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EXHIBIT 23(p)(2)
CODE OF ETHICS
CITY NATIONAL INVESTMENTS
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CODE OF ETHICS
ADOPTED UNDER RULE 17j-1
City National Investments, the trust and investment division of City National
Bank (the "Adviser"), is confident that its officers and employees act with
integrity and good faith. The Adviser recognizes, however, that personal
interests may conflict with the CNI Charter Funds (the "Fund") interests where
officers or employees:
- know about the Fund's present or future Fund portfolio transactions or have
the power to influence Fund portfolio transactions; and
- engage in securities transactions for their personal account(s).
In an effort to prevent any conflicts from arising and in accordance with Rule
17j-1 under the Investment Company Act of 1940 (the "1940 Act"), the Adviser has
adopted this Code of Ethics (the "Code") to address transactions that may create
or appear to create conflicts of interest, and to establish reporting
requirements and enforcement procedures. (Definitions of UNDERLINED terms are
included in Appendix I.)
I. ABOUT THIS CODE OF ETHICS
A. WHO IS COVERED BY THE CODE?
All officers and employees of the Adviser who, in connection with
their regular duties,
1. participate in the selection of the Fund's COVERED SECURITIES, OR
2. obtain information concerning recommendations on COVERED
SECURITIES or regarding the Fund's purchases or sales of COVERED
SECURITIES.
Natural persons in a CONTROL relationship to the Fund who obtain
information concerning recommendations about the PURCHASE OR SALE OF A
COVERED SECURITY by the Fund.
B. WHAT RULES APPLY TO ME?
This Code sets forth specific prohibitions regarding COVERED SECURITY
transactions. They are applicable to everyone, except where otherwise
noted. It also sets out certain reporting requirements in Part A
below.
II. STATEMENT OF GENERAL PRINCIPLES
In recognition of the confidence placed in the Adviser by the Fund and its
shareholders, and because the Adviser believes that its operations should
benefit the
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Fund's shareholders, the Adviser has adopted the following universally
applicable principles:
1. The interests of the Fund's shareholders are paramount. You must place
shareholder interests before your own.
2. You must accomplish all personal securities transactions in a manner
that avoids a conflict (or the appearance of a conflict) between your
personal interests and those of the Fund or its shareholders.
3. You must avoid actions or activities that allow (or appear to allow)
you or your family to benefit from your position with the Adviser, or
that bring into question your independence or judgment.
III. GENERALLY APPLICABLE PROHIBITIONS AND RESTRICTIONS
A. PROHIBITION AGAINST FRAUD, DECEIT AND MANIPULATION
You cannot, in connection with the purchase or sale, directly or
indirectly, of a COVERED SECURITY HELD OR TO BE ACQUIRED by the Fund
(or any series thereof):
1. employ any device, scheme or artifice to defraud the Fund;
2. make to the Fund any untrue statement of a material fact or omit
to state to the Fund a material fact necessary in order to make
the statements made, in light of the circumstances under which
they are made, not misleading;
3. engage in any act, practice or course of business that operates
or would operate as a fraud or deceit upon the Fund; or
4. engage in any manipulative practice with respect to the Fund.
B. LIMITS ON ACCEPTING OR RECEIVING GIFTS
ACCESS PERSONS cannot accept or offer any gift of more than nominal
value from or to any person or entity in connection with the Fund's
(or any series thereof) entry into a contract, development of an
economic relationship, or other course of dealing by or on behalf of
the Fund.
IV. PROHIBITIONS AND RESTRICTIONS APPLICABLE ONLY TO ACCESS PERSONS AND/OR
INVESTMENT PERSONNEL
A. BLACKOUT PERIOD ON PERSONAL SECURITIES TRANSACTIONS
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ACCESS PERSONS who in connection with their regular duties, make,
participate in, or obtain information regarding the purchase or sale
of COVERED SECURITY by the Fund and any natural CONTROL persons who
obtain information regarding recommendations of COVERED SECURITIES
made to the Fund may not purchase or sell, directly or indirectly, any
COVERED SECURITY in which they have (or by reason of such transaction
acquire) any BENEFICIAL OWNERSHIP five (5) business days before or
after the same (or a related) COVERED SECURITY IS BEING PURCHASED OR
SOLD by the Fund (or any series thereof). If a transaction
inadvertently occurs, the circumstances shall be documented and
immediately reported to CNI-Compliance (the Review Officer as defined
in Section VI below).
B. PROHIBITION ON SELLING RECENTLY-ACQUIRED COVERED SECURITY
ACCESS PERSONS who, in connection with their regular duties, make,
participate in, or obtain information regarding THE PURCHASE OR SALE
OF COVERED SECURITIES by the Fund and any natural CONTROL persons who
obtain information concerning recommendations of COVERED SECURITIES
made to the Fund may not sell a COVERED SECURITY within 60 days of
acquiring that COVERED SECURITY.
C. PRE-APPROVAL OF PERSONAL SECURITIES TRANSACTIONS
ACCESS PERSONS who, in connection with their duties, make or
participate in making recommendations regarding the purchase or sale
of COVERED SECURITIES by a Fund and any natural CONTROL persons who
obtain information concerning recommended COVERED SECURITIES must
clear all personal securities transactions prior to execution.
Clearance for transactions must be obtained from the CNIA Trader and
CNIA Manager using the Personal Trading Authorization Form (TR-181)
before directly or indirectly acquiring BENEFICIAL OWNERSHIP of any
COVERED SECURITIES, including IPO'S and LIMITED OFFERINGS. The
Authorization Form must also be submitted to CNI-Compliance prior to
transaction execution.
Clearance for personal securities transactions will be in effect for
one trading day only. This "one trading day" policy is interpreted as
follows:
- If clearance is granted at a time when the principal market in
which the security trades is open, clearance is effective for the
remainder of that trading day until the opening of that market on
the following day.
- If clearance is granted at a time when the principal market in
which the security trades is closed, clearance is effective for
the next trading day until the opening of that market on the day
following such next trading day.
D. POSITIONS WITH PUBLIC COMPANIES
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INVESTMENT PERSONNEL may not accept a position as an officer,
director or general partner of a publicly traded company or
partnership without prior approval by an employee's Division Head
or Strategy and Planning Committee Member with notice to the
Fund's Board. If service is approved, the person should avoid
contact with people making investment decisions for that company,
and such approval may be subject to such other conditions as the
Division Head or Strategy and Planning Committee Member may
impose.
V. REPORTING REQUIREMENTS
Subject to Section IX hereof, all officers and employees with ACCESS must
comply with the reporting requirements set forth in Part A.
VI. REVIEW AND ENFORCEMENT OF THE ADVISER'S CODE
A. APPOINTMENT OF A REVIEW OFFICER
The Adviser has appointed CNI-Compliance as the "Review Officer" to
perform the duties described in this Section VI.
B. THE REVIEW OFFICER'S DUTIES AND RESPONSIBILITIES
1. CNI-Compliance shall notify each person who becomes an ACCESS
PERSON of the Adviser and who is required to report under this
Code of Ethics and their reporting requirements no later than 10
days before the first quarter in which such person is required
to begin reporting.
2. CNI-Compliance will, on a quarterly basis, compare all reported
personal COVERED SECURITIES transactions with the Fund's
completed portfolio transactions and a list of COVERED SECURITIES
that were BEING CONSIDERED FOR PURCHASE OR SALE by the Fund's
investment adviser(s) during the period to determine whether a
Code violation may have occurred. Before determining that a
person has violated the Code, CNI-Compliance must give the person
an opportunity to supply explanatory material.
3. If CNI-Compliance finds that a Code violation may have occurred,
or believes that a Code violation may have occurred,
CNI-Compliance must submit a written report regarding the
possible violation, together with the confidential report and any
explanatory material provided by the person, to the CNI-Division
Manager. The CNI-Division Manager will independently determine
whether the person violated the Code.
4. No person is required to participate in a determination of
whether he or she has committed a Code violation or discuss the
imposition of any sanction against himself or herself.
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5. CNI-Compliance personnel will submit their own reports, as may be
required pursuant to Part A hereof, to an Alternate Review
Officer who shall fulfill the duties of CNI-Compliance with
respect to CNI-Compliance personnel's reports.
6. CNI-Compliance will create a written report detailing any
approval(s) granted to ACCESS PERSONS for the purchase of COVERED
SECURITIES offered in connection with an IPO or a LIMITED
OFFERING. The report must include the rationale supporting any
decision to approve such a purchase.
C. RESOLUTION; SANCTIONS
If the CNI-Division Manager finds that a person has violated the Code,
the CNI-Division Manager will determine a proposed resolution of the
situation and, if appropriate, impose upon the person sanctions that
he or she deems appropriate including, but not limited to, censure;
fine; reversal of transactions and disgorgement of profits;
suspension; or termination of employment. The CNI-Division Manager
will report the violation and the resolution and/or sanction imposed
to the Fund's Board of Trustees at the next regularly scheduled board
meeting unless, in the sole discretion of the CNI-Division Manager,
circumstances warrant an earlier report.
VII. ANNUAL WRITTEN REPORT TO THE BOARD
At least once a year, the Adviser will provide the Fund's Board of Trustees
with a WRITTEN report that includes:
A. ISSUES ARISING UNDER THE CODE
The reports must describe any issue(s) that arose during the previous
year under the codes or procedures thereto, including any material
code or procedural violations, and any resulting sanction(s).
B. The Review Officer, CNI-Division Manager, investment adviser(s)
(including any sub-advisers) and principal underwriter(s) may report
to the Fund's Board more frequently as they deem necessary or
appropriate and shall do so as requested by the Fund's Board.
C. CERTIFICATION
Each report of the Adviser must be accompanied by a certification to
the Fund's Board that the Adviser has adopted procedures reasonably
necessary to prevent its ACCESS PERSONS from violating the Code.
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VIII. RECORDKEEPING
CNI-Compliance will maintain records as set forth below. These records will
be maintained in accordance with Rule 31a-2 under the 1940 Act and the
following requirements. They will be available for examination by
representatives of the Securities and Exchange Commission and other
regulatory agencies.
A. A copy of this Code and any other code adopted by the Adviser, which
is, or at any time within the past five years has been, in effect will
be preserved in an easily accessible place.
B. A record of any Code violation and of any sanctions taken will be
preserved in an easily accessible place for a period of at least five
years following the end of the fiscal year in which the violation
occurred.
C. A copy of each Quarterly Transaction Report, Initial Holdings Report,
and Annual Holdings Report submitted under this Code, including any
information provided in lieu of any such reports made under the Code
(SEE Parts A and B for more information about reporting), will be
preserved for a period of at least five years from the end of the
fiscal year in which it is made, for the first two years in an easily
accessible place.
D. A record of all persons, currently or within the past five years, who
are or were required to submit reports under this Code, or who are or
were responsible for reviewing these reports, will be maintained in an
easily accessible place.
E. A copy of each annual report required by Section VII of this Code must
be maintained for at least five years from the end of the fiscal year
in which it is made, for the first two years in any easily accessible
place.
F. The Fund must maintain a record of decisions, and the reasons
supporting the decisions, approving the acquisitions of COVERED
SECURITIES, including IPO'S and LIMITED OFFERINGS, for at least five
years after the end of the fiscal year in which the approval is
granted.
IX. INVESTMENT ADVISER'S OBLIGATIONS WITH RESPECT TO THE FUND
A. GENERAL PRINCIPLE
A person who is BOTH a Fund trustee or Fund officer, AND an ACCESS
PERSON of the Adviser, is only required to report under, and otherwise
comply with, this Code of Ethics.
B. PROCEDURES
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The Adviser to the Fund must:
1. Submit to the Board of Trustees of the Fund a copy of its code of
ethics adopted pursuant to Rule 17j-1;
2. Promptly furnish to the Fund, upon request, copies of any reports
made under its code of ethics by any person who is also covered
by the Fund's Code;
3. Promptly report to the Fund in writing any material amendments to
its code of ethics; and
4. Immediately furnish to the Fund, without request, all material
information regarding any violation of its code of ethics by any
person.
X. MISCELLANEOUS
A. CONFIDENTIALITY
All reports and other information submitted pursuant to this Code will
be treated as confidential, except that such reports and information
may be provided to the Securities and Exchange Commission, other
regulatory agencies, and the Adviser's internal and external auditors.
B. INTERPRETATION OF PROVISIONS
The Adviser may from time to time adopt such interpretations of this
Code as it deems appropriate.
C. COMPLIANCE CERTIFICATION
Within 10 days of becoming an ACCESS PERSON of the Fund, and each year
thereafter, each such person must complete the Compliance
Certification, attached as Appendix V.
Adopted this ________ day of ______________, 20__.
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PART A
ACCESS PERSONS AND NATURAL CONTROL PERSONS WITH
INFORMATION ACCESS
I. LIST OF SECURITIES HOLDINGS
A. INITIAL HOLDINGS REPORT
You must submit a listing of all COVERED SECURITIES you BENEFICIALLY
OWN, as well as all of your securities accounts, as of the date you
first become subject to this Code's reporting requirements. You must
submit this list to CNI-Compliance within 10 days of the date you
first become subject to this Code's reporting requirements. An Initial
Holdings Report Form is attached as Appendix III.
B. ANNUAL HOLDINGS REPORT
Each year, you must submit to CNI-Compliance a listing of all COVERED
SECURITIES you BENEFICIALLY OWN, as well as all of your securities
accounts. Your list must be current as of a date no more than 30 days
before you submit the report. An Annual Holdings Report Form is
attached as Appendix IV.
II. REQUIRED TRANSACTION REPORTS
A. QUARTERLY TRANSACTION REPORTS
1. Each quarter, you must report all of your COVERED SECURITIES
transactions effected, as well as any securities accounts you
established, during the quarter. You must submit your report to
CNI-Compliance NO LATER THAN 10 days after the end of each
calendar quarter. A Quarterly Personal Securities Transactions
Report Form is included as Appendix II.
2. If you had no reportable transactions and did not open any
securities accounts during the quarter, you are still required to
submit a report. Please note on your report that you had no
reportable items during the quarter, and return it, SIGNED AND
DATED.
B. WHAT COVERED SECURITIES TRANSACTIONS AND ACCOUNTS ARE COVERED UNDER
THE QUARTERLY REPORTING OBLIGATION?
You must report all transactions in COVERED SECURITIES that: (i) you
directly or indirectly BENEFICIALLY OWN; or (ii) because of the
transaction, you acquire direct or indirect BENEFICIAL OWNERSHIP. You
must also report all of your accounts in which any Covered Securities
were held for your direct or indirect benefit.
C. WHAT COVERED SECURITIES AND TRANSACTIONS MAY BE EXCLUDED FROM THE
REPORT?
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You are not required to detail or list the following items on your
reports:
1. Purchases or sales effected for any account over which you have
no direct or indirect influence or control;
2. Purchases you made solely with the dividend proceeds received in
a dividend reinvestment plan or that are part of an automatic
payroll deduction plan, where you purchased a COVERED SECURITY
issued by your employer;
3. Purchases effected on the exercise of rights issued by an issuer
PRO RATA to all holders of a class of its COVERED SECURITIES, as
long as you acquired these rights from the issuer, and sales
of such rights;
4. Purchases or sales which are non-volitional, including purchases
or sales upon the exercise of written puts or calls and sales
from a margin account pursuant to a BONA FIDE margin call; and
5. Purchases or sales of any of the following securities:
a. Direct obligations of the U.S. government;
b. Banker's acceptances, bank certificates of deposit,
commercial paper and HIGH QUALITY SHORT-TERM DEBT
INSTRUMENTS, including repurchase agreements; and
c. Shares issued by registered, open-end investment companies
(i.e., mutual funds).
You may include a statement in your report that the report shall not
be construed as your admission that you have any direct or indirect
BENEFICIAL OWNERSHIP in the COVERED SECURITY included in the report.
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APPENDIX I
DEFINITIONS
GENERAL NOTE
THE DEFINITIONS AND TERMS USED IN THIS CODE OF ETHICS ARE INTENDED TO MEAN THE
SAME AS THEY DO UNDER THE 1940 ACT AND THE OTHER FEDERAL SECURITIES LAWS. IF A
DEFINITION HEREUNDER CONFLICTS WITH THE DEFINITION IN THE 1940 ACT OR OTHER
FEDERAL SECURITIES LAWS, OR IF A TERM USED IN THIS CODE IS NOT DEFINED, YOU
SHOULD FOLLOW THE DEFINITIONS AND MEANINGS IN THE 1940 ACT OR OTHER FEDERAL
SECURITIES LAWS, AS APPLICABLE.
ACCESS PERSON means any director, officer, or ADVISORY PERSON of the investment
adviser who, with respect to any Fund, makes any recommendation, participates in
the determination of which recommendation will be made, or whose principal
function or duties relate to the determination of which recommendation will be
made, or who, in connection with his or her regular functions or duties, obtains
any information concerning recommendations on COVERED SECURITIES being made by
the investment adviser to any Fund.
As of March 1, 2000, the Adviser's ACCESS PERSONS include:
CNI-DIVISION MANAGER
ALL CNIA COLLEAGUES
ADVISORY PERSON of a Fund or of a Fund's investment adviser means:
- any employee of the Fund or investment adviser (or of any company in a
control relationship to the Fund or investment adviser) who, in
connection with his or her regular functions or duties, makes,
participates in, or obtains information regarding the purchase or sale
of COVERED SECURITIES by a Fund, or whose functions relate to the
making of any recommendations with respect to the purchases or sales;
and
- any natural person in a control relationship to the Fund or its
investment adviser who obtains information concerning recommendations
made to the Fund with regard to the purchase or sale of COVERED
SECURITIES by the Fund.
INVESTMENT PERSONNEL of a Fund or of a Fund's investment adviser means:
- any employees of the Fund or investment adviser (or of any company in
a control relationship to the Fund or investment adviser) who, in
connection with his or her regular functions or duties, makes or
participates in making recommendations regarding the purchase or sale
of COVERED SECURITIES by the Fund; and
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- any natural person who controls the Fund or investment adviser and who
obtains information concerning recommendations made to the Fund
regarding the purchase or sale of COVERED SECURITIES by the Fund.
As of March 1, 2000, the Adviser's INVESTMENT PERSONNEL include:
ALL CNIA COLLEAGUES
BENEFICIAL OWNERSHIP means the same as it does under Section 16 of the
Securities Exchange Act of 1934 and Rule 16a-1(a)(2) thereunder. You should
generally consider yourself the "beneficial owner" of any COVERED SECURITIES in
which you have a direct or indirect pecuniary interest. In addition, you should
consider yourself the beneficial owner of COVERED SECURITIES held by your
spouse, your minor children, a relative who shares your home, or other persons
by reason of any contract, arrangement, understanding or relationship that
provides you with sole or shared voting or investment power.
CONTROL means the same as it does under Section 2(a)(9) of the 1940 Act. Section
2(a)(9) provides that "control" means the power to exercise a controlling
influence over the management or policies of a company, unless such power is
solely the result of an official position with such company. Ownership of 25% or
more of a company's outstanding voting securities is presumed to give the holder
of such securities control over the company. The facts and circumstances of a
given situation may counter this presumption.
COVERED SECURITY means any SECURITY except the following: direct obligations of
the U.S. Government or its agencies; bankers' acceptances; bank certificates of
deposit; commercial paper; high quality short-term debt instruments, including
repurchase agreements; or shares issued by registered, open-end investment
companies (i.e., mutual funds).
SECURITY means a security as defined in Section 2(a)(36) of the 1940 Act, and
includes, among other things, any interest or instrument commonly known as a
Security whether in the nature of debt or equity, including but not limited to
any stock, bond, note, debenture, evidence of indebtedness, or certificate of
interest or participation, and including but not limited to any put, call,
straddle, option or privilege on a Security or on a group or index of
Securities, or (to the extent traded on a national securities exchange) on
foreign currency. A Security includes any option to purchase or sell a Security
and Security convertible into or exchangeable for a Security.
PURCHASE OR SALE OF A COVERED SECURITY includes, among other things, the writing
of an option to purchase or sell a COVERED SECURITY.
A COVERED SECURITY HELD OR TO BE ACQUIRED by the Fund means (A) any
COVERED SECURITY that within the most recent 15 days, (i) is or has been held by
the Fund, or (ii) is being or has been considered by the Fund's adviser or
sub-adviser for purchase by the Fund; and
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(B) any option to purchase or sell, and any COVERED SECURITY convertible into or
exchangeable for any COVERED SECURITY.
A COVERED SECURITY is BEING PURCHASED OR SOLD by the Fund from the time a
purchase or sale program has been communicated to the person who places buy and
sell orders for the Fund until the program has been fully completed or
terminated.
A COVERED SECURITY is BEING CONSIDERED FOR PURCHASE OR SALE by a Fund when a
COVERED SECURITY is identified as such by the Adviser to the Fund.
HIGH QUALITY SHORT-TERM DEBT INSTRUMENT means any instrument that has a maturity
at issuance of less than 366 days and that is rated in one of the two highest
rating categories by a nationally recognized statistical rating organization
(E.G., Moody's Investors Service).
INITIAL PUBLIC OFFERING ("IPO") means an offering of COVERED SECURITIES
registered under the Securities Act of 1933, the issuer of which, immediately
before registration, was not subject to the reporting requirements of section 13
or section 15(d) of the Securities Exchange Act of 1934.
LIMITED OFFERING means an offering that is exempt from registration under the
Securities Act of 1933 pursuant to Section 4(2), Section 4(6), Rule 504, Rule
505 or Rule 506 (E.G., private placements).
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APPENDIX II
QUARTERLY PERSONAL SECURITIES TRANSACTIONS REPORT
Name of Reporting Person: _________________________________________________
Calendar Quarter Ended: ___________________________________________________
Date Report Due: ________________________________________________________
Date Report Submitted: ____________________________________________________
SECURITIES TRANSACTIONS
<TABLE>
<CAPTION>
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Trade Settle Name of Issuer No. Of Principal Amount, Name of Broker,
Date Date and Title of Shares/ Maturity Date and Type of Unit Dealer or Bank
Security Par Interest Rate Transaction Price Effecting
(if applicable) Transaction
-------------------------------------------------------------------------------------------------------------------
<S><C>
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</TABLE>
If you had no reportable transactions during the quarter, please check here. / /
If you do not want this report to be construed as an admission that you have
beneficial ownership of one or more securities reported above, please describe
below and indicate which securities are at issue.
-------------------------------------------------------------------------------
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SECURITIES ACCOUNTS
If you established an account within the quarter, please provide the following
information:
<TABLE>
<CAPTION>
-------------------------------------------------------------------------------------------------
Name of Broker, Dealer or Bank Date Account was Established Name(s) on and Type of Account
-------------------------------------------------------------------------------------------------
<S><C>
-------------------------------------------------------------------------------------------------
-------------------------------------------------------------------------------------------------
</TABLE>
If you did not establish a securities account during the quarter, please check
here. / /
I CERTIFY THAT I HAVE INCLUDED ON THIS REPORT ALL SECURITIES TRANSACTIONS AND
ACCOUNTS REQUIRED TO BE REPORTED PURSUANT TO THE CODE OF ETHICS.
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Signature Date
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APPENDIX III
INITIAL HOLDINGS REPORT
Name of Reporting Person: _________________________________________________
Date Person Became Subject to the Code's Reporting Requirements: _____________
Information in Report Dated as of: ___________________________________________
Date Report Due: ________________________________________________________
Date Report Submitted: ____________________________________________________
SECURITIES HOLDINGS
<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------------------------------------
Name of Issuer and Title of Security No. of Shares (if applicable) Principal Amount, Maturity Date and
Interest Rate (if applicable)
<S><C>
--------------------------------------------------------------------------------------------------------------------
--------------------------------------------------------------------------------------------------------------------
--------------------------------------------------------------------------------------------------------------------
--------------------------------------------------------------------------------------------------------------------
</TABLE>
If you have no securities holdings to report, please check here. / /
If you do not want this report to be construed as an admission that you have
beneficial ownership of one or more securities reported above, please describe
below and indicate which securities are at issue.
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
SECURITIES ACCOUNTS
-------------------------------------------------------------------------------
Name of Broker, Dealer or Bank Name(s) on and Type of Account
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
If you have no securities accounts to report, please check here. / /
I CERTIFY THAT I HAVE INCLUDED ON THIS REPORT ALL SECURITIES TRANSACTIONS AND
ACCOUNTS REQUIRED TO BE REPORTED PURSUANT TO THE CODE OF ETHICS.
------------------------------------------------
Signature Date
1
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APPENDIX IV
ANNUAL HOLDINGS REPORT
Name of Reporting Person: _________________________________________________
Information in Report Dated as of: ___________________________________________
Date Report Due: ________________________________________________________
Date Report Submitted: ____________________________________________________
Calendar Year Ended: December 31, _______
SECURITIES HOLDINGS
<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------------------------------------
Name of Issuer and Title of Security No. of Shares (if applicable) Principal Amount, Maturity Date and
Interest Rate (if applicable)
<S><C>
--------------------------------------------------------------------------------------------------------------------
--------------------------------------------------------------------------------------------------------------------
--------------------------------------------------------------------------------------------------------------------
--------------------------------------------------------------------------------------------------------------------
</TABLE>
If you have no securities holdings to report for the year, please check here./ /
If you do not want this report to be construed as an admission that you have
beneficial ownership of one or more securities reported above, please describe
below and indicate which securities are at issue.
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
SECURITIES ACCOUNTS
<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------------------------------------
Name of Broker, Dealer or Bank Date Account was Established Name(s) on and Type of Account
--------------------------------------------------------------------------------------------------------------------
<S><C>
--------------------------------------------------------------------------------------------------------------------
--------------------------------------------------------------------------------------------------------------------
--------------------------------------------------------------------------------------------------------------------
</TABLE>
If you have no securities accounts to report for the year, please check here./ /
I CERTIFY THAT I HAVE INCLUDED ON THIS REPORT ALL SECURITIES TRANSACTIONS AND
ACCOUNTS REQUIRED TO BE REPORTED PURSUANT TO THE CODE OF ETHICS.
------------------------------------------------
Signature Date
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APPENDIX V
ANNUAL COMPLIANCE CERTIFICATION
INITIAL CERTIFICATION
I certify that I: (i) have received, read and reviewed the Adviser's Code of
Ethics (the "Code");
(ii) understand the policies and procedures in the Code;
(iii) recognize that I am subject to such policies and
procedures;
(iv) understand the penalties for non-compliance;
(v) will fully comply with the Code; and
(vi) have fully and accurately completed this Certificate.
Signature: _________________________________________
Name: ____________________________________________ (Please print)
Date Submitted: ____________________________________
Date Due: _________________________________________
ANNUAL CERTIFICATION
I certify that I: (i) have received, read and reviewed the Adviser's Code of
Ethics (the "Code");
(ii) understand the policies and procedures in the Code;
(iii) recognize that I am subject to such policies and
procedures;
(iv) understand the penalties for non-compliance;
(v) have complied with the Code and any applicable reporting
requirements during this past year;
(vi) have fully disclosed any exceptions to my compliance
with the Code below;
(vii) will fully comply with the Code; and
(vi) have fully and accurately completed this Certificate.
EXCEPTION(S):
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-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
Signature: __________________________________________
Name: _____________________________________________ (Please print)
Date Submitted: _____________________________________
Date Due: __________________________________________
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APPENDIX VI
INVESTMENT ADVISER CERTIFICATION
CERTIFICATE
OF
CITY NATIONAL INVESTMENTS
This Certificate is furnished by City National Investments, a division
of City National Bank (the "Adviser"), pursuant to Rule 17j-1 (the "Rule") of
the Investment Company Act of 1940, as amended, to the Board of Trustees of CNI
Charter Funds.
The undersigned, ____________________, in his capacity as
____________________ of the Adviser, hereby certifies on behalf of the Adviser
that:
1. He is the duly elected or appointed and acting
___________________ of the Adviser.
2. The Adviser has adopted procedures reasonably necessary to prevent
access persons, as defined in the Code of Ethics of the Adviser adopted pursuant
to the Rule, from violating its Code of Ethics.
3. The Adviser will administer its Code of Ethics in compliance with
the Rule.
IN WITNESS WHEREOF, the undersigned has executed this Certificate as
of this ____th day of _______________, 20____.
CITY NATIONAL INVESTMENTS
By:_________________________________
Name:
Title:
1
