0000763534-13-000007.txt : 20130308 0000763534-13-000007.hdr.sgml : 20130308 20130308102226 ACCESSION NUMBER: 0000763534-13-000007 CONFORMED SUBMISSION TYPE: N-CSR PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20121231 FILED AS OF DATE: 20130308 DATE AS OF CHANGE: 20130308 EFFECTIVENESS DATE: 20130308 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHURCHILL CASH RESERVES TRUST CENTRAL INDEX KEY: 0000763534 IRS NUMBER: 136857013 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: N-CSR SEC ACT: 1940 Act SEC FILE NUMBER: 811-04229 FILM NUMBER: 13675682 BUSINESS ADDRESS: STREET 1: 380 MADISON AVE STREET 2: SUITE 2300 CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2126976666 MAIL ADDRESS: STREET 1: 380 MADISON AVENUE STREET 2: SUITE 2300 CITY: NEW YORK STATE: NY ZIP: 10017 FORMER COMPANY: FORMER CONFORMED NAME: CASH RESERVES TRUST DATE OF NAME CHANGE: 19850606 0000763534 S000009158 CHURCHILL CASH RESERVES TRUST C000024899 CHURCHILL CASH RESERVES TRUST N-CSR 1 e610675_ncsr-churchill.htm CHURCHILL CASH RESERVES TRUST 12/31/2012 FORM N-CSR Unassociated Document
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES

Investment Company Act file number 811-4229

Churchill Cash Reserves Trust
(Exact name of Registrant as specified in charter)

380 Madison Avenue
New York, New York 10017
(Address of principal executive offices)  (Zip code)

Joseph P. DiMaggio
380 Madison Avenue
New York, New York 10017
(Name and address of agent for service)

Registrant's telephone number, including area code: (212) 697-6666

Date of fiscal year end: 12/31/12

Date of reporting period: 12/31/12

FORM N-CSR

ITEM 1.  REPORTS TO STOCKHOLDERS.
 
 
 

 
 
CHURCHILL CASH RESERVES TRUST

 ANNUAL
REPORT

December 31, 2012
 
 
 

 
 
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
 
Board of Trustees of
Churchill Cash Reserves Trust
 
We have audited the accompanying statement of assets and liabilities, of Churchill Cash Reserves Trust  (“the Trust”) as of December 31, 2012, and the related statements of operations for the period October 1, 2012 to December 31, 2012 and the year ended September 30, 2012, the statements of changes in net assets for the period October 1, 2012 to December 31, 2012 and for each of the two years in the period ended September 30, 2012 and financial highlights for the period October 1, 2012 to December 31, 2012 and for each of the five years in the period ended September 30, 2012.   These financial statements and financial highlights are the responsibility of the Trust’s management.   Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).   Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.   The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.   Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting.   Accordingly, we express no such opinion.   An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.   An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.   We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Churchill Cash Reserves Trust  as of December 31, 2012,  the results of its operations for the period October 1, 2012 to December 31, 2012 and the year ended September 30, 2012,  the changes in its net assets for the period October 1, 2012 to December 31, 2012 and for each of the two years in the period ended September 30, 2012 and the financial highlights for the period October 1, 2012 to December 31, 2012 and for each of the five years in the period ended September 30, 2012, in conformity with accounting principles generally accepted in the United States of America.
 
TAIT, WELLER & BAKER LLP

Philadelphia, Pennsylvania
February 25, 2013
 
 
 

 
 
CHURCHILL CASH RESERVES TRUST
STATEMENT OF NET ASSETS
December 31, 2012
 
Cash and Net Assets - 100.0%
  $ 1,002  
SHARES OF BENEFICIAL INTEREST:
       
Original Shares Class:
       
Shares outstanding (unlimited number of $.01 par value shares authorized)                                  
    1,002  
Net Asset Value Per Share $1.00
  $ 1.00  

                See accompanying notes to financial statements.
 
 
 

 

 
CHURCHILL CASH RESERVES TRUST
STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED DECEMBER 31, 2012
and
FOR THE YEAR ENDED SEPTEMBER 30, 2012

The Trust had no operations during the periods.
 
See accompanying notes to financial statements.
 
 
 

 
 
CHURCHILL CASH RESERVES TRUST
STATEMENTS OF CHANGES IN NET ASSETS
 

   
Three Months
             
   
Ended
   
Year Ended
   
Year Ended
 
   
December 31, 2012
   
September 30, 2012
   
September 30, 2011
 
                   
The Trust had no operations during the periods shown.
                 
NET ASSETS:
                 
                   
Beginning of period
  $ 1,002     $ 1,002     $ 1,002  
                         
End of period
  $ 1,002     $ 1,002     $ 1,002  

See accompanying notes to financial statements.
 
 
 

 
 
CHURCHILL CASH RESERVES TRUST
NOTES TO FINANCIAL STATEMENTS
December 31, 2012
 
Note A - Churchill Cash Reserves Trust (the "Trust"), a diversified, open-end investment company, was organized on January 4, 1985, as a Massachusetts business trust and is authorized to issue an unlimited number of shares.  The Trust commenced operations on July 9, 1985. The Trust ceased operations on January 25, 2001 inasmuch as all shares outstanding, except for 1,002 shares owned by Aquila Management Corporation (which have been subsequently transferred to its wholly-owned subsidiary, Aquila Investment Management LLC) had been redeemed by shareholders.  Although the Trust is not conducting a public offering of its shares, it will continue to exist as a Massachusetts business trust and maintain its registration as an investment company.  Administrative expenses incurred in connection herewith, have been assumed by Aquila Investment Management LLC.

On November 30, 2012, the Board of Trustees approved a change in the Trust’s fiscal year end from September to December.

Note B – Since inception, the Trust has qualified as a regulated investment company by complying with the provisions of the Internal Revenue Code applicable to certain investment companies.  The Trust made distributions of income and security profits sufficient to relieve it from all, or substantially all, Federal income and excise taxes.

Note C- Aquila Investment Management LLC has agreed to pay all operating expenses of the Trust.


Proxy Voting Record (unaudited)    As the Trust has ceased operations, the Trust had no portfolio securities.  Therefore, there were no matters relating to a portfolio security considered at any shareholder meeting held during the 12 months ended June 30, 2012  with respect to which the Trust was entitled to vote. Applicable regulations require us to inform you that the foregoing proxy voting information is available on the SEC website at http://www.sec.gov.
 
 
 

 
 
CHURCHILL CASH RESERVES TRUST
FINANCIAL HIGHLIGHTS
 
FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD
 
   
For The
       
   
Period Ended
       
   
December 31,
   
Year Ended September 30,
 
     2012*+       2012*       2011*       2010*       2009*       2008*  
                                                 
Net Asset Value, Beginning of Period
  $ 1.0000     $ 1.0000     $ 1.0000     $ 1.0000     $ 1.0000     $ 1.0000  
Income from Investment Operations:
                                               
Net investment income
    -       -       -       -       -       -  
Less Distributions:
                                               
Dividends from net Investment income
    -       -       -       -       -       -  
Net Asset Value, End of Period
  $ 1.0000     $ 1.0000     $ 1.0000     $ 1.0000     $ 1.0000     $ 1.0000  
                                                 
Total Return
    -       -       -       -       -       -  
                                                 
Ratios/Supplemental Data
                                               
                                                 
Net Assets, End of Period ($ thousands)
  $ 1     $ 1     $ 1     $ 1     $ 1     $ 1  
Ratio of Expenses to Average Net Assets
      -         -         -         -         -         -  
Ratio of Net Investment
    -       -       -       -       -       -  
Income to Average Net Assets
                                               
The expense and net investment income ratios without the effect of the former Manager's voluntary waiver of a portion of fees were:
 
Ratio of Expenses to Average Net Assets
    -       -       -       -       -       -  
Ratio of Net Investment Income to Average Net Assets
    -       -       -       -       -       -  
 
+ The information presented covers the period October 1, 2012 to December 31, 2012 due to a change in the Trust’s fiscal year from September 30 to December 31.
* The Trust had no operations.
 
See accompanying notes to financial statements.
 
 
 

 

 
Analysis of Expenses (unaudited)
 
As a shareholder of the Trust, you may incur ongoing costs, including management fees; and other Trust expenses. The tables below are intended to help you understand your ongoing costs (in dollars) of investing in the Trust and to compare these costs with the ongoing costs of investing in other mutual funds.
The tables below are based on an investment of $1,000 invested on July 1, 2012 and held for the six months ended December 31, 2012.
Actual Expenses
 
This table provides information about actual account values and actual expenses. You may use the information provided in this table, together with the amount you invested, to estimate the expenses that you paid over the period. To estimate the expenses you paid on your account, divide your ending account value by $1,000 (for example, an $8,600 ending account value divided by $1,000 = 8.6), then multiply the result by the number under the heading entitled “Expenses Paid During the Period”.
 
For The Six Months Ended December 31, 2012

   
Actual
Total Return(1)
   
Beginning
Account
Value
   
Ending
Account
Value
   
Expenses
Paid During
the Period(2)
 
 
CHURCHILL CASH RESERVES TRUST
    -     $ 1,000.00     $ 1,000.00       -  
 
 
(1) The Trust did not have any operations during the period.
(2) The Trust did not incur any expenses during the period ( note C).
 
 
 

 
 
Analysis of Expenses (unaudited) (continued)
Hypothetical Example for Comparison Purposes
 
The table below provides information about hypothetical account values and hypothetical expenses based on the actual expense ratio and an assumed rate of return of 5.00% per year before expenses, which is not the Trust’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use the information provided in this table to compare the ongoing costs of investing in the Trust and other mutual funds. To do so, compare this 5.00% hypothetical example relating to the Trust with the 5.00% hypothetical examples that appear in the shareholder reports of other mutual funds.
 
For The Six Months Ended December 31, 2012
 
   
Hypothetical
Annualized
Total Return
   
Beginning
Account
Value
   
Ending
Account
Value
   
Expenses
Paid During
the Period(1)
 
   
CHURCHILL CASH RESERVES TRUST
    5.00 %   $ 1,000.00     $ 1,025.00       -  
   
 
(1) The Trust did not incur any expenses during the period ( note C).
 
 
 

 
 
PRIVACY NOTICE (UNAUDITED)

CHURCHILL CASH RESERVES TRUST

OUR PRIVACY POLICY.  In providing services to you as an individual who owns or is considering investing in shares of the Fund we collect certain non-public personal information about you.  Our policy is to keep this information strictly safeguarded and confidential, and to use or disclose it only as necessary to provide services to you or as otherwise permitted by law.  Our privacy policy applies equally to former shareholders and persons who inquire about a fund.

INFORMATION WE COLLECT.  “Non-public personal information” is personally identifiable financial information about you as an individual or your family.  The kinds of non-public personal information we have about you may include the information you provide us on your share purchase application or in telephone calls or correspondence with us, and information about your fund transactions and holdings, how you voted your shares and the account where your shares are held.

INFORMATION WE DISCLOSE.  We disclose non-public personal information about you to companies that provide necessary services to us, such as the Fund’s transfer agent, distributor, investment adviser or sub-adviser, as permitted or required by law, or as authorized by you.  Any other use is strictly prohibited.  We do not sell information about you or any of our fund shareholders to anyone.

Non-California Residents:  We also may disclose some of this information to another fund in the Aquila Group of Funds (or its service providers) under joint marketing agreements that permit the funds to use the information only to provide you with information about other funds in the Aquila Group of Funds or new services we are offering that may be of interest to you.

California Residents Only:  In addition, unless you  “opt-out” of the following disclosures using the form that was mailed to you under separate cover, we may disclose some of this information to another fund in the Aquila Group of Funds (or its service providers) under joint marketing agreements that permit the funds to use the information only to provide you with information about other funds in the Aquila Group of Funds or new services we are offering that may be of interest to you.

HOW WE SAFEGUARD YOUR INFORMATION.  We restrict access to non-public personal information about you to only those persons who need it to provide services to you or who are permitted by law to receive it.  We maintain physical, electronic and procedural safeguards to protect the confidentiality of all non-public personal information we have about you.

If you have any questions regarding our Privacy Policy, please contact us at 1-800-437-1020.
 
 
 

 
 
Additional Information (unaudited)
 
Trustees(1)
and Officers
 
Name, Address(2) 
and Date of Birth
 
Positions Held with Trust and Length of
Service(3)
 
Principal Occupation(s)
During Past 5 Years
 
Number of Portfolios in Fund Complex Overseen
 by Trustee(4)
 
Other Directorships
Held by Trustee
During Past 5 Years
                 
Interested
Trustee(5)
               
                 
Diana P. Herrmann
New York, NY
(1958)
 
Chair of the Board since 2012, President since 2004, Senior Vice President 1999-2004 and Vice President 1988-1999
 
Vice Chair and Chief Executive Officer of Aquila Management Corporation, Founder and Sponsor of the Aquila Group of Funds(6) and parent of Aquila Investment Management LLC, Manager, since 2004, President since 1997, Chief Operating Officer, 1997-2008, a Director since 1984, Secretary since 1986 and previously its Executive Vice President, Senior Vice President or Vice President, 1986-1997; Chief Executive Officer and Vice Chair since 2004, President and Manager  since 2003, and Chief Operating Officer (2003-2008), of the Manager; Chair, Vice Chair, President, Executive Vice President and/or Senior Vice President of funds in the Aquila Group of Funds since 1986; Director of the Distributor since 1997; Governor, Investment Company Institute (the U.S. mutual fund industry trade organization dedicated to protecting shareholder interests and educating the public about investing) for various periods since 2004, and head of its Small Funds Committee, 2004-2009; active in charitable and volunteer organizations.
 
11
 
ICI Mutual Insurance Company, a Risk Retention Group (2006-2009 and since 2010); Vice Chair and Trustee of Pacific Capital Funds of Cash Assets Trust (three Aquila money-market funds) 2004-2012
 
 
 

 
 
Non-interested
Trustees
               
                 
Theodore T. Mason
Hastings-on-Hudson, NY
(1935)
 
Trustee since 1985
 
Executive Director, East Wind Power Partners Ltd. since 1994 and Louisiana Power Partners, 1999-2003; Assistant Treasurer, Fort Schuyler Maritime Alumni Association, Inc., successor to Alumni Association of SUNY Maritime College, since 2010 (previously Treasurer, President, First Vice President, and Second Vice President) and director of the same organization since 1997; Director, STCM Management Company, Inc., 1973-2004; twice national officer of Association of the United States Navy (formerly Naval Reserve Association), Commanding Officer of four naval reserve units and Captain, USNR (Ret); director, The Navy League of the United States New York Council since 2002; trustee, The Maritime Industry Museum at Fort Schuyler, 2000-2004; and Fort Schuyler Maritime Foundation, Inc., successor to the Maritime College at Fort Schuyler Foundation, Inc., 2000-2012.
 
4
 
Trustee Emeritus, Churchill Tax-Free Fund of Kentucky and Aquila Narragansett Tax-Free Income Fund since 2011; Trustee, 1987-2011 and 2009-2011, respectively; Trustee of Pacific Capital Funds of Cash Assets Trust (three Aquila money-market funds, consisting of Pacific Capital Cash Assets Trust (1984-2012), Pacific Capital Tax-Free Cash Assets Trust (1988-2012), and Pacific Capital U.S. Government Securities Cash Assets Trust (1988-2012)) and Chair of the Board of each, 2004-2012; formerly Trustee, Premier VIT
                 
John J. Partridge
Providence, RI
(1940)
 
Trustee  since 2004
 
Founding Partner, Partridge Snow & Hahn LLP, a law firm, Providence, Rhode Island, since 1988, Senior Counsel, since January 1, 2007; Assistant Secretary – Advisor to the Board, Aquila Narragansett Tax-Free Income Fund, 2005-2008, Trustee 2002-2005; director or trustee of various educational, civic and charitable organizations, including Ocean State Charities Trust, Memorial Hospital of Rhode Island, and The Pawtucket Foundation.
 
5
 
None
 
 
 

 
 
 
Name, Address(2)
and Date of Birth
 
Positions Held with Trust and Length of Service(3)
 
Principal Occupation(s) During Past 5 Years
         
Officers
       
         
Charles E.
Childs, III
New York, NY
(1957)
 
Executive Vice President since 2008 and Secretary since 2011
 
Executive Vice President of all funds in the Aquila Group of Funds and the Manager and the Manager’s parent since 2003; Chief Operating Officer of the Manager and the Manager’s parent since 2008; Secretary of all funds in the Aquila Group of Funds since 2011; formerly Senior Vice President, corporate development, Vice President, Assistant Vice President and Associate of the Manager’s parent since 1987; Executive Vice President, Senior Vice President, Vice President or Assistant Vice President of the Aquila money-market funds, 1988-2012; Director of the Distributor since 2012.
         
Randall S. Fillmore
New York, NY
(1960)
 
Chief Compliance Officer since 2012
 
Chief Compliance Officer of each fund in the Aquila Group of Funds, the Manager and the Distributor since 2012; Managing Director, Fillmore & Associates, 2009-2012; Fund and Adviser Chief Compliance Officer (2002-2009), Senior Vice President - Broker Dealer Compliance (2004-2009), Schwab Funds Anti Money Laundering Officer and Identity Theft Prevention Officer (2004-2009), Vice President - Internal Audit (2000-2002), Charles Schwab Corporation; National Director, Information Systems Risk Management - Consulting Services (1999-2000), National Director, Investment Management Audit and Business Advisory Services (1992-1999), Senior Manager, Manager, Senior and Staff Roles (1983-1992), PricewaterhouseCoopers LLP.
         
Joseph P. DiMaggio
New York, NY
(1956)
 
Chief Financial Officer since 2003 and Treasurer since 2000
 
Chief Financial Officer of each fund in the Aquila Group of Funds since 2003 and Treasurer since 2000.
 
(1) The Trust’s Statement of Additional Information includes additional information about the Trustees and is available, without charge, upon request by calling 800-437-1020 (toll-free) or by visiting www.aquilafunds.com or the EDGAR Database at the SEC’s internet site at www.sec.gov.

(2)  The mailing address of each Trustee and officer is c/o Churchill Cash Reserves Trust, 380 Madison Avenue, Suite 2300, New York, NY 10017.

(3) Each Trustee holds office until the next annual meeting of shareholders, if any, or until his or her successor is elected and qualifies. The term of office of each officer is one year.

(4) Includes certain Aquila-sponsored funds that are dormant and have no public shareholders.

(5) Ms. Herrmann is an interested person of the Trust as an officer of the Trust, as a director, officer and shareholder of the Manager’s corporate parent, as an officer and Manager of the Manager, and as a shareholder and director of the Distributor. Ms. Herrmann is the daughter of Lacy B. Herrmann, the Founder and former Trustee, Chairman and Chairman Emeritus of the Trust.

(6)  The “Aquila Group of Funds” includes: Tax-Free Trust of Arizona, Tax-Free Fund of Colorado, Hawaiian Tax-Free Trust, Churchill Tax-Free Fund of Kentucky, Tax-Free Trust of Oregon, Aquila Narragansett Tax-Free Income Fund (Rhode Island) and Tax-Free Fund For Utah, each of which is a tax-free municipal bond fund and are called the “Aquila Municipal Bond Funds”; Aquila Three Peaks Opportunity Growth Fund, which is an equity fund; and Aquila Three Peaks High Income Fund, which is a high-income corporate bond fund.
 
 
 

 
 
ITEM 2.  CODE OF ETHICS.

(a) As of December 31, 2012 (the end of the reporting period) the  Trust has adopted a code of ethics that applies to the Trust's principal executive officer(s)and principal financial officer(s) and persons performing similar functions ("Covered Officers") as defined in the Aquila Group of Funds Code of Ethics for Principal Executive and Senior Financial Officers under Section 406 of the Sarbanes-Oxley Act of 2002, as amended;

(f)(1) Pursuant to Item 10(a)(1), a copy of the Trust's Code of Ethics that applies to the Trust's principal executive officer(s) and principal financial officer(s) and persons performing similar   functions is included as an exhibit to its annual report on this Form N-CSR;

(f)(2)  The text of the Trust's Code of Ethics that applies to the Trust's principal executive officer(s) and principal financial officer(s) and persons performing similar functions has been posted on its Internet website which can be found at the Trust's Internet address at www.aquilafunds.com.
 
ITEM 3.  AUDIT COMMITTEE FINANCIAL EXPERT.

(a)(1)(ii) The Board of Trustees of the Fund has determined that it does not have at least one audit committee financial expert serving on its audit committee.  The Fund does not have such a person serving on the audit committee because none of the persons currently serving as Trustees happens to have the technical accounting and auditing expertise included in the definition of "audit committee financial expert" recently adopted by the Securities and Exchange Commission in connection with this Form N-CSR, and the Board has not heretofore deemed it necessary to seek such a person for election to the Board.

The primary mission of the Board, which is that of oversight over the operations and affairs of the Fund, confronts the Trustees with a wide and expanding range of issues and responsibilities. The Trustees believe that, accordingly, it is essential that the Board's membership consist of persons with as extensive experience as possible in fulfilling the duties and responsibilities of mutual fund directors and audit committee members and, ideally, with extensive experience and background relating to the economic and financial sectors and securities in which the Fund invests, including exposure to thefinancial and accounting matters commonly encountered with respect to those sectors and securities.  The Board believes that its current membership satisfies those criteria.  It recognizes that it would also be helpful to have a member with the relatively focused accounting and auditing expertise reflected in the applicable definition of "audit committee financial expert," just as additional members with similarly focused technical expertise in other areas relevant to the Fund's operations and affairs would also contribute added value. However, the Board believes that the Fund is better served, and its assets better employed, by a policy of hiring experts in various the specialized area of technical accounting and auditing matters, if and as the Board identifies the need, rather than by seeking to expand its numbers by adding technical experts in the areas constituting its domain of responsibility.  The Fund's Audit Committee Charter explicitly authorizes the Committee to retain such experts as it deems necessary in fulfilling its duties
 
 
 

 
 
ITEM 4.  PRINCIPAL ACCOUNTANT FEES AND SERVICES.

a) Audit Fees - The aggregate fees billed for professional services rendered by the principal accountant for the audit of the Registrant's annual financial statements were $1,000 in 2011 and $300 in 2012.

b) Audit Related Fees - There were no amounts billed for audit-related fees over the past two years.

c)  Tax Fees - The Registrant was billed by the principal accountant $300 and $300 in 2011 and 2012, respectively, for return preparation and tax compliance.

d)  All Other Fees - There were no additional fees paid for audit and non-audit services other than those disclosed in a) thorough c) above.

e)(1)  Currently, the audit committee of the Registrant pre-approves audit services and fees on an engagement-by-engagement basis

e)(2)  None of the services described in b) through d) above were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X, all were pre-approved on an engagement-by-engagement basis.

f)  No applicable.

g) There were no non-audit services fees billed by the Registrant's accountant to the Registrant's investment adviser or distributor over the past two years

h)  Not applicable.
 
ITEM 5.  AUDIT COMMITTEE OF LISTED REGISTRANTS.

Not applicable.

ITEM 6.  SCHEDULE OF INVESTMENTS.

Included in Item 1 above
 
 
 

 
 
ITEM 7.  DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

Not applicable.

ITEM 10.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

The Board of Directors of the Registrant has adopted a Nominating Committee Charter which provides that the Nominating Committee (the 'Committee') may consider and evaluate nominee candidates properly submitted by shareholders if a vacancy among the Independent Trustees of the Registrant occurs and if, based on the Board's then current size, composition and structure, the Committee determines that the vacancy should be filled.  The Committee will consider candidates submitted by shareholders on the same basis as it considers and evaluates candidates recommended by other sources.  A copy of the qualifications and procedures that must be met or followed by shareholders to properly submit a nominee candidate to the Committee may be obtained by submitting a request in writing to the Secretary of the Registrant.
 
ITEM 11.  CONTROLS AND PROCEDURES.

(a) Based on their evaluation of the registrant's disclosure controls and  procedures (as defined in Rule 30a-2(c) under the Investment Company Act of 1940) as of a date within 90 days of the fling of this report, the registrant's chief financial and executive officers have concluded that the disclosure  controls and procedures of the registrant are appropriately designed to ensure that information required to be disclosed in the registrant's reports that are filed under the Securities Exchange Act of 1934 are accumulated and communicated to registrant's management, including its principal executive officer(s) and principal financial officer(s), to allow timely decisions regarding required  disclosure and is recorded, processed, summarized and reported, within the time periods specified in the rules and forms adopted by the Securities and Exchange Commission.

(b) There have been no significant changes in registrant's internal controls or in other factors that could significantly affect registrant's internal controls  subsequent to the date of the most recent evaluation, including no significant deficiencies or material weaknesses that required corrective action.

ITEM 12.  EXHIBITS.

(a)(1) Aquila Group of Funds Code of Ethics for Principal Executive and Senior Financial Officers under Section 406 of the Sarbanes-Oxley Act of 2002, as amended.

(a)(2) Certifications of principal executive officer and principal financial officer as required by Rule 30a-2(a) under the Investment Company Act of 1940.

(b) Certifications of principal executive officer and principal financial officer as required by Rule 30a-2(b) under the Investment Company Act of 1940.
 
 
 

 
 
SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
CAPITAL CASH MANAGEMENT TRUST  
     
By: /s/  Diana P. Herrmann  
 
Chair, President and Trustee
March 8, 2013
 
     
By: /s/  Joseph P. DiMaggio  
 
Chief Financial Officer and Treasurer
March 8, 2013
 
 
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
 
By: /s/  Diana P. Herrmann  
 
Diana P. Herrmann
Chair, President and Trustee
March 8, 2013
 
     
By: /s/  Joseph P. DiMaggio  
 
Joseph P. DiMaggio
Chief Financial Officer and Treasurer
March 8, 2013
 
 
 
 

 
 
CHURCHILL CASH RESERVES TRUST

EXHIBIT INDEX

(a)(1) Aquila Group of Funds Code of Ethics for Principal Executive and Senior Financial Officers under Section 406 of the Sarbanes-Oxley Act of 2002, as amended.

(a) (2) Certifications of principal executive officer and principal financial officer as required by Rule 30a-2(a)under the Investment Company Act of 1940.

(b) Certification of chief executive officer and chief financial officer as required by Rule 30a-2(b) of the Investment Company Act of 1940.
 
 
 
EX-99.CERT 3 e610675_ex99-cert.htm SECTION 306 CERTIFICATIONS Unassociated Document
 
CERTIFICATIONS
 
I, Diana P. Herrmann, certify that:

1.
I have reviewed this report on Form N-CSR of Churchill Cash Reserves Trust;

2. 
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for,  the periods presented in this report;

4. 
The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule  30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

 
a) 
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 
b) 
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 
c) 
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

 
d) 
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. 
The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

 
a) 
all significant deficiencies and material weaknesses in the design or  operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process,  summarize, and report financial information; and

 
b)
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
 
 
Date:  March  8 , 2013
 
/s/  Diana P. Herrmann
   
Title:  Chair, President and Trustee
   
     
 
 
 

 
 
I, Joseph P. DiMaggio, certify that:

1.
I have reviewed this report on Form N-CSR of Churchill Cash Reserves Trust;

2. 
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.
Based on my knowledge, the financial statements, other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows)  of the registrant as of, and for,  the periods presented in this report;

4. 
The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

 
a) 
Designed such disclosure controls and procedures, or caused such  disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being  prepared;

 
b) 
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 
c) 
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

 
d) 
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. 
The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

 
a) 
all significant deficiencies and material weaknesses in the design or  operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process,  summarize, and report financial information; and

 
b)
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.


Date: March  8, 2013
 
/s/  Joseph P. DiMaggio
   
Title: Chief Financial Officer and Treasurer
   
 




EX-99.906 CERT 4 e610675_ex99-906cert.htm SECTION 906 CERTIFICATIONS Unassociated Document
CERTIFICATION

Pursuant To Section 906 of the Sarbanes-Oxley Act of 2002 (subsections and (b) of section 1350, chapter 63 of title 18,United States Code), each of the undersigned officers of Churchill Cash Reserves Trust, do hereby certify to such officer's knowledge, that:

The report on Form N-CSR of Churchill Cash Reserves Trust for the period ended December 31, 2012 (the "Form N-CSR")fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and information contained in the Form N-CSR fairly presents, in all material respects, the financial condition and results of operations of the Churchill Cash Reserves Trust.

Dated:  March 8, 2013  /s/  Diana P. Herrmann  
 
Chair, President and Trustee
 
 
Churchill Cash Reserves Trust
 
     
     
Dated:  March 8, 2013  /s/  Joseph P. DiMaggio  
 
Chief Financial Officer and Treasurer
 
 
Churchill Cash Reserves Trust
 
 
A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to Churchill Cash Reserves Trust and will be retained by Churchill Cash Reserves Trust and furnished to the Securities and Exchange Commission or its staff upon request.

This certification is being furnished solely pursuant to 18 U.S.C. ss. 1350 and is not being filed as part of the Report or as a separate disclosure document.


EX-99.CODE ETH 5 sarbanes12-31-12.htm SARBANES-OXLEY CODE OF ETHICS Unassociated Document
 
AQUILA GROUP OF FUNDS
 
CODE OF ETHICS
FOR PRINCIPAL EXECUTIVE AND SENIOR FINANCIAL OFFICERS
UNDER SECTION 406 OF THE SARBANES-OXLEY ACT OF 2002

 
I. Covered Officers/Purpose of the Code

This is the code of ethics (the "Code") for the investment companies within the Aquila Group of Funds (collectively, "Funds" and each, a "Fund," each of which is detailed in Exhibit A).  It applies to the Fund's Principal Executive Officer(s) and Principal Financial Officer(s) (the "Covered Officers," each of whom is listed in Exhibit B), 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 a registrant 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 Covered Officer 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.

II. 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/her service to, the Fund. For example, a conflict of interest would arise if a Covered Officer, or a member of his/her family, receives improper personal benefits as a result of his/her position with the Fund.
 
 
 

 
 
Certain conflicts of interest arise out of the relationships between Covered Officers and the Fund and already are subject to conflict of interest provisions in the Investment Company Act of 1940 ("Investment Company Act") and the Investment Advisers Act of 1940 ("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.  The Fund's and the investment adviser'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. 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 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 or for the adviser, or for both), be involved in establishing policies and implementing decisions that will have different effects on the adviser and the Fund.  The participation of the Covered Officers in such activities is inherent in the contractual relationship between the Fund and the adviser and is consistent with the performance by the Covered Officers of their duties as officers of the Fund.  Thus, if performed in conformity with the provisions of the Investment Company Act and the Investment Advisers Act, such activities will be deemed to have been handled ethically.  In addition, it is recognized by the Funds' Boards of Trustees ("Boards") that the Covered Officers may also be officers or employees of one or more other investment companies covered by this or 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 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 the benefit the Fund;

There are some conflict of interest situations that should always be discussed with the general counsel of the Fund ("General Counsel"), if material. Examples of these include:

*service as a director 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;

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

*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.
 
 
 

 
 
III. Disclosure and Compliance

Each Covered Officer should familiarize himself/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 Trustees 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 Funds and the adviser with the goal of promoting full, fair, accurate, timely and understandable disclosure in the reports and documents the Funds file with, it is the responsibility of each Covered Officer to promote compliance with the standards and restrictions imposed by applicable laws, rules and regulations.

IV. Reporting and Accountability

Each Covered Officer must:

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

*annually thereafter affirm to the Board that he/she has complied with the requirements of the Code;

*not retaliate against any other Covered Officer or any employee of the Funds or their affiliated persons for reports of potential violations that are made in good faith; and

*notify the Chair of the Audit Committee of the Fund promptly if he/she knows of any violation of this Code.  Failure to do so is itself a violation of this Code.

*file at least annually a complete and accurate Funds' Trustees and Officers Questionnaire.

The General Counsel 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 waivers1 sought by the Chairman of the Board or the President will be considered by the Audit Committee (the "Committee").

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

*the General Counsel will take all appropriate action to investigate any potential violations reported to him;

*if, after such investigation, the General Counsel believes that no violation has occurred, the General Counsel is not required to take any further action; any matter that the General Counsel believes is a violation will be reported to the Committee;
 
 
 

 
 
* if the Committee concurs that a violation has occurred, it will inform the  Board, which will consider appropriate action, which may include review of, and appropriate modifications to, applicable policies and procedures; notification to appropriate personnel of the investment adviser or its board; or a recommendation to dismiss the Covered Officer;

* the Committee 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.

V.  Other Policies and Procedures

This Code shall be the sole code of ethics adopted by the Funds for purposes of Section 406 of the Sarbanes-Oxley Act and the rules and forms applicable to registered investment companies thereunder.  Insofar as the policies or procedures of the Funds, the Funds' 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 Funds' and their investment adviser's and principal underwriter's codes of ethics under Rule 17j-1 under the Investment Company Act and the adviser's more detailed policies and procedures set forth in their respective codes are separate requirements applying to the Covered Officers and others, and are not part of this Code.

VI.  Amendments

Any amendments to this Code, other than amendments to Exhibit B, must be approved or ratified by a majority vote of the Board, including a majority of independent Trustees.

VII.  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 appropriate Board and the General Counsel, and if deemed appropriate by the Board, with other Funds in the complex where the Funds share a common Covered Officer.

VIII.  Internal Use

The Code is intended solely for the internal use by the Funds and does not constitute an admission, by or on behalf of any Fund, as to any fact, circumstance, or legal conclusion.
 
 
 

 
 
Exhibit A
 
Funds Covered by this Code of Ethics

Aquila Narragansett Tax-Free Income Fund

Aquila Three Peaks High Income Fund

Aquila Three Peaks Opportunity Growth Fund
(formerly, Aquila Rocky Mountain Equity Fund)

Capital Cash Management Trust

Cascades Trust, consisting of
Tax-Free Trust of Oregon
 
Churchill Cash Reserves Trust

Churchill Tax-Free Trust, consisting of
Churchill Tax-Free Fund of Kentucky

Hawaiian Tax-Free Trust

Tax-Free Fund For Utah

Tax-Free Fund of Colorado

Tax-Free Trust of Arizona
 
 
 

 
 
Exhibit B
 
Persons Covered by this Code of Ethics


The following officers of each Fund, and the identities of such officers as of December 31, 2012:


   
Chair, Vice Chair and/or Trustee and/or President
Diana P. Herrmann
   
Chief Financial Officer and Treasurer
Joseph P. DiMaggio