N-CSR 1 ncsr123114.htm N-CSR Advance Capital I, Inc.

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:  811-05127


Advance Capital I, Inc.

(Exact name of registrant as specified in charter)


One Towne Square, Suite 444

Southfield, Michigan

 

48076

(Address of principal executive offices)

 

(Zip code)


Christopher M. Kostiz, President

Advance Capital I, Inc.

One Towne Square, Suite 444

Southfield, Michigan 48076

(Name and Address of agent for service)


Registrant’s telephone number, including area code:  (248) 350-8543


Date of fiscal year end:  December 31


Date of reporting period:  December 31, 2014


Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940(17 CFR 270.30e-1).  The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.


A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public.  A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays current valid Office of Management and Budget (“OMB”) control number.  Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609.  The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. 3507.





Item 1.  Annual Report to Shareholders.


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Item 2.  Code of Ethics.


The registrant, as of the end of the period covered by this report, has adopted a code of ethics that applies to its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party.  During the period covered by this report, there have been no amendments to such code of ethics nor were any waivers to such code of ethics granted.  A copy of the code of ethics is filed as an exhibit to this Form N-CSR.


Item 3.  Audit Committee Financial Expert.


The registrant's Board of Directors has determined that independent directors Janice Loichle and Thomas Saeli qualify as Audit Committee financial experts.  The designation of a person as an "Audit Committee financial expert" does not mean that the person has any greater duties, obligations, or liability than those imposed on the person without the "Audit Committee financial expert" designation.  Similarly, the designation of a person as an "Audit Committee financial expert" does not affect the duties, obligations, or liability of any other members of the Audit Committee or Board of Directors.


Item 4.  Principal Accountant Fees and Services.


a) Audit Fees: The aggregate fees billed for each of the last two fiscal years for professional services rendered by the principal accountant for the audit of the registrant's annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years were $66,000 for year ended December 31, 2014 and $66,000 for year ended December 31, 2013.


b) Audit-Related Fees: The aggregate fees billed in each of the last two fiscal years for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the registrant's financial statements and are not reported under paragraph (a) of this item were $0 for year ended December 31, 2014 and $0 for year ended December 31, 2013.


c) Tax Fees: The aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant for tax compliance, tax advice and tax planning were $12,000 in the year ended December 31, 2014 and $12,000 in the year ended December 31, 2013.  Such services include review of excise distribution calculations (if applicable), preparation of the Funds' federal, state and excise tax returns and routine tax consulting.


d) All Other Fees: The aggregate fees billed in each of the last two fiscal years for products and services provided by the principal accountant, other than the services reported in paragraphs (a) through (c) of this item were $0 for year ended December 31, 2014 and $0 for year ended December 31, 2013.


e) (1) Audit Committee Pre-Approval Policies and Procedures


ADVANCE CAPITAL I, INC.

PRE-APPROVAL POLICIES AND PROCEDURES


As adopted by the AUDIT COMMITTEE of the Board of Directors of the

Advance Capital I, Inc. Funds ("Funds")






The Sarbanes-Oxley Act of 2002 ("Act") and rules adopted by the Securities and Exchange Commission ("SEC") ("Rules") require that the funds' audit Committee of the Board of Directors ("Audit Committee") pre-approve all audit and non-audit services provided to the fund by its independent accountant ("Auditor").  It also covers any non-audit services provided by the Auditor to the Funds' investment adviser or affiliates of the adviser that provide ongoing services to the Fund ("Service Affiliates") IF these services directly impact the Funds' operations and financial reporting.


The following policies and procedures govern the ways in which the Audit Committee will pre-approve audit and non-audit services provided by the Auditor to the funds and Service Affiliates.  These policies and procedures do not apply to audit services provided to Service Affiliates by the Auditors, nor do they apply to services provided by another audit firm.


These policies and procedures comply with the requirements for pre-approval and provide a mechanism by which management of the Fund may request and secure pre-approval of audit and non-audit services with minimal disruption to normal business operations.  Pre-approval of non-audit services may be achieved through a combination of the procedures described in Sections C and D below.


A.   GENERAL


1.   The Audit Committee must pre-approve all audit and non-audit services that the Auditor provides to the Fund.


2.   The Audit Committee must pre-approve any engagement of the Auditor to provide non-audit services to any Service Affiliate during the period of the auditor's engagement IF the non-audit services directly impact the fund's operations and financial reporting.


B.   PRE-APPROVAL OF AUDIT SERVICES TO THE FUND


1.   The audit Committee shall approve the engagement of the auditor to certify the fund's financial statements for each fiscal year (the "Engagement").  The approval of the Engagement shall not be delegated to a Designated Member (see Section D below).  In approving the Engagement, the Audit Committee shall obtain, review and consider sufficient information concerning the proposed Auditor to enable the Audit Committee to make a reasonable evaluation of the Auditor's proposed fees for the engagement, in light of the scope and nature of the audit services that the fund will receive.


2.   The Audit Committee shall report to the Board of Directors (the "Board") its approval of the Engagement and the proposed fees for such Engagement, as well as the basis for such approval.


3.   Unless otherwise in accordance with applicable law, the Engagement shall require that the Auditor be selected by a vote, cast in person, of a majority of the members of the Fund's Board who are "not interested" persons of the Board (as defined in Section 2(a)(19) of the Investment Company Act of 1940) ("Independent directors").


C.   Pre-Approval of Non-Audit Services to the Fund and to Service Affiliates--by Types of Services


1.   The Audit Committee may pre-approve certain types of non-audit services to the Fund and its Service Affiliates pursuant to this Section C.


2.   Annually, when the Audit Committee considers the Engagement of the Auditor, management of the Fund shall provide to the Audit Committee, for its consideration and action, the following:  (a) a list of non-audit services that the Fund may request from the Auditor during the fiscal year; and (b) a list of non-audit services directly impacting the funds' operations and financial reporting that Service Affiliates may request from the Auditor during the fiscal year.


3.   Lists submitted to the Audit Committee shall describe the types of non-audit services in reasonable detail and shall include an estimated budget (or budgeted range) of fees where possible and such other information as the Audit Committee may request.





4.   The Audit committee's pre-approval of non-audit services submitted pursuant to this Section C shall constitute authorization for management of the fund to utilize the Auditor for the types of non-audit services so pre-approved, if needed during the fiscal year.


5.   A list of the types of non-audit services pre-approved by the Audit Committee pursuant to this Section C will be distributed to management of the Service Affiliates and the appropriate partners of the auditor.  Periodically, the Auditor will discuss with the Audit committee those non-audit services that have been or are being provided pursuant to this Section C.


D.   Pre-Approval of Non-Audit Services to the Fund and to Service

Affiliates--on a Project-by-Project Basis


1.   The Audit Committee also may pre-approve non-audit services on a project-by-project basis pursuant to this Section D.


2.   Management of the Fund may submit either to the Audit Committee or to their Designated Member a pre-approval request for one or more non-audit projects.  The request shall describe the project(s) in reasonable detail and shall include an estimated budget (or budgeted range) of fees and such other information as the Audit Committee or Designated Member shall request.


3.   The Audit Committee shall designate one or more of its members who are "not interested" Directors (each a "Designated Member") to consider any non-audit services to the Fund or any Service Affiliate, which have not been pre-approved by the Audit Committee.  The Designated Member shall review, on behalf of the Audit Committee any proposed material change in the nature or extent of any non-audit services previously approved.  The fund's management, in consultation with the Auditor, shall explain why such non-audit services or material change in non-audit services are necessary and appropriate and the anticipated costs thereof.


4.   The Designated Member will review the requested non-audit services or proposed material change in such services and will either:


a)   Pre-approve, pre-approve subject to conditions, or disapprove any such requested services, or any proposed material change in services, whether to the Fund or to a Service Affiliate; or


b)   Refer such matter to the full Audit Committee for its consideration and action.


In considering any requested non-audit services or proposed material change in such services, the Designated Member shall take into account all relevant matters.


5.   The Designated Member's pre-approval (or pre-approval subject to conditions) of the requested non-audit service or proposed material change in service pursuant to this Section D shall constitute authorization for management of the Fund or Service Affiliate  to utilize the auditor for the non-audit services which have been pre-approved.  Any action by the Designated Member in approving a requested non-audit service shall be presented for ratification by the Audit Committee not later than at its next scheduled meeting.  If the Designated Member does not approve the Auditor providing the requested non-audit service, the matter will be presented to the full Audit Committee for its consideration and action.


E.   AMENDMENT; ANNUAL REVIEW


1.   The Audit Committee may amend these procedures from time to time.


2.   These procedures shall be reviewed annually by the Audit Committee.





F.   RECORD KEEPING


1.   The Fund shall maintain a written record of all decisions made by the Audit Committee or the Designated Member pursuant to these procedures, together with appropriate supporting material.


2.   A record of the approval of any non-audit service pursuant to the de minimis exception provided in the Rules shall be made indicating that each of the conditions for this exception, as set forth in the Rules, has been satisfied.


3.   A copy of these Procedures and any amendments shall be permanently maintained in an easily accessible place.  Written records referred to in paragraphs 1 and 2 of this Section F shall be maintained for six years from the end of the fiscal year in which the actions were taken.  They will be maintained in an easily accessible location for the first two years.


(e)(2)  PERCENTAGE OF SERVICES REFERRED TO IN 4(B) - (4)(D) THAT WERE APPROVED BY THE AUDIT COMMITTEE:


100% of services described in each of paragraphs (b) through (d) of this Item were approved by the Audit Committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.


f)   Percentage of hours expended on the principal accountant’s engagement to audit the registrant's financial statements for the most recent fiscal year that were attributed to work performed by persons other than the principal accountant's full-time, permanent employees.


Not applicable.


g)   Non-Audit Fees: The aggregate non-audit fees billed by the registrant's accountant for services rendered to the registrant, and rendered to the registrant's investment adviser, and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant for each of the last two fiscal years of the registrant were $0 for year ended December 31, 2014 and $0 for year ended December 31, 2013.


h)   Not applicable.


Item 5.  Audit Committee of Listed Registrant.


Not applicable because registrant’s shares are not listed for trading on a national securities exchange.


Item 6.  Schedule of Investments.


Schedule I - Investments in securities of unaffiliated issuers is included as part of the report to shareholders filed under Item 1 of this Form.


Item 7.  Disclosure of Proxy Voting Policies and Procedures for Closed-end Management Investment Companies.


Not applicable for open-end investment companies.


Item 8.  Portfolio Managers of Closed-End Management Investment Companies.


Not applicable for open-end investment companies.


Item 9.  Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.


Not applicable for open-end investment companies.





Item 10.  Submission of Matters to a Vote of Security Holders.


Not applicable.


Item 11.  Controls and Procedures.


(a)

The Company maintains a system of disclosure controls and procedures that are designed to provide reasonable assurance that information required to be disclosed in its reports filed or submitted under the Investment Company Act of 1940, as amended (the “1940 Act”), is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to management to allow timely decisions regarding required disclosures.  The Company’s principal executive officer and principal financial officer, or persons performing similar functions, have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the 1940 Act) are effective, based on their evaluation of the disclosure controls and procedures as of December 31, 2014, a date that is within 90 days of the filing date of this report.

(b)

There were no significant changes in the registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d))) that occurred during the registrant's last 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

Item 12.  Exhibits.


(a)(1)

Code of Ethics (filed herewith).

(a)(2)

Certification pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).

(a)(3)

Not applicable.

(b)

Certification pursuant to Rule 30a-2(b) under the 1940 Act and Section 906 of the Sarbanes-Oxley Act of 2002 (filed herewith).













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.


ADVANCE CAPITAL I, INC.


By:    /S/ Christopher M. Kostiz

Christopher M. Kostiz, President

(principal executive officer)


Date: March 4, 2015


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 on the dates indicated.


By:    /S/ Christopher M. Kostiz

Christopher M. Kostiz, President

(principal executive officer)


Date: March 4, 2015


By:    /S/ Julie A. Katynski

Julie A. Katynski, Vice President, Treasurer &

Assistant Secretary

(principal financial officer)


Date: March 4, 2015