AMIDEX FUNDS, INC.
CODE OF ETHICS
FOR
PRINICIPAL EXECUTIVE AND SENIOR FINANCIAL OFFICERS
I. COVERED OFFICERS/PURPOSE OF CODE
The AMIDEX Funds, Inc. a Maryland corporation (the "Corporation") is an open-end
management investment company registered under the Investment Company Act of
1940, as amended (the "Investment Company Act"). This Code of Ethics ("Code")
for the Corporation and its series funds (collectively, the "Funds" and each a
"Fund") applies to the Corporation's Principal Executive Officer and Principal
Financial Officer (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 Corporation files with, or submits to, the
Securities and Exchange Commission ("SEC") and in other public
communications made by or on behalf of the Funds;
o Compliance with applicable laws and governmental rules and
regulations;
o Accountability for adherence to the Code, and
o The prompt internal reporting of violations of the Code to an
appropriate person or persons identified in the Code.
Each Covered Officer must adhere to a high standard of business ethics and must
be sensitive to situations that may give rise to actual as well as apparent
conflicts of interest.
II. COVERED OFFICERS SHOULD ETHICALLY HANDLE ACTUAL AND APPARENT CONFLICTS OF
INTEREST
A "conflict of interest" occurs when the Covered Officers' private interests
interfere with the interests of, or their service to, the Corporation. 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 Corporation.
Certain conflicts of interest arise out of the relationships between Covered
Officers and the Corporation and are already subject to conflict of interest
provisions in the Investment Company Act and the Investment Advisers Act of
1940, as amended (the "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 Funds because of their status as
"affiliated persons". Compliance programs and procedures of
the Corporation and the Corporation's investment adviser, transfer agent, fund
accounting service provider, administrative service provider, and principal
underwriter (each a "Service Provider") 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 may arise from, or as a result of, the contractual relationship
between the Corporation and a Service Provider. As a result, this Code
recognizes that Covered Officers will, in the normal course of their duties
(whether formally for the Corporation or for a Service Provider, or for both),
be involved in establishing policies and implementing decisions which will have
different effects on a Service Provider and the Corporation. The participation
of the Covered Officers in such activities is inherent in the contractual
relationship between the Corporation and a Service Provider and is consistent
with the performance by the Covered Officers of their duties as officers of the
Corporation. 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 following list provides examples of conflicts of
interest under the Code, but Covered Officers should keep in mind that these
examples are not all inclusive. The primary concern is that the personal
interest of the Covered Officer should not be placed improperly before the
interests of the Corporation.
Each Covered Officer must:
o Not use his personal influence or personal relationships to improperly
influence investment decisions or financial reporting by the Funds
whereby the Covered Officer would benefit personally to the detriment
of the Funds;
o Not cause the Corporation to take action, or fail to take action, for
the individual personal benefit of the Covered Officer rather than the
benefit of the Funds;
o Disclose any ownership interest in, or any consulting or employment
relationship with, any of the Corporation's service providers or any
affiliated person thereof; and
o Not use material non-public knowledge of portfolio transactions made
or contemplated for a Fund to trade personally or cause others to
trade personally in contemplation of the market effect of such
transactions.
Certain material conflict of interest situations require written pre-approval
from the Corporation's Audit Committee or its designated representative.
Examples of material conflict of interest situations requiring pre-approval
include:
o Service as a director on the board of any public company;
o The receipt of any non-nominal gifts;
o The receipt of any entertainment from any company with which the
Corporation 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; and
o A direct or indirect financial interest in commissions, transaction
charges or spreads paid by a 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.
The Corporation's Independent Directors will be provided a list of any such
written pre-approvals in connection with the next regularly scheduled Board
meeting.
III. DISCLOSURE AND COMPLIANCE
o Each Covered Officer should familiarize himself with the disclosure
requirements generally applicable to the Corporation;
o Each Covered Officer should not knowingly misrepresent, or cause
others to misrepresent, facts about the Funds to others, whether
within or outside the Corporation, including to the Corporation's
Board of Directors ("Board") 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 of the Corporation and
officers and employees of the Service Providers with the goal of
promoting full, fair, accurate, timely and understandable disclosure
in the reports and documents the Corporation files with, or submits
to, the SEC and in other public communications made by or on behalf of
the Funds; 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;
o Not retaliate against any other Covered Officer, other officer of the
Corporation, any employee of a Service Provider or any of their
affiliated persons for reports of potential violations that are made
in good faith; and
o Notify the Corporation's Audit Committee or its designated
representative promptly if he knows of any violation of this Code.
Failure to do so is itself a violation of this Code.
The Corporation's Audit Committee, directly or through its designated
representative, 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. However, the Independent Directors will
consider any waivers of any provision of this Code.
The Corporation will follow the following procedures in investigating and
enforcing this Code:
o The Corporation's Audit Committee will take all appropriate action to
investigate any reported potential violations;
o If, after such investigation, the Audit Committee believes that no
violation has occurred, the Audit Committee is not required to take
any further action;
o Any matter that the Audit Committee believes is a violation will be
reported to the Independent Directors;
o If the Independent Directors concur that a violation has occurred,
they will inform the Covered Officer and consider appropriate action,
which may include review of, and appropriate modifications to,
applicable policies and procedures; notification to appropriate
personnel of a Service Provider or its board; or a recommendation to
dismiss the Covered Officer;
o The Independent Directors 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 Corporation 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 Corporation, a Service Provider, or other service
providers govern or purport to govern the behavior or activities of Covered
Officers, they are superceded by this Code to the extent that they overlap or
conflict with the provisions of this Code. The Code of Ethics under Rule 17j-1
under the Investment Company Act is a separate requirement applying to the
Covered Officers and others, and is not part of this Code.
VI. AMENDMENTS
Except as to Exhibit A, this Code may not be amended except in written form,
which is specifically 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, officers of the Corporation,
Corporation counsel and counsel for a Service Provider.
VIII. INTERNAL USE
The Code is intended solely for the internal use by the Corporation and does not
constitute an admission, by or on behalf of any Corporation, as to any fact,
circumstance, or legal conclusion.
Date: January 19, 2004
EXHIBIT A
PERSONS COVERED BY THIS CODE OF ETHICS
Clifford A. Goldstein, President of the Corporation
Larry E. Beaver, Jr., Principal Financial Officer of the Corporation
Date: January 19, 2004