CALIFORNIA INVESTMEST TRUST
CALIFORNIA INVESTMENT TRUST II
SUPPLEMENTAL CODE OF ETHICS FOR
PRINCIPAL OFFICERS AND SENIOR FINANCIAL OFFICERS
The Board of Trustees (the "Board") of each of California Investment Trust and
California Investment Trust II (each a "Trust" and collectively, the "Trusts")
has adopted this Supplemental Code of Ethics (the "Code") for the Trusts'
Principal Officers and Senior Financial Officers (collectively, the "Officers")
to guide and remind the Officers of their responsibilities to the Trusts, other
officers, shareholders of the series of the Trusts (the "Funds"), and
governmental authorities. Officers are expected to act in accordance with the
guidance and standards set forth in this Code.
For the purposes of this Code, the Trusts' Principal Officers and Senior
Financial Officers shall include: the Principal Executive Officer; the Principal
Financial Officer; the Principal Accounting Officer; the Controller; and any
persons performing similar functions on behalf of the Trusts, regardless of
whether such persons are employed by the Trusts or a third party.
This Code is intended to serve as the code of ethics described in Section 406 of
The Sarbanes-Oxley Act of 2002 and Form N-CSR. To the extent that an Officer is
subject to the Trusts' code of ethics adopted pursuant to Rule 17j-1 of the
Investment Company Act of 1940, as amended (the "Rule 17j-1 Code"), this Code is
intended to supplement and be interpreted in the context of the Rule 17j-1 Code.
This Code also should be interpreted in the context of all applicable laws,
regulations, each Trust's Agreement and Declaration of Trust and Bylaws, as
amended, and all other governance and disclosure policies and documents adopted
by the Board. All Officers must become familiar and fully comply with this Code.
Because this Code cannot and does not cover every applicable law or provide
answers to all questions that might arise, all Officers are expected to use
common sense about what is right and wrong, including a sense of when it is
proper to seek guidance from others on the appropriate course of conduct.
The purpose of this Code is to set standards for the Officers that are
reasonably designed to deter wrongdoing and are necessary to promote:
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 Trusts file with, or submit to, the Securities
and Exchange Commission (the "SEC") and in any other public
communications by the Trusts;
o compliance with applicable governmental laws, rules and regulations;
o the prompt internal reporting of violations of the Code to the
appropriate persons as set forth in the Code; and
o accountability for adherence to the Code.
1. HONEST AND ETHICAL CONDUCT
a. HONESTY, DILIGENCE AND PROFESSIONAL RESPONSIBILITY
Officers are expected to observe both the form and the spirit of the ethical
principles contained in this Code. Officers must perform their duties and
responsibilities for the Trusts:
o with honesty, diligence, and a commitment to professional and ethical
responsibility;
o carefully, thoroughly and in a timely manner; and
o in conformity with applicable professional and technical standards.
Officers who are certified public accountants are expected carry out their
duties and responsibilities in a manner consistent with the principles governing
the accounting profession, including any guidelines or principles issued by the
Public Company Accounting Oversight Board or the American Institute of Certified
Public Accountants from time to time.
b. OBJECTIVITY / AVOIDANCE OF UNDISCLOSED CONFLICTS OF INTEREST
Officers are expected to maintain objectivity and avoid undisclosed conflicts of
interest. In the performance of their duties and responsibilities for the
Trusts, Officers must not subordinate their judgment to personal gain and
advantage, or be unduly influenced by their own interests or by the interests of
others. Officers must avoid participation in any activity or relationship that
constitutes a conflict of interest unless that conflict has been completely
disclosed to affected parties. Further, Officers should avoid participation in
any activity or relationship that could create the appearance of a conflict of
interest.
A conflict of interest would generally arise if an Officer directly or
indirectly participated in any investment, interest, association, activity or
relationship that may impair or appear to impair the Officer's objectivity.
Any Officer who may be involved in a situation or activity that might be a
conflict of interest or give the appearance of a conflict of interest should
consider reporting such situation or activity using the reporting procedures set
forth in Section 4 (Reporting of Illegal or Unethical Behavior) of this Code.
The Audit Committee of the Trusts (the "Audit Committee") will not be
responsible for monitoring or enforcing this conflict of interest policy, but
rather each Officer is responsible for self-compliance with this conflict of
interest policy.
c. PREPARATION OF FINANCIAL STATEMENTS
Officers must not knowingly make any misrepresentations regarding the Funds'
financial statements or any facts in the preparation of the Funds' financial
statements, and must comply
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with all applicable laws, standards, principles, guidelines, rules and
regulations in the preparation of the Fund's financial statements. This section
is intended to prohibit:
o making, or permitting or directing another to make, materially false
or misleading entries in the Funds' financial statements or records;
o failing to correct the Funds' financial statements or records that are
materially false or misleading when he or she has the authority to
record an entry; and
o signing, or permitting or directing another to sign, a document
containing materially false or misleading financial information.
Officers must be scrupulous in their application of generally accepted
accounting principles. No Officer may (i) express an opinion or state
affirmatively that the financial statements or other financial data of the
Trusts are presented in conformity with generally accepted accounting
principles, or (ii) state that he or she is not aware of any material
modifications that should be made to such statements or data in order for them
to be in conformity with generally accepted accounting principles, if such
statements or data contain any departure from generally accepted accounting
principles then in effect in the United States.
Officers must follow the laws, standards, principles, guidelines, rules and
regulations established by all applicable governmental bodies, commissions or
other regulatory agencies in the preparation of financial statements, records
and related information. If an Officer prepares financial statements, records or
related information for purposes of reporting to such bodies, commissions or
regulatory agencies, the Officer must follow the requirements of such
organizations in addition to generally accepted accounting principles.
If an Officer and his or her supervisor have a disagreement or dispute relating
to the preparation of financial statements or the recording of transactions, the
Officer should take the following steps to ensure that the situation does not
constitute an impermissible subordination of judgment:
o The Officer should consider whether (i) the entry or the failure to
record a transaction in the records, or (ii) the financial statement
presentation or the nature or omission of disclosure in the financial
statements, as proposed by the supervisor, represents the use of an
acceptable alternative and does not materially misrepresent the facts
or result in an omission of a material fact. If, after appropriate
research or consultation, the Officer concludes that the matter has
authoritative support and/or does not result in a material
misrepresentation, the Officer need do nothing further.
o If the Officer concludes that the financial statements or records
could be materially misstated as a result of the supervisor's
determination, the Officer should follow the reporting procedures set
forth in Section 4 (Reporting of Illegal or Unethical Behavior) of
this Code.
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d. OBLIGATIONS TO THE INDEPENDENT AUDITOR OF THE FUND
In dealing with the Funds' independent auditor, Officers must be candid and not
knowingly misrepresent facts or knowingly fail to disclose material facts, and
must respond to specific inquiries and requests by the Funds' independent
auditor.
Officers must not take any action, or direct any person to take any action, to
fraudulently influence, coerce, manipulate or mislead the Funds' independent
auditor in the performance of an audit of the Funds' financial statements for
the purpose of rendering such financial statements materially misleading.
2. FULL, FAIR, ACCURATE, TIMELY AND UNDERSTANDABLE DISCLOSURE
It is the Trusts' policy to provide full, fair, accurate, timely, and
understandable disclosure in reports and documents that the Trusts file with, or
submit to, the SEC and in any other public communications by the Trusts. The
Trusts have designed and implemented Disclosure Controls and Procedures to carry
out this policy.
Officers are expected to use their best efforts to promote, facilitate, and
prepare full, fair, accurate, timely, and understandable disclosure in all
reports and documents that the Trusts file with, or submit to, the SEC and in
any other public communications by the Trusts.
Officers must review the Trusts' Disclosure Controls and Procedures to ensure
they are aware of and carry out their duties and responsibilities in accordance
with the Disclosure Controls and Procedures and the public reporting obligations
of the Trusts. Officers are responsible for monitoring the integrity and
effectiveness of the Trusts' Disclosure Controls and Procedures.
3. COMPLIANCE WITH APPLICABLE LAWS, RULES AND REGULATIONS
Officers are expected to know, respect and comply with all laws, rules and
regulations applicable to the conduct of the Trusts' business. If an Officer is
in doubt about the legality or propriety of an action, business practice or
policy, the Officer should seek advice from the Officer's supervisor or the
Trusts' legal counsel.
In the performance of their work, Officers must not knowingly be a party to any
illegal activity or engage in acts that are discreditable to the Trusts.
Officers are expected to promote the Trusts' compliance with applicable laws,
rules and regulations. To promote such compliance, Officers may establish and
maintain mechanisms to educate employees carrying out the finance and compliance
functions of the Trusts about any applicable laws, rules or regulations that
affect the operation of the finance and compliance functions and the Trusts
generally.
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4. REPORTING OF ILLEGAL OR UNETHICAL BEHAVIOR
Officers should promptly report any conduct or actions by an Officer that do not
comply with the law or with this Code. Officers and the Trusts shall adhere to
the following reporting procedures:
o Any Officer who questions whether a situation, activity or practice is
acceptable must immediately report such practice to the Principal
Executive Officer of the Trusts (or to an Officer who is the
functional equivalent of this position) or to the Trusts' legal
counsel. The person receiving the report shall consider the matter and
respond to the Officer within a reasonable amount of time.
o If the Officer is not satisfied with the response of the Principal
Executive Officer or counsel, the Officer must report the matter to
the Chairman of the Audit Committee. If the Chairman is unavailable,
the Officer may report the matter to any other member of the Audit
Committee. The person receiving the report shall consider the matter,
refer it to the full Audit Committee if he or she deems appropriate,
and respond to the Officer within a reasonable amount of time.
o If, after receiving a response, the Officer concludes that appropriate
action was not taken, he or she should consider any responsibility
that may exist to communicate to third parties, such as regulatory
authorities or the Fund's independent auditor. In this matter, the
Officer may wish to consult with his or her own legal counsel.
o The Audit Committee and the Trusts will not be responsible for
monitoring or enforcing this reporting of violations policy, but
rather each Officer is responsible for self-compliance with this
reporting of violations policy.
o To the extent possible and as allowed by law, reports will be treated
as confidential.
o If the Audit Committee determines that an Officer violated this Code,
failed to report a known or suspected violation of this Code, or
provided intentionally false or malicious information in connection
with an alleged violation of this Code, the Trusts may take
disciplinary action against any such Officer to the extent the Audit
Committee deems appropriate. No Officer will be disciplined for
reporting a concern in good faith.
o The Trusts and the Audit Committee may report violations of the law to
the appropriate authorities.
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5. ACCOUNTABILITY AND APPLICABILITY
All Officers will be held accountable for adherence to this Code. On an annual
basis, within 30 days of the beginning of each calendar year, each Officer shall
certify in writing his or her receipt, familiarity and commitment to compliance
with this Code, by signing the Acknowledgment Form (APPENDIX A to this Code).
This Code is applicable to all Officers, regardless of whether such persons are
employed by the Trusts or a third party. If an Officer is aware of a person
("Potential Officer") who may be considered an Officer as defined by this Code,
the Officer should inform legal counsel to the Trusts of such Potential Officer
so that a determination can be made regarding whether such Potential Officer has
completed or should complete an Acknowledgment Form. However, the absence of
such a determination will not be deemed to relieve any person of his or her
duties under this Code.
6. DISCLOSURE OF THIS CODE
This Code shall be disclosed by at least one of the following methods in the
manner prescribed by the SEC, unless otherwise required by law:
o by filing a copy of the Code with the SEC;
o by posting the text of the Code on the Trusts' website; or
o by providing, without charge, a copy of the Code to any person upon
request.
7. WAIVERS
Any waiver of this Code, including an implicit waiver, that has been granted to
an Officer, may be made only by the Board or a committee of the Board to which
such responsibility has been delegated, and must be disclosed by the Trusts in
the manner prescribed by law and as set forth above in Section 6 (Disclosure of
this Code).
8. AMENDMENTS
This Code may be amended by the affirmative vote of a majority of the Board. Any
amendment of this Code, must be disclosed by the Trusts in the manner prescribed
by law and as set forth above in Section 6 (Disclosure of this Code), unless
such amendment is deemed to be technical, administrative, or otherwise
non-substantive. Any amendments to this Code will be provided to the Officers.
Approved by the Board of Trustees on May 13, 2003.
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APPENDIX A
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CALIFORNIA INVESTMENT TRUST
CALIFORNIA INVESTMENT TRUST II
CERTIFICATION AND ACKNOWLEDGMENT OF RECEIPT OF SUPPLEMENTAL CODE OF ETHICS FOR
PRINCIPAL OFFICERS AND SENIOR FINANCIAL OFFICERS
I acknowledge and certify that I have received a copy of the Supplemental Code
of Ethics for Principal Officers and Senior Financial Officers for California
Investment Trust and California Investment Trust II (the "Code"). I understand
and agree that it is my responsibility to read and familiarize myself with the
policies and procedures contained in the Code and to abide by those policies and
procedures.
I acknowledge my commitment to comply with the Code.
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Officer Name (Please Print) Officer Signature
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Date