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UBS Hedge Fund Solutions LLC proxy voting policy 4-S-004010 Internal

UBS Hedge Fund Solutions LLC proxy voting policy

OR Taxonomy: Market Conduct

Owner/Issuer: Chief Compliance Officer UBS Hedge Fund Solutions LLC

Why do we have this supplementary policy?

Underlying our voting and corporate governance policies we have one fundamental objective, to act in the best financial interests of our clients to protect and enhance the long-term value of their investments.

To achieve this objective, we have implemented this Policy, which we believe is reasonably designed to guide our exercise of voting rights and the taking of other appropriate actions, within our ability, and to support and encourage sound corporate governance practice.

Applicability

Location	Americas
Legal Entity	UBS Hedge Fund Solutions LLC
Business Division	Asset Management
Business Area / Function	All
Roles	All

Summary of Key Requirements

The policy is designed to address the following risks:

-  Failure to provided required disclosures for investment advisers and registered investment companies

-  Failure to vote proxies in best interest of clients and funds

-  Failure to identify and address conflicts of interest

Infringements of this policy may result in disciplinary action including dismissal.

Published: 01.03.2018 Page 1 of 3

UBS Hedge Fund Solutions LLC proxy voting policy 4-S-004010 Internal

Table of Contents

Supplementary Policy		3
1.	General Policy	3
2.	General Procedures	3
2.1	Recordkeeping	3

Published: 01.03.2018 Page 2 of 3

UBS Hedge Fund Solutions LLC proxy voting policy 4-S-004010 Internal

Supplementary Policy

1.     General Policy

The general policy is to vote proxy proposals, amendments, consents or resolutions relating to client securities, including interests in private investment funds, if any, (collectively, “proxies”), in a manner that serves the best interests of the clients managed by the Registrant, as determined by the Registrant in its discretion, taking into account relevant factors, including, but not limited to:

- the impact on the value of the securities;

- the anticipated costs and benefits associated with the proposal;

- the effect on liquidity;

- impact on redemption or withdrawal rights;

- the continued or increased availability of portfolio information; and

- customary industry and business practices.

2.     General Procedures

Unless clients have reserved voting rights to themselves, UBS Hedge Fund Solutions LLC (“HFS”) will direct the voting of proxies on securities held in their accounts. However, since the holdings in client accounts of HFS are almost exclusively comprised of hedge funds, many of which have non-voting shares, HFS rarely votes proxies. When voting such proxies, HFS Operations Department will consult with the HFS Investment Committee as well as the Legal and Compliance Department regarding the issues of the proxy vote. The Legal and Compliance Department will notify the Operations Department if there are any legal/compliance issues related to the vote. If there are no such issues, the Investment Committee will instruct the Operations Department on how to vote the proxy. The Operations Department will notify the relevant external parties of those instructions and vote in proxy in accordance to the instructions.

In the rare instance that HFS would have an equity security in one of its portfolios that holds a vote, HFS Operations Department will consult with its affiliate, UBS O’Connor LLC (“O’Connor”) on how to vote such proxy. In this instance, HFS would follow O’Connor’s Proxy Voting Policy and vote its proxy in accordance to the guidance provided by O’Connor’s Proxy Voting Policy (a copy of which is attached).

HFS has implemented procedures designed to identify whether HFS has a conflict of interest in voting a particular proxy proposal, which may arise as a result of its or its affiliates’ client relationships, marketing efforts or banking, investment banking and broker-dealer activities. To address such conflicts, HFS has imposed information barriers between it and its affiliates who conduct banking, investment banking and broker-dealer activities. Whenever HFS is aware of a conflict with respect to a particular proxy as determined by the Legal and Compliance Department, such proxy will be reviewed by a group consisting of members from the Operations Department, Investment Committee and Legal and Compliance and the group is required to review and agree to the manner in which such proxy is voted.

2.1       Recordkeeping

A record of all votes cast must be maintained in order to permit the SEC registered funds to file timely and accurately Form N-PX and to comply with the recordkeeping requirements of IA Act rule 204-2(e)(1). Additionally the Adviser shall maintain a written record of the method used to resolve a material conflict of interest.

Published: 01.03.2018 Page 3 of 3