Code of Ethics

1. Standards of Business Conduct

Ohey Inc. is a registered investment adviser with a fiduciary duty of care and loyalty to its clients. All supervised persons must:

1. Act in clients' best interest at all times and place clients' interests ahead of the Firm's interests and their own personal interests.
2. Conduct themselves with integrity, competence, dignity, and in an ethical manner when dealing with clients, prospects, the public, and other professionals.
3. Not engage in any practice that is deceptive, manipulative, or fraudulent.
4. Comply with all applicable federal and state securities laws and regulations.
5. Report promptly any violation of this Code to the Chief Compliance Officer (CCO).
6. Not use any material non-public information ("MNPI") to trade or recommend securities, or communicate such information to others who might use it for trading purposes.
7. Maintain the confidentiality of client information, including financial data, trading activity, and personal details, except as required by law or regulation.

2. Fiduciary Duty

As a registered investment adviser, Ohey Inc. owes its clients a fiduciary duty encompassing:

• Duty of Care: Provide investment advice that is in the best interest of each client, taking into account the client's financial situation, investment objectives, risk tolerance, and other relevant circumstances as collected during onboarding.
• Duty of Loyalty: Not place the Firm's interests ahead of its clients' interests. All conflicts of interest must be fully disclosed to clients.
• Duty to Act in Good Faith: All dealings with clients and prospective clients must be conducted honestly, in good faith, and with full and fair disclosure of all material facts.

3. Personal Securities Transactions and Reporting

All "access persons" (as defined in Rule 204A-1) are subject to the following requirements:

3.1 Definition of Access Person

An "access person" is any supervised person who: (a) has access to nonpublic information regarding clients' securities recommendations, or (b) has access to nonpublic information regarding the Firm's securities recommendations.

3.2 Pre-Clearance of Personal Trades

Access persons must obtain written pre-clearance from the CCO before executing any personal securities transaction in:

• Securities in which the Firm has made a recommendation to clients within the past 30 days, or is reasonably expected to make a recommendation in the near future
• IPOs and limited offerings (private placements)
• Options, futures, or derivatives on the above securities

Pre-clearance approval expires at the end of the business day on which it is granted.

3.3 Restricted List

The CCO maintains a restricted list of securities in which the Firm's AI/ML models are actively generating recommendations. Access persons may not trade securities on the restricted list without prior written approval.

3.4 Initial Holdings Report

Within 10 days of becoming an access person, the individual must submit a report of all personal securities holdings, including:

• Title and type of each security, ticker or CUSIP, number of shares/principal amount
• Name of broker-dealer or bank where the account is held

The information must be current as of a date no more than 45 days prior to the date of submission.

3.5 Annual Holdings Report

Each access person must submit an annual holdings report containing the same information as the initial report, current as of a date no more than 45 days before the report is submitted. The annual report is due within 30 days of the Firm's fiscal year-end.

3.6 Quarterly Transaction Reports

Each access person must submit a quarterly report of all personal securities transactions within 30 days after the end of each calendar quarter. The report must include:

• Date, title, ticker, interest rate and maturity (if applicable), number of shares, and principal amount of each security
• Nature of the transaction (purchase, sale, or other type)
• Price at which the transaction was effected
• Name of the broker-dealer or bank through which the transaction was effected

4. Insider Trading Prevention

No supervised person may trade, either personally or on behalf of others, while in possession of material non-public information (MNPI), nor may any supervised person communicate MNPI to others in violation of applicable law.

The Firm maintains information barriers to prevent the misuse of MNPI. Key controls include:

• Physical and electronic separation of sensitive information
• Need-to-know access controls for client data and trade recommendations
• Prohibition on discussing specific client trading activity outside authorized channels
• Mandatory reporting of any suspected MNPI exposure

5. Confidentiality of Client Information

All supervised persons must maintain the confidentiality of client information, including but not limited to:

• Client identity, financial status, and personal information
• Client risk tolerance, investment experience, and trading preferences collected during onboarding
• Client trading activity, account values, and portfolio holdings
• Personalized recommendations generated for specific clients

Client information may only be disclosed: (a) as authorized by the client in writing; (b) as required by law, regulation, or court order; or (c) as necessary to provide investment advisory services.

6. Gifts, Entertainment, and Outside Business Activities

Supervised persons must:

• Not accept gifts exceeding $100 in value from any client, broker-dealer, or vendor without prior written approval from the CCO
• Report any outside business activities, directorships, or compensation arrangements to the CCO
• Not engage in outside business activities that create a conflict of interest with the Firm's clients

7. Political Contributions

In compliance with Rule 206(4)-5 under the Advisers Act ("Pay-to-Play" Rule), supervised persons must obtain prior approval from the CCO before making any political contribution to a government official or candidate who could influence the award of advisory contracts. The CCO maintains records of all such approvals.

8. Supervision and Enforcement

The Chief Compliance Officer (CCO), Sivakumar Patchayappan, is responsible for administering this Code, including:

• Reviewing all holdings and transaction reports submitted by access persons
• Maintaining the restricted list and pre-clearance process
• Conducting periodic reviews of personal trading activity against the Firm's recommendation history
• Investigating potential violations and determining appropriate sanctions

Violations of this Code may result in disciplinary action, including verbal or written warnings, disgorgement of profits, suspension, termination, or referral to regulatory authorities.

9. Reporting Violations

All supervised persons must promptly report any known or suspected violation of this Code to the CCO at [email protected]. The Firm prohibits retaliation against any person who reports a violation in good faith.

If the suspected violation involves the CCO, the report should be directed to independent outside compliance counsel retained by the Firm for this purpose, or submitted in writing to the Firm's board of directors or sole principal.

10. Annual Certification

All supervised persons must certify annually that they have:

1. Received and reviewed the current Code of Ethics
2. Complied with the Code during the reporting period (or disclosed any exceptions)
3. Submitted all required holdings and transaction reports
4. Disclosed all outside business activities and potential conflicts of interest

11. Recordkeeping

The Firm maintains the following records in compliance with Rule 204-2:

• A copy of this Code of Ethics, as amended from time to time
• Records of all access persons' holdings and transaction reports
• Records of all pre-clearance requests and approvals/denials
• Records of violations and corrective actions taken
• Annual certifications from all supervised persons
• Names of current access persons

All records are maintained for a minimum of five years from the end of the fiscal year in which the record was created, with the first two years in an easily accessible location.

12. Amendments

This Code may be amended at any time by the CCO, subject to review by the Firm's legal counsel. All supervised persons will receive notice of material amendments and must acknowledge receipt within 10 business days.