ECOFIN ADVISORS, LLC

Ecofin Advisors, LLC Disclosure Brochure March 27, 2025 This brochure provides information about the qualifications and business practices of Ecofin Advisors, LLC. If you have any questions about the contents of this brochure, please contact us at 913-981-1020 or at 866-362-9331 (toll-free) or via e- mail to compliance@tortoiseadvisors.com. The information in this brochure has not been approved or verified by the United States Securities and Exchange Commission or by any state securities authority. Additional information about Ecofin Advisors, LLC also is available on the SEC’s website at www.adviserinfo.sec.gov. Registration as a registered investment adviser does not imply a certain level of skill or training. 5901 College Blvd., Suite 400, Overland Park, KS 66211 | Telephone: 913-981-1020 | Fax: 913-981-1021 | www.tortoiseadvisors.com 1  Item 2. Material Changes Since the last annual update of our Disclosure Brochure on March 30, 2024, we made clarification changes, revised throughout to reflect entity name changes, deletion of information relating to the private credit business which was sold, including references to investment companies and private funds and updated certain assets under management numbers. Pursuant to SEC Rules, we will ensure that you receive a summary of any material changes to this and subsequent Brochures within 120 days of the close of our business’ fiscal year. We may provide other ongoing disclosure information about material changes as necessary. We will further provide you with a new Brochure if requested based on changes or new information, at any time, without charge. Currently, our Brochure may be requested by contacting us at 913-981-1020 or compliance@tortoiseadvisors.com. 2  Disclosure Brochure ● March 27, 2025 Table of Contents _________________________ Item Page 1 Item 1 Cover Page………………………………………………………………………………………………………………………………… Item 2 Material Change…………………………………………………………………………………………………………………………... 2 Item 3 Table of Contents ………………………………………………………………………………………………………………………... 3 Item 4 Advisory Business ………………………………………………………………………………………………………………………. 4 Item 5 Fees and Compensation ……………………………………………………………………………………………………………….. 4 Separately Managed Accounts, Private Funds and Other ................................................................................ . 4 Item 6 Performance-Based Fees and Side-by-Side Management ………………………………………………………………………. 4 Item 7 Types of Clients …………………………………………………………………………………………………………………………. 5 Item 8 Methods of Analysis, Investment Strategies and Risk of Loss…………………………………………………………………. 5 Material Risks……………………………………………………………………………………………………………….. 5 Item 9 Disciplinary Information………………………………………………………………………………………………………………… 6 Item 10 Other Financial Industry Activities and Affiliations………………………………………………………………………………... 6 Investment Advisers ............................................................................................................................................. 7 Other Pooled Investment Vehicles ...................................................................................................................... 7 7 Item 11 Code of Ethics, Participation or Interest in Client Transactions and Personal Trading …………………………………… Code of Ethics ....................................................................................................................................................... 7 Participation or Interest in Client Transactions ................................................................................................. 7 Item 12 Brokerage Practices ………………………………………………………………………………………………………………….... 8 Item 13 Review of Accounts …………………………………………………………………………………………………………………..... 9 9 Item 14 Client Referrals and Other Compensation …………………………………………………………………………………………. Item 15 Custody ……………………………………………………………………………………………………………………………………. 9 Item 16 Investment Discretion …………………………………………………………………………………………………………………... 10 Item 17 Voting Client Securities ………………………………………………………………………………………………………………… 10 Item 18 Financial Information …………………………………………………………………………………………………………………... 11 Privacy Notice……………………………………………………………………………………………………………………………. 12 3  Item 4. Advisory Business Ecofin Advisors, LLC (“Ecofin,” “we,” “us”) was founded in 2020. Ecofin is indirectly controlled by Lovell Minnick Partners LLC (“Lovell Minnick”) and is an indirectly wholly owned subsidiary of Tortoise Parent Holdco LLC (“Tortoise Parent”); Tortoise Parent indirectly holds multiple wholly owned essential asset-focused SEC registered investment advisers. A vehicle formed by Lovell Minnick and owned by certain private funds sponsored by Lovell Minnick and a group of institutional co-investors owns a controlling interest in Tortoise Parent. Certain employees in the Tortoise Parent complex, own the remaining interests in Tortoise Parent. Our day-to-day business is managed by senior management. We provide investment management services to a non- discretionary institutional investor and serve as investment adviser to a London Stock Exchange listed investment trust domiciled in England and Wales. Our investment advice is generally limited to investments in renewable energy and sustainable infrastructure assets. For separately managed account client strategies, we manage client accounts to specific investment guidelines. receive any portion of these Clients may also incur charges imposed directly by the custodian of the client’s account and fees and expenses imposed directly by any registered funds held in or for the client’s account. Clients will incur transaction charges imposed by the broker-dealer executing securities transactions for the client’s account. For further discussion concerning our brokerage practices, please see Item 12 of this Disclosure Brochure. All management fees paid to us are separate and distinct from the fees and expenses charged directly by the client’s custodian, the broker-dealer and registered funds. The fees and expenses imposed by the listed investment trust are described in the fund’s prospectus, and will generally include a management fee, other fund expenses, and a possible distribution fee. If the fund also imposes sales charges, a client may pay an initial or deferred sales charge. We generally do not invest in registered funds for clients. Uninvested cash in a separately managed account client’s account may be swept into a money market fund by the client’s custodian at the client’s discretion. The client should review both the fees charged by the fund and the fees we charge to fully understand the total amount of fees to be paid by the client and to evaluate the investment management services being provided. We third-party will not commissions, fees, and costs. As of December 31, 2024, we managed approximately $89,100,000 of client assets on a discretionary basis and $5,471,000 of client assets on a non-discretionary basis. Item 5. Fees & Compensation Separately Managed Accounts, and Other Our fees may be higher than fees charged by other advisers providing similar services. We only charge performance- based fees consistent with Securities and Exchange Commission (“SEC”) and Financial Industry Regulatory Authority (“FINRA”) rules and regulations, including Rule 205-3 under the Investment Advisers Act of 1940 (“Advisers Act”). Item 6. Performance-Based Fees & Side-By-Side Management Our annual advisory fees for separately managed accounts generally range up to 1.00% of assets under management in the client account Fees are negotiable based upon the size of the account, relationship and/or the nature and level of services we provide. The fees are based upon the aggregate fair value of the client’s portfolio as defined in our agreement with the client (“Client Agreement”). Currently, we have a non-discretionary separately managed account that is also charged a performance-based fee. We generally charge all accounts we manage an asset- based fee. Currently, we have a separately managed account that is charged a management fee and a performance-based fee. Conflicts of interest arise from our side-by-side management of performance fee-based accounts and non-performance fee-based accounts, as well as accounts with differing levels of asset-based fees, at the same time because we have a financial incentive to favor higher fee-paying accounts over other accounts in the allocation of investment opportunities. However, it is our policy to allocate trades in a fair and equitable manner so that accounts are not preferred or disadvantaged over time. We manage client accounts in the same or similar strategies and certain employees are dual employees of Ecofin and an affiliated adviser with the same or similar strategies. This gives rise to potential conflicts of interest if the accounts have, among other things, different objectives, benchmarks or fees. For example, potential conflicts arise in the following areas: The specific manner in which we charge fees is established in the Client Agreement. We generally are compensated on a quarterly basis in arrears, although in certain cases we are paid monthly in arrears. Clients may elect to be invoiced directly for fees or authorize us to directly withdraw fees from their custodial account. We charge a prorated fee to accounts initiated or terminated during the applicable period. Typically, management fees are prorated for separately managed account contributions and withdrawals made during the applicable period (with the exception of de minimis contributions and withdrawals). Except as otherwise provided in a Client Agreement, upon termination of any account, any earned, unpaid fees will be due and payable, and any pre-paid unearned fees will be refunded to the client in a timely manner. 4   The portfolio manager must allocate time and investment ideas across multiple accounts and multiple advisory firms;  Clients’ orders do not get fully executed;  Trades may be executed for some accounts that may adversely impact the value of securities held by other accounts;  There may be cases where certain accounts receive an allocation of an investment opportunity when other accounts may not; and/or in  Differences  Investment advisers, including Ecofin, must rely in part on digital and network technologies (collectively, “cyber networks”) to conduct their businesses. Such cyber networks might in some circumstances be at risk of cyberattacks that could potentially seek unauthorized access to digital systems for purposes such as misappropriating sensitive information, corrupting data, or causing operational disruption. Cyberattacks might potentially be carried out by persons using techniques that could range from efforts to electronically circumvent network security or overwhelm websites to intelligence gathering and social engineering functions aimed at obtaining information necessary to gain access. Nevertheless, cyber incidents could potentially occur, and might in some circumstances result in unauthorized access to sensitive information about Ecofin or its clients. trading venues, brokers and securities selected for a particular account may cause differences in the performance of different accounts that have the same or similar strategies. We have adopted order aggregation and trade allocation policies and procedures designed to ensure that all our clients are treated fairly, and to prevent these conflicts from influencing the allocation of investment opportunities among clients. During periods of unusual market conditions, we may deviate from our normal trade allocation practices. There can be no assurance, however, that all conflicts have been addressed in all situations. See Item 11 below for additional conflicts disclosure. Item 7. Types of Clients We provide investment advice to a family office and a listed investment trust. Item 8. Methods of Analysis, Investment Strategies & Risk of Loss  Global markets are interconnected, and events like hurricanes, floods, earthquakes, forest fires and similar natural disturbances, war, terrorism or threats of terrorism, civil disorder, public health crises such as the novel coronavirus COVID-19 or any other future epidemics or pandemics, and similar “Act of God” events have led, and may in the future lead, to increased short-term market volatility and may have adverse long-term and wide-spread effects on world economies and markets generally. We may invest for clients in securities and other assets that are subject to legal or other restrictions on transfer or for which no liquid market exists. Generally, we seek to make illiquid investments with a view for our clients to hold the investments on a long-term basis. During periods of broader market volatility, opportunities to sell these investments may be severely limited. The market prices, if any, for such investments tend to be volatile and may not be readily ascertainable and we may not be able to sell them when we desire to do so, or at all, or to realize what we perceive to be their fair value in the event of a sale. The sale of restricted and illiquid assets often requires more time and results in higher brokerage charges or dealer discounts and other selling expenses than does the sale of assets eligible for trading on national securities exchanges or in the over-the-counter markets. We may not be able to readily dispose of such illiquid investments and, in some cases, may be contractually prohibited from disposing of such investments for a specified period of time. Restricted assets may sell at a price lower than similar assets that are not subject to restrictions on resale. We maintain an active approach to managing our client’s portfolios. For operating assets, our process involves actively monitoring production through direct, real-time system access, review of monthly O&M and asset management reports, and meeting at least monthly with project operators and asset managers to review and enhance performance. For construction stage assets, the process is appropriately structured for more frequent engagement with the relevant EPC contractor to review project milestones and troubleshooting issues, review and approve payments in accordance with contracts. Our focus is on investments in renewable assets that are solar and wind energy assets, including different types of renewable energy (including battery storage, biomass, hydroelectric and microgrids) as well as other sustainable infrastructure assets such as water and waste water. The material risks related to our significant investment strategies and methods of analysis include:  Inflation and rapid fluctuations in inflation rates may have negative effects on economies and financial markets (including securities markets) of various countries. For example, if a company is unable to increase its revenue in times of higher inflation, its profitability may be adversely affected, including, without limitation, as a result of a significant increase 5  limitation, by banks have raised interest national or regional profile and may have monopolistic or oligopolistic characteristics. The very nature of these assets could create additional risks not common in other industry sectors. Given the national or regional profile and/or irreplaceable nature of certain strategic assets, such assets may constitute a higher risk target terrorist acts or political actions, such as for the expropriation, which may negatively affect operations, revenue, profitability, or contractual relationships of investments. Given the essential nature of the services provided by certain public infrastructure, there is also a higher probability that if an owner of such assets fails to make such services available, users of such services may incur significant damage and may be unable to replace the supply or mitigate any such damage, thereby heightening the risks of third-party claims. to such company’s operating cost. Companies may have revenues linked to some extent to inflation, government including, without regulations and contractual arrangements. As inflation rises, a company may earn more revenue but incur higher expenses. As inflation declines, a company may not be able to reduce expenses commensurate with any resulting reduction in revenue. Furthermore, wages and prices of inputs increase during periods of inflation, which can negatively impact returns on investments. In an attempt to stabilize inflation, countries may impose wage and price controls or otherwise intervene in the economy, and certain central rates. Governmental efforts to curb inflation often have negative effects on the level of economic activity. Certain countries and regions, including the U.S., have recently seen increased levels of inflation and there can be no assurance that continued, and more wide- spread inflation will not become a serious problem in the future and have an adverse impact on investment returns. inflation  We have invested in public infrastructure projects that constitute significant strategic value to public or governmental bodies. Such assets may have a national or regional profile and may have monopolistic or oligopolistic characteristics. The very nature of these assets could create additional risks not common in other industry sectors. Given the national or regional profile and/or irreplaceable nature of certain strategic assets, such assets may constitute a higher risk target for terrorist acts or political actions, such as expropriation, which may negatively affect the operations, revenue, profitability, or contractual relationships of investments. Given the essential nature of the services provided by certain public infrastructure, there is also a higher probability that if an owner of such assets fails to make such services available, users of such services may incur significant damage and may be unable to replace the supply or mitigate any such damage, thereby heightening the risks of third-party claims. The foregoing list of certain risk factors does not purport to be a complete enumeration or explanation of the risks involved in an investment.  The success of our investment activities may be affected by general economic and market conditions, such as interest rates, availability of credit, credit rates, economic uncertainty, defaults, changes in applicable laws and regulations (including laws relating to taxation of the Investments), trade barriers, consumer spending patterns, currency exchange controls, continued technology disruption, tax reform or other significant policy changes as well as national and international political, environmental and socioeconomic circumstances (including wars, terrorist acts, security operations or public health considerations). Commercial, market or other considerations may result in changes to our staffing levels, investment operations or investment process. In addition, the slowdown in the global economy and changes in the prices of oil and gas, raw materials and agricultural commodities may affect inflation rates and currency exchange rates, which may in turn have a negative impact on the investments. Item 9. Disciplinary Information  Lower electricity prices in the US could negatively impact returns or the value of investments Registered investment advisers are required to disclose all material facts regarding any legal or disciplinary events that would be material to your evaluation of us or the integrity of our management. We have no information applicable to this Item. Industry Activities and  Investment performance can vary due to variations in the amount of power that can be generated and sold. By their nature solar irradiation and wind speed are outside our control, albeit some projects’ return are neither wholly or directly linked to the volume of power produced. Item 10. Other Financial Affiliations  Renewable assets may encounter operational difficulties that cause them to perform at lower levels than expected. We have relationships and arrangements that are material to the advisory business or to our clients with related persons that are an investment adviser, or an investment company.  We have invested in public infrastructure projects that constitute significant strategic value to public or governmental bodies. Such assets may have a 6  Investment Advisers employee raise an actual or potential conflict of interest if an employee trades in a security that is considered for purchase or sale by a client. Our Code is designed to ensure that our employees who are responsible for developing or implementing our investment advice or who provide investment advice to clients are not able to act on such information to the disadvantage of clients. The Code further prohibits our employees from using any material non-public information in securities trading. from each other. We are indirectly controlled by Lovell Minnick, a private equity firm and SEC registered investment adviser. Ecofin is an indirectly wholly owned subsidiary of Tortoise Parent, which holds multiple wholly owned essential asset-focused SEC registered investment advisers. A vehicle formed by funds Lovell Minnick and owned by certain private sponsored by Lovell Minnick and a group of institutional co- investors owns a controlling interest in Tortoise Parent. We are affiliated, and under common control, with certain SEC registered investment advisers through our relationship with Lovell Minnick, but the businesses are generally run independently We have material relationships or arrangements with the following affiliated SEC registered investment advisers, each of which is an indirect wholly owned subsidiary of Tortoise Parent:  Tortoise Capital Advisors, LLC d/b/a TCA Advisors (“TCA”) Under the Code, our employees are prohibited from using knowledge of portfolio transactions made or contemplated for any client to profit by the market effect of such transactions or otherwise engage in fraudulent conduct in connection with the purchase or sale of a security sold or acquired by a client. Further, employees are prohibited from taking advantage of an opportunity of any client for personal benefit or taking any action inconsistent with our fiduciary obligations. Our employees must avoid any actual or potential conflict of interest or any abuse of their position of trust and responsibility. of the We share the premises at our principal office address, as well as certain personnel, with certain of our affiliated investment advisors. TCA also provides certain support services to us and certain of its affiliates. In addition, certain of our employees are also employees of TCA, and are engaged in advisory activities for both us and TCA. As a result, these employees may need to allocate their time and resources between us and TCA. These employees are subject to certain policies and procedures of both us and TCA. Employees must pre-clear all securities transactions with our Chief Compliance Officer (“CCO”) with certain exceptions. Employees may not purchase or sell any securities which we are considering for client accounts until either the client’s transactions have been completed or consideration transactions are abandoned. Nonetheless, because the Code in some circumstances would permit employees to invest in the same securities as clients, there is a possibility that employees might benefit from market activity by a client in a security held by an employee. Other Pooled Investment Vehicles required to We serve as investment adviser to a listed investment trust. report transactions As of the date of this Disclosure Brochure, these include: London Stock Exchange Listed Investment Trust (toll-free) or via Ecofin U.S. Renewable Infrastructure Trust  to compliance@tortoiseadvisors.com. their securities Employees are holdings and securities the CCO. to Clients or prospective clients may request a copy of the Code by contacting Jeff Kruske at 913-981-1020 or at 866-362-9331 e- mail Participation or Interest in Client Transactions Item 11. Code of Ethics, Participation or Interest in Client Transactions and Personal Trading Code of Ethics We may buy and sell for separately managed account clients securities of issuers for which other clients may invest. items, and personal securities We have adopted a Code of Ethics (“Code”) for all of our supervised persons describing our standards of business conduct, and fiduciary duty to our clients. The Code includes provisions relating to the confidentiality of client information, a prohibition on insider trading, restrictions on the acceptance of significant gifts and business entertainment trading procedures, among other things. All of our supervised persons must acknowledge the terms of the Code at least annually. We permit our employees to engage in personal securities transactions by an transactions. Personal securities Conflicts of interest arise from the fact that we may carry on substantial investment activities for separately managed account clients and pooled investment vehicles. Further, conflicts of interest arise because we and/or our employees who may also be dual employees of an affiliate may own interests in registered funds managed by an affiliate or TCA’s sponsored private funds. We may give advice and recommend securities to, or buy or sell securities for, certain accounts, which advice or securities recommended may differ from advice given to, or securities recommended or bought or sold for, other client accounts, even though they may have the same or similar investment objectives. 7  contracts with investment grade quality counterparties, including utilities, municipalities, universities, schools, hospitals, foundations, corporations and others. and independent investment Subject to applicable investment policies and restrictions, clients typically grant us full discretion with respect to both security and broker-dealer selection. We select broker- dealers on the basis of their ability to execute transactions at the most favorable prices and lowest overall execution costs. We also take into consideration other relevant factors, such as: We have adopted order aggregation and trade allocation policies and procedures designed to ensure that all of our clients are treated fairly. We provide access to market and company research to certain of our registered investment adviser affiliates. We and these affiliates each make separate decisions. Accordingly, certain of our client accounts may invest in the securities of a particular company, while client accounts of our affiliates may invest in the same or different securities of the same company. Additionally, trading of our affiliates may occur at different times and through different trading venues and brokers than we use. At times, our affiliates may be buying a security when we are selling and vice versa.  the reliability, integrity and financial condition of the broker-dealer;  the size of and difficulty in executing the order; and  the quality of execution and custodial services. The determinative factor is not necessarily the lowest possible transaction cost, but whether the transaction represents the best qualitative execution for the client account. The term “soft dollars” is commonly understood to refer to arrangements where an investment adviser uses client brokerage commissions to pay for research or other services used by the investment adviser. Section 28(e) of the Securities Exchange Act of 1934 provides a “safe harbor” that permits investment advisers to enter into soft dollar arrangements if the investment adviser determines in good faith that the amount of the commission is reasonable in relation to the value of the brokerage and research services provided. We do not utilize any third party “soft dollar” arrangements, but we do receive unsolicited research as described above. Because we consider all of the factors described above and not just commission cost, commission rates on some transactions may be higher than the lowest available commission rate charged by another broker-dealer for executing the same transaction. To the extent that our clients are deemed to be paying up for research as a result of the unsolicited research described, we believe that the Section 28(e) safe harbor is available with respect to such transactions. We do not affect any principal or agency cross securities transactions for client accounts, nor do we effect cross trades between client accounts. Principal transactions are generally defined as transactions where an adviser, acting as principal for its own account or the account of an affiliated broker-dealer, buys from or sells any security to any advisory client. A principal transaction may also be deemed to have occurred if a security is crossed between an affiliated hedge fund and another client account. An agency cross transaction is generally defined as a transaction where a person acts as an investment adviser in relation to a transaction in which the investment adviser, or any person controlled by or under common control with the investment adviser, acts as broker for both the advisory client and for another person on the other side of the transaction. Agency cross transactions may arise where an adviser is dually registered as a broker-dealer or has an affiliated broker- dealer. Upon client direction, we may invest certain separately managed account client assets in affiliated funds. Investing in funds sponsored or managed by us or an affiliate creates a conflict of interest because we may benefit from such investment as a result of the receipt of advisory, management or other fees us, or an affiliate, receives from such funds or other benefits arising from increased assets, such as a reduction in expense reimbursement obligations. Fees and commissions paid by such funds are in addition to the management fees we charge the separately managed account client and the brokerage commissions the client pays to a broker to execute transactions. However, we will waive our advisory or management fee on the client-directed investments in affiliated funds within the client’s separately managed account for the period during which time these assets are so invested. The fees and expenses imposed by affiliated funds are described in each affiliated fund’s prospectus, and will generally include an advisory or management fee, other fund expenses, and potentially a distribution fee. If the fund also imposes sales charges, a client may pay an initial or deferred sales charge. Item 12. Brokerage Practices in-construction and/or currently Although our receipt of such research services does not reduce our normal independent research activities, it may enable us to avoid the additional expenses that we might otherwise incur if we were to attempt to independently develop comparable information. As a result, we have an incentive to select a broker-dealer primarily on the basis of the research we may receive from that broker-dealer, even if other broker-dealers may execute transactions at a lower price. Brokerage products and services obtained by the use of commissions arising from one client’s investment transactions may be used in our other discretionary or non- discretionary advisory (or sub-advisory) activities on behalf of other clients. Moreover, a client may not necessarily, in any particular instance, be the direct or indirect beneficiary of these additional research or brokerage services, whether or not generated by the client’s own commissions. We invest primarily through privately-negotiated middle market acquisitions of long-life Renewable Assets which are construction-ready, in operation with long-term PPAs or comparable offtake 8  participating in whether a Non-Negotiated Transaction is appropriate for the Accounts and is consistent with our duties to the Accounts. from the allocation statement, It is our policy to allocate trades in a fair and equitable manner so that accounts are not preferred or disadvantaged over time. For discretionary accounts investing in publicly traded securities, other than IPOs, we generally combine all of the trade orders into one or more ‘block’ orders for all of the securities that need to be purchased or sold by Ecofin and TCA through the U.S. trading desk. Each account participates at the average unit or share price for all the transactions in a security in the applicable block order, with transaction costs allocated pursuant to the applicable broker-dealer fee schedule for the particular account. If directed accounts and preferred brokerage accounts cannot participate in the aggregated block due to custodial issues as well as fee structure, then those accounts will be executed outside the block within the duration of the trading program.  We will prepare a written allocation statement before or at the time we indicate to an issuer or prospective seller or buyer of our interest in engaging in a Non- Negotiated Transaction, which will describe specifically how securities or proceeds will be allocated among participating Accounts. If there are insufficient securities or proceeds, they will be allocated pro rata based upon the allocations contained in the allocation statement. If there are any deviations the Accounts will receive fair and equitable treatment.  The Accounts will participate at the same unit price, and the transaction costs and expenses will be shared on a pro rata basis according to the respective investments of the Accounts. We will receive no additional compensation or remuneration in the form of break-up fees, commitment fees or similar fees that is not shared pro rata in amounts proportionate to the investments by the Accounts. Item 13. Review of Accounts Separately managed account clients are generally provided reports by their broker-dealer, bank or other qualified custodian not less frequently than quarterly, identifying the amount of funds and of each security in the account at the end of the period and setting forth all transactions in the account during the period. We may also provide written reports as agreed to with the client. The London Stock Exchange listed Investment trust files an annual report and accounts and Interim/Half Yearly Report. For all other accounts, quarterly reports are furnished to investment management clients concerning their investment accounts. A higher frequency of reports is issued to client accounts only if specifically requested. Item 14. Client Referrals & Other Compensation Due to the limited trading volume in some securities, it is likely that we may not be able to completely fill a block order in one trading session. When block orders are partially filled, we generally will promptly allocate fills to accounts after the close of the trading session on a pro rata basis for each account included in the block order. In subsequent trading sessions, we generally will allocate fills on a pro rata basis. It is possible that it may take several weeks or even several months to completely fill an order, depending upon the securities involved and market conditions. If the applicable portfolio management team determines in good faith and in fulfillment of their fiduciary duties that a different allocation procedure should be followed with respect to particular trades, the U.S. trading desk will document the allocation procedures followed and the factors considered in such allocation. . If we make a trading error, we will correct the error and bear any costs of correcting the error so that the client is not disadvantaged and is made whole. Trade errors will always be resolved in the client's favor and the client being made whole. To the extent that resolution of a trade error results in the purchase of securities in a client’s account that increase in value, the increased value is retained by the client. We do not receive economic benefits from non-clients in connection with giving advice to clients. to Item 15. Custody We do not maintain physical custody of client assets. We have adopted procedures with respect the aggregation of orders for client accounts (including our affiliates) (the “Accounts”) we manage for the purchase of securities in non-negotiated, private placement securities transactions. Private placement securities are securities, warrants, conversion privileges and other rights which (a) are exempt from registration under the Securities Act of 1933 or are purchased in transactions exempt from such registration requirements, and (b) the terms of which, other than price, are not directly or indirectly negotiated by us (“Non-Negotiated Transactions”). The procedures for effecting Non-Negotiated Transactions include: We are deemed to have custody of certain client accounts under Rule 206(4)-2 due to our ability to deduct fees directly from those accounts. Clients should receive at least quarterly statements from the broker dealer, bank or other qualified custodian that holds and maintains client’s investment assets. We urge clients to carefully review such statements and compare such official custodial records to the account statements that we may provide to clients. Our statements may vary from custodial statements based on  The portfolio managers of the Accounts will review to determine the respective Account portfolios 9  accounting procedures, reporting dates, or valuation methodologies of certain securities. Item 16. Investment Discretion value to the client. In situations where we accept such delegation and agree to vote proxies, we will do so in accordance with these policies and procedures. We may delegate our responsibilities under these policies and procedures to a third party, however, no such delegation will relieve us of our responsibilities. We will retain final authority and fiduciary responsibility for such proxy voting. We provide investment advisory services on both a discretionary and non-discretionary basis to clients. For our discretionary clients, we usually receive discretionary authority from the client under the investment management agreement or investment advisory agreement with the client at the outset of an advisory relationship to select the identity and amount of securities to be bought or sold. In all cases, however, such discretion is to be exercised in a manner consistent with the investment objectives for the particular client account. a. We utilize Glass Lewis to provide independent research on corporate governance, proxy and corporate responsibility issues. We review these voting recommendations and proxies are generally voted in accordance with such recommendations. b. We have adopted Glass Lewis’ standard proxy voting guidelines, which are applied to all of our proxy votes. c. Proxies are generally voted in accordance with our proxy voting guidelines; however, we may opt to override the guidelines if we decide it is in the best interest of our clients. the applicable We observe the client’s investment policies, limitations and restrictions when selecting the identity and amount of securities to be bought or sold. Various securities and/or tax laws, as well as internal compliance policies, may impose additional restrictions on the investments that may be made. Our investment discretion with respect to the investments of the listed investment trust we manage is also limited by such funds’ objectives and policies, as well as applicable securities and tax laws. d. The applicable investment committee or a person designated by investment committee is responsible for monitoring our proxy voting actions and ensuring that proxies are voted in a timely manner. We are not responsible for voting proxies we do not receive but will make reasonable efforts to obtain missing proxies. e. The applicable Clients must provide any investment guidelines and restrictions to us in writing. Item 17. Voting Client Securities f. these clients retain g. investment committee, or a designated individual, is responsible for identifying and monitoring potential conflicts of interest that could affect the proxy voting process, including (i) significant client relationships; (ii) other potential material business relationships; and (iii) material personal and family relationships. In the absence of contrary instructions received from the applicable Investment Committee, or the Designated Managing Director, all proxies will be voted in in accordance with the Glass Lewis guidelines. In certain limited circumstances, particularly in the area of structured finance, we may enter into voting agreements or other contractual obligations that govern the voting of shares or other interests and, in such cases, we will vote any shares or other interests by proxy in accordance with such agreement or obligation. h. We may determine not to vote a particular proxy, if the costs and burdens exceed the benefits of voting (e.g., when securities are subject to loan or to share blocking restrictions). We will vote proxies on behalf of a client if the client has delegated to us the authority to vote proxies on its behalf in the Client Agreement or other written instrument. Clients for whom we do not have any authority to vote proxies should receive proxy voting materials from their custodian or a transfer agent directly and the responsibility for voting proxies for any and all securities maintained in their portfolios. In the event that we receive any proxies intended for clients who have not delegated proxy voting responsibilities to us, we will promptly forward such proxies to the client for the client to vote. When requested by clients who have retained proxy voting authority, we may provide advice to the client regarding proposals submitted to the client for voting. In the event an employee determines that we have a conflict of interest due to, for example, a relationship with a company or an affiliate of a company, or for any other reason which could influence the advice given, the employee will advise our CCO, who will advise the applicable investment committee. The respective investment committee will decide which of the procedures set forth below we will use to address the conflict of interest. If we identify a material conflict, we may (i) disclose the potential conflict to the client and obtain consent; or (ii) establish an ethical wall or other informational barriers between the person(s) that are involved in the conflict and the persons making the voting decisions; (iii) abstain from voting the proxies; (iv) forward the proxies to clients so the We have adopted and implemented the policies and procedures summarized below, which we believe are reasonably designed to ensure that proxies are voted in the best interests of our clients. In pursuing this policy, proxies should be voted in a manner that is intended to maximize 10  clients may vote the proxies themselves; (v) use an independent We will third party recommendation. document the rationale for any proxy voting contrary to the proxy voting guidelines. the applicable The applicable investment committees, or a person or person(s) designated by investment committee are responsible for maintaining proxy voting policies and procedures, proxy statements (or the ability to access them), records of votes cast and abstentions, and any records we prepared that were material to a proxy voting decision or that memorialized a decision. A copy of our Proxy Voting Policies and Procedures will be provided to clients and prospective clients upon request. (toll-free) or via The Tortoise Parent complex has multiple adviser entities. The proxy voting policies and procedures adopted by these adviser entities may produce different voting results. Clients may also obtain information from us about how we voted any proxies on behalf of their account(s) upon request by contacting Jeff Kruske at 913-981-1020 or at 866-362-9331 e- mail to compliance@tortoiseadvisors.com Item 18. Financial Information Registered investment advisers are required in this Item to provide you with certain financial information or disclosures about their financial condition. We have no financial condition that is reasonably likely to impair our ability to meet contractual and fiduciary commitments to clients and have not been the subject of a bankruptcy proceeding. 11  Fa c t s What does Ecofin Advisors, LLC do with your personal information? Why? Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do. The types of personal information w e collect and share depend on the product or service you have w ith us. This information can include: What? • Name • Assets • Account balances • Transaction history • Investment experience • Retirement assets • Employment information • Social Security number • Address • Income • Account transactions • Transaction or loss history • Risk tolerance • Checking account information • Wire transfer instructions When you are no l onger our customer, w e continue to share your information as described in this notice. How? All financial companies need to share clients’ personal information to run their everyday business. In the section below , w e list the reasons financial companies can share their clients’ personal information; the reasons Ecofin Advisors, LLC (“Ecofin”) chooses to share; and w hether you can limit this sharing. Reasons w e can share your personal information Does Ecofin Advisors, LLC share? Can you lim it this sharing? No. For our everyday business purposes— such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus Yes. Ecofin may share personal information described above for business purposes w ith a non-affiliated third party if the entity is under contract to perform transaction processing or servicing on behalf of Ecofin and otherw ise as permitted by law . Any such contract entered by Ecofin w ill include provisions designed to ensure that the third party w ill uphold and maintain privacy standards w hen handling personal information. Ecofin may also disclose personal information to regulatory authorities as required by applicable law . No We don’t share. For our m arketing purposes— to offer our products and services to you For joint m arketing with other financial com panies No. We don’t share. No. For our affiliates’ everyday business purposes— information about your transactions and experiences Yes. Ecofin shares personal information w ith affiliates as permitted by law . No. We don’t share. For our affiliates’ everyday business purposes— information about your creditw orthiness For nonaffiliates to m arket to you No. We don’t share. Qu e stion s? Call (913) 981-1020 12  Ecofin Advisors, LLC Who is providing this notice? How does Ecofin Advisors, LLC protect my personal information? To protect your personal infor mation from unauthorized access and use, w e use security measures that comply w ith federal law . These measures include computer safeguards and secured files and buildings. Ecofin limits access to personal information to individuals w ho need to know that information in order to provide our services to you. We collect your personal information, for example, w hen you How does Ecofin Advisors, LLC collect my personal information? • Seek advice about your investments • Direct us to buy securities • Direct us to sell your securities • Enter into an investment advisory contract • Give us your contact information We also collect your personal information from others, such as credit bureaus, affiliates, or other companies. Federal law gives you the right to limit only Why can’t I lim it all sharing? • Sharing for affiliates’ everyday business purposes—i nformation about your creditworthiness • Affiliates from using your information to market to you • Sharing for non-affiliates to market to you State laws and individual companies may give you additional rights to limit sharing. Affiliates Companies related by common ow nership or control. They can be financial and nonfinancial companies. • Ecofin may share personal information described above for business purposes as permitted by law w ith our affiliates. Our affiliates include financial companies such as investment advisers. Ecofin does not share w ith aff iliates so that they can market their services or products to you. Nonaffiliates Companies not related by common ow nership or control. They can be financial and nonfinancial companies. • Ecofin may share personal information described above for business purposes w ith non-affiliated third parties performing transaction processing or servicing on behalf of Ecofin and otherw ise as permitted by law . Such companies may include broker-dealers, banks, investment advisers, mutual fund companies and insurance companies. Ecofin may also share personal information w ith parties w ho provide technical support for our hardw are and softw are systems and our legal and accounting professionals. Ecofin does not share w ith non-affiliates so that they can market their services or products to you. Joint m arketing A formal agreement betw een nonaffiliated financial companies that together market financial products or services to you. • Ecofin doesn’t jointly market. Additional Inform ation for California Residents If you are a California resident, you have the right to request that w e disclose to you, free of charge, the categories and specifics of the personal information w e collect about you (and if, applicable, otherw ise disclose about you to a third party for business purposes). We require a verifiable request from you to ensure that it is, in fact, you w ho is requesting this information. Once w e verify the request, w e w ill 13  provide that information to you. Your request for disclosure can apply to any such personal information mentioned above for as much as tw elve months preceding your request. Be advised that w e are not required to disclose such information about the personal information w e collect about you more than tw ice in a tw elve-month period. Follow ing our verification of your request, w e w ill disclose to you, unless otherw ise restricted by law or regulation the follow ing personal information w e collect about you: • The categories of personal information w e have collected about you • The categories of sources from w hich the personal information is being collected • The business or commercial purpose for collecting that personal information • The categories of third parties w ith w hom w e share personal information • The specific pieces of personal information w e have collected about you We w ill also disclose to you, unless otherw ise restricted by law or regulation, the follow ing personal information about you that w e disclose for business purposes: • The categories of personal information w e have collected about you that w e disclose to third parties • The categories of sources from w hich that personal information is collected • The business or commercial purpose for collecting and/or disclosing that personal information You have the right to request that w e delete the personal information that w e have collected from you. Follow ing our verification of your request, w e w ill comply with your request and delete any or all of your personal infor mation in our possession that w e collected from you and/or any or all such personal infor mation in the possession of our service providers, unless otherw ise restricted by law or regulation. Contacting Us About Your Privacy Rights You may contact us in order to exercise any of your rights set forth in this privacy notice by calling us toll-free at 866-362-9331 or emailing us at info@tortoiseadvisors.com. 14