Samf Fund

Part VI, Section B, Line 12C

“In order to determine whether a financial interest of an interested person may result in a conflict of interest, each Trustee, Officer, and committee or task force member having a possible conflict of interest on any matter under consideration at any Meeting of Trustees (as defined in Section III below) must disclose the full nature of the interest to the other Trustees or committee or task force members. If it is determined that a conflict of interest exists, the following procedures shall be used to address the conflict of interest: The interested Trustee(s), Officer(s), or committee or task force member(s) must leave the Meeting of Trustees during the discussion of and the vote on the transaction or arrangement which results in the conflict of interest. Further, if the vote on the transaction or arrangement is deferred to a later date, the interested Trustee(s), Officer(s), or committee or task force member(s) shall not advocate to other Trustees, Officers, or committee or task force members a specific action or decision relating to the transaction or arrangement during the time prior to the date of the vote thereon. If appropriate, a non-interested person, committee, subcommittee or task force shall be appointed by the Board or committee to investigate alternatives to the proposed transaction or arrangement. The non-interested Trustee(s) or committee or task force members, by a majority vote of non-interested Trustees or committee or task force members present, must determine that the transaction or arrangement is in the best interest of Fund and for its own benefit, is fair and reasonable to Fund and, after exercising due diligence, must determine that Fund could not obtain a more materially advantageous transaction or arrangement with reasonable efforts under the circumstances.”