-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IXLVMqUCHUJGlWy4SW1XdGcsrWSBzVjRwlRH1IZwUlcmd5ZzCFMRgp5Z8+yOkmWO k/ENWSLPIXolYXcNtY1H8w== 0000850027-05-000038.txt : 20050829 0000850027-05-000038.hdr.sgml : 20050829 20050829094407 ACCESSION NUMBER: 0000850027-05-000038 CONFORMED SUBMISSION TYPE: N-CSRS PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20050630 FILED AS OF DATE: 20050829 DATE AS OF CHANGE: 20050829 EFFECTIVENESS DATE: 20050829 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NAIC GROWTH FUND INC CENTRAL INDEX KEY: 0000850027 IRS NUMBER: 311274796 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: N-CSRS SEC ACT: 1940 Act SEC FILE NUMBER: 811-05807 FILM NUMBER: 051053492 BUSINESS ADDRESS: STREET 1: 711 WEST THIRTEEN MILE RD CITY: MADISON HEIGHTS STATE: MI ZIP: 48071 BUSINESS PHONE: 8105836242 MAIL ADDRESS: STREET 1: 711 WEST THIRTEEN MILE RD CITY: MADISON HEIGHTS STATE: MI ZIP: 48071 FORMER COMPANY: FORMER CONFORMED NAME: BETTER INVESTING FUND INC DATE OF NAME CHANGE: 19890716 N-CSRS 1 ncsrsemiannual2005.txt NCSR Omb Approval Omb Number: 3235-0570 Expires: September 30, 2007 Estimated average burden hours per response: 19.4 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: 811-05807 NAIC Growth Fund, Inc. (Exact name of registrant as specified in charter) 711 West 13 Mile Road, Madison Heights, MI 48071 (Address of principal executive offices) (zip code) Kenneth S. Janke, President NAIC Growth Fund, Inc. 711 W. 13 Mile Road Madison Heights, MI 48071 (248) 583-6242 (Name and address of agent for service) Registrant's telephone number, including area code: (877) 275-6242 Date of fiscal year end: December 31 Date of reporting period: June 30, 2005 Item 1. Reports to Stockholders NAIC Growth Fund, Inc. Semi-Annual Report June 30, 2005 www.naicgrowthfund.com Contents Report to Shareowners 2 Statement of Assets and Liabilities 3 Statement of Operations 4 Statements of Changes in Net Assets 5 Financial Highlights 6 Portfolio of Investments 7 Notes to Financial Statements 10 2005 Annual Shareholders Meeting 14 Director Compensation 15 NAIC Growth Fund, Inc., Board of Directors 16 Shareowner Information 16 (1) Report to Shareowners: June 30, 2005 The first half of 2005 was almost a continuation of the prior year with many outside events weighing on stock prices. Crude oil prices remained at high levels that seemed to have an effect on stocks in a negative manner whenever the cost went up. The bombings in Iraq seemed to intensify and interest rates were raised on a regular basis. In the past six months, the Dow Jones Industrial Average has declined 4.7% and the Standard & Poor's 500 lost 1.7%. The Nasdaq was down 5.5%. The Net Asset Value for the Fund went from $9.63 to $9.52, a decrease of 2.2%. The NAV has been adjusted for a 15% stock dividend that was paid on May 23, 2005. The board of directors declared the stock dividend with the thought that it would help increase liquidity of the stock traded on the Chicago Stock Exchange. During the period, the Fund sold 10,000 shares of Pentair resulting in long-term capital gain of more than $260,000. A position of 18,000 shares of Pentair was maintained. New positions were taken in four different companies with the purchase of 10,000 CIT Group, 14,000 Jack Henry & Associates, 10,000 Washington Mutual and 15,000 Wendy's International. The Fund also added to holdings in a number of other stocks. They included 2,000 Abbott Laboratories (16,000); 2,000 Avery Dennison (12,000); 1,000 Medtronic (12,000); 2,000 Polymedica (12,000); 2,000 Sigma Aldrich (7,000); 2,000 State Street (16,000) and 2,000 Teleflex (16,000). Of the 39 stocks held in the portfolio, 38 are dividend payers. During the past year, 35 companies have increased the dividend. With the outlook for earnings remaining positive for the vast majority of the companies held by the Fund, we look forward to continuing progress to be made. Thomas E. O'Hara Kenneth S. Janke Chairman President (2) NAIC Growth Fund, Inc. Statement of Assets and Liabilities As of June 30, 2005 (unaudited) ASSETS Investment securities -at market value (cost $14,309,393) $25,769,090 Short-term investments -at amortized cost 598,355 Cash and cash equivalents 205,375 Dividends & interest receivable 45,358 Prepaid insurance 4,023 Prepaid fees 2,167 26,624,368 LIABILITIES Accrued expenses 41,585 Accounts payable - Advisor fees payable - 41,585 TOTAL NET ASSETS $26,582,783 SHAREOWNERS' EQUITY Common Stock-par value $0.001 per share; authorized 50,000,000 shares, outstanding 2,792,336 shares $ 2,794 Additional Paid-in Capital 14,783,011 Undistributed net investment income 75,843 Undistributed net realized gain on investments 261,438 Unrealized appreciation of investments 11,459,697 SHAREOWNERS' EQUITY $26,582,783 NET ASSET VALUE PER SHARE $ 9.52 See notes to financial statements (3) NAIC Growth Fund, Inc. Statement of Operations For the Period Ended June 30, 2005 (unaudited) INVESTMENT INCOME Interest $ 18,377 Dividends 255,576 273,953 EXPENSES Advisory fees 101,347 Legal fees 35,000 Insurance 12,070 Transfer agent 11,797 Audit fees 9,450 Directors' fees & expenses 6,525 Other fees & expenses 6,500 Printing 6,000 Custodian fees 6,000 Mailing & postage 5,000 Expense reimbursement 2,437 Annual shareowners' meeting 1,750 Total Expenses 203,876 Net investment income 70,077 REALIZED AND UNREALIZED GAIN ON INVESTMENTS Realized gain on investments: Proceeds from sale of investment securities 437,718 Cost of investment securities sold 176,280 Net realized gain on investments 261,438 Unrealized appreciation of investments: Unrealized appreciation at beginning of year 12,087,985 Unrealized appreciation at end of period 11,459,697 Net change in unrealized appreciation on investments (628,288) Net realized and unrealized loss on investments (366,850) NET DECREASE FROM OPERATIONS $ (296,773) See notes to financial statements (4) NAIC Growth Fund, Inc. Statements of Changes in Net Assets six months ended June 30, 2005 year ended (unaudited) December 31, 2004 FROM OPERATIONS: Net investment income $ 70,077 $ 29,364 Net realized gain on investments 261,438 455,020 Net change in unrealized appreciation on investments (628,288) 1,740,954 Net increase/(decrease) from operations (296,773) 2,225,338 DISTRIBUTIONS TO STOCKHOLDERS FROM: Net investment income - 19,792 Net realized gain from investment transactions - 455,020 Total distributions - 474,812 FROM CAPITAL STOCK TRANSACTIONS: Dividend reinvestment - 419,422 Cash purchases 6,694 201,717 Net increase from capital stock transactions 6,694 621,139 Net increase/(decrease) in net assets (290,079) 2,371,665 TOTAL NET ASSETS: Beginning of year $26,872,862 $24,501,197 End of period (including undistributed net investment income of $70,077 and $5,766, respectively) $26,582,783 $26,872,862 Shares: Shares issued to common stockholders under the dividend reinvestment plan, cash purchase plan, and follow-on offering 364,830 59,054 Shares at beginning of year 2,427,506 2,368,452 Shares at end of period 2,792,336 2,427,506 See notes to financial statements (5) NAIC Growth Fund, Inc. Financial Highlights (a) six months ended June 30, 2005 years ended December 31, (unaudited) 2004 2003 2002 2001 2000 Net asset value at beginning of year $9.63 $8.99 $7.90 $9.63 $10.40 $9.76 Net investment income .03 .01 .01 .02 .03 .08 Net realized and unrealized gain (loss) on investments (.14) .81 1.39 (1.28) (.22) 1.89 Total from investment operations (.11) .82 1.40 (1.26) (.19) 1.97 Distribution from: Net investment income - (.01) (.01) (.02) (.03) (.08) Realized gains - (.17) (.30) (.45) (.55) (1.25) Total distributions Net asset value at end of period $9.52 $9.63 $8.99 $7.90 $9.63 $10.40 Per share market value, end of period last traded price (b) $8.40 $7.83 $8.26 $8.65 $9.35 $9.13 Total Investment Return Annualized: Based on market value 1 year 15.20% (3.31%) (1.02%) 2.10% 3.70% 30.90% from inception 9.17% 8.97% 9.94% 10.86% 11.66% 12.57% Based on net asset value 1 year (2.19%) 9.26% 18.05% (13.81%) (1.59%) 27.27% from inception 10.08% 10.53% 10.63% 10.06% 12.42% 13.81% Net Assets, end of year (000's) $26,582.8 $26,872.9 $24,501.2 $20,555.3 $23,909.2 $23,927.8 Ratios to average net assets annualized: Ratio of expenses to average net assets (c) 1.54% 1.80% 1.79% 1.61% 1.57% 1.25% Ratio of net investment income to average net assets (c) 0.53% 0.11% 0.06% 0.17% 0.32% 0.74% Portfolio turnover rate 1.76% 6.53% 11.31% 11.19% 1.77% 10.61% Average commission rate paid per share $0.076 $0.095 $0.125 $0.125 $0.125 $0.125 (a) All per share data for all periods has been restated to reflect the effect of a 15% stock dividend which was declared on august 18, 2000 and paid on September 29, 2000 to shareholders of record on Sept. 18, 2000 and a 15% stock dividend declared on April 21, 2005 and paid on May 23, 2005 to shareholders of record on May 13, 2005. (b) If there was no sale on the valuation date, the bid price for each such date is shown. (c) For the year ended 2000, the adviser voluntarily waived all or a portion of its fees. Had the adviser not done so in 2000, the ratio of expenses to average net assets would have been 1.44%, and the ratio of net investment income to average net assets would have been 0.55%, for that year. (6) NAIC Growth Fund, Inc. Portfolio of Investments - June 30, 2005 (unaudited) % Common Stock Shares Cost Market 4.5 Auto Replacement O'Reilly Auto* 40,000 $242,606 $1,193,200 Total $1,193,200 13.2 Banking Citigroup 22,000 368,635 1,017,060 Comerica, Inc. 10,000 404,669 578,000 Huntington Banc. 25,000 238,023 603,500 JP Morgan Chase 15,000 396,347 529,800 Synovus Financial 27,000 317,651 774,090 Total 3,502,450 2.5 Building Products Johnson Controls 12,000 96,895 675,960 Total 675,960 3.2 Chemicals RPM 25,000 287,099 456,500 Sigma Aldrich 7,000 213,318 392,280 Total 848,780 4.6 Consumer Products Colgate-Palmolive 16,000 469,850 798,560 Newell Rubbermaid 18,000 452,267 429,120 Total 1,227,680 3.1 Electric Equipment General Electric 24,000 441,341 831,600 Total 831,600 1.7 Electronic Diebold 10,000 269,187 451,100 Total 451,100 10.7 Ethical Drugs Abbott Laboratories 16,000 687,652 784,160 Johnson & Johnson 15,000 614,274 975,000 Merck & Co., Inc. 10,000 359,350 308,000 Pfizer, Inc. 28,000 606,755 772,240 Total 2,839,400 6.1 Financial Services CIT Group 10,000 392,785 429,700 State Street Boston 16,000 436,700 772,000 Washington Mutual 10,000 403,500 406,900 Total 1,608,600 (7) 6.2 Food COnAgra 18,000 351,815 416,880 Heinx, H.J. 16,000 532,050 566,720 McCormick & Co. 20,000 223,975 653,600 Total 1,637,200 9.7 Hospital Supplies Bioment Corp. 17,000 166,709 588,710 Medtronic 12,000 595,869 621,480 Polymedica 12,000 346,237 427,920 Stryker Corp. 20,000 95,500 951,200 Total 2,589,310 2.7 Industrial Services Donaldson Co. 24,000 162,563 727,920 Total 727,920 3.3 Insurance AFLAC, Inc. 20,000 143,906 865,600 Total 865,600 1.0 Information Technology Jack Henry & Associates 14,000 249,848 256,340 Total 256,340 2.4 Machinery Emerson Electric 10,000 335,278 626,300 Total 626,300 8.7 Multi Industry Carlisle 9,000 364,086 617,670 Pentair 18,000 280,288 770,580 Teleflex 16,000 545,608 949,920 Total 2,338,170 2.4 Office Supplies Avery Dennison 12,000 666,064 635,520 Total 635,520 2.1 Realty Trust First Industrial Realty Trust 14,000 394,963 558,600 Total 558,600 2.7 Restaurant Wendy's 15,000 579,762 714,750 Total 714,750 3.4 Soft Drinks PepsiCo 17,000 433,218 916,810 Total 916,810 (8) 2.7 Transportation Sysco Corp. 20,000 142,750 723,800 96.9% Investment Securities $14,309,393 $25,769,090 Short-term Investments 2.3 United States Treasury Bills, Maturing 7/28/2005 $598,355 1.0 Misc. Cash Equivalents 256,923 3.3% $855,278 Total Investments $26,624,368 (0.2) All other assets less liabilities (41,585) 100% TOTAL NET ASSETS $26,582,783 Summary of Investment Position as % of Total Investments 6-30-2005 (Pie Graph) Equities-Common Stock - 97% Fixed Income, U.S. Treasury Bills - 2.2% Cash - 0.8% Top Ten Holdings - NAIC Growth Fund, 6/30/05 Market % of Company Value Portfolio Investments O'Reilly Auto* $1,193,200 4.5 Citigroup 1,017,060 3.8 Johnson & Johnson 975,000 3.7 Stryker 951,200 3.6 Teleflex 949,920 3.6 PepsiCo 916,810 3.4 AFLAC 856,600 3.3 General Electric 831,600 3.1 Colgate-Palmolive 798,560 3.0 Abbott Laboratories 784,160 2.9 *non-income producing security See notes to financial statements (9) NAIC Growth Fund, Inc. Notes to Financial Statements (1) ORGANIZATION The NAIC Growth Fund, Inc. (the "Fund") was organized under Maryland law on April 11, 1989 as a diversified closed- end investment company under the Investment Company Act of 1940. The Fund commenced operations on July 2, 1990. (2) SIGNIFICANT ACCOUNTING POLICIES The following is a summary of the significant accounting policies followed by the Fund not otherwise set forth in the notes to financial statements: Dividends and Distributions - Dividends from the Fund's net investment income and realized net long- and short-term capital gains will be declared and distributed at least annually. Shareowners may elect to participate in the Dividend Reinvestment and Cash Purchase Plan (see Note 4). Investments - Investments in equity securities are stated at market value, which is determined based on quoted market prices or dealer quotes. If no such prices are available on the valuation date, the Board of Directors has determined the most recent market prices be used. Pursuant to Rule 2a-7 of the Investment Company Act of 1940, the Fund utilizes the amortized cost method to determine the carrying value of short-term debt obligations. Under this method, investment securities are valued for both financial reporting and Federal tax purposes at amortized cost, which approximates fair value. Any discount or premium is amortized from the date of acquisition to maturity. Investment security purchases and sales are accounted for on a trade date basis. Interest income is accrued on a daily basis while dividends are included in income on the ex-dividend date. Use of Estimates - The preparation of financial statements in conformity with accounting principles generally accepted in the united states requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Federal Income Taxes - The Fund intends to comply with the general qualification requirements of the Internal Revenue Code applicable to regulated investment companies. The Fund intends to distribute at least 90% of its taxable income, including net long-term capital gains, to its shareowners. In order to avoid imposition of the excise tax applicable to regulated investment companies, it is also the Fund's intention to declare as dividends in each calendar year at least 98% of its net investment income and 98% of its net realized capital gains plus undistributed amounts from prior years. (10) The following information is based upon Federal income tax cost of portfolio investments as of June 30, 2005: Gross unrealized appreciation $ 11,534,194 Gross unrealized depreciation (74,497) Net unrealized appreciation $ 11,459,697 Federal income tax cost $ 14,309,393 Expenses -The Fund's service contractors bear all expenses in connection with the performance of their services. The Fund bears all expenses incurred in connection with its operations including, but not limited to, management fees (as discussed in Note 3), legal and audit fees, taxes, insurance, shareowner reporting and other related costs. Such expenses will be charged to expense daily as a percentage of net assets. The Advisory Agreement provides that the Fund may not incur annual aggregate expenses in excess of two percent (2%) of the first Ten Million Dollars of the Fund's average net assets, one and one-half percent (1 1/2%) of the next Twenty Million Dollars of the average net assets, and one percent (1%) of the remaining average net assets for any fiscal year. Any excess expenses shall be the responsibility of the Investment Adviser, and the pro rata portion of the estimated annual excess expenses will be offset against the Investment Adviser's monthly fee. The expenses of the follow-on offering are not considered an expense of the Fund for purposes of the expense limitations of the advisory agreement. (3) MANAGEMENT ARRANGEMENTS Investment Adviser - Growth Fund Advisor, Inc., serves as the Fund's Investment Adviser subject to the Investment Advisory Agreement, and is responsible for the management of the Fund's portfolio, subject to review by the board of directors of the Fund.For the services provided under the Investment Advisory Agreement, the Investment Adviser receives a monthly fee at an annual rate of three-quarters of one percent (0.75%) of the average weekly net asset value of the Fund, during the times when the average weekly net asset value is at least $3,800,000. The Investment Adviser will not be entitled to any compensation for a week in which the average weekly net asset value falls below $3,800,000. Custodian and Plan Agent - Standard Federal Bank, NA (SFB) serves as the Fund's custodian pursuant to the Custodian Agreement. As the Fund's custodian, SFB receives fees and compensation of expenses for services provided including, but not limited to, an annual account charge, annual security fee, security transaction fee and statement of inventory (11) fee. American Stock Transfer and Trust Company serves as the Fund's transfer agentand dividend disbursing agent pursuant to Transfer Agency and Dividend Disbursement Agreements. American Stock Transfer and Trust Company receives fees for services provided including, but not limited to, account maintenance fees, activity and transaction processing fees and reimbursement of out-of-pocket expenses such as forms and mailing costs. (4) DIVIDEND REINVESTMENT AND CASH PURCHASE PLAN The Fund has a Dividend Reinvestment and Cash Purchase Plan (the "Plan") which allows shareowners to reinvest dividends paid and make additional contributions. Under the Plan, cash dividends and voluntary cash payments will be invested in shares purchased in the open market. In the event the Plan agent is unable to complete its acquisition of shares to be purchased from additional contributions on the open market by the end of the twentieth (20th) day following the Investment Date, any remaining funds will be returned to the participants on a pro rata basis. The number of shares credited to each shareowner participant's account will be based upon the average purchase price for all shares purchased. (5) DISTRIBUTIONS TO SHAREOWNERS A 15% stock dividend was declared on April 21, 2005 and paid on May 23, 2005 to shareholders of record on May 13, 2005. No cash distributions were made this year to date. The tax character of distributions paid during 2004 and 2003 was as follows: 2004 2003 Distributions paid from: Ordinary income $19,792 $16,990 Long-term capital gain 455,020 806,949 $474,812 $823,939 As of June 30, 2005, the components of distributable earnings on a tax basis were as follows: Undistributed ordinary income $75,843 unrealized appreciation $11,459,697 (12) (6) Investment transactions Purchases and sales of securities, other than short-term securities for the period ended June 30, 2005, were $2,489,156 and $437,718, respectively. (7) FINANCIAL HIGHLIGHTS The Financial Highlights present a per share analysis of how the Fund's net asset value has changed during the years presented. Additional quantitative measures expressed in ratio form analyze important relationships between certain items presented in the financial statements. The Total Investment Return based on market value assumes that shareowners bought into the Fund at the bid price and sold out of the Fund at the bid price. In reality, shareowners buy into the Fund at the ask price and sell out of the Fund at the bid price. Therefore, actual returns may differ from the amounts stated. (13) 2005 ANNUAL SHAREHOLDERS MEETING The 2005 annual meeting of shareholders was held on April 21, 2005 for the following purposes: 1. To elect a Board of eight (8) Directors; 2. To ratify or reject the selection of Plante & Moran, PLLC as independent auditors of the Fund for the calendar year ending December 31, 2005. The following Directors were elected for Proposal 1: Thomas O'Hara, Kenneth Janke, Lewis Rockwell, Carl Holth, Peggy Schmeltz, Benedict Smith, James Lane, and Luke Sims. For Proposal 2, shareholders ratified the selection of Plante & Moran, PLLC as independent accountants of the Fund. Tabulation Report Proposal 1 - Election of Directors For Against Abstain Withheld Thomas O'Hara 1,688,717 95,397 Kenneth Janke 1,702,351 81,763 Lewis Rockwell 1,679,255 104,859 Carl Holth 1,703,527 80,587 Peggy Schmeltz 1,720,666 63,448 Benedict Smith 1,717,101 67,013 James Lane 1,699,986 84,128 Luke Sims 1,723,978 60,136 Proposal 2 - Selection of Plante & Moran, PLLC 1,726,969 25,880 31,265 Total shares issued and outstanding on record date: 2,427,910 (14) Compensation The following table sets forth the aggregate compensation paid to all directors thru June 30, 2005. Directors who are affiliated with the Investment Adviser or the Investment Adviser's affiliates do not receive any compensation for service as a director. The Chairman and President are not compensated by the Fund, except for reimbursement for out-of-pocket expenses relating to attendance at meetings and other operations of the Fund. No other officer of the Fund received compensation from the Fund in 2005 in excess of $60,000. Directors Who Are Interested Persons of the Fund Thomas E. O'Hara Chairman and Director Aggregate Compensation from Fund* None Pension or Retirement Benefits Accrued as Part of Fund Expenses None Estimated Annual Benefits Upon Retirement None Total Compensation from fund and Complex Paid to Directors** None Kenneth S. Janke President, Treasurer and Director Aggregate Compensation from Fund* None Pension or Retirement Benefits Accrued as Part of Fund Expenses None Estimated Annual Benefits Upon Retirement None Total Compensation from fund and Complex Paid to Directors** None Lewis A. Rockwell Secretary and Director Aggregate Compensation from Fund* $475 Pension or Retirement Benefits Accrued as Part of Fund Expenses None Estimated Annual Benefits Upon Retirement None Total Compensation from fund and Complex Paid to Directors** $475 Peggy Schmeltz Director Aggregate Compensation from Fund* $475 Pension or Retirement Benefits Accrued as Part of Fund Expenses None Estimated Annual Benefits Upon Retirement None Total Compensation from fund and Complex Paid to Directors** $475 Directors Who Are Not Interested Persons of the Fund Carl A. Holth Director Aggregate Compensation from Fund* $475 Pension or Retirement Benefits Accrued as Part of Fund Expenses None Estimated Annual Benefits Upon Retirement None Total Compensation from Fund and Complex Paid to Directors** $475 James M. Lane Director Aggregate Compensation from Fund* $475 Pension or Retirement Benefits Accrued as Part of Fund Expenses None Estimated Annual Benefits Upon Retirement None Total Compensation from Fund and Complex Paid to Directors** $475 Benedict M. Smith Director Aggregate Compensation from Fund* $475 Pension or Retirement Benefits Accrued as Part of Fund Expenses None Estimated Annual Benefits Upon Retirement None Total Compensation from Fund and Complex Paid to Directors** $475 Luke E. Sims Director Aggregate Compensation from Fund* $475 Pension or Retirement Benefits Accrued as Part of Fund Expenses None Estimated Annual Benefits Upon Retirement None Total Compensation from Fund and Complex Paid to Directors** $475 *All amounts shown are for service as a director **The Fund is not part of any fund complex. (15) NAIC Growth Fund, Inc. Board of Directors Thomas E. O'Hara Chairman, Highland Beach, FL Lewis A. Rockwell Secretary, Grosse Pointe Shores, MI Kenneth S. Janke President, Bloomfield Hills, MI Peggy L. Schmeltz Director, Bowling Green, OH James M. Lane Director, Highland Beach, FL Carl A. Holth Director, Clinton Twp., MI Benedict J. Smith Director, Birmingham, MI Luke E. Sims Director, Milwaukee, WI Shareowner Information The ticker symbol for the NAIC Growth Fund, Inc., on the Chicago Stock Exchange is GRF. You may wish to visit the Chicago Stock Exchange web site at www.chicagostockex.com. The dividend reinvestment plan allows shareowners to automatically reinvest dividends in Fund common stock without paying commissions. Once enrolled, you can make additional stock purchases through monthly cash deposits ranging from $50 to $1,000. For more information, request a copy of the Dividend Reinvestment Service for Stockholders of NAIC Growth Fund, Inc., from American Stock Transfer and Trust Company, P.O. Box 922 Wall Street Station, New york, NY 10269, Telephone 1-877-739-9994 Questions about dividend checks, statements, account consolidation, address changes, stock certificates or transfer procedures write American Stock Transfer and Trust Company, P.O. Box 922 Wall Street Station, New york, NY 10269, Telephone 1-877-739-9994 The Fund files its complete schedule of portfolio holdings with Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund's Form N-Q are available on the Commission's website at http://sec.gov, on the Fund's website at http://www.naicgrowthfund.com under the heading "SEC Edgar Filings" and upon request by calling 1-877-275-6242. The Fund's Forms N-Q may be reviewed and copied at the Commission's Public Reference Room in Washington, D.C., and information on the operation of the Public Reference Room may obtained by calling 1-800-SEC-0330. (16) A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available (1) without charge, upon request, by calling 877- 275-6242; (2) on the Fund's website at www.naicgrowthfund.com; and (3) on the Securities and Exchange Commission website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent twelve month period ended June 30, 2005 is available (1) without charge, upon request by calling 1-877-275-6242 or on the Fund's website at http://www.naicgrowthfund.com and (2) on the Commission's website at http://www.sec.gov. Shareowners or individuals wanting general information or having questions, write NAIC Growth Fund, Inc., P.O. Box 220, Royal Oak, Michigan 48068. Telephone 877-275-6242 or visit us at our website at www.naicgrowthfund.com. (17) ITEM 2. CODE OF ETHICS. Not required for the semi-annual report ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT. Not required for the semi-annual report ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. Not required for the semi-annual report ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS. Not required for the semi-annual report ITEM 6. Schedule of Investments The Fund's schedule of investments is included as part of the report to shareholders filed under Item 1 of the this Form. ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED END MANAGEMENT INVESTMENT COMPANIES. Not required for the semi-annual report. Item 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES Not required for this semi-annual report. ITEM 9. PURCHASE 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. Not applicable. ITEM 11. CONTROLS AND PROCEDURES. (i) As of August 4, 2005, an evaluation of the effectiveness of the registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) was performed under the supervision and with the participation of the registrant's President (Principal Executive Officer) and Accountant (person performing the functions of the Principal Financial Officer). Based on that evaluation, the registrant's President and Accountant concluded that the registrant's controls and procedures are effectively designed to insure that information required to be disclosed by the registrant in this Form N-CSR is recorded, processed, summarized and reported within the time periods required by the Commission's rules and forms, and that information required to be disclosed in the reports that the registrant files a Form N-CSR is accumulated and communicated to the registrant's management, as appropriate, to allow timely decisions regarding required disclosure. (ii) There has been no change in the registrants's internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act) 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. ITEM 12. EXHIBITS: (A)(1) Not applicable. (A)(2) Separate certification of principal executive officer and principal financial officer as required by Rule 30a-2 under the Act. (A)(3) Not applicable. (B) Certification Pursuant to 18 U.S.C. Section 1350. 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. NAIC GROWTH FUND, INC. By: /s/ Kenneth S. Janke ---------------------- Kenneth S. Janke President Date: August 26, 2005 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/ Kenneth S. Janke ---------------------- Kenneth S. Janke President Date: August 25, 2004 By: /s/ Calvin George --------------------- Calvin George Accountant (Principal Financial Officer) Date: August 26, 2005 EX-99.CERT 2 ncsrcertjanke2005.txt JANKE CERT Exhibit A(2) Certification I, Kenneth S. Janke, certify that: 1. I have reviewed this report on Form N-CSR of the NAIC Growth Fund, Inc; 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 officer(s) 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 officer(s) and I have disclosed 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: 8/26/2005 /s/ Kenneth S. Janke - --------------------- Kenneth S. Janke President EX-99.CERT 3 ncsrcertgeorge2005.txt GEORGE CERT Exhibit A(2) Certification I, Calvin George, certify that: 1. I have reviewed this report on Form N-CSR of the NAIC Growth Fund, Inc; 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 officer(s) 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 officer(s) and I have disclosed 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: 8/26/2005 /s/ Calvin George - ------------------ Calvin George Accountant (Principal Financial Officer) EX-99.906 CERT 4 cert906ncsr2005.txt 906 CERT EXHIBIT B CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the accompanying Form N-CSR of NAIC Growth Fund, Inc. (the "Registrant") for the period ended June 30, 2005 (the "Report"), each of the undersigned hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, to the best of our respective knowledge and belief, that: (1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant. NAIC GROWTH FUND, INC. By: /s/ Kenneth S. Janke Kenneth S. Janke President By: /s/ Calvin A. George Calvin A. George Accountant (Principal Financial Officer) Dated: August 26, 2005 -----END PRIVACY-ENHANCED MESSAGE-----