Exhibit 14.1 JOHN HANCOCK GA MORTGAGE TRUST JOHN HANCOCK GA SENIOR LOAN TRUST MANULIFE PRIVATE CREDIT FUND SARBANES-OXLEY CODE OF ETHICS FOR PRINCIPAL
EXECUTIVE & PRINCIPAL FINANCIAL OFFICER 1. Covered Officers/Purpose of the Code This code of ethics (this Code) for John Hancock GA Mortgage Trust, John Hancock GA Senior Loan Trust and Manulife Private Credit Fund, each an
entity regulated under the Investment Company Act of 1940, as amended (1940 Act), which may issue shares in separate and distinct series (each investment company and series thereunder to be hereinafter referred to as a Fund),
applies to each Funds Principal Executive Officer (President) and Principal Financial Officer (Treasurer) (the Covered Officers as set forth in Exhibit A) for the purpose of promoting:  

honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between
personal and professional relationships;  

full, fair, accurate, timely and understandable disclosure in reports and documents that the Fund files with, or
submits to, the Securities and Exchange Commission (SEC) and in other public communications made by the Fund;  

compliance with applicable laws and governmental rules and regulations;  

the prompt internal reporting of violations of the Code to an appropriate person or persons identified in the
Code; and  

accountability for adherence to the Code. Each of the Covered Officers should adhere to a high standard of business ethics and should be sensitive to situations that may give rise to actual as well as
apparent conflicts of interest. 2. Covered Officers Should Handle Ethically Actual and Apparent Conflicts of Interest Overview A conflict of interest occurs when a Covered Officers private interest interferes with the interests of, or his service to, the Fund. For
example, a conflict of interest would arise if a Covered Officer, or a member of his family, receives improper personal benefits as a result of his position with the Fund. Certain conflicts of interest arise out of the relationships between the
Covered Officers and the Fund and already are subject to conflict of interest provisions in the Investment Company Act of 1940, as amended (the Investment Company Act) and the Investment Advisers Act of 1940, as amended (the
Investment Advisers Act). For example, Covered Officers may not individually engage in certain transactions (such as the purchase or sale of securities or other property) with the Fund because of their status as affiliated
persons of the Fund. Each of the Covered Officers is an officer or employee of the investment adviser or a service provider (Service Provider) to the Fund. The Funds, the investment advisers and the Service
Providers compliance 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 fall
outside of the parameters of this Code.




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Although typically not presenting an opportunity for improper personal benefit, conflicts arise from, or as
a result of, the contractual relationship between the Fund and the investment adviser and the Service Provider of which the Covered Officers are also officers or employees. As a result, this Code recognizes that the Covered Officers will, in the
normal course of their duties (whether formally for the Fund, for the investment adviser or for the Service Provider), be involved in establishing policies and implementing decisions which will have different effects on the investment adviser, the
Service Provider and the Fund. The participation of the Covered Officers in such activities is inherent in the contractual relationship between the Fund and the investment adviser and the Service Provider and is consistent with the performance by
the Covered Officers of their duties as officers of the Fund. Thus, if such participation is performed in conformity with the provisions of the Investment Company Act and the Investment Advisers Act, it will be deemed to have been handled ethically.
In addition, it is recognized by the Funds Board of Trustees/Directors (the Board) that the Covered Officers may also be officers or employees of one or more other investment companies covered by other Codes. Other conflicts of interest are covered by the Code, even if such conflicts of interest are not subject to provisions in the Investment Company Act and the
Investment Advisers Act. The following list provides examples of conflicts of interest under the Code, but the Covered Officers should keep in mind that these examples are not exhaustive. The overarching principle is that the personal interest of a
Covered Officer should not be placed improperly before the interest of the Fund. Each Covered Officer must:  

not use his/her personal influence or personal relationships improperly to influence investment decisions or
financial reporting by the Fund whereby the Covered Officer would benefit personally to the detriment of the Fund;  

not cause the Fund to take action, or fail to take action, for the individual personal benefit of the Covered
Officer rather than for the benefit of the Fund; and  

not use material non-public knowledge of portfolio transactions made or
contemplated for the Fund to trade personally or cause others to trade personally in contemplation of the market effect of such transactions. Additionally, conflicts of interest may arise in other situations, the propriety of which may be discussed, if material, with the Funds Chief Compliance
Officer (CCO). Examples of these include:  

serve as a director/trustee on the board of any public or private company;  

the receipt of any non-nominal gifts;  

the receipt of any entertainment from any company with which the Fund has current or prospective business
dealings unless such entertainment is business-related, reasonable in cost, appropriate as to time and place, and not so frequent as to raise any question of impropriety (or other formulation as the Fund already uses in another code of conduct);  

any ownership interest in, or any consulting or employment relationship with, any of the Funds service
providers, other than its investment adviser, any sub-adviser, principal underwriter, administrator or any affiliated person thereof; and  2




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a direct or indirect financial interest in commissions, transaction charges or spreads paid by the Fund for
effecting portfolio transactions or for selling or redeeming shares other than an interest arising from the Covered Officers employment, such as compensation or equity ownership. 3. Disclosure & Compliance  

Each Covered Officer should familiarize himself or herself with the disclosure requirements generally applicable
to the Fund;  

Each Covered Officer should not knowingly misrepresent, or cause others to misrepresent, facts about the Fund to
others, whether within or outside the Fund, including to the Funds directors and auditors, and to governmental regulators and self-regulatory organizations;  

Each Covered Officer should, to the extent appropriate within his/her area of responsibility, consult with other
officers and employees of the Fund and the Funds adviser or any sub-adviser with the goal of promoting full, fair, accurate, timely and understandable disclosure in the reports and documents the Fund
files with, or submits to, the SEC and in other public communications made by the Fund; and  

It is the responsibility of each Covered Officer to promote compliance with the standards and restrictions
imposed by applicable laws, rules and regulations. 4. Reporting & Accountability Each Covered Officer must:  

upon adoption of the Code (or thereafter as applicable, upon becoming a Covered Officer), affirm in writing to
the Funds CCO that he/she has received, read, and understands the Code;  

annually thereafter affirm to the Funds CCO that he/she has complied with the requirements of the Code;  

not retaliate against any employee or Covered Officer or their affiliated persons for reports of potential
violations that are made in good faith;  

notify the Funds CCO promptly if he/she knows of any violation of this Code (Note: failure to do so is
itself a violation of this Code); and  

report at least annually any change in his/her affiliations from the prior year. The Funds CCO is responsible for applying this Code to specific situations in which questions are presented under it and has the authority to interpret
this Code in any particular situation. However, any approvals or waivers sought by the Principal Executive Officer will be considered by the Funds Board.  3




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The Fund will follow these procedures in investigating and enforcing this Code:  

the Funds CCO will take all appropriate action to investigate any potential violations reported to him/her;  

if, after such investigation, the CCO believes that no violation has occurred, the CCO is not required to take
any further action;  

any matter that the CCO believes is a violation will be reported to the Board;  

if the Board concurs that a violation has occurred, the Board, upon its determination of a violation will
consider appropriate action, which may include review of, and appropriate modifications to, applicable policies and procedures; notification to appropriate personnel of the Service Provider or the investment adviser or its board; or a recommendation
to dismiss the Registrants Executive Officer;  

the Board will be responsible for granting waivers, as appropriate; and  

any changes to or waivers of this Code will, to the extent required, be disclosed as provided by SEC rules. 5. Other Policies and Procedures This Code shall be the sole code of ethics adopted by the Fund for purposes of Section 406 of the Sarbanes-Oxley Act of 2002 and the rules and forms
applicable to registered investment companies thereunder. Insofar as other policies or procedures of the Fund, the Funds adviser, any sub-adviser, principal underwriter or other service providers govern
or purport to govern the behavior or activities of the Covered Officers who are subject to this Code, they are superseded by this Code to the extent that they overlap or conflict with the provisions of this Code. The Funds and its investment
advisers codes of ethics under Rule 204A-1 under the Investment Advisers Act and Rule 17j-1 under the Investment Company Act, respectively, are separate
requirements applying to the Covered Officers and others, and are not part of this Code. 6. Amendments Any amendments to this Code, other than amendments to Exhibit A, must be approved or ratified by a majority vote of the Funds Board, including a majority
of independent directors. 7. Confidentiality All
reports and records prepared or maintained pursuant to this Code will be considered confidential and shall be maintained and protected accordingly. Except as otherwise required by law or this Code, such matters shall not be disclosed to anyone other
than the Funds Board and its counsel, the investment adviser and the relevant Service Providers. 8. Internal Use The Code is intended solely for the internal use by the Fund and does not constitute an admission, by or on behalf of the Fund, as to any fact, circumstance,
or legal conclusion. John Hancock GA Mortgage Trust, Adopted, Effective January 14, 2019 John Hancock GA Senior Loan Trust, Adopted, November 13, 2020 Manulife Private Credit Fund, Adopted July 19, 2023  4




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Exhibit A Persons Covered By this Code of Ethics As of July 19, 2023 John Hancock GA
Mortgage Trust Principal Executive Officer and PresidentIan R. Roke Principal Financial Officer/TreasurerHeidi Knapp John
Hancock GA Senior Loan Trust Principal Executive Officer and President Ian R. Roke Principal Financial Officer/Treasurer Heidi Knapp Manulife Private Credit Fund Principal Executive Officer
and PresidentIan R. Roke Principal Financial Officer/TreasurerHeidi Knapp Exhibit BForm of Certifications Sarbanes-Oxley Code of Ethics for Principal Executive and Principal Financial Officers Certification of[Principal Financial Officer/Treasurer or Principal Executive Officer] I, ______________, [Principal Executive Officer] [Principal Financial Officer/Treasurer] of [Manulife Private Credit Fund, John Hancock GA Mortgage
Trust, and John Hancock GA Senior Loan Trust] hereby certify that:  1.
I have received, read and understood the Sarbanes-Oxley Code of Ethics for Principal Executive and Principal
Financial Officers of [Manulife Private Credit Fund, John Hancock GA Mortgage Trust, and John Hancock GA Senior Loan Trust](the Code) which is attached hereto.  2.
I have been in compliance relative to my role as [Principal Executive Officer] [Principal Financial
Officer/Treasurer] of [Manulife Private Credit Fund, John Hancock GA Mortgage Trust and John Hancock GA Senior Loan Trust]for the year ending December 31, 202[  ].  5




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________________________________________

_________________[NAME]

Date[Principal Financial Officer/Treasurer or Principal Executive Officer] of[Manulife Private Credit Fund][John Hancock GA Mortgage Trust][John Hancock GA Senior Loan Trust]  6