The Directors of HD Faculty™ are required to manage and supervise HD Faculty™'s business and affairs, subject to the incorporating instrument, by-laws, rules, regulations, and ordinances of the country of domicile. The Board may establish or delegate its powers, but not its responsibilities, to establish or cause to be established committee(s) at the Board’s discretion, which from time to time include an executive committee, investment committee, or any other such committee deemed necessary, or as warranted, such as those set out below.

Mandate. Without limiting the foregoing, the Directors in their discretion, from time to time, shall:

a.

Establish and maintain an executive committee that determines and ensures that the presiding management is carrying out their duties and responsibilities, in prudent manner, as prescribed by thereby;

b.

Establish and maintain a conduct review committee to perform their prescribed mandate as well as act in accordance with the guiding principles, as prescribed on this site, in a prudent and upright manner;

c.

Establish and maintain an investment committee, which shall consist of a majority of outside qualified directors and specialists that are mandated to carry investment committee mandate, as may be amended and/or replaced from time to time;

d.

Establish and maintain a risk management committee to prepare policies, procedures, guidelines and assessment methods that will enable HD Faculty™ to perform the necessary risk assessments and respond in a prudent and professional timely manner;

e.

Establish and manage an audit committee to perform the prescribed duties outlined in HD Faculty™'s Operation Guide;

f.

Establish procedures to resolve conflict of interest, including techniques for the identification of potential conflict situations and for restricting the misuse of confidential information;

g.

Designate a committee of the Board to monitor and report its findings in respect to the procedure referred to in paragraph (d), above;

h.

Establish enforceable procedures to provide for disclosure of requisite information to stakeholders and customers of HD Faculty™ in a timely and transparent manner, as required, and for dealing with complaints;

i.

Designate a committee of the Board to monitor the procedures in place, referred to in paragraph (f), above, and satisfy themselves that the procedures are being adhered to; and

j.

Establish, maintain, and adopt investment and general policies for HD Faculty™ in accordance with international conservative standards of operation.