team(s) or their respective designees, and
such other persons as may be appointed by the Adviser's President to serve on
such committee. The Committee has been established to interpret the Code and
enforce its contents. In addition, the Committee reviews violations of the Code
that exceed level 2.
SANCTIONS
Upon discovering a violation of this Code, the Compliance Team, in consultation
with the President, may impose such sanctions as it deems appropriate, in
accordance with the Suggested Courses of Action listed below. The Committee
will review Level 3 violations.
ELEVATION
LEVEL DESCRIPTION OF OFFENSE(1) SUGGESTED COURSE OF ACTION
-------------------------------------------------------------------------------------
Level 1 Minor offenses: Compliance notifies
(1) Employee provides majority employee, manager and
of account information, but some President of violation in
data is missing (for required writing
reporting)
(2) Securities Transaction Report Employee and manager sign
was filed late or not filed acknowledgement of
(3) Employee did not submit violation
complete Initial/Annual Holdings
Report or filed late Employee may be required to
(4) Employee did not submit pay a fine: $100 for first
annual questionnaire offense, $500 for second
offense.
-------------------------------------------------------------------------------------
Level 2 Technical Violations: Compliance notifies
1) Employee engages in short-term employee, manager and
trading (holding period of less than President of violation in
60 days) writing
(2) Employee traded without
preclearance approval Employee and manager sign
acknowledgement of
violation
Employee may be required to
pay a fine: $100 for first
offense, $500 for second
offense.
Employee may be required to
break the trade and disgorge
profits
--------------------------------------------------------------------------------------
-----------------
(1) List contains examples only and is not intended to be exhaustive.
15
ELEVATION
LEVEL DESCRIPTION OF OFFENSE(1) SUGGESTED COURSE OF ACTION
-------------------------------------------------------------------------------------
-------------------------------------------------------------------------------------
Level 3 Two technical violations in a twelve CCO meets with Manager
month period or a material violation and Employee to discuss
violation
Material Violations:
(1)Employee falsified information Employee maybe required to
supplied to Compliance break the trade and disgorge
(2) Employee deliberately concealed profits
the existence of a personal account
(3) Employee trades securities Employee may be required to
without complying with the terms of pay a fine: $100 for first
the blackout exception for Securities offense, $500 for second
of issuers with a market capitalization offense.
in excess of $10 billion (e.g., fails to
request preclearance, trades in excess Employee may be subject to
of 1,000 shares). suspension of personal
trading activities for at least
one quarter
Employee may be subject to
possible penalties of
reduction in bonuses and/or
salary
Allegiant and Allegiant
Advantage Fund, PNC Funds
and PNC Alternative
Investment Funds Boards will
be notified of any material
violation
-------------------------------------------------------------------------------------
All monetary fines or sanctions imposed shall be made payable anonymously to a
charity which the Adviser or PNC Bank supports.
SECTION 6 RECORD KEEPING REQUIREMENTS
To the extent required by the SEC, the Chief Compliance Officer shall maintain,
or cause to be maintained, the following records:
16
(1) A copy of this Code or any other Code of Ethics that has been in effect
during the most recent 5-year period;
(2) A record of any violation of any such Code and of any action taken as a
result of such violation in the 5-year period following the end of the
fiscal year in which the violation took place;
(3) A copy of each report made by the Adviser pursuant to this Code for a
period of 5 years from the end of the fiscal year in which such report
or interpretation is made or issued;
(4) A list of all persons who are currently or within the most recent
5-year period have been, who are or were required to make reports
pursuant to this, or a predecessor Code, or who are or were responsible
for reviewing these reports; along with a copy of all Initial Holdings
Reports, Quarterly Reports, Annual Reports, Preclearance Forms and
Duplicate Confirmations filed during that same period;
(5) An up-to-date list of all Access Persons; and
(6) A record of the approval of, and rationale supporting, the acquisition
of securities in IPO's and private placements for at least five years
after the end of the fiscal year in which the approval is granted.
These records shall be maintained in an easily accessible place for the time
period required by applicable SEC rules.
SECTION 7 INSIDE INFORMATION STATEMENT
Access Persons, Reporting Persons, Directors, Trustees and Officers are
prohibited from purchasing and selling Securities, in any account, whether
personal or on behalf of others, including Advisory Clients, while in
possession of material, nonpublic information regarding the Securities or
issuers of Securities. In addition, Access Persons, Reporting Persons,
Directors, Trustees and Officers are prohibited from communicating material
nonpublic information to others in violation of the law.
MATERIAL INFORMATION: Information is "material" when there is a substantial
likelihood that a reasonable investor would consider it important in making his
or her investment decisions. Generally, this is information whose disclosure
will have a substantial effect on the price of a company's Securities. Material
information often relates to:
1) A company's earnings results and/or operations. This information may
include: dividend changes, earnings results, changes in previously
released earnings estimates, significant merger or acquisition
proposals or agreements, major litigation, liquidation problems, and
extraordinary management developments.
17
2) The market for a company's Securities. Information about a significant
order to purchase or sell Securities may, in some contexts, be deemed
material.
NON-PUBLIC INFORMATION: Information is "public" when it has been disseminated
broadly to investors in the marketplace. Tangible evidence of such
dissemination is the best indication that the information is public. For
example, information is public after it has become available to the general
public through a public filing with the SEC or some other governmental agency,
or through a publication of general circulation.
ACTION TO TAKE: If you think you have material, non-public information, you
should report the matter to a Compliance Team member before executing any trade
for in a personal or Advisory Client's account. Do not communicate the
information to anyone other than a Compliance Team member or legal counsel.
PORTFOLIO HOLDINGS DISCLOSURE: Material inside non-public information with
respect to mutual funds advised or sub-advised by the Adviser includes
portfolio holdings, performance attribution analysis with reference to specific
portfolio holdings, and trade information for any Advisory Client or model
portfolio managed in the same investment style as a mutual fund. Until
disclosed in a public report to shareholders (including the website) or public
filing with the SEC, all information concerning Securities to be purchased or
sold in any investment style must be kept confidential and disclosed by Access
Persons only on a "need-to-know" basis within the firm. Disclosure of
non-public portfolio holdings information to any third party must be reviewed
and approved by the Compliance Team prior to the disclosure.
18
EXHIBIT 1
UPDATED AS OF SEPTEMBER 30, 2009
APPROVED FINANCIAL INSTITUTIONS
TD Ameritrade
▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Fidelity
E*TRADE
▇▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇
▇▇▇▇▇ ▇▇▇▇▇▇/Citigroup
▇▇ ▇▇▇▇▇▇▇/Wachovia
Bank of America
T ▇▇▇▇ Price
Morgan ▇▇▇▇▇▇▇
Scottrade
▇▇▇▇▇▇▇▇▇
▇▇▇▇▇▇▇▇ (PNCI)
Allegiant Funds
PNC Investments
▇▇▇▇▇▇▇▇▇ {LOGO]
▇▇▇▇▇▇
19
