BISHOP STREET FUNDS
FINANCIAL OFFICER CODE OF ETHICS
1. I. INTRODUCTION
The reputation and integrity of Bishop Street Funds (the "Trust") are valuable
assets that are vital to the the Trust's success. The Trust's senior financial
officers ("SFOs") are responsible for conducting the Trust's business in a
manner that demonstrates a commitment to the highest standards of integrity. The
Trust's SFOs include the principal executive officer, the principal financial
officer, comptroller or principal accounting officer, and any person who
performs a similar function.
The Sarbanes-Oxley Act of 2002 (the "Act") effected sweeping corporate
disclosure and financial reporting reform on public companies, including mutual
funds, to address corporate malfeasance and assure investors that the companies
in which they invest are accurately and completely disclosing financial
information. Under the Act, all public companies (including the Trust) must
either have a code of ethics for their SFOs, or disclose why they do not. The
Act was intended to foster corporate environments which encourage employees to
question and report unethical and potentially illegal business practices. Each
Trust has chosen to adopt this Financial Officer Code of Ethics (the "Code") to
encourage its SFOs to act in a manner consistent with the highest principles of
ethical conduct.
2. II. PURPOSES OF THE CODE
The purposes of this Code are:
o To promote honest and ethical conduct by each Trust's SFOs,
including the ethical handling of actual or apparent conflicts
of interest between personal and professional relationships;
o To assist each Trust's SFOs in recognizing and avoiding
conflicts of interest, including disclosing to an appropriate
person any material transaction or relationship that
reasonably could be expected to give rise to such a conflict;
o To promote full, fair, accurate, timely, and understandable
disclosure in reports and documents that the Trust files with,
or submit to, the SEC and in other public communications made
by the Trust;
o To promote compliance with applicable laws, rules and
regulations;
o To encourage the prompt internal reporting to an appropriate
person of violations of this Code; and
o To establish accountability for adherence to this Code.
3. III. QUESTIONS ABOUT THIS CODE
The Trust's compliance officer designated to oversee compliance with the Trust's
Code of Ethics adopted pursuant to Rule 17j-1 shall serve as Compliance Officer
for the
implementation and administration of this Code. You should direct your questions
about this Code to the Compliance Officer.
4. IV. CONDUCT GUIDELINES
The Trust has adopted the following guidelines under which the Trust's SFOs must
perform their official duties and conduct the business affairs of the Trust.
1. ETHICAL AND HONEST CONDUCT IS OF PARAMOUNT IMPORTANCE. The
Trust's SFOs must act with honesty and integrity and avoid
violations of this Code, including the avoidance of actual or
apparent conflicts of interest with the Trust in personal and
professional relationships.
2. SFOS MUST DISCLOSE MATERIAL TRANSACTIONS OR RELATIONSHIPS.
Each Trust's SFOs must disclose to the Compliance Officer any
actual or apparent conflicts of interest the SFO may have with
the Trust that reasonably could be expected to give rise to
any violations of this Code. Such conflicts of interest may
arise as a result of material transactions or business or
personal relationships to which the SFO may be a party. If
it is not possible to disclose the matter to the Compliance
Officer, it should be disclosed to the Trust's Chief Financial
Officer, Chief Executive Officer or another appropriate
person. In addition to disclosing any actual or apparent
conflicts of interest in which an SFO is personally involved,
the Trust's SFOs have an obligation to report any other actual
or apparent conflicts which they discover or of which they
otherwise become aware. If you are unsure whether a particular
fact pattern gives rise to a conflict of interest, or whether
a particular transaction or relationship is "material," you
should bring the matter to the attention of the Compliance
Officer.
3. STANDARDS FOR QUALITY OF INFORMATION SHARED WITH SERVICE
PROVIDERS OF THE TRUST. The Trust's SFOs must at all times
seek to provide information to the Trust's service providers
(adviser, administrator, outside auditor, outside counsel,
custodian, etc.) that is accurate, complete, objective,
relevant, timely, and understandable.
4. STANDARDS FOR QUALITY OF INFORMATION INCLUDED IN PERIODIC
REPORTS. The Trust's SFOs must at all times endeavor to ensure
full, fair, timely, accurate, and understandable disclosure in
the Trust's periodic reports.
5. COMPLIANCE WITH LAWS. The Trust's SFOs must comply with the
federal securities laws and other laws and rules applicable to
the Trust, such as the Internal Revenue Code.
6. STANDARD OF CARE. The Trust's SFOs must at all times act in
good faith and with due care, competence and diligence,
without misrepresenting material facts or allowing your
independent judgment to be subordinated. The Trust's SFOs must
conduct the affairs of the Trust in a responsible manner,
consistent with this Code.
7. CONFIDENTIALITY OF INFORMATION. The Trust's SFOs must respect
and protect the confidentiality of information acquired in the
course of their professional duties, except when authorized by
the Trust to disclose it or where disclosure is otherwise
legally mandated. You may not use confidential information
acquired in the course of your work for personal advantage.
8. SHARING OF INFORMATION AND EDUCATIONAL STANDARDS. The Trust's
SFOs should share information with relevant parties to keep
them informed of the business affairs of the Trust, as
appropriate, and maintain skills important and relevant to the
Trust's needs.
9. PROMOTE ETHICAL CONDUCT. Each Trust's SFOs should at all times
proactively promote ethical behavior among peers in your work
environment.
10. STANDARDS FOR RECORDKEEPING. Each Trust's SFOs must at all
times endeavor to ensure that the Trust's financial books and
records are thoroughly and accurately maintained to the best
of their knowledge in a manner consistent with applicable laws
and this Code.
5. V. WAIVERS OF THIS CODE
You may request a waiver of a provision of this Code by submitting your request
in writing to the Compliance Officer for appropriate review. For example, if a
family member works for a service provider that prepares a Trust's financial
statements, you may have a potential conflict of interest in reviewing those
statements and should seek a waiver of this Code to review the work. An
executive officer of each Trust, or another appropriate person (such as a
designated Board or Audit Committee member), will decide whether to grant a
waiver. All waivers of this code must be disclosed to the applicable Trust's
shareholders to the extent required by SEC rules.
6. VI. AFFIRMATION OF THE CODE
Upon adoption of the Code, each Trust's SFOs must affirm in writing
that they have received, read and understand the Code, and annually thereafter
must affirm that they have complied with the requirements of the Code. To the
extent necessary, each Trust's Compliance Officer will provide guidance on the
conduct required by this Code and the manner in which violations or suspected
violations must be reported and waivers must be requested.
7. VII. REPORTING VIOLATIONS
In the event that an SFO discovers or, in good faith, suspects a violation of
this Code, the SFO must immediately report the violation or suspected violation
to the Compliance Officer. The Compliance Officer may, in his or her discretion,
consult with another member of the Trust's senior management or the Board in
determining how to address the suspected violation. For example, a Code
violation may occur when a periodic report or financial statement of a Trust
omits a material fact, or is technically accurate but, in the view of the SFO,
is written in a way that obscures its meaning.
SFOs who report violations or suspected violations in good faith will not be
subject to retaliation of any kind. Reported violations will be investigated and
addressed promptly and will be treated as confidential to the extent possible.
8. VIII. VIOLATIONS OF THE CODE
Dishonest or unethical conduct or conduct that is illegal will constitute a
violation of this Code, regardless of whether this Code specifically refers to
such particular conduct. A violation of this Code may result in disciplinary
action, up to and including removal as an SFO of the Trust. A variety of laws
apply to the Trust and its operations, including the Securities Act of 1933, the
Investment Company Act of 1940, state laws relating to duties owed by Trust
officers, and criminal laws. The Trust will report any suspected criminal
violations to the appropriate authorities, and will investigate, address and
report, as appropriate, non-criminal violations.