Macquarie Group Limited and its subsidiaries  2014 Annual Financial Report  macquarie.com.au  Corporate Governance Statement  continued  Corporate governance in Macquarie-managed  funds  Staff and Director trading Sustainability, diversity and the community  8  Each member of the Board is encouraged to consider  positions in a Macquarie security as a long term investment  and is not permitted to trade derivatives relating to a  Macquarie security without the prior approval of the  Chairman (or the CEO in the case of the Chairman). Board  members and Executive Committee members are also  required to annually disclose to Macquarie any financing  arrangements relating to their Macquarie securities and  manage their financing arrangements in accordance with  Macquarie’s policies.  Macquarie's  Trading Policy  sets out the restrictions that  apply to dealing in Macquarie securities by Macquarie staff,  including Key Management Personnel, and is available on its  website.  Macquarie’s approach is detailed in the ESG Report in the  Annual Financial Report. Macquarie has continued efforts to:  manage ESG risks in its business activities; advance  environmental management; and pursue investments,  markets and products with an ESG focus, including in  renewable energy and energy efficiency. Macquarie values  its people and continues to invest in the development and  well-being of its diverse talent base. A Global Reporting  Initiative (GRI) index is available on Macquarie's website. The  diversity of our people remains fundamental to Macquarie’s  success. Macquarie’s Workforce Diversity Policydefines  Macquarie’s diversity commitment and the structures in  place to facilitate its realisation. Our approach to diversity is  detailed in the Diversity Report in the Annual Financial  Report.  Macquarie’s Board and Management view the commitment  to sustainability and Environmental, Social and Governance  (ESG) performance as part of their broader responsibility to  clients, shareholders and the communities in which  Macquarie operates.  Macquarie’s personal dealing policies apply to Directors  and all Macquarie staff. They identify the principles by which  Macquarie balances personal investment interests against  the responsibility of Macquarie and its staff to ensure that all  personal dealing and investment activities are conducted  appropriately. Key aspects of Macquarie’s personal dealing  policies include:  The Macquarie-managed funds’ governance standards  adopt an appropriate governance framework to ensure that  key decisions are taken in the best interests of investors  consistent with the fund’s mandate and regulatory  requirements. The key elements of Macquarie’s corporate governance  framework for Funds are: Macquarie Bank is a subsidiary of Macquarie, and the  Macquarie Bank Board is ultimately responsible for the  sound and prudent management of Macquarie Bank,  with due consideration for the interests of deposit holders.  Where potential conflicts arise, Management will ensure  that Directors of the relevant Board have sufficient  information to manage conflicts appropriately.  Macquarie’s expertise in managing fund assets and sourcing  new value-adding opportunities is a key attraction for  investors in Macquarie-managed funds (Funds). – net short positions not permitted: Directors and staff are  not permitted to take net short positions in Macquarie  shares or any securities in Macquarie-managed funds.  – deferred and unvested equity awards, retained shares  and minimum shareholding requirements cannot be  hedged: Staff are not permitted to undertake any action  that is designed to limit their exposure to Macquarie  shares that are subject to retention arrangements, or  their deferred and unvested equity awards. NEDs may  not enter into a transaction that operates to limit the  economic risk of their Macquarie shareholding below  their minimum shareholding requirement  – trading prohibition while in possession of material non-public price-sensitive information: In all cases  Macquarie prohibits Directors and staff from dealing  in any security, including a Macquarie security, if they  possess non-public price-sensitive information about  or affecting the relevant security  – excluded dealings: Certain types of transactions such  as acquisition of securities under an employee share  plan or participation in the dividend reinvestment plan  may be effected outside a trading window without pre-clearance  – trading windows: Generally, Directors and staff may  only trade in Macquarie securities and related  derivatives during designated trading windows. These  are typically of three to five weeks duration and follow  Macquarie’s announcement of its interim and full year  results and after the Annual General Meeting (AGM)  – pre-clear securities trading: Directors and staff must  pre-clear their securities trading with Macquarie – appropriate management of conflicts of interest arising  between a Fund and its related parties. Related party  transactions should be identified clearly, conducted on  arm’s length terms and tested by reference to whether  they meet market standards. Decisions by listed Funds  about transactions with Macquarie or its affiliates should  be made by parties independent of Macquarie  – appropriate resourcing of funds management  businesses. In particular: — staff involved in managing a Fund should be  dedicated to the relevant funds management  business, rather than to advisory or other activities — all recommendations to Fund boards (and  supporting information) should be prepared or  reviewed by funds management staff — each listed Fund that invests in operating assets or  businesses should have its own managing director  or chief executive officer and a majority of  independent directors on the Fund board  — Chinese Walls operate to separate Macquarie’s  corporate finance, advisory and equity capital  markets businesses from its funds management  businesses.