The Hartford Mutual Funds, Inc.
The Hartford Mutual Funds II, Inc.
Hartford Series Fund, Inc.
Hartford HLS Series Fund II, Inc.
The Hartford Income Shares Fund, Inc.
HL Investment Advisors, LLC
Hartford Investment Financial Services, LLC
CODE OF ETHICS
I. SCOPE
This Code of Ethics has been adopted by the Boards of Directors of The
Hartford Mutual Funds, Inc., The Hartford Mutual Funds II, Inc., Hartford Series
Fund, Inc., Hartford HLS Series Fund II, Inc. and The Hartford Income Shares
Fund, Inc. (collectively, the "Funds"). Each of the Funds, except The Hartford
Income Shares Fund, is an open-end management investment company registered
under the Investment Company Act of 1940 ("1940 Act") consisting of a number of
separate investment portfolios or mutual funds (each, a "Fund").
This Code of Ethics also has been adopted by HL Investment Advisors, LLC
("HLIA") and Hartford Investment Financial Services, LLC ("HIFSCO"). HLIA and
HIFSCO are referred to collectively as the "Advisers". The Advisers are
investment advisers registered under the Investment Advisers Act of 1940
("Advisers Act").
If you are an "Access Person," "Advisory Person," "Investment Person," or
"Portfolio Manager" as defined in this Code, certain of your personal
investments must be made in accordance with the requirements set forth in the
Code. Generally, with certain exceptions noted herein, this Code applies to
transactions that fall under either one of the following two conditions:
- First, you are a "beneficial owner" of the security under the Rule 16a-1
of the Exchange Act, as defined in Section X.F, below; or
- Second, if you control or direct securities trading for another person or
entity, other than a Fund or an Account, those trades are subject to this
Statement even if you are not a beneficial owner of the securities.
II. STATEMENT OF PRINCIPLES
The nature of our business is such that all directors, officers and
employees of the Funds and the Advisers have a fiduciary duty to the Funds'
shareholders and our other investment advisory clients. Accordingly, each of us
is under an affirmative duty to place the interests of the Funds' shareholders
and our other investment advisory clients first, ahead of our own personal
financial interests. We further must avoid any conflicts of interest between our
personal securities investments and those of our clients, and take appropriate
steps to ensure that investment personnel do not take inappropriate advantage of
their positions of trust.
In order to ensure that we fulfill these duties, all personal securities
transactions of persons identified as being subject to this Code of Ethics must
be conducted in accordance with the requirements stated herein. It is
impossible, however, to anticipate every circumstance that might cause a
conflict of interest to arise with a client. If you have any question as to
whether a particular course of action you, or another member of our team, are
considering would cause a conflict of interest with a client, you should consult
with Ned Watkins, Director of Investment Adviser Compliance (the "Chief
Compliance Officer").
The requirements stated in this Code are in addition to the obligations
that officers and employees of the Funds and the Advisers have to comply with
the Code of Ethics and Business Conduct of The Hartford Financial Services
Group, Inc. and the Advisers' policy regarding the receipt and use of material
non-public inside information.
III. LEGAL REQUIREMENTS
It is unlawful for any director, officer, employee or other affiliated
person of the Funds and the Advisers, in connection with the purchase or sale,
directly or indirectly, of a Security Held or to be Acquired by a Fund:
A. to use any device, scheme or artifice to defraud the Fund;
B. to make any untrue statement of a material fact to the Fund, or to
omit to state a material fact necessary in order to make the
statements made to the Fund, in light of the circumstances in which
they were made, not misleading;
C. to engage in any act, practice or course of business that operates
or would operate as a fraud or deceit on the Fund; or
D. to engage in any manipulative practice with respect to such Fund.
All directors, officers, and employees of the Advisers, and any other
person providing investment advice on behalf of an Adviser and is subject to the
Adviser's supervision and control, are required to comply with the Federal
Securities Laws.
IV. GENERAL INVESTMENT RESTRICTIONS
A. Trading Restrictions Applicable to Access Persons
1. An Access Person shall not purchase or sell any Covered
Security if he or she knows that a Covered Security is Being
Considered for Purchase or Sale by an Adviser for any Fund or
Account, or that the Covered Security is the subject of a
pending order or trade by any Fund or Account.
2. Access Persons of the Advisers are required to obtain
approval, in advance, of certain trades. An Access Person who
is required to preclear a
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trade in a Covered Security may not purchase or sell, directly
or indirectly, such Covered Security unless the Access Person
first receives approval for the purchase or sale in accordance
with the preclearance procedures described in Section VI.F,
below. If preclearance is required in accordance with Section
VI.F, an Access Person may place an order for purchase or sale
only during the Preclearance Effectiveness Period, which order
may not be revoked or withdrawn by such Access Person outside
of the Preclearance Effectiveness Period.
B. Trading Restrictions Applicable to Portfolio Managers
A Portfolio Manager may not buy or sell for his or her account a Covered
Security within the seven calendar day period before or after a Fund or Account
that he or she manages, buys or sells that Covered Security. Any profits
realized on such trades will be disgorged as determined by the Chief Compliance
Officer.
C. IPOs
1. All Access Persons must obtain approval, under the
preclearance procedures set forth in Section VI.F of this Code
of Ethics, prior to acquiring beneficial ownership of any
security in an IPO.
2. Investment Persons are prohibited under this Code of Ethics
from acquiring any Covered Security that is an equity security
in an IPO.
D. Limited Offerings
1. All Access Persons must obtain approval, under the
preclearance procedures set forth in Section VI.F of this Code
of Ethics, prior to acquiring beneficial ownership of any
security in a Limited Offering.
2. Any Investment Person who may, after purchasing a security in
a Limited Offering, be involved in an Adviser's subsequent
consideration of an investment in the issuer of the security
on behalf of a Fund or Account, must disclose this potential
conflicting interest to the Chief Compliance Officer. Any
decision to purchase such security for a Fund or Account will
be subject to independent review by Investment Persons having
no personal interest in the issuer. Investment Persons
conducting such independent review shall create and maintain
written records of their review, including a written
explanation for their decision to permit or not permit the
investment.
E. Short Term Trades
Investment Persons may not profit from the purchase and sale, or sale and
purchase of a Covered Security for his or her account within 60 calendar days
without a written exemption
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from the Chief Compliance Officer. Any profits realized in such short term
trades will be disgorged as determined by the Chief Compliance Officer. Equity
securities with a market capitalization of at least $5 billion are not subject
to this restriction.
F. Investment in Mutual Funds
Access Persons may not engage, directly or indirectly, in any transaction
in shares of any mutual fund, including the Funds, where an Adviser or a control
affiliate acts as adviser or principal underwriter of such fund which is (i) in
violation of Rule 22c-1 under the Investment Company Act of 1940 (e.g., late
trading) or (ii) in violation of or more frequent than is permitted by the
prospectus for such fund (or by the prospectus for a variable product investing
in such fund) or by The Hartford Investment and Savings Plan (e.g., market
timing). In addition, Access Persons investing in shares of mutual funds outside
of the Funds also must comply with applicable federal securities laws and fund
policies with respect to their investments in shares of such mutual funds,
including laws and policies relating to late trading and market timing.
G. Gifts
Access Persons may not accept gifts or other items beyond those courtesies
deemed to be customary reasonable and proper under the particular business
circumstances from any person or entity that does business with a Fund, an
Account or any advisory client of an Adviser. Acceptance of all gifts must be in
accordance with the Code of Ethics and Business Conduct of The Hartford
Financial Services Group, Inc.
H. Service on Boards of Directors
An Access Person may not serve on the board of directors of a company
unless such service is approved in accordance with the Code of Ethics and
Business Conduct of The Hartford Financial Services Group, Inc. Any Access
Person whose service on a board of directors is so approved must promptly notify
the Chief Compliance Officer in writing.
V. EXEMPTED TRANSACTIONS
The trading restrictions of Section IV.A - E, and the preclearance
requirements of Section VI.F, of this Code of Ethics shall not apply to the
following transactions:
A. Purchases or sales effected in any personal investment account over
which the Access Person has no direct influence or control. (An Access Person is
presumed to have direct influence or control over the account of a spouse, minor
child or other dependent relatives.);
B. Purchases or sales of securities or the purchase, sale or exercise
of options related to securities which are not eligible for purchase or sale by
any Fund or Account, such as securities of The Hartford Financial Services
Group, Inc.;
C. Purchases or sales which are non-volitional on the part of either
the Access Person or an Account;
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D. Purchases made pursuant to an Automatic Investment Plan;
E. Purchases effected upon the exercise of rights issued by an issuer
pro rata to all holders of a class of its securities, to the extent such rights
were acquired from such issuer, and sales of such rights so acquired;
F. Purchases and sales of foreign government securities;
G. Purchases and sales of any exchange traded securities designed to
replicate specific indices, or sub-components of an index, such as SPDRS,
Diamonds, Midcap SPDRS and WEBS; and
H. Purchases and sales of shares of open-end mutual funds, or of unit
investment trusts that are invested exclusively in one or more open-end funds.
VI. COMPLIANCE PROCEDURES
A. Initial and Annual Holdings Reports
1. Each Access Person must submit a report to the Chief
Compliance Officer containing the information listed below.
i. The title and type of security, the exchange ticker
symbol or cusip number, the number of shares, and the
principal amount of all Covered Securities beneficially
owned by the Access Person.
ii. The name of any broker, dealer or bank with which the
Access Person maintains an account in which any
securities are held for the Access Person's direct or
indirect benefit.
iii. The date the report is submitted.
2. Each Access Person must provide the holdings report required
under paragraph 1:
i. no later than 10 days after the person becomes an Access
Person, and
ii. with respect to each calendar year, no later than
February 14th of each year.
3. Information contained in each report must be current as of a
date that is not more than 45 calendar days prior to the date
the report is submitted.
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4. Shares of any Fund and any other registered investment company
for which an Adviser serves as investment adviser, or whose
investment adviser or principal underwriter controls, is
controlled by or under common control with, an Adviser are
Covered Securities and must be reported. Shares of other
registered investment companies are not Covered Securities.
5. Any report with respect to variable products which invest in
Covered Securities (including shares of the Funds) must
include the information required under paragraph 1 with
respect to the underlying Covered Securities.
B. Quarterly Reports
Every Access Person shall, within 30 days of the end of each calendar
quarter, submit a report to the Chief Compliance Officer, with respect to each
transaction in a Covered Security in which such Access Person has, or by reason
of such transaction acquires, any direct or indirect beneficial ownership in the
Covered Security, providing the information listed below.
1. The date of the transaction, the title, the exchange ticker
symbol or cusip number, the interest rate and maturity date,
the number of shares, and the principal amount of each Covered
Security involved.
2. The nature of the transaction (i.e., purchase, sale or any
other type of acquisition or disposition).
3. The price of the Covered Security at which the transaction was
effected.
4. The name of the broker, dealer or bank with or through which
the transaction was effected.
5. If the Access Person has established a brokerage account
during the quarterly period, the name of the broker, dealer or
bank and the date the account was established.
6. The date the report is submitted.
Shares of any Fund and any other registered investment company for which
an Adviser serves as investment adviser, or whose investment adviser or
principal underwriter controls, is controlled by or under common control with,
an Adviser are Covered Securities, and transactions in such securities must be
reported. Any report with respect to variable products which invest in Covered
Securities (including shares of the Funds) must include the information required
under this paragraph with respect to the underlying Covered Securities.
Transactions in shares of other registered investment companies are not required
to be reported.
C. Exceptions
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The following exceptions apply to reporting under Sections VI.A and B, as
indicated:
1. Transactions effected for, and Covered Securities held in, any
account over which an Access Person has no direct or indirect
influence or control (e.g., blind trusts, employee stock
purchase plans or option grants) are not required to be
reported under Sections VI.A or B.
2. Transactions effected for, or Covered Securities held in, The
Hartford Investment and Savings Plan, provided that
i. in lieu of the Section VI.A initial or annual report,
the Access Person confirms in writing a composite record
retained by the Advisers of the information required in
the report, and
ii. in lieu of the Section VI. B quarterly report, all of
the information required under Section VI.B has
otherwise been provided to the Chief Compliance Officer
in the time period required by Section VI.B.
3. Transactions effected pursuant to an Automatic Investment Plan
are not required to be reported pursuant to Section VI.B, but
holdings of Covered Securities that are subject to an
Automatic Investment Plan must be reported under Section VI.A.
D. Review of Reports
The Chief Compliance Officer, or his or her designee, shall be responsible
for reviewing all Access Person reports required under this Section VI.
E. Confirmations
Access Persons must direct their brokers to send duplicate copies of
confirmations for all Covered Securities transactions to the Chief Compliance
Officer.
F. Preclearance
In addition to the preclearance requirements described in Sections IV.C
and D, Access Persons must preclear all transactions in Covered Securities that
are fixed income securities. The Chief Compliance Officer will consider, but not
be limited to considering the following: is the Access person aware that a
Covered Security is Being Considered for Purchase or Sale by any Account or
Fund; does the Access Person have any material nonpublic information concerning
the issuer of the Covered Security; are any order or trades of an Account or
Fund pending for the Covered Security. The Chief Compliance Officer may contact
credit analysts or Portfolio Managers to affirm that a Covered Security is not
under consideration.
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G. Training
All new Access Persons shall be trained, as appropriate, regarding the
requirements of this Code. In addition, Access Persons will receive periodic
updates, as appropriate, regarding compliance with this Code. Training typically
takes place through organized seminars or meetings, though computer-based
training may also be used. Other training methods may be used if found suitable
by the Chief Compliance Officer.
H. Code; Amendments; Certifications
The Chief Compliance Officer shall provide all directors, officers and
employees of the Advisers and any other Access Person with a copy of this Code
of Ethics, and any amendments thereto as they become available. All directors,
officers and employees of the Advisers and other Access Persons, must certify
that they have read and understood the Code of Ethics (upon initial employment
and annually), and have complied with its requirements (annually). Certain
entities serving as subadvisers to the Funds have adopted their own codes of
ethics, subject to the approval of the Funds' Board of Directors.
I. Reports of Violations
All directors, officers and employees of the Advisers must report promptly
any violations of the Code of Ethics of which they become aware to the Chief
Compliance Officer.
J. Report to Fund Board
On an annual basis management of the Funds, each Adviser and each
sub-adviser which provides services to the Funds must submit to the Funds'
Boards of Directors of those funds a written report which:
1. Describes any issues arising under the Code or procedures
since the last report to the Board of Directors, including,
but not limited to, information about material violations of
the Code or procedures and sanctions imposed in response to
the material violations; and
2. Certifies that the Funds and each Adviser have adopted
procedures reasonably necessary to prevent Access Persons from
violating the Code.
K. Reports by Disinterested Directors of the Funds
A Disinterested Director of a Fund shall not be subject to reporting
requirements of Section VI.A or B of the Code of Ethics, except that if such
Disinterested Director knew, or in the ordinary course of fulfilling his
official duties as a director, should have known, that during
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the 15-day period immediately preceding or following the date of his or her
transaction in a Covered Security such security was purchased or sold by a Fund,
or was Being Considered for Purchase or Sale by the Fund or an Adviser, then the
Disinterested Director must file a quarterly report containing the information
required by Section VI.B.
L. Designation and Notification of Persons Subject to the Code
The Chief Compliance Officer shall determine, from time to time, the
identity of the persons meeting the definitions of "Access Person," "Advisory
Person," "Investment Person," and "Portfolio Manager" for purposes of this Code
of Ethics. The determination of the Chief Compliance Officer shall be final. The
Chief Compliance Officer shall notify all persons who are required to file
reports under this Code of Ethics.
VII. SANCTIONS
Upon discovering a violation of this Code by an Access Person or the
Adviser, as applicable, may impose such sanctions as it deems appropriate,
including, among other things, a letter of sanction, suspension or termination
of the employment of the violator. The Chief Compliance Officer may recommend
the imposition of sanctions to management of the Adviser.
Violations of the provisions regarding personal trading will presumptively
be subject to being reversed, in the case of a purchase, and to disgorgement of
profits, if any. Any disgorged profits shall be paid to any client disadvantaged
by the transaction, or to a charitable organization, as determined by the
appropriate Adviser, unless the violator establishes to the satisfaction of the
Adviser that under the particular circumstances disgorgement would be an
unreasonable remedy for the violation.
All material violations of this Code, and any sanctions imposed with
respect thereto, shall be reported by the Chief Compliance Officer periodically
to the appropriate entity's President, the Director of Compliance for The
Hartford Financial Services Group, Inc., in addition to the Funds' Boards of
Directors.
VIII. EXEMPTIVE PROCEDURE
The Chief Compliance Officer may, after consultation with the Director of
Compliance of The Hartford Financial Services Group, Inc. and the Hartford Life
General Counsel, grant exemptions from the requirements in this Code in
appropriate circumstances. All requests for exemption must be made in writing.
IX. RECORDS
The Chief Compliance Officer shall create and maintain all records
relating to this Code of Ethics necessary to demonstrate compliance with this
Code, and the requirements of the Investment Advisers Act of 1940 and the
Investment Company Act of 1940 and the rules thereunder. All such records must
be maintained for the periods required under the applicable rules. Required
records include, but are not limited to, the following:
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A. A copy of the Code of Ethics, and any amendments, predecessors or
successors thereto;
B. A record of any violation of the Code, and of any actions taken as a
result of such violation;
C. A record of all written certifications required under Section VI.H
of this Code;
D. A record of each report filed by an Access Person pursuant to
Section VI.A - C of this Code, and of any alternative information
used in lieu of a report;
E. A record identifying all Access Persons, Advisory Persons,
Investment Persons and Portfolio Managers subject to this Code, and
of all persons who are responsible for reviewing reports submitted
under Section VI.A - C of this Code;
F. A record of any decision, and the reasons supporting such decision,
to approve a transaction pursuant to Section IV.C and D of this
Code;
G. A record of any decision to grant an exemption pursuant to Section
VIII of this Code; and
H. A copy of each report required under Section VI.J of this Code.
X. DEFINITIONS
A. "Access Person" of a Fund or Adviser means any director, officer,
general partner or Advisory Person of the relevant entity, including persons
defined below as Investment Persons and Portfolio Managers. "Access Person" of
an Adviser also includes any other Supervised Person as defined in the Advisers
Act who
1. Has access to nonpublic information regarding any client's
purchase or sale of securities, or nonpublic information
regarding the portfolio holdings of any Fund or other
registered investment company for which an Adviser serves as
investment adviser, or whose investment adviser or principal
underwriter controls, is controlled by or under common control
with, an Adviser; or
2. Who is involved in making securities recommendations to
clients, or who has access to such recommendations that are
nonpublic.
B. "Account" means any advisory account of a client for which an
Adviser is the investment adviser or subadviser.
C. "Advisory Person" means (i) any employee of an Adviser or a Fund (or
of any company in a control relationship to the Adviser or Fund), who, in
connection with his or her
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regular functions or duties, makes, participates in, or obtains information
regarding the purchase or sale of a Covered Security by any Fund or Account, or
whose functions relate to the making of any recommendations with respect to such
purchases or sales; and (ii) any natural person in a control relationship to any
Fund, Account or Adviser who obtains information concerning recommendations made
to the Account with regard to the purchase or sale of a Covered Security.
D. "Automatic Investment Plan" means a program in which regular
periodic purchases (or withdrawals) are made automatically in (or from)
investment accounts in accordance with a predetermined schedule and allocation.
An automatic investment plan includes a dividend reinvestment plan.
E. "Being Considered for Purchase or Sale" as to a Covered Security
means when a recommendation to purchase or sell such Covered Security has been
made and communicated.
F. "Beneficial owner" means that you directly or indirectly, through any
contract, arrangement, understanding, relationship, or otherwise, have or share
in the opportunity, directly or indirectly, to profit or share in any profit
derived from a transaction in a security.
You are presumed to have beneficial ownership in all of the following, as
applicable:
1. securities held by members of your immediate family sharing
the same household with you, although the presumption of
beneficial ownership may be rebutted;
2. your interest in securities held by a trust, which may include
both trustees with investment control and, in some instances,
trust beneficiaries;
3. your right to acquire securities through the exercise or
conversion of any derivative security, whether or not
presently exercisable;
4. your proportionate interest as a general partner in the
portfolio securities held by any general or limited
partnership;
5. certain performance-related fees other than an asset-based
fee, received by any broker, dealer, bank, insurance company,
investment company, investment adviser, investment manager,
trustee or person or entity performing a similar function; and
6. any right you may have dividends that is separated or
separable from the underlying securities. Otherwise, the right
to dividends alone shall not represent beneficial ownership in
the securities.
You are not deemed to have beneficial ownership in the portfolio
securities held by a corporation or similar entity in which you own securities
if you are not a controlling shareholder of the entity and you do not have or
share investment control over the entity's portfolio.
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G. "Chief Compliance Officer" means the individual designated as the
Chief Compliance Officer by the respective Advisers, or another person
designated by the Chief Compliance Officer.
H. "Covered Security" means any interest or instrument commonly known
as a security, except that it shall not include the following:
1. direct obligations of the United States,
2. bankers' acceptances,
3. certificates of deposit,
4. commercial paper,
5. high quality, short term debt instruments (including
repurchase agreements),
6. securities issued by The Hartford Financial Services Group,
Inc.,
7. shares of open-end mutual funds other than money market funds
(except if Adviser or an entity that controls, or is
controlled by or under common control with, the Adviser acts
as the fund's investment adviser or principal underwriter),
8. variable annuities and variable life insurance products (in
each case, unless issued by an entity that controls, or is
controlled by or under common control with, an Adviser and
which invests in any of the Funds).
I. "Disinterested Director" means a Director of the Funds who is not an
"interested person" of the funds within the meaning of Section 2(a)(19) of the
Investment Company Act.
J. "Federal securities laws" means the Securities Act of 1933,
Securities Exchange Act of 1934, Sarbanes-Oxley Act of 2002, Investment Company
Act of 1940, Investment Advisers Act of 1940, title V of the Gramm-Leach-Bliley
Act, rules adopted by the Securities and Exchange Commission ("SEC") under these
laws, certain provisions of the Bank Secrecy Act applicable to registered
investment companies and investment advisers, and any rules adopted thereunder
by the SEC or the Department of the Treasury.
K. IPO (initial public offering) means an offering of securities
registered under the Securities Act of 1933, the issuer of which, immediately
before the registration, was not subject to the reporting requirements of
Section 13 or 15(d) of the Securities Exchange Act of 1933.
L. "Investment Person" means (i) any employee of an Adviser (or of any
company in a control relationship to the Adviser), who, in connection with his
or her regular functions or duties, makes or participates in making
recommendations regarding the purchase or sale of securities by a Fund or
Account; and (ii) any natural person who controls any Fund, Account or Adviser
and who obtains information concerning recommendations made to the Fund or
Account regarding the purchase or sale of securities for the Fund or Account.
The term Investment Person includes Portfolio Managers, analysts and traders of
the Advisers who take part in the process of making decisions about investments
for Funds or Accounts.
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M. "Limited offering" means an offering that is exempt from
registration under the Securities Act of 1933 pursuant to Section 4(2) or
Section 6(6) of that Act or pursuant to Rules 504, 505, or 506 thereunder.
N. "Portfolio Managers" means personnel of the Advisers who make
decisions about investments for a Fund or Account.
O. "Preclearance Effectiveness Period" means the day on which approval
pursuant to Section 5(e) of this policy is communicated to the Access Person and
the immediately following business day.
P. "Purchase or Sale" of a Covered Security includes, among other
things, the writing of an option to purchase or sell a Covered Security.
Q. "Security Held or to be Acquired by a Fund" means any Covered
Security that, within the most recent fifteen days is or has been held by the
Fund, or considered by the Fund or an Adviser for purchase by the Fund. The term
also includes any option to purchase or sell, and any security convertible into
or exchangeable for a Covered Security during the fifteen day period.
Approved: November 2, 2004
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