Kenwood Capital Management

Policies and Governance

By-Laws

The Board of Directors establishes by-laws that govern the conduct and management of Kenwood Capital Management’s operations, including matters related to director compensation. A copy of each by-law is maintained at all of our offices.

• By-Law #1 – Relates generally to the transaction of the business and affairs of Kenwood Capital Management.
• By-Law #2 – Establishes the remuneration of Kenwood Capital Management Directors.

Policies

All policies and related procedures are approved by the Board of Directors and reflect our commitment to high standards of governance, ethics, and transparency.

• Code of Conduct/h4>

Outlines processes for identifying, managing, and resolving conflicts of interest, ensuring that all employees and officers act with integrity and professionalism.

• Disclosure and Stakeholder Communication Policy

Sets out our approach to communicating with stakeholders and the media, ensuring clear and timely disclosure of relevant information.

• Employee Travel and Expense Policy

Provides guidance for employees and contractors regarding travel and reimbursable expenses related to Kenwood Capital Management business.

• Privacy Policy

Describes how we collect, use, and safeguard personal information from individuals interacting with Kenwood Capital Management, including through our website, events, and investment-related communications.

• Applicant Privacy Policy

Defines how personal information of job applicants and Board candidates is collected, used, and protected.

• Vendor Governance and Procurement Policy

Establishes requirements for selecting and managing vendors who provide goods and services to support Kenwood Capital Management’s operations globally.

• Policy on Sustainable Investing

Outlines how environmental, social, and governance (ESG) factors are considered in investment decision-making to support long-term value creation.

Other Governance Documents

These documents define the roles, responsibilities, and governance expectations of the Board of Directors:

• Glossary of Terms used by Kenwood Capital Management
• Chairperson Role Description
• Board Mandate
• Director Role Description
• Director Orientation and Development Processes
• Committee Chair Role Description
• Audit Committee Mandate
• Human Resources and Compensation Committee Mandate
• Governance Committee Mandate
• Investment Strategy Committee Mandate
• Risk Committee Mandate
• Director Compensation, Travel, and Expense Policy
• Modern Slavery Report

Investment Statements

• Investment Statement – Investment Portfolio

Describes the investment objectives, policies, standards, and procedures for Kenwood Capital Management’s long-term investment portfolio.

• Investment Statement – Liquidity Management Portfolio

Documents the approach for managing liquidity needs and short-term funding obligations.

Proxy Voting Principles and Guidelines

Outlines how Kenwood Capital Management is likely to vote on shareholder proposals in companies in which we hold equity, reflecting our views on governance, accountability, and long-term performance.