SENTRY FUND
CODE OF ETHICS FOR PRINCIPAL EXECUTIVE AND
SENIOR FINANCIAL OFFICERS
I. Covered Officers/Purpose of the Code
Sentry Fund's (the "Fund" or "Company") code of ethics ("Code") applies
to the Company's Chairman of the Board, President and Treasurer and those
serving similar functions (the "Covered Officers" each of whom are set forth in
Exhibit A) for the purpose of promoting:
o honest and ethical conduct, including the ethical handling of actual
or apparent conflicts of interest between personal and professional
relationships;
o full, fair, accurate, timely and understandable disclosure in reports
and documents that the Fund files with, or submits to, the Securities
and Exchange Commission ("SEC") and in other public communications
made by the Fund;
o compliance with applicable laws and rules and regulations;
o prompt internal reporting of violations of the Code to an appropriate
person or persons identified in the Code; and
o 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 and
apparent conflicts of interest.
II. Actual and Apparent Conflicts of Interest
Overview: A "conflict of interest" occurs when a Covered Officer's
private interest interferes with the interest of, or his service to, the
Company. For example, a conflict of interest would arise if a Covered Officer,
or a member of his family, receives improper personal benefits as a result of
his position with the Company.
Certain conflicts of interest arise out of the relationships between
Covered Officers and the Company 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 Company because
of their status as "affiliated persons" of the Company. The Company'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 Company 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
Company 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 Company. The participation of the Covered Officers in such activities is
inherent in the contractual relationship between the Company and the adviser and
is consistent with the performance by the Covered Officers of their duties as
officers of the Company. 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.
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 overarching principle is that the
personal interest of a Covered Officer should not be placed improperly before
the interest of the Company.
Each Covered Officer must:
o not use his personal influence or personal relationships
improperly to influence investment decisions or financial
reporting by the Company whereby the Covered Officer would
benefit personally to the detriment of the Company;
o not cause the Company to take action, or fail to take action, for
the individual personal benefit of the Covered Officer rather
than the benefit of the Company;
o not use material non-public knowledge of portfolio transactions
made or contemplated for the Company to trade personally in
contemplation of the market effect of such transactions; and
o comply with the corporate code of ethics.
There are some potential conflict of interest situations that should
always be discussed with the Company Secretary, if material. Examples of these
include:
o service as a director on the board of any public or private
company;
o the receipt of any non-nominal gifts if received in connection
with service with the Company;
o 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;
o any ownership interest in, or any consulting or employment
relationship with, any of the Company's service providers, other
than its investment adviser, principal underwriter, administrator
or any affiliated person thereof;
o a direct or indirect financial interest in commissions,
transactions charges or spreads paid by the Company 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:
o familiarize himself with the disclosure requirements generally
applicable to the Company;
o not knowingly misrepresent, or cause others to misrepresent,
facts about the Company to others, whether within or outside the
Company, including to the Company's directors and auditors, and
to governmental regulators and self-regulatory organizations;
o to the extent appropriate within his area of responsibility,
consult with other officers and employees of the Fund and the
adviser with the goal of promoting full, fair, accurate, timely
and understandable disclosure in the reports and documents the
Fund files with, or submits to, the SEC and in other public
communications made by the Fund; and
o promote compliance with the standards and restrictions imposed by
applicable laws, rules and regulations.
IV. Reporting and Accountability
Each Covered Officer must:
o upon adoption of the Code (or thereafter as applicable, upon
becoming a Covered Officer), affirm in writing to the Board that
he has received, read, and understands the Code;
o annually affirm to the Board that he has complied with the
requirements of the Code;
o not retaliate against any other Covered Officer or any employee
of the Fund for reports of potential violations that are made in
good faith; and
o notify the Corporate Secretary promptly if he knows of any
violation of this Code. Failure to do so is itself a violation of
this Code.
The Corporate Secretary is responsible for applying this Code to
specific situations in which questions are presented under it and has the
authority to interpret this Code. However, any approvals or waivers sought by
the Chairman of the Board or President will be considered by the Audit Committee
(the "Committee").
The Company will follow these procedures in investigating and enforcing
this Code:
o the Corporate Secretary will take all appropriate action to
investigate any potential violations reported to him;
o if, after such investigation, the Corporate Secretary believes
that no violation has occurred, the Corporate Secretary is not
required to take any further action;
o any matter that the Corporate Secretary believes is a violation
will be reported to the Committee;
o 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;
o the Committee will be responsible for granting waivers, as
appropriate; and
o 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 Fund for
purposes of Section 406 of the Sarbanes-Oxley Act and rules and forms applicable
to registered investment companies thereunder. Insofar as other policies or
procedures of the Fund, the Fund's 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 Fund's and its investment adviser's codes of ethics under Rule 17j-1 under
the Investment Company Act and the adviser's more detailed policies and
procedures are separate requirements applying to the Covered Officers, and are
not part of this Code.
VI. Amendments
Any amendments to this Code, other than amendments to Exhibit A, must
be approved or ratified by a majority vote of the Board including a majority of
independent directors.
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 Board and its counsel.
VIII. Internal Use
The Code is intended solely for the internal use by the Fund and does
not constitute an admission, by or on behalf of any Company, as to any fact,
circumstance, or legal conclusion.
Date: September 11, 2003
EXHIBIT A
Persons Covered by this Code of Ethics
Dale Schuh
James Weishan
William Lohr