-----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, WmLBgRz8mCnM4nk4E6hA1wIHTWXa4JS1ItxMcFdRbgsrIGGHLSy0FQsJb3VASA7X 7nMHV96SN2DIZH8gVhbonQ== 0001169232-07-003530.txt : 20070829 0001169232-07-003530.hdr.sgml : 20070829 20070828174259 ACCESSION NUMBER: 0001169232-07-003530 CONFORMED SUBMISSION TYPE: NSAR-A PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20070630 FILED AS OF DATE: 20070829 DATE AS OF CHANGE: 20070828 EFFECTIVENESS DATE: 20070829 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: NSAR-A SEC ACT: 1940 Act SEC FILE NUMBER: 811-05807 FILM NUMBER: 071084891 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 NSAR-A 1 answer.fil SEMI-ANNUAL REPORT PAGE 1 000 A000000 06/30/2007 000 C000000 0000850027 000 D000000 N 000 E000000 NF 000 F000000 Y 000 G000000 N 000 H000000 N 000 I000000 6.1 000 J000000 A 001 A000000 NAIC GROWTH FUND, INC. 001 B000000 811-5807 001 C000000 4147651107 002 A000000 711 W. 13 MILE RD. 002 B000000 MADISON HEIGHTS 002 C000000 MI 002 D010000 48071 003 000000 N 004 000000 N 005 000000 N 006 000000 N 007 A000000 N 007 B000000 0 007 C010100 1 007 C010200 2 007 C010300 3 007 C010400 4 007 C010500 5 007 C010600 6 007 C010700 7 007 C010800 8 007 C010900 9 007 C011000 10 008 A000001 SIMS CAPITAL MANAGEMENT LLC 008 B000001 A 008 C000001 801-67455 008 D010001 MILWAUKEE 008 D020001 WI 008 D030001 53202 012 A000001 AMERICAN STOCK TRANSFER & TRUST COMPANY 012 B000001 84-0000 012 C010001 NEW YORK 012 C020001 NY 012 C030001 10038 013 A000001 PLANTE & MORAN PLLC 013 B010001 SOUTHFIELD 013 B020001 MI 013 B030001 48034 015 A000001 LASALLE BANK, NA 015 B000001 C 015 C010001 TROY 015 C020001 MI PAGE 2 015 C030001 48084 015 E010001 X 018 000000 Y 019 A000000 N 019 B000000 0 020 A000001 BROKER DEALER FINANCIAL SERVICES CORP. 020 C000001 2 020 A000002 WI DISCOUNT SECURITIES 020 C000002 2 020 C000003 0 020 C000004 0 020 C000005 0 020 C000006 0 020 C000007 0 020 C000008 0 020 C000009 0 020 C000010 0 021 000000 4 022 C000001 0 022 D000001 0 022 C000002 0 022 D000002 0 022 C000003 0 022 D000003 0 022 C000004 0 022 D000004 0 022 C000005 0 022 D000005 0 022 C000006 0 022 D000006 0 022 C000007 0 022 D000007 0 022 C000008 0 022 D000008 0 022 C000009 0 022 D000009 0 022 C000010 0 022 D000010 0 023 C000000 0 023 D000000 0 024 000000 N 026 A000000 N 026 B000000 N 026 C000000 N 026 D000000 Y 026 E000000 N 026 F000000 N 026 G010000 N 026 G020000 N 026 H000000 N 027 000000 N PAGE 3 045 000000 Y 046 000000 N 047 000000 Y 048 000000 0.750 048 A010000 0 048 A020000 0.000 048 B010000 0 048 B020000 0.000 048 C010000 0 048 C020000 0.000 048 D010000 0 048 D020000 0.000 048 E010000 0 048 E020000 0.000 048 F010000 0 048 F020000 0.000 048 G010000 0 048 G020000 0.000 048 H010000 0 048 H020000 0.000 048 I010000 0 048 I020000 0.000 048 J010000 0 048 J020000 0.000 048 K010000 0 048 K020000 0.000 049 000000 N 050 000000 N 051 000000 N 052 000000 N 053 A000000 N 054 A000000 N 054 B000000 Y 054 C000000 N 054 D000000 N 054 E000000 N 054 F000000 N 054 G000000 N 054 H000000 N 054 I000000 N 054 J000000 N 054 K000000 N 054 L000000 N 054 M000000 N 054 N000000 N 054 O000000 N 055 A000000 N 055 B000000 N 056 000000 Y 057 000000 N 058 A000000 N PAGE 4 059 000000 Y 060 A000000 Y 060 B000000 Y 061 000000 50 062 A000000 N 062 B000000 0.0 062 C000000 0.0 062 D000000 0.0 062 E000000 0.0 062 F000000 0.0 062 G000000 0.0 062 H000000 0.0 062 I000000 0.0 062 J000000 0.0 062 K000000 0.0 062 L000000 0.0 062 M000000 0.0 062 N000000 0.0 062 O000000 0.0 062 P000000 0.0 062 Q000000 0.0 062 R000000 0.0 063 A000000 0 063 B000000 0.0 066 A000000 Y 066 B000000 N 066 C000000 N 066 D000000 N 066 E000000 N 066 F000000 N 066 G000000 Y 067 000000 N 068 A000000 N 068 B000000 N 069 000000 N 070 A010000 Y 070 A020000 N 070 B010000 N 070 B020000 N 070 C010000 N 070 C020000 N 070 D010000 N 070 D020000 N 070 E010000 Y 070 E020000 N 070 F010000 Y 070 F020000 N 070 G010000 N 070 G020000 N 070 H010000 N 070 H020000 N PAGE 5 070 I010000 Y 070 I020000 N 070 J010000 Y 070 J020000 N 070 K010000 Y 070 K020000 N 070 L010000 Y 070 L020000 N 070 M010000 Y 070 M020000 N 070 N010000 N 070 N020000 N 070 O010000 N 070 O020000 N 070 P010000 Y 070 P020000 N 070 Q010000 N 070 Q020000 N 070 R010000 Y 070 R020000 N 071 A000000 2552 071 B000000 2672 071 C000000 27526 071 D000000 9 072 A000000 6 072 B000000 63 072 C000000 255 072 D000000 0 072 E000000 0 072 F000000 102 072 G000000 0 072 H000000 0 072 I000000 13 072 J000000 3 072 K000000 6 072 L000000 0 072 M000000 6 072 N000000 0 072 O000000 1 072 P000000 0 072 Q000000 0 072 R000000 5 072 S000000 51 072 T000000 0 072 U000000 0 072 V000000 3 072 W000000 22 072 X000000 212 072 Y000000 0 072 Z000000 106 072AA000000 1465 PAGE 6 072BB000000 0 072CC010000 11164 072CC020000 0 072DD010000 0 072DD020000 0 072EE000000 0 073 A010000 0.0000 073 A020000 0.0000 073 B000000 0.0000 073 C000000 0.0000 074 A000000 1348 074 B000000 0 074 C000000 0 074 D000000 976 074 E000000 0 074 F000000 25212 074 G000000 0 074 H000000 0 074 I000000 0 074 J000000 0 074 K000000 0 074 L000000 33 074 M000000 14 074 N000000 27583 074 O000000 0 074 P000000 0 074 Q000000 0 074 R010000 0 074 R020000 0 074 R030000 0 074 R040000 56 074 S000000 0 074 T000000 27527 074 U010000 2792 074 U020000 0 074 V010000 9.86 074 V020000 0.00 074 W000000 0.0000 074 X000000 1802 074 Y000000 0 075 A000000 0 075 B000000 27527 076 000000 9.75 077 A000000 Y 077 C000000 Y 077 Q010000 Y 086 A010000 0 086 A020000 0 086 B010000 0 086 B020000 0 086 C010000 0 PAGE 7 086 C020000 0 086 D010000 0 086 D020000 0 086 E010000 0 086 E020000 0 086 F010000 0 086 F020000 0 087 A010000 NAIC GROWTH FUND, INC. COMMON STOCK 087 A020000 628921108 087 A030000 GRF 088 A000000 N 088 B000000 N 088 C000000 N 088 D000000 N SIGNATURE TITLE Signature Page The following form of signature shall follow items 79, 85, 88, 104, 110 or 132 as appropriate. This report is signed on behalf of the registrant (or depositor or trustee). City of: Madison Heights State of: Michigan Date: 8/28/07 --------------- -------- ------- Name of registrant, Depositor, or Trustee: NAIC Growth Fund, Inc. /s/ Luke E. Sims /s/ David C. Sims - ------------------------ ------------------------- By (Name and Title): Witness (Name and Title): Luke E. Sims, President David C. Sims, Chief Compliance Officer SEC's Collection of Information An agency my not conduct or sponsor, and a person is not required to respond to, a collection of information unless it displays a currently valid control number. Filing of this form is mandatory. Section 30 of the Investment Company Act of 1940 ("1940 Act") and the rules thereunder, and Sections 13 and 15(d) of the Securities Exchange Act of 1934 require investment companies to file annual and periodic reports with the Commission. The Commission has specified Form N-SAR for reports for investment companies. The Commission staff uses the information in performing inspections of investment companies, selectively reviewing registration documents filed under the 1940 Act and the Securities Act of 1933 and conducting studies and other types of analyses necessary to keep the Commission's regulatory program for investment companies current in relation to changing industry conditions. The information collected on Form N-SAR is publicly available. Any member of the public may direct to the Commission any comments concerning the accuracy of the burden estimate of this Form and any suggestions for reducing the burden of the Form. This collection of information has been reviewed by the Office of Management and Budget in accordance with the clearance requirements of 44 U.S.C. ss.3507. EX-99.77C 2 d72633_ex99-77c.htm MATTERS SUBMITTED TO A VOTE OF SECURITY HOLDERS

2007 Annual Shareholder Meeting

 

The Fund’s 2007 annual meeting of shareholders (“Annual Meeting”) was held on May 31, 2007, for the following purposes:

 

 

1.

To elect a Board of five (5) Directors.

 

 

2.

To ratify or reject the selection of Plante & Moran, PLLC as the independent registered public accountants of the Fund for the calendar year ending December 31, 2007.

 

 

3.

To approve the Investment Advisory Agreement between the Fund and Sims Capital Management LLC.

 

The following directors were elected under Proposal 1: Robert M. Bilkie, Jr., Carl A. Holth, Peggy L. Schmeltz, Luke E. Sims, and Benedict J. Smith. Under Proposal 2, shareholders ratified the selection of Plante & Moran, PLLC as the Fund’s independent registered public for the 2007 calendar year. Under Proposal 3, the shareholders approved the Investment Advisory Agreement between the Fund and its new investment advisor.

 

Tabulation Report

Proposal 1 – Election of Directors

 

For

Against

Abstain

Withheld

Robert M. Bilkie, Jr.

1,927,529

121,726

 

Carl A. Holth

1,917,994

131,261

 

Peggy L. Schmeltz

1,907,857

141,398

 

Luke E. Sims

1,903,176

146,079

 

Benedict J. Smith

1,899,039

150,216

 

 

 

Proposal 2 – Selection of Plante & Moran, PLLC

 

For

Against

Abstain

Withheld

 

1,909,866

91,928

24,288

 

 

Proposal 3 – Approval of new Investment Advisory Agreement

 

For

Against

Abstain

Withheld

 

1,401,249

112,801

46,954

 

 

 

Total shares issued and outstanding on record date: 2,792,336

 

 

 

 

 EX-99.77Q1 3 d72633_ex99-77q1.htm OTHER EXHIBIT

INVESTMENT ADVISORY AGREEMENT

 

This Agreement made this 16th day of February, 2007, but effective as of May 1, 2007 (subject to shareholder approval as set forth below) between NAIC Growth Fund, Inc. a Maryland corporation ("Investment Company"), and Sims Capital Management LLC, a Wisconsin limited liability company ("Adviser").

W I T N E S S E T H:

WHEREAS, Investment Company is engaged in the business of a closed-end management investment company as defined in the Investment Company Act of 1940, as amended ("Act") and is registered as such under the provisions of the Act, and

WHEREAS, Adviser is engaged in the business of acting as an investment adviser and is registered as an investment adviser pursuant to the provisions of the Investment Advisers Act of 1940, as amended; and

WHEREAS, Investment Company desires to retain Adviser to render such services to Investment Company in the manner and on the terms and conditions set forth below.

NOW THEREFORE, IT IS AGREED:

1.

TERM

This Agreement shall only go into effect on May 1, 2007 if it is approved by Investment Company's shareholders at the 2007 Annual Meeting of Shareholders and shall remain in effect thereafter for a period of two (2) years from the date hereof, unless sooner terminated as hereinafter provided. This Agreement shall continue in effect from year to year thereafter, subject to the provisions hereof pertaining to termination, and all other terms and conditions hereof, if:

(1)          such continuation shall be specifically approved at least annually by the Board of Directors of the Investment Company, or by the holders of the majority of the Investment Company's outstanding voting securities, and

(2)          such continuation shall be specifically approved at least annually by a majority of the directors of the Investment Company who are not "interested persons" (as the term is defined in the Act) of the Investment Adviser cast in person at a meeting called for the purpose of voting on such approval.

2.

DUTIES OF ADVISER

2.1          Investment Advice and Policies. Adviser shall continuously provide Investment Company with investment research, advice and management of its securities portfolio. Adviser shall act as an adviser to Investment Company and as such shall furnish an investment program generally following NAIC principles and shall continuously advise Investment Company of and determine the securities that should be purchased, sold or exchanged, and what portion of assets of Investment Company shall be held uninvested, subject always to the following:

 

(1)

The restrictions of Investment Company's Articles of Incorporation and By-Laws, as amended from time to time;

 

(2)

Investment Company's investment policies and restrictions as set forth in documents filed with the Securities and Exchange Commission, as amended from time to time;

 

(3)

The provisions of the Act; and

 

 

 

(4)

Review by the Board of Directors of Investment Company.

Should the Board of Directors of Investment Company at any time make any definitive determination as to a change in investment policy or restrictions, and notify Adviser thereof, in writing, Adviser shall be bound by such determination for the period, if any, specified in such notice or until similarly notified that such determination has been revoked.

2.2          Securities Transactions. Adviser shall take, on behalf of Investment Company, all actions which Adviser deems necessary to implement the investment policies determined as provided above, and in particular to place all orders for the purchase or sale of securities for Investment Company's account with brokers or dealers selected by Adviser. Adviser shall be authorized as the agent of Investment Company to give instructions to the custodian of Investment Company as to deliveries of securities and payment of cash for the account of Investment Company. Purchases or sales of securities can be placed with brokers who are selected by the Adviser as being able to achieve "best execution" of such orders. "Best execution" means prompt and reliable execution at the most favorable securities price, taking into account such other considerations as hereinafter set forth. A determination of what may constitute "best execution" and price in the execution of a securities transaction by a broker involves a number of considerations, including, without limitations, the overall direct net economic result to the Investment Company (involving both price paid or received, and any commissions and other costs paid), the efficiency with which a transaction is effected, the ability to effect the transaction at all where a large block is involved, the availability of the broker to stand ready to execute possibly difficult transactions in the future and the financial strength and stability of the broker. Such considerations are judgmental and are weighed by the Adviser in determining the overall reasonableness of the brokerage commissions.

2.3          Voting of Securities. With respect to the voting rights, rights to consent to corporate action or any other rights pertaining to Investment Company's portfolio securities, Adviser shall exercise such rights on behalf of Investment Company in the best interests of Investment Company. Adviser shall provide Investment Company with copies of its written policies and procedures and all amendments thereto, which policies and procedures should address material conflicts that may arise between the interests of Adviser and of Investment Company. Adviser shall also provide Investment Company with reports on how its proxies have been voted at Investment Company's request and no less frequency than annually, and shall include on a timely basis all information required to be filed by the Investment Company with the Securities and Exchange Commissioner on Form N-PX.

3.

ALLOCATION OF CHARGES AND EXPENSES

3.1          Expenses to be paid by Adviser. Adviser shall pay all of the operating expenses of Adviser, including by way of example and not by way of limitation, costs of Adviser's regulatory compliance, the fees of its attorneys and independent accountants, the cost of office space, facilities, office furniture, personnel, administration, clerical and bookkeeping services, telephone service, computer hardware and software, heat, light, electricity, water and other utilities, stationery, supplies, and all other such miscellaneous costs including office equipment, supplies and services as Adviser shall incur in order to conduct the business of managing the portfolio securities of a closed-end investment company. In addition, Adviser shall be responsible for paying all of the internal administrative and clerical costs historically incurred by the Investment Company in the performance of its operations.

3.2          Expenses to be Paid by Investment Company. Investment Company shall pay: (i) all costs associated with the registration of Investment Company and its securities with the Securities and Exchange Commission, printing prospectuses, the sale to the public of the securities of Investment Company, and qualifying and maintaining the qualification of its shares for sale under the Blue Sky laws of the various states; (ii) the fees of its attorneys, independent accountants, escrow agents, custodians, transfer agents and registrars; (iii) all costs and expenses incurred in printing shareholder reports and proxy materials; and (iv) all brokerage or similar commissions on Investment Company's portfolio transactions. Notwithstanding the above, the Investment Company shall not pay the internal administrative and clerical costs historically incurred in the performance of its operations. Such costs shall be paid by Adviser as set forth in Section 3.1 above.

 

 

3.3          Limitation of Investment Company's Expenses. The Investment Company may not incur annual aggregate expenses in excess of: (i) 2% of the first Ten Million and 00/100 ($10,000,000.00) Dollars of the Investment Company's average net assets; (ii) 1½% of the next Twenty Million and 00/100 ($20,000,000.00) Dollars of the Investment Company's average net assets; and (iii) 1% of the Investment Company's remaining average net assets for any fiscal year ("Expense Limitations"). In the event that the Investment Company's annual aggregate expenses exceed the Expense Limitations, such annual aggregate expenses in excess of the Expense Limitations shall be paid by the Adviser. The Investment Company may deduct such amount from Adviser's Advisory Fee (as defined below).

4.

ADVISORY FEE

Investment Company agrees to pay Adviser, and Adviser agrees to accept, as full compensation for all services rendered, an annual fee equal to ¾ of one percent (0.75%) of the weekly net asset value of Investment Company ("Advisory Fee"), provided, however, that if the weekly net asset value of the Investment Company falls below Three Million Eight Hundred Thousand and 00/100 ($3,800,000.00) Dollars, no Advisory Fee will be paid by the Investment Company or any other third party for that week. The Advisory Fee shall be accrued weekly at a rate of one-fifty second (1/52) of the annual Advisory Fee of ¾ of one percent (0.75%) of the net asset value of the Investment Company, computed at the close of the New York Stock Exchange on Thursday of each week. The amounts thus accrued during each calendar month shall be paid to Adviser by the 15th day of the succeeding month.

5.

TERMINATION

This Agreement may be terminated by Investment Company at any time in writing to Adviser, without the payment of any penalty, provided such termination shall have been authorized by resolution adopted by the Board of Directors of Investment Company or by vote of the holders of the majority of Investment Company's outstanding voting securities. This Agreement shall also terminate at any time Adviser is not registered with the Securities and Exchange Commission as an investment adviser under the Investment Advisers Act of 1940, as amended. This Agreement may be terminated by Adviser upon sixty (60) days notice in writing to Investment Company, without the payment of any penalty.

6.

AMENDMENT OR ASSIGNMENT OF AGREEMENT

This Agreement may not be materially amended except upon the approval of holders of a majority of the Investment Company's outstanding voting securities. Non-material amendments may be agreed to by the mutual agreement of the Investment Company (by its Board of Directors) and the Adviser. This Agreement may not be directly or indirectly transferred, assigned, sold or pledged in any way. If either party shall attempt to directly or indirectly transfer, assign, sell or pledge this Agreement in any way, then this Agreement shall automatically and immediately terminate. An indirect transfer or assignment with respect to the Investment Company means any person acquiring 50% or more of the outstanding shares of common stock and with respect to the Adviser means any person other than Luke E. Sims or David C. Sims acquiring 50% or more of the outstanding limited liability company membership interest of Adviser or becoming a managing member thereof.

7.

COVENANTS OF ADVISER

Adviser agrees that it will not deal with itself, or with a director of Investment Company or the underwriter of Investment Company as principal, in making purchases or sales of securities or other property for the account of Investment Company; will not take a long or short position in the shares of the Investment Company, except as provided by the Articles of Incorporation of the Investment Company and; will comply with all other provisions of the Articles of Incorporation and By-Laws of Investment Company. Adviser further covenants and agrees that the investment planning, investment advice and management of securities portfolio that it furnishes Investment Company will generally follow NAIC principles and will be in accordance with the general investment policies of

 

 

Investment Company as set forth from time to time by Investment Company in its prospectuses and registration statements, as amended, which are filed with the Securities and Exchange Commission or with the securities law administrators of any state, or both, or as changed by the Board of Directors as set forth in Section 2.1 above.

8.

LIMITATION OF ADVISER'S LIABILITY

Adviser shall not be liable for any error in judgment or mistake of law or for any loss arising out of any investment or any act or omission in the execution and management of Investment Company's portfolio securities, except for willful misfeasance, bad faith or negligence in the performance of its duties, or by reason of reckless disregard of its obligations and duties hereunder. As used in this section, the term "Adviser" shall include managers, officers and employees of the Adviser as well as the limited liability company itself. The Investment Company hereby agrees to hold Adviser harmless and reimburse Adviser for any expenses, including legal fees and other fees incurred in the defense of an action brought by any party on account of the Adviser's error in judgment or mistake of law or for any loss arising out of any investment or for any act or omission in the execution and management of the Investment Company's portfolio securities, except for an action based upon Adviser's willful misfeasance, bad faith or gross negligence in the performance of its duties, or by reason of reckless disregard of its obligations and duties hereunder. It is further understood and agreed that the Adviser may rely upon information furnished to it reasonably believed to be accurate and reliable.

Adviser hereby agrees to hold Investment Company harmless and reimburse Investment Company for any expenses, including legal fees and other fees incurred in the defense of an action brought by any party on account of Adviser's willful malfeasance, bad faith or gross negligence in the performance of its duties, or by reason of reckless disregard of its obligations and duties hereunder. As used in this Section, the term "Investment Company," shall include directors, officers and employees of the Investment Company as well as the Investment Company itself.

9.

STATUS OF ADVISER

Adviser represents that it is registered with the Securities and Exchange Commission under the Investment Advisers Act of 1940, as amended. Adviser shall be deemed to be an independent contractor and, except as expressly provided or authorized in this Agreement, shall have no authority to act for or represent the Investment Company.

10.

MISCELLANEOUS PROVISIONS

10.1       Applicable Law. This Agreement shall be subject to all the applicable provisions of law, including without limitation, the applicable provisions of the Act. To the extent that any provision herein conflicts with any applicable provisions of the law, the latter shall control.

10.2        Construction. This Agreement is executed and delivered in the City of Royal Oak, County of Oakland, State of Michigan, and the internal laws of the State of Michigan shall be controlling and shall govern the construction, validity, and effect of this Agreement except as such state law shall be pre-empted by federal law.

10.3       Complete Agreement. This Agreement sets forth the entire understanding of the parties hereto and supersedes all prior agreements, covenants, arrangements, communications, representations and warranties, whether oral or written, by any officer, director, or representative of either party.

10.4        Severability. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid or unenforceable in part or in whole for any reason whatsoever, the validity of the remaining provisions or portions hereof shall not be affected thereby.

 

 

10.5        Representation. Adviser hereby represents and warrants to Investment Company that there is no financial condition of Adviser that is reasonably likely to impair the financial ability of Adviser to fulfill its commitment to Investment Company under this Agreement.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by the appropriate officers thereunto duly authorized on the date indicated above.

 

 

 





—————————————————

—————————————————








—————————————————



————————————————— 		  “INVESTMENT COMPANY”:

NAIC GROWTH FUND, INC.


By:   /s/ Kenneth S. Janke
      ————————————————
        Kenneth S. Janke
Its:   President


“ADVISER”:

SIMS CAPITAL MANAGEMENT LLC


/s/ Luke E. Sims
—————————————————
Luke E. Sims, Manager

/s/ David C. Sims
—————————————————
David C. Sims, Manager

 

 

 

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