NEW YORK DAILY TAX FREE INCOME FUND, INC.
CODE OF ETHICS FOR PRINCIPAL EXECUTIVE AND
SENIOR FINANCIAL OFFICERS
I. Covered Officers/Purpose of the Code
This code of ethics (the "Code") applies to the Principal Executive
Officer and Principal Financial Officer (the "Covered Officers," each of whom
are set forth in Exhibit A) of the New York Daily Tax Free Income Fund, Inc.
(the "Fund") 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 a registrant 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 governmental rules and
regulations;
o the 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 as
well as apparent conflicts of interest.
II. Covered Officers Should Handle Ethically Actual and Apparent Conflicts
of Interest
Overview. A "conflict of interest" occurs when a Covered Officer's
private interest interferes with the interests of, or his service to, the Fund.
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 Fund.
Certain conflicts of interest arise out of the relationships between
Covered Officers and the Fund and already are subject to conflict of interest
provisions in the Investment Company Act of 1940 ("Investment Company Act") and
the Investment Advisers Act of 1940 ("Investment Advisers Act"). For example,
Covered Officers may not individually engage in certain transactions (such as
the purchase or sale of securities or other property) with the Fund because of
their status as "affiliated persons" of the Fund. The Fund's and the investment
adviser's compliance programs and procedures are designed to prevent, or
identify and correct, violations of these provisions. This Code does not, and is
not intended to, repeat or replace these programs and procedures, and such
conflicts fall outside of the parameters of this Code.
Although typically not presenting an opportunity for improper personal
benefit, conflicts arise from, or as a result of, the contractual relationship
between the Fund and the investment adviser, of which the Covered Officers are
also officers or employees. As a result, this Code
recognizes that the Covered Officers will, in the normal course of their duties
(whether formally for the Fund or for the adviser, or for both), be involved in
establishing policies and implementing decisions that will have different
effects on the adviser and the Fund. The participation of the Covered Officers
in such activities is inherent in the contractual relationship between the Fund
and the adviser and is consistent with the performance by the Covered Officers
of their duties as officers of the Fund. Thus, if performed in conformity with
the provisions of the Investment Company Act and the Investment Advisers Act,
such activities will be deemed to have been handled ethically. In addition, it
is recognized by the Fund's Board of Directors (the "Board") that the Covered
Officers may also be officers of one or more other investment companies covered
by this or other codes.
Other conflicts of interest are covered by the Code, even if such
conflicts of interest are not subject to provisions in the Investment Company
Act and the Investment Advisers Act. The following list provides examples of
conflicts of interest under the Code, but Covered Officers should keep in mind
that these examples are not exhaustive. The overarching principle is that the
personal interest of a Covered Officer should not be placed improperly before
the interest of the Fund.
* * * *
Each Covered Officer must:
o not use his personal influence or personal relationships
improperly to influence investment decisions or financial
reporting by the Fund whereby the Covered Officer would benefit
personally to the detriment of the Fund;
o not cause the Fund to take action, or fail to take action, for the
individual personal benefit of the Covered Officer rather than the
benefit of the Fund; and
o not use material non-public knowledge of portfolio transactions
made or contemplated for the Fund to trade personally or cause
others to trade personally in contemplation of the market effect
of such transactions.
There are some potential conflict of interest situations that should be
discussed with Fund counsel in order to determine whether these situations pose
a material risk of causing detriment to the Fund. 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 from any company with which
the Fund has current or prospective business dealings, to the
extent the situation is not addressed by the Fund's 17j-1 Code of
Ethics or the investment adviser's Code of Ethics;
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, to the extent the situation is not
addressed by the Fund's 17j-1 Code of Ethics or the investment
adviser's Code of Ethics;
o any ownership interest in, or any consulting or employment
relationship with, any of the Fund's service providers, other than
its investment adviser, principal underwriter, administrator or
any affiliated person thereof; and
o a direct or indirect financial interest in commissions,
transaction charges or spreads paid by the Fund for effecting
portfolio transactions or for selling or redeeming shares other
than an interest arising from the Covered Officer's employment,
such as compensation or equity ownership.
III. Disclosure and Compliance
o Each Covered Officer should familiarize himself with the
disclosure requirements generally applicable to the Fund;
o each Covered Officer should not knowingly misrepresent, or cause
others to misrepresent, facts about the Fund to others, whether
within or outside the Fund, including to the Fund's directors and
auditors, and to governmental regulators and self-regulatory
organizations;
o each Covered Officer should, 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;
o each Covered Officer should comply with his or her obligations
under the Fund's Disclosure Controls and Procedures and
certification requirements relating to the reports on Form N-CSR
(certified shareholder reports) that the Fund is required to file;
and
o it is the responsibility of each Covered Officer to promote
compliance with the standards and restrictions imposed by
applicable laws, rules and regulations.
IV. Reporting and Accountability
Each Covered Officer must:
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 thereafter affirm to the Board that he has complied with
the requirements of the Code;
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o not retaliate against any other Covered Officer or any employee of
the Fund or its affiliated persons for reports of potential
violations that are made in good faith; and
o notify the Audit Committee promptly if he knows of any violation
of this Code. Failure to do so is itself a violation of this Code.
Fund counsel is responsible for applying this Code to specific
situations in which questions are presented under it and has the authority to
interpret this Code in any particular situation. Any approvals or waivers1
sought by the Covered Officers must be considered Fund counsel.
The Fund will follow these procedures in investigating and enforcing
this Code:
o Fund counsel will take all appropriate action to investigate any
potential violations reported to it;
o if, after such investigation, Fund counsel believes that no
violation has occurred, Fund counsel is not required to take any
further action;
o if Fund counsel determines that a violation has occurred it will
inform and make a recommendation to the full Board, which will
consider appropriate action, which may include (i) review of, and
appropriate modifications to, applicable policies and procedures;
(ii) notification to appropriate personnel of the investment
adviser or its board; or (iii) a recommendation to dismiss the
Covered Officer;
o Fund counsel 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 the 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 and principal
underwriter's codes of ethics under Rule 17j-l under the Investment Company Act,
and any other codes of conduct applicable to such entities, are separate
requirements applying to the Covered Officers and others, and are not part of
this Code.
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1 Item 2 of Form N-CSR defines "waiver" as "the approval by the
registrant of a material departure from a provision of the code of
ethics" and "implicit waiver," which must also be disclosed, as "the
registrant's failure to take action within a reasonable period of time
regarding a material departure from a provision of the code of ethics
that has been made known to an executive officer" of the registrant.
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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.
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 Fund counsel and the Board of
Directors (and its counsel) of the Fund where such reports or records pertain to
a Covered Officer of the Fund.
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 the Fund, as to any fact,
circumstance, or legal conclusion.
Adopted: September 16, 2003
Exhibit A
Persons Covered by this Code of Ethics
Steven W. Duff
Principal Executive Officer
Richard De Sanctis
Principal Financial Officer