Code of Ethics for
Principal Executives
&
Senior
Financial
Officers
Procedures
Revised December 10, 2018
FRANKLIN
TEMPLETON
FUNDS
CODE OF ETHICS
FOR
PRINCIPAL
EXECUTIVES
AND
SENIOR
FINANCIAL OFFICERS
I.
Covered
Officers and Purpose
of the Code
This
code
ethics
(the
"Code")
applies
to
the
Officers,
Financial
and
Principal
Officer
(the
"Covered
Officers,"
each
of
is
set
forth
in
Exhibit
of
each investment
company
advised by
a
Franklin
that
is
registered
with
the
United
States
&
Exchange
(“SEC”)
"FT
Funds")
for
the
purpose
of
of
Principal
Executive
Principal
Officer
Accounting
whom
A)
Resources
subsidiary
and
Securities
Commission
(collectively,
promoting:
·
Honest
conduct,
including
of
apparent
conflicts
personal
·
Full,
accurate,
reports
documents
files
the
public
made
·
Compliance
applicable
·
The
reporting
violations
to
appropriate
person
identified
·
Accountability
Each
Officer
will
be
to
adhere
to
a
high
standard
of
business
and
must
be
to
that
give
rise
to
as
as
apparent
conflicts
of
interest.
Covered
expected
ethics
sensitive
situations
may
actual
well
*
Rule 38a-1
Act of 1940
(“1940
1940 (“Advisers Act”)
and
advisers
of the
and
under
the
Investment
Company
Act”)
and
Rule
206(4)-7
under
the
Investment
Advisers
Act
of
(together
the “Compliance Rule”)
require registered
investment
companies
registered
investment
to,
among other
things, adopt and implement
written
policies
and
procedures
reasonably
designed to
prevent
violations
federal
securities
laws
(“Compliance
Rule
Policies
Procedures”).
CONFIDENTIAL
INFORMATION.
This
document
is
the
proprietary
product
of
Investments.
It
may
NOT
distributed
outside
the
company
unless
it is
non-disclosure agreement
and/or
such
release
receives
by
an
FTI
Chief Compliance
Officer.
Any
unauthorized
use,
reproduction
or
transfer
document
is strictly
prohibited.
Franklin
Templeton
Investments
©
2014.
Rights
Reserved.
|
II.
Other
Policies and Procedures
This
Code
shall
be
the
sole
code
of
ethics
the
Funds
for
406
of
the
Sarbanes-Oxley
and
the
rules
and
forms
registered
investment
companies
adopted
by
purposes
of
Section
Act
applicable
to
thereunder.
Franklin
has
adopted
the
Code
of
Ethics
and
Business
Conduct
(“Business
is
applicable
to
all
officers,
directors
and
employees
of
Franklin
including
Covered
Officers.
It
the
values,
principles
and
business
that
guide
the
provides a set of basic
to
guide
officers,
and
employees
regarding the
minimum
ethical
requirements
expected
of
them.
It
supplements
the
values,
and
business
conduct
identified
in
the
Code
and
other
existing
employee
Resources,
Inc.
separately
Conduct”),
which
Resources,
Inc.,
summarizes
practices
employee’s
business
conduct
and
also
principles
directors
principles
policies.
Additionally,
the
Franklin
Templeton
Funds
separately
adopted
the
FTI
Investments
and
Insider
Trading
Policy
governing
personal
securities
and
other
related
matters.
Code
for
Insider
for
that
apply
to
the
Covered
Officers
and
and
is
part
of
this
Code.
have
Personal
trading
The
Trading
provides
separate
requirements
others,
therefore
not
Insofar
as
other
policies
or
of
Inc.,
the
Funds,
the
Funds’
adviser,
underwriter,
or
other
service
providers
govern
or
purport
to
govern
the
behavior
or
activities
are subject
to this Code, they are
by
this
Code
to
the
extent
that
overlap
or
conflict
the
of
this
review these other documents or consult
with
the
of
these
to
you.
procedures
Franklin
Resources,
principal
of
the
Covered Officers
who
superceded
they
with
provisions
Code.
Please
the
Legal
Department
if have questions regarding
applicability
policies
III.
Covered Officers Should Handle
Ethically
Actual and
Apparent
Conflicts of
Interest
Overview.
A
"conflict
of
interest"
occurs
a
Covered
Officer's
private
interest
interferes
the
interests
of,
or
his
or
her
service
to,
the
FT
Funds.
For
example,
a
conflict
of
interest
arise
if
a
Covered
Officer,
or
a
of
his
receives
improper
benefits
as
a
result
of
the
FT
Funds.
when
with
would
member
family,
personal
apposition
with
Certain
of
arise
of
the
Covered
Officers
and
the
FT
Funds
and
already
are
subject
to
conflict
of
provisions
in
the
Investment
Company
Act
of
1940
("Investment
Company
Act")
and
the
Investment
Act
of
1940
("Investment
Act").
For
example,
Covered
Officers
not
individually
engage
in
certain
as
the
or
sale
of
or
property)
with
the
FT
Funds
of
their
status
persons"
of
FT
Funds.
The
FT
and
the
investment
advisers’
programs
and
procedures
are
designed
to
prevent,
or
identify
and
correct,
violations
of
these
provisions.
This
Code
does not,
and
is not
intended
to,
repeat
or replace
these
programs
and
procedures,
and
such
conflicts
outside
the
parameters
of
this
Code.
conflicts
interest
out
relationships
between
interest
Advisers
Advisers
may
transactions
(such
purchase
securities
other
because
as
"affiliated
the
Funds’
compliance
fall
of
Although
typically
not
an
opportunity
for
improper
personal
arise
from,
or
as
a
result
of,
the
the
FT
Funds,
the
investment
advisers
the
fund
of
which
the
Covered
Officers
are
also
employees.
As
a
result,
Code
the
Covered
Officers
in
the
course
of
duties
formally
for
the
FT
Funds,
for
the
adviser,
the
administrator,
or
presenting
benefit,
conflicts
contractual
relationship
between
and
administrator
officers
or
this
recognizes
that
will,
normal
their
(whether
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for
all
be
involved
in
establishing
policies
and
implementing
that
will
have
different
on
the
administrator
and
the
FT
The
participation
of
Covered
Officers
in
such
activities
is
inherent
in
between
the
FT
Funds,
the
and
the
administrator
and
is
consistent
the
performance
by
the
Covered
Officers
of
duties
as
of
the
FT
Funds.
if
in
conformity
with
the
provisions
of
Investment
Company
and
the
Investment
Act,
such
activities
will
be
deemed
to
have
been
handled
In
it
is
the
FT
Funds'
Boards
of
("Boards")
that
the
Covered
Officers
may
also
be
officers
or
employees
of
one
or
more
other
investment
companies
by
this
or
other
three),
decisions
effects
adviser,
Funds.
the
the
contractual
relationship
adviser,
with
their
officers
Thus,
performed
the
Act
Advisers
ethically.
addition,
recognized
by
Directors
covered
codes.
Other
conflicts
of
are
covered
by
the
Code,
even
if
such
of
interest
are
not
subject
provisions
in
the
Investment
Company
Act
and
the
Investment
Advisers
Act.
The
following
list
provides
examples
of
conflicts
of
under
the
Code,
but
Covered
Officers
should
keep
in
mind
that
these
examples
are
not
exhaustive.
The
overarching
is
that
the
personal
interest
of
a
Covered
Officer
should
not
be
improperly
before
the
interest
of
the
FT
Funds.
interest
conflicts
to
interest
principle
placed
Each
Covered
Officer
must:
·
Not
personal
influence
personal
decisions
reporting
·
Not
the
action,
personal
the
benefit
FT
·
Not
employee
their
persons
reports
potential
violations
·
Report
following
affiliations
relationships:
1
o
all
directorships
companies
companies
required
o
any
business
relationship
any
o
any
business
relationship
any
firm
related
issues
related
firm’s
the
and
o
any
interest
(not
including
affiliates
Franklin
Resources).
These
will
be
reviewed
by
the
Legal
Department
for
compliance
with
the
Code.
reports
There
are
some
conflict
of
interest
situations
should
be
approved
in
writing
by
Franklin
Resources
General
Counsel
or
General
Counsel,
if
material.
Examples
of
these
that
always
Deputy
include
2
:
·
Service
the
or
1
Reporting
of
these
affiliations
or
other
relationships
shall
be
made
by
completing
the
annual
and
Officers
Questionnaire
and
returning
the
questionnaire
to
Resources
Inc,
General
Counsel
or
Deputy
General
Counsel.
Directors
Franklin
2
Any
activity
or
relationship
that
present
a
conflict
for
a
Covered
Officer
may
also
present
a
conflict
for
the
Covered
Officer
would
if
a
member
of
the
Covered
Officer's
immediate
family
engages
in
such
an
activity
or
has
such
a
relationship.
The
Cover
Person
should
also
obtain
written
approval
by
FT’s
General
Counsel
in
such
situations.
·
The
association.
·
The
Company
prospective
business
entertainment
business
related,
appropriate
any
foregoing,
Resources
any
·
Any
employment
than
principal
·
A
financial
interest
transaction
paid
effecting
transactions
selling
redeeming
an
·
Franklin
Resources
General
provide
the
next
IV.
Disclosure and Compliance
·
Each
requirements
the
·
Each
knowingly
others
about
Funds
outside
including
FT
directors
auditors,
regulators
self-regulatory
·
Each
responsibility,
administrator
promoting
fair,
accurate,
understandable
disclosure
reports
documents
with,
·
It
responsibility
standards
imposed
applicable
V.
Reporting
and
Accountability
Each
Covered
Officer
must:
·
Upon
affirm
understands
·
Annually
affirm
complied
·
Notify
Resources’
Deputy
promptly
knows
Code.
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Code.
Franklin
Counsel
and
Deputy
General
are
responsible
for
applying
this
Code
to
specific
situations
in
which
questions
are
under
it
have
the
authority
to
interpret
this
in
any
particular
However,
the
Independent
Directors
of
the
FT
Funds
will
any
approvals
or
waivers
by
any
Chief
Executive
Officers
of
the
Funds.
Resources’
General
Counsel
presented
and
Code
situation.
3
respective
consider
4
sought
The
FT
Funds
will
these
in
enforcing
this
Code:
follow
procedures
investigating
and
·
Franklin
Resources
General
take
appropriate
investigate
reported
·
If,
investigation,
or
take
·
Any
matter
believes
violation
reported
Independent
appropriate
·
If
Independent
Directors
that
occurred,
inform
appropriate
which
consider
policies
procedures;
notification
of
·
The
Directors
responsible
for
·
Any
Code
the
disclosed
5
VI.
Other Policies and Procedures
This
Code
shall
be
the
sole
code
ethics
by
the
FT
Funds
purposes
of
Section
406
of
the
Sarbanes-Oxley
and
the
rules
forms
to
registered
investment
companies
thereunder.
Insofar
as
or
procedures
of
the
FT
Funds,
the
FT
Funds'
advisers,
principal
or
other
service
providers
govern
or
purport
to
govern
the
behavior
or
activities
of
Covered
Officers
who
are
subject
to
this
Code,
they
are
superseded
by
this
Code
to
the
extent
that
they
overlap
or
conflict
the
provisions
of
this
Code.
The
FTI
Investments
and
Insider
Trading
Policy,
adopted
by
the
FT
Funds,
FT
investment
advisers
and
FT
Fund’s
underwriter
pursuant
to
17j-1
under
the
Investment
Company
Act,
the
Code
of
and
Business
Conduct
and
more
detailed
and
procedures
set
forth
FT’s
Employee
Handbook
are
separate
requirements
applying
to
the
Covered
Officers
and
others,
and
are
not
part
of
this
of
adopted
for
Act
and
applicable
other
policies
underwriter,
the
with
Personal
principal
Rule
Ethics
policies
in
Code.
3
Franklin
Resources
General
Counsel
and
Deputy
General
Counsel
are
authorized
to
consult,
as
appropriate,
members
of
the
Audit
Committee,
counsel
to
the
FT
Funds
and
counsel
to
the
Independent
Directors,
and
are
encouraged
to
do
so.
with
4
Item
2
of
N-CSR
defines
as
approval
by
the
registrant
of
a
material
departure
from
a
provision
the
code
of
Form
"waiver"
"the
of
ethics"
and
"implicit
must
also
be
disclosed,
as
registrant's
failure
to
take
action
a
reasonable
period
of
time
a
material
departure
from
a
provision
of
the
code
of
ethics
that
has
made
known
to
an
executive
officer"
the
registrant.
See
Part
X.
waiver,"
which
"the
within
regarding
been
of
5
See
Part
X.
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VII.
Amendments
Any
amendments
to
this
Code,
other
than
amendments
to
Exhibit
A,
must
be
or
ratified
by
a
majority
vote
of
the
Funds’
a
majority
of
directors.
approved
FT
Board
including
independent
VIII.
Confidentiality
All
reports
and
records
prepared
or
pursuant
to
this
will
be
and
shall
be
and
accordingly.
as
otherwise
required
by
law or
this Code,
such matters
shall
not
be disclosed
to anyone
other than
the FT
Funds’
Board
and
their
maintained
Code
considered
confidential
maintained
protected
Except
counsel.
IX.
Internal Use
The
Code
is
intended
for
the
internal
use
by
the
FT
Funds
and
does
not
an
admission,
by
or
on
behalf
of
any
FT
Funds,
as
to
any
fact,
or
conclusion.
solely
constitute
circumstance,
legal
X.
Disclosure
on
Item
2
of
Form
N-CSR
requires
a
management
investment
company
to
whether,
as
of
the
of
the
covered
by
the
report,
it
has
a
code
of
ethics
that
applies
to
the
officer,
principal
officer,
principal
officer
or
controller,
or
similar
of
whether
these
employed
by
the
registrant
or
a
third
party.
If
the
registrant
has
not
adopted
such
a
code
of
ethics,
it
must
explain
why
it
has
not
done
so.
registered
disclose
annually
end
period
adopted
registrant's
principal
executive
financial
accounting
persons
performing
functions,
regardless
officers
are
The
must
(1)
file
with
the
SEC
a
copy
of
the
code
as
an
exhibit
to
its
annual
(2)
post
text
of
the
code
on
Internet
website
and
in
most
registrant
also:
report;
the
its
disclose,
its
recent
on
Form
N-CSR,
its
Internet
address
and
the
that
it
posted
the
code
on
its
Internet
website;
or
(3)
in
its
most
report
on
Form
N-CSR
to
provide
to
any
person
charge,
upon
request,
a
copy
of
the
code
and
explain
the
manner
in
which
such
request
may
be
made.
is
also
of
amendments
to,
or
waivers
(including
implicit
waivers)
from,
a
provision
of
the
code
in
annual
on
Form
N-CSR
report
fact
has
undertake
recent
without
Disclosure
required
the
registrant's
report
or
on
its
If
the
to
satisfy
the
requirement
to
disclose
and
waivers
by
posting
on
its
it
will
be
to
disclose
address
and
this
website.
registrant
intends
amendments
such
information
website,
required
its
Internet
intention.
The
Legal
Department
shall
be
for
that:
responsible
ensuring
·
a
annual
report;
·
any
registrant's
In
the
event
that
the
is
or
is
to
be
incorrect,
Legal
Department
shall
promptly
file
such
with
SEC
as
an
amendment
to
Form
N-CSR.
foregoing
disclosure
omitted
determined
the
information
the
In
such
an
the
Fund
Chief
Compliance
Officer
shall
review
the
Code
and
propose
such
to
the
Code
as
are
or
prevent
reoccurrences.
event,
changes
necessary
appropriate
to
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EXHIBIT
A
Persons
Covered
by
the
Franklin
Funds
Code
of
Ethics
Templeton
December
2018
FRANKLIN GROUP
OF FUNDS
Edward
Perks President
and
Chief
Executive Officer
Investment
Management
Rupert
H. Johnson, Jr. Chairman
of the
Board and
Vice President– Investment
Management
Taylor President
and
Chief Executive Officer
Investment
Management
Sonal
Desai) President
and
Chief
Executive
Officer
Investment
Management
Matthew
Hinkle Chief Executive Officer
–
Finance
and
Administration
Gaston R. Gardey Chief
Financial Officer and Chief Accounting Officer and
Treasurer
FRANKLIN MUTUAL
SERIES
FUNDS
FRANKLIN MUTUAL
SERIES
FUNDS
Peter Langerman Chief
Executive Officer
–
Investment Management
Matthew
Hinkle Chief Executive Officer
–
Finance
and
Administration
Robert G. Kubilis Chief
Financial Officer and Chief Accounting Officer
FRANKLIN ALTERNATIVE STRATEGIES FUNDS
FRANKLIN ALTERNATIVE STRATEGIES FUNDS
Mat S. Gulley Chief
Executive Officer
–
Investment
Management
Matthew Hinkle Chief
Executive
Officer
–
Finance
and
Administration
Robert G. Kubilis Chief
Financial Officer and Chief Accounting
Officer
TEMPLETON
GROUP
OF FUNDS
TEMPLETON
GROUP
Manraj
S. Sekhon President and
Chief
Executive Officer
Investment
Management
Michael
Hasenstab,
Ph.D.
President
and Chief Executive Officer
Investment
Management
Boersma President
and
Chief Executive Officer
Investment
Management
Matthew
Hinkle Chief Executive Officer
–
Finance
and
Administration
Robert G. Kubilis Chief
Financial Officer, Chief Accounting Officer and Treasurer
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Exhibit
B
ACKNOWLEDGMENT
FORM
Franklin
Templeton
Funds
Code
of
Ethics
For
Principal
Executives
and
Senior
Financial
Officers
Instructions:
1.
all
of
this
form.
Complete
sections
2.
the
form,
sign,
and
date.
Print
completed
3.
Submit
within
th
of
subsequent
Inter-office
mail:
Code
of
Ethics
Global
Compliance
SM-920/2
Administration,
Fax:
(650)
312-5646
E-mail:
of
Ethics
&
Requests
(internal
(external
address)
Code
Inquiries
address);
lpreclear@franklintempleton.com
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Covered
|
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Title:
|
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Department:
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Location:
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Certification
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To:
Franklin
Resources
General
Counsel,
Legal
Department
I
reading
the
Templeton
of
Ethics
for
and
Financial
(the
“Code”).
I
comply
fully
all
provisions
of
the
Code
to
the
extent
they
apply
to
during
the
of
employment.
I
further
understand
and
acknowledge
that
any
of
the
Code
may
subject
me
to
disciplinary
action,
including
of
employment.
acknowledge
receiving,
and
understanding
Franklin
Fund’s
Code
Principal
Executive
Officers
Senior
Officers
will
with
me
period
my
violation
termination
Signature Date
signed