This Code of Ethics (“Code”) has been adopted by LLama Research LLP to comply with the Securities and Exchange Board of India (Investment Advisers) Regulations, 2013 [sub-regulation (9) of regulation 15].

This Code establishes rules of conduct for all employees of LLama Research LLP and governs personal securities trading activities in employee accounts, immediate family/household accounts, and accounts where an employee has a beneficial interest. The Code is based on the principle that LLama Research LLP and its employees owe a fiduciary duty to their clients. This duty includes avoiding (i) prioritizing personal interests over those of clients, (ii) exploiting their position with the firm inappropriately, and (iii) any actual or potential conflicts of interest or abuses of trust and responsibility.

The Code ensures that the high ethical standards long upheld by LLama Research LLP continue to be applied. Its purpose is to prevent activities that could lead to or appear as conflicts of interest, insider trading, and other forms of prohibited or unethical conduct. The firm’s excellent reputation is a direct reflection of each employee’s conduct.

According to the Investment Advisers Regulation, both LLama Research LLP and its employees are prohibited from engaging in fraudulent, deceptive, or manipulative behaviour. Compliance requires more than honesty and good faith; it requires an affirmative duty of utmost good faith to act solely in clients’ best interests.

Core Principles

Fiduciary Duty: LLama Research and its employees hold a fiduciary duty to clients, prioritizing their best interests above personal gain. This includes avoiding conflicts of interest, insider trading, and any conduct that could erode trust.

Ethical Conduct: Employees must uphold the highest ethical standards, maintaining a reputation for fair and honest dealings with clients.

Compliance: Strict adherence to this Code and all applicable SEBI regulations is mandatory.

In fulfilling these fiduciary responsibilities, LLama Research LLP expects every employee to demonstrate the highest standards of ethical conduct. Strict compliance with the Code is a fundamental condition of employment. The firm’s reputation for fair and honest dealing has taken considerable time to build and could be seriously damaged by even a single questionable securities transaction.

Employee Responsibilities
Personal Securities Trading:

• Prior approval is required for all personal securities transactions (including those for immediate family/household or beneficial interests).
• Transactions should not exploit inside information or create conflicts with client interests.

Suitability: Investment recommendations must be tailored to each client's individual financial situation, investment experience, and goals.

Confidentiality: Client information must be kept confidential, except as required by law or with explicit client consent.

Disclosure: Material information concerning investments and potential conflicts of interest must be disclosed to clients before any transaction.

Recordkeeping: Maintain accurate and complete records of client interactions, investment recommendations, and rationale behind advice provided.

Consequences of Non-Compliance

Material violations of this Code may result in disciplinary action, including termination of employment.

Questions and Exceptions

For any questions or unclear situations, consult Karan Shah, the Principal Officer/Investment Advisor. Employees are encouraged to consult the Principal Officer and Compliance Officer with any questions about the Code or its application to their individual circumstances.

Exceptions to Code provisions may only be granted by Karan Shah with written justification and confirmation that client interests are not harmed. The Code is not all-inclusive but serves as a guide for employee conduct. In situations where the intent or purpose of the Code is unclear, employees should consult with Karan Shah. Exceptions to certain Code provisions may only be granted by Karan Shah when it is clear that client interests will not be adversely affected. All questions regarding personal securities trading should be resolved in favour of the client, even at the expense of employee interests.

Code of Conduct for Investment Advisors
1. Honesty and Fairness

Investment advisors must act honestly, fairly, and in the best interests of their clients, maintaining the integrity of the market.

2. Diligence

Investment advisors must act with due skill, care, and diligence in the best interests of their clients, ensuring that advice is based on thorough analysis and consideration of available alternatives.

3. Capabilities

Investment advisors must have and effectively employ appropriate resources and procedures for the efficient performance of their business activities.

4. Client Information

Investment advisors must seek relevant information about clients' financial situations, investment experience, and objectives, and maintain confidentiality of such information.

5. Client Information Disclosure

Investment advisors must make adequate disclosures of relevant material information to their clients.

6. Fair and Reasonable Charges

Investment advisors may charge fees, subject to any ceiling specified by the Board. Fees must be fair and reasonable.

7. Conflicts of Interest

Investment advisors must avoid conflicts of interest where possible and ensure appropriate disclosures and fair treatment of clients when conflicts cannot be avoided.

8. Compliance

Investment advisors and their representatives must comply with all regulatory requirements to promote the best interests of clients and the integrity of the market.

9. Senior Management Responsibility

The senior management of a corporate body registered as an investment advisor bears primary responsibility for ensuring appropriate standards of conduct and adherence to proper procedures by the body corporate.

Conclusion

This Code is a cornerstone of LLama Research's commitment to ethical and compliant practices. By adhering to its principles, employees contribute to maintaining LLama Research's reputation for excellence in the investment advisory industry.

Additional Considerations

Periodic Review: This Code will be reviewed and updated periodically to reflect any changes in SEBI regulations or industry best practices.

Training: Employees will receive periodic training on the Code and its implications for their daily activities.