UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file Number _811-03835_
Value Line Centurion Fund, Inc.
(Exact name of registrant as specified in charter)
7 Times Square, New York, N.Y. 10036
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: 212-907-1900
Date of fiscal year end: December 31, 2019
Date of reporting period: December 31, 2019
Item I Reports to Stockholders
A copy of the Annual Report to Stockholders for the period ended 12/31/19 is included with this Form.
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Issue
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Shares
|
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Value
|
| |
Percentage of
Net Assets |
| | |||||||||
| | Rollins, Inc. | | | | | 187,000 | | | | | $ | 6,200,920 | | | | | | 4.1% | | | |
| | AutoZone, Inc. | | | | | 5,000 | | | | | | 5,956,550 | | | | | | 4.0% | | | |
| | Fiserv, Inc. | | | | | 51,200 | | | | | | 5,920,256 | | | | | | 4.0% | | | |
| | Mettler-Toledo International, Inc. | | | | | 7,400 | | | | | | 5,870,272 | | | | | | 3.9% | | | |
| | Roper Technologies, Inc. | | | | | 15,400 | | | | | | 5,455,142 | | | | | | 3.6% | | | |
| | Teledyne Technologies, Inc. | | | | | 15,500 | | | | | | 5,371,370 | | | | | | 3.6% | | | |
| | IDEXX Laboratories, Inc. | | | | | 20,000 | | | | | | 5,222,600 | | | | | | 3.5% | | | |
| | HEICO Corp. | | | | | 41,033 | | | | | | 4,683,917 | | | | | | 3.1% | | | |
| | Waste Connections, Inc. | | | | | 51,300 | | | | | | 4,657,527 | | | | | | 3.1% | | | |
| | AMETEK, Inc. | | | | | 45,000 | | | | | | 4,488,300 | | | | | | 3.0% | | | |
| | | | |
1
Yr |
| |
3
Yrs |
| |
5
Yrs |
| |
10
Yrs |
| |
Since
Inception 11/15/1983 |
| | |||||||||||||||
| | Value Line Centurion Fund, Inc. | | | | | 33.07% | | | | | | 16.88% | | | | | | 11.52% | | | | | | 14.17% | | | | | | 9.07% | | | |
| | S&P 500® Index | | | | | 31.49% | | | | | | 15.27% | | | | | | 11.70% | | | | | | 13.56% | | | | | | 11.20% | | | |
| | | | |
Beginning
Account Value July 1, 2019 |
| |
Ending
Account Value December 31, 2019 |
| |
Expenses
Paid During Period* |
| |
Annualized
Expense Ratio |
| | ||||||||||||
| | Actual | | | | $ | 1,000.00 | | | | | $ | 1,044.20 | | | | | $ | 4.43 | | | | | | 0.86% | | | |
| | Hypothetical (5% return before expenses) | | | | $ | 1,000.00 | | | | | $ | 1,020.87 | | | | | $ | 4.38 | | | | | | 0.86% | | | |
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Shares
|
| | | | |
Value
|
| ||||||
|
Common Stocks — 96.9%
|
| ||||||||||||
|
Consumer Discretionary — 9.4%
|
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|
Retail — 9.4%
|
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| | | 5,000 | | | | AutoZone, Inc.* | | | | $ | 5,956,550 | | |
| | | 4,900 | | | | Domino’s Pizza, Inc. | | | | | 1,439,522 | | |
| | | 5,200 | | | | O’Reilly Automotive, Inc.* | | | | | 2,278,952 | | |
| | | 72,800 | | | | TJX Companies, Inc. (The) | | | | | 4,445,168 | | |
| | | | | | | | | | | | 14,120,192 | | |
|
Consumer Staples — 7.9%
|
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|
Food — 3.6%
|
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| | | 32,000 | | | | Hormel Foods Corp.(1) | | | | | 1,443,520 | | |
| | | 21,500 | | | | J&J Snack Foods Corp. | | | | | 3,961,805 | | |
| | | | | | | | | | | | 5,405,325 | | |
|
Household Products — 2.9%
|
| ||||||||||||
| | | 61,600 | | | | Church & Dwight Co., Inc. | | | | | 4,332,944 | | |
|
Retail — 1.4%
|
| ||||||||||||
| | | 13,100 | | | | Casey’s General Stores, Inc. | | | | | 2,082,769 | | |
| | | | | | | | | | | | 11,821,038 | | |
|
Financials — 3.5%
|
| ||||||||||||
|
Commercial Services — 0.6%
|
| ||||||||||||
| | | 2,400 | | | | MarketAxess Holdings, Inc. | | | | | 909,864 | | |
|
Insurance — 2.9%
|
| ||||||||||||
| | | 3,000 | | | | Alleghany Corp.* | | | | | 2,398,710 | | |
| | | 10,200 | | | | Arch Capital Group, Ltd.* | | | | | 437,478 | | |
| | | 5,000 | | | | Chubb, Ltd. | | | | | 778,300 | | |
| | | 3,500 | | | | RenaissanceRe Holdings, Ltd. | | | | | 686,070 | | |
| | | | | | | | | | | | 4,300,558 | | |
| | | | | | | | | | | | 5,210,422 | | |
|
Healthcare — 11.3%
|
| ||||||||||||
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Biotechnology — 1.0%
|
| ||||||||||||
| | | 14,000 | | | | Alexion Pharmaceuticals, Inc.* | | | | | 1,514,100 | | |
|
Electronics — 3.9%
|
| ||||||||||||
| | | 7,400 | | | |
Mettler-Toledo International, Inc.*
|
| | | | 5,870,272 | | |
|
Healthcare Products — 5.8%
|
| ||||||||||||
| | | 2,600 | | | | Cooper Cos., Inc. (The) | | | | | 835,354 | | |
| | | 10,700 | | | | DENTSPLY SIRONA, Inc. | | | | | 605,513 | | |
| | | 30,600 | | | | Henry Schein, Inc.* | | | | | 2,041,632 | | |
| | | 20,000 | | | | IDEXX Laboratories, Inc.* | | | | | 5,222,600 | | |
| | | | | | | | | | | | 8,705,099 | | |
|
Healthcare Services — 0.6%
|
| ||||||||||||
| | | 2,000 | | | | Chemed Corp. | | | | | 878,520 | | |
| | | | | | | | | | | | 16,967,991 | | |
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Shares
|
| | | | |
Value
|
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|
Industrials — 38.3%
|
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|
Aerospace & Defense — 10.0%
|
| ||||||||||||
| | | 41,033 | | | | HEICO Corp.(1) | | | | $ | 4,683,917 | | |
| | | 7,000 | | | | Northrop Grumman Corp. | | | | | 2,407,790 | | |
| | | 6,000 | | | |
Spirit AeroSystems Holdings, Inc.
Class A |
| | | | 437,280 | | |
| | | 15,500 | | | | Teledyne Technologies, Inc.* | | | | | 5,371,370 | | |
| | | 3,600 | | | | TransDigm Group, Inc. | | | | | 2,016,000 | | |
| | | | | | | | | | | | 14,916,357 | | |
|
Commercial Services — 8.0%
|
| ||||||||||||
| | | 3,000 | | | | Cintas Corp. | | | | | 807,240 | | |
| | | 20,500 | | | | Equifax, Inc. | | | | | 2,872,460 | | |
| | | 27,030 | | | | IHS Markit, Ltd.* | | | | | 2,036,710 | | |
| | | 187,000 | | | | Rollins, Inc.(1) | | | | | 6,200,920 | | |
| | | | | | | | | | | | 11,917,330 | | |
|
Electrical Equipment — 3.0%
|
| ||||||||||||
| | | 45,000 | | | | AMETEK, Inc. | | | | | 4,488,300 | | |
|
Environmental Control — 4.7%
|
| ||||||||||||
| | | 26,000 | | | | Republic Services, Inc. | | | | | 2,330,380 | | |
| | | 51,300 | | | | Waste Connections, Inc. | | | | | 4,657,527 | | |
| | | | | | | | | | | | 6,987,907 | | |
|
Hand & Machine Tools — 0.3%
|
| ||||||||||||
| | | 5,100 | | | | Lincoln Electric Holdings, Inc. | | | | | 493,323 | | |
|
Housewares — 2.0%
|
| ||||||||||||
| | | 38,000 | | | | Toro Co. (The) | | | | | 3,027,460 | | |
|
Machinery Diversified — 5.9%
|
| ||||||||||||
| | | 19,200 | | | | IDEX Corp. | | | | | 3,302,400 | | |
| | | 15,400 | | | | Roper Technologies, Inc. | | | | | 5,455,142 | | |
| | | | | | | | | | | | 8,757,542 | | |
|
Miscellaneous Manufacturers — 1.7%
|
| ||||||||||||
| | | 16,000 | | | | Carlisle Companies, Inc. | | | | | 2,589,440 | | |
|
Transportation — 2.7%
|
| ||||||||||||
| | | 22,000 | | | | Canadian National Railway Co. | | | | | 1,989,900 | | |
| | | 18,000 | | | | J.B. Hunt Transport Services, Inc. | | | | | 2,102,040 | | |
| | | | | | | | | | | | 4,091,940 | | |
| | | | | | | | | | | | 57,269,599 | | |
|
Information Technology — 16.5%
|
| ||||||||||||
|
Commercial Services — 2.4%
|
| ||||||||||||
| | | 5,700 | | | | Automatic Data Processing, Inc. | | | | | 971,850 | | |
| | | 6,900 | | | | Gartner, Inc.* | | | | | 1,063,290 | | |
| | | 7,500 | | | | WEX, Inc.* | | | | | 1,570,950 | | |
| | | | | | | | | | | | 3,606,090 | | |
|
Electronics — 1.3%
|
| ||||||||||||
| | | 17,600 | | | | Amphenol Corp. Class A | | | | | 1,904,848 | | |
|
Shares
|
| | | | |
Value
|
| ||||||
|
Common Stocks — 96.9% (Continued)
|
| ||||||||||||
|
Software — 12.8%
|
| ||||||||||||
| | | 15,800 | | | | ANSYS, Inc.* | | | | $ | 4,067,078 | | |
| | | 5,500 | | | | Blackbaud, Inc. | | | | | 437,800 | | |
| | | 16,900 | | | |
Broadridge Financial Solutions, Inc.
|
| | | | 2,087,826 | | |
| | | 25,000 | | | | Cadence Design Systems, Inc.* | | | | | 1,734,000 | | |
| | | 3,200 | | | | Fair Isaac Corp.* | | | | | 1,198,976 | | |
| | | 51,200 | | | | Fiserv, Inc.* | | | | | 5,920,256 | | |
| | | 49,600 | | | | Open Text Corp. | | | | | 2,185,872 | | |
| | | 4,900 | | | | Tyler Technologies, Inc.* | | | | | 1,470,098 | | |
| | | | | | | | | | | | 19,101,906 | | |
| | | | | | | | | | | | 24,612,844 | | |
|
Materials — 8.8%
|
| ||||||||||||
|
Chemicals — 4.4%
|
| ||||||||||||
| | | 17,000 | | | | Ecolab, Inc. | | | | | 3,280,830 | | |
| | | 32,600 | | | | FMC Corp. | | | | | 3,254,132 | | |
| | | | | | | | | | | | 6,534,962 | | |
|
Housewares — 1.0%
|
| ||||||||||||
| | | 14,000 | | | | Scotts Miracle-Gro Co. (The)(1) | | | | | 1,486,520 | | |
|
Miscellaneous Manufacturers — 1.6%
|
| ||||||||||||
| | | 21,000 | | | | AptarGroup, Inc. | | | | | 2,428,020 | | |
|
Packaging & Containers — 1.8%
|
| ||||||||||||
| | | 42,400 | | | | Ball Corp. | | | | | 2,742,008 | | |
| | | | | | | | | | | | 13,191,510 | | |
|
Shares
|
| | | | |
Value
|
| ||||||
|
Real Estate — 1.2%
|
| ||||||||||||
|
REITS — 1.2%
|
| ||||||||||||
| | | 8,000 | | | | American Tower Corp. REIT | | | | $ | 1,838,560 | | |
|
Total Common Stocks
(Cost $56,233,503) |
| | | | 145,032,156 | | | ||||||
|
Short-Term Investments — 3.9%
|
| ||||||||||||
|
Money Market Funds — 3.9%
|
| ||||||||||||
| | | 4,536,122 | | | |
State Street Institutional Liquid
Reserves Fund, Premier Class, 1.734%(2) |
| | | | 4,536,576 | | |
| | | 1,252,664 | | | |
State Street Navigator Securities
Lending Government Money Market Portfolio(3) |
| | | | 1,252,664 | | |
|
Total Short-Term Investments
(Cost $5,789,172) |
| | | | 5,789,240 | | | ||||||
|
Total Investments — 100.8%
(Cost $62,022,675) |
| | | $ | 150,821,396 | | | ||||||
|
Excess Of Liabilities Over Cash And Other
Assets — (0.8)% |
| | | | (1,145,518) | | | ||||||
| Net Assets — 100.0% | | | | $ | 149,675,878 | | |
Investments in Securities:
|
| |
Level 1
|
| |
Level 2
|
| |
Level 3
|
| |
Total
|
| ||||||||||||
Assets | | | | | | | | | | | | | | | | | | | | | | | | | |
Common Stocks*
|
| | | $ | 145,032,156 | | | | | $ | — | | | | | $ | — | | | | | $ | 145,032,156 | | |
Short-Term Investments
|
| | | | 5,789,240 | | | | | | — | | | | | | — | | | | | | 5,789,240 | | |
Total Investments in Securities
|
| | | $ | 150,821,396 | | | | | $ | — | | | | | $ | — | | | | | $ | 150,821,396 | | |
Statement of Assets and Liabilities |
Statement of Operations |
| ASSETS: | | | | | | | |
|
Investment securities, at value
(Cost – $62,022,675) (securities on loan, at value, $11,232,665) |
| | | $ | 150,821,396 | | |
|
Dividends receivable
|
| | | | 220,868 | | |
|
Receivable for securities sold
|
| | | | 8,919 | | |
|
Prepaid expenses
|
| | | | 1,926 | | |
|
Receivable for securities lending income
|
| | | | 1,006 | | |
|
Receivable for capital shares sold
|
| | | | 151 | | |
|
Other receivables
|
| | | | 22,082 | | |
|
Total Assets
|
| | | | 151,076,348 | | |
| LIABILITIES: | | | | | | | |
|
Payable upon return of securities on loan (See Note 1I)
|
| | | | 1,252,664 | | |
|
Payable for capital shares redeemed
|
| | | | 7,884 | | |
|
Dividends payable to shareholders
|
| | | | 1,338 | | |
|
Accrued expenses:
|
| | | | | | |
|
Advisory fee
|
| | | | 57,402 | | |
|
Service and distribution plan fees
|
| | | | 34,318 | | |
|
Directors’ fees and expenses
|
| | | | 635 | | |
|
Other
|
| | | | 46,229 | | |
|
Total Liabilities
|
| | | | 1,400,470 | | |
|
Net Assets
|
| | | $ | 149,675,878 | | |
| NET ASSETS CONSIST OF: | | | | | | | |
|
Capital stock, at $1.00 par value (authorized 50,000,000, outstanding 4,526,122 shares)
|
| | | $ | 4,526,122 | | |
|
Additional paid-in capital
|
| | | | 30,046,687 | | |
|
Total Distributable Earnings (Loss)
|
| | | | 115,103,069 | | |
|
Net Assets
|
| | | $ | 149,675,878 | | |
|
Net Asset Value Per Outstanding Share ($149,675,878 ÷ 4,526,122 shares outstanding)
|
| | |
$
|
33.07
|
| |
| INVESTMENT INCOME: | | ||||||
|
Dividends (net of foreign withholding tax
of $16,574) |
| | | $ | 1,383,885 | | |
|
Securities lending income
|
| | | | 16,066 | | |
|
Total Income
|
| | | | 1,399,951 | | |
| Expenses: | | | | | | | |
|
Advisory fees
|
| | | | 659,994 | | |
|
Service and distribution plan fees
|
| | | | 582,307 | | |
|
Auditing and legal fees
|
| | | | 58,787 | | |
|
Custody and accounting fees
|
| | | | 52,893 | | |
|
Fund administration fees
|
| | | | 35,425 | | |
|
Directors’ fees and expenses
|
| | | | 22,673 | | |
|
Printing and postage fees
|
| | | | 13,469 | | |
|
Compliance and tax service fees
|
| | | | 12,064 | | |
|
Insurance fees
|
| | | | 8,218 | | |
|
Registration and filing fees
|
| | | | 2,217 | | |
|
Other
|
| | | | 19,288 | | |
|
Total Expenses Before Fees Waived (See Note 5)
|
| | | | 1,467,335 | | |
|
Less: Service and Distribution Plan Fees Waived
|
| | | | (198,604) | | |
|
Net Expenses
|
| | | | 1,268,731 | | |
| Net Investment Income | | | |
|
131,220
|
| |
|
Net Realized and Unrealized Gain on Investments and Foreign Exchange Transactions:
|
| | | | | | |
| Net Realized Gain From: | | | | | | | |
|
Investments
|
| | | | 26,213,031 | | |
|
Foreign currency transactions
|
| | | | 126 | | |
| | | | | | 26,213,157 | | |
|
Change in Net Unrealized Appreciation/(Depreciation) of:
|
| | | | | | |
|
Investments
|
| | | | 13,593,520 | | |
|
Foreign currency translations
|
| | | | 159 | | |
| | | | | | 13,593,679 | | |
|
Net Realized Gain and Change in Net
Unrealized Appreciation/(Depreciation) on Investments and Foreign Exchange Transactions |
| | |
|
39,806,836
|
| |
|
Net Increase in Net Assets from Operations
|
| | | $ | 39,938,056 | | |
Statement of Changes in Net Assets |
| | |
Year Ended
December 31, 2019 |
| |
Year Ended
December 31, 2018 |
| ||||||
Operations: | | | | | | | | | | | | | |
Net investment income
|
| | | $ | 131,220 | | | | | $ | 85,890 | | |
Net realized gain on investments and foreign currency
|
| | | | 26,213,157 | | | | | | 8,827,712 | | |
Change in net unrealized appreciation/(depreciation) on investments and foreign
currency translations |
| | | | 13,593,679 | | | | | | (7,919,889) | | |
Net increase in net assets from operations
|
| | | | 39,938,056 | | | | | | 993,713 | | |
Distributions to Shareholders from: | | | | | | | | | | | | | |
Distributable Earnings
|
| | | | (8,913,738) | | | | | | (317,206) | | |
Share Transactions: | | | | | | | | | | | | | |
Proceeds from sale of shares
|
| | | | 1,693,892 | | | | | | 2,377,827 | | |
Proceeds from reinvestment of dividends to shareholders
|
| | | | 8,913,738 | | | | | | 317,206 | | |
Cost of shares redeemed
|
| | | | (16,207,792) | | | | | | (19,923,614) | | |
Net decrease in net assets from capital share transactions
|
| | | | (5,600,162) | | | | | | (17,228,581) | | |
Total increase/(decrease) in net assets
|
| | | | 25,424,156 | | | | | | (16,552,074) | | |
NET ASSETS: | | | | | | | | | | | | | |
Beginning of year
|
| | | | 124,251,722 | | | | | | 140,803,796 | | |
End of year
|
| | | $ | 149,675,878 | | | | | $ | 124,251,722 | | |
Financial Highlights |
| | |
Years Ended December 31,
|
| |||||||||||||||||||||||||||
| | |
2019
|
| |
2018
|
| |
2017
|
| |
2016
|
| |
2015
|
| |||||||||||||||
Net asset value, beginning of year
|
| | | $ | 26.39 | | | | | $ | 26.39 | | | | | $ | 22.09 | | | | | $ | 20.71 | | | | | $ | 20.56 | | |
Income/(loss) from investment operations: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income
|
| | | | 0.03 | | | | | | 0.02 | | | | | | 0.06 | | | | | | 0.05 | | | | | | 0.05 | | |
Net gains/(losses) on securities (both realized and unrealized)
|
| | | | 8.64 | | | | | | 0.04 | | | | | | 4.29 | | | | | | 1.37 | | | | | | 0.17 | | |
Total from investment operations
|
| | | | 8.67 | | | | | | 0.06 | | | | | | 4.35 | | | | | | 1.42 | | | | | | 0.22 | | |
Less distributions: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Dividends from net investment income
|
| | | | (0.01) | | | | | | (0.06) | | | | | | (0.05) | | | | | | (0.04) | | | | | | (0.07) | | |
Distributions from net realized gains
|
| | | | (1.98) | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | |
Total distributions
|
| | | | (1.99) | | | | | | (0.06) | | | | | | (0.05) | | | | | | (0.04) | | | | | | (0.07) | | |
Net asset value, end of year
|
| | | $ | 33.07 | | | | | $ | 26.39 | | | | | $ | 26.39 | | | | | $ | 22.09 | | | | | $ | 20.71 | | |
Total return*
|
| | | | 33.07% | | | | | | 0.23% | | | | | | 19.71% | | | | | | 6.86% | | | | | | 1.08% | | |
Ratios/Supplemental Data: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net assets, end of year (in thousands)
|
| | | $ | 149,676 | | | | | $ | 124,252 | | | | | $ | 140,804 | | | | | $ | 132,726 | | | | | $ | 134,249 | | |
Ratio of gross expenses to average net assets(1)
|
| | | | 1.01% | | | | | | 1.03% | | | | | | 1.01% | | | | | | 1.04% | | | | | | 1.04% | | |
Ratio of net expenses to average net assets(2)
|
| | | | 0.87% | | | | | | 0.89% | | | | | | 0.88% | | | | | | 0.90% | | | | | | 0.90% | | |
Ratio of net investment income to average net assets
|
| | | | 0.09% | | | | | | 0.06% | | | | | | 0.23% | | | | | | 0.21% | | | | | | 0.18% | | |
Portfolio turnover rate
|
| | | | 15% | | | | | | 3% | | | | | | 1% | | | | | | 4% | | | | | | 5% | | |
|
Value of Securities Loaned
|
| |
Value of Collateral*
|
| |
Total Collateral
(including Calculated Mark)** |
|
|
$11,232,665
|
| |
$11,445,835
|
| |
$11,492,446
|
|
| | |
Remaining Contractual Maturity of the Agreements
As of December 31, 2019 |
| |||||||||||||||||||||||||||
| | |
Overnight and
Continuous |
| |
<30 days
|
| |
Between
30 & 90 days |
| |
>90 days
|
| |
Total
|
| |||||||||||||||
Securities Lending Transactions | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Common Stocks
|
| | | $ | 1,252,664 | | | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | 1,252,664 | | |
Total Borrowings | | | | $ | 1,252,664 | | | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | 1,252,664 | | |
Gross amount of recognized liabilities for securities lending transactions | | | | $ | 1,252,664 | | |
| | |
Year Ended
December 31, 2019 |
| |
Year Ended
December 31, 2018 |
| ||||||
Shares sold
|
| | | | 52,961 | | | | | | 86,084 | | |
Shares issued to shareholders in reinvestment of dividends
|
| | | | 276,566 | | | | | | 11,276 | | |
Shares redeemed
|
| | | | (511,198) | | | | | | (724,275) | | |
Net decrease
|
| | | | (181,671) | | | | | | (626,915) | | |
| | |
Purchases of
Investment Securities |
| |
Sales of
Investment Securities |
| ||||||
| | | | $ | 21,996,442 | | | | | $ | 39,094,645 | | |
| | |
Purchases of
Investment Securities |
| |
Sales of
Investment Securities |
| |
Realized
Gain (Loss) |
| |||||||||
| | | | $ | 18,923,164 | | | | | $ | 22,844,788 | | | | | $ | 18,341,540 | | |
|
Cost of
investments for tax purposes |
| |
Gross tax
unrealized appreciation |
| |
Gross tax
unrealized depreciation |
| |
Net tax
unrealized appreciation (depreciation) on investments |
| |
Undistributed
ordinary income |
| |
Undistributed
long-term gain |
| |||||||||||||||
| $62,048,017 | | | | $ | 89,115,485 | | | | | $ | (342,106) | | | | | $ | 88,773,379 | | | | | $ | 125,626 | | | | | $ | 26,203,905 | | |
| | |
Undistributed
Net Investment Income/(Loss) |
| |
Accumulated
Net Realized Gains/(Losses) |
| |
Additional
Paid-In Capital |
| |||||||||
| | | | $ | 126 | | | | | $ | (126) | | | | | $ | — | | |
| | |
2019
|
| |
2018
|
| ||||||
Ordinary income
|
| | | $ | 85,994 | | | | | $ | 317,206 | | |
Long-term capital gain
|
| | | | 8,827,744 | | | | | | — | | |
| | | | $ | 8,913,738 | | | | | $ | 317,206 | | |
Name, Address, and Age
|
| |
Position
|
| |
Length of
Time Served |
| |
Principal Occupations
During the Past 5 Years |
| |
Number of
Portfolios in Fund Complex Overseen by Director |
| |
Other
Directorships Held by Director During the Past 5 Years |
| | ||
Interested Director* | | | | | | | | | | | | | | | | | | ||
Mitchell E. Appel Age: 49 |
| | Director | | |
Since 2010
|
| | President of each of the Value Line Funds since June 2008; Chief Financial Officer of the Distributor since April 2008 and President since February 2009; President of the Adviser since February 2009, Trustee since December 2010 and Treasurer since January 2011. | | |
11
|
| | Forethought Variable Insurance Trust | | | ||
Non-Interested Directors | | | | | | | | | | | | | | | | | |||
Joyce E. Heinzerling Age: 63 |
| | Director | | |
Since 2008
|
| | Managing Member, Meridian Fund Advisers LLC (consultants). | | |
11
|
| | None | | | ||
James E. Hillman Age: 63 |
| | Director (Chair of the Board of the Value Line Funds since Apri1 2016) | | |
Since 2015
|
| | Chief Financial Officer, Notre Dame School Of Manhattan since 2011; Director and Principal Financial Officer, Merrill Lynch Global Wealth Management, 2006-2011. | | |
11
|
| | Miller/Howard Funds Trust; Miller/Howard High Income Equity Fund | | | ||
Paul Craig Roberts Age: 81 | | | Director | | |
Since 1983
|
| | Chairman, Institute for Political Economy. | | |
11
|
| | None | | | ||
Nancy-Beth Sheerr Age: 71 |
| | Director | | |
Since 1996
|
| | Independent Trustee and Managing Member, NBS Consulting LLC since 2014; Senior Financial Adviser, Veritable, L.P. (investment advisor) until December 2013. |
| |
11
|
| | None | | |
Name, Address, and Age
|
| |
Position
|
| |
Length of
Time Served |
| |
Principal Occupations
During the Past 5 Years |
|
Officers | | | | | | | | | | |
Mitchell E. Appel Age: 49 |
| | President | | |
Since 2008
|
| | President of each of the Value Line Funds since June 2008; Chief Financial Officer of the Distributor since April 2008 and President since February 2009; President of the Adviser since February 2009, Trustee since December 2010 and Treasurer since January 2011. | |
Michael J. Wagner Age: 69 |
| | Chief Compliance Officer | | |
Since 2009
|
| | Chief Compliance Officer of each of the Value Line Funds since 2009; President of Northern Lights Compliance Services, LLC (formerly Fund Compliance Services, LLC) (2006-2019). | |
Emily D. Washington Age: 41 |
| | Treasurer and Chief Financial Officer; Secretary | | |
Since 2008
|
| | Treasurer and Chief Financial Officer (Principal Financial and Accounting Officer) of each of the Value Line Funds since 2008 and Secretary since 2010; Secretary of the Adviser since 2011. | |
Item 2 Code of Ethics
(a) The Registrant has adopted a Code of Ethics that applies to its principal executive officer, principal financial officer and principal accounting officer.
(f) Pursuant to item 12(a), the Registrant is attaching as an exhibit a copy of its Code of Ethics that applies to its principal executive officer, and principal financial officer and principal accounting officer.
Item 3 Audit Committee Financial Expert.
(a)(1) The Registrant does not have an Audit Committee Financial Expert serving on its Audit Committee as of the date of this filing.
(2) The Registrant’s Board has designated James Hillman, member of the Registrant’s Audit Committee, as the Registrant’s Audit Committee Financial Expert. Mr. Hillman is an are independent director. Mr. Hillman currently serves as the Chief Financial Officer at Notre Dame School of Manhattan since 2011.
A person who is designated as an “audit committee financial expert” shall not make such person an "expert" for any purpose, including without limitation under Section 11 of the Securities Act of 1933 or under applicable fiduciary laws, as a result of being designated or identified as an audit committee financial expert. The designation or identification of a person as an audit committee financial expert does not impose on such person any duties, obligations, or liabilities that are greater than the duties, obligations, and liabilities imposed on such person as a member of the audit committee and Board of Trustees in the absence of such designation or identification.
Item 4 Principal Accountant Fees and Services
(a) | Audit Fees 2019 - $31.954 |
Audit Fees 2018 - $24,612
(b) Audit-Related fees – None.
(c) Tax Preparation Fees 2019 -$4,393
Tax Preparation Fees 2018 - $5,037
(d) All Other Fees – None
(e) (1) Audit Committee Pre-Approval Policy. All services to be performed for the Registrant by PricewaterhouseCoopers LLP must be pre-approved by the audit committee. All services performed were pre-approved by the committee.
(2) Not applicable.
(f) Not applicable.
(g) Aggregate Non-Audit Fees 2019 - None
Aggregate Non-Audit Fees 2018 - None
(h) Not applicable.
Item 5. Audit Committee of Listed Registrants
Not Applicable.
Item 6. Investments
Not Applicable
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies
Not Applicable
Item 8. Portfolio Managers of Closed-End Management Investment Companies
Not Applicable
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers
Not Applicable
Item 10 Submission of Matters to a Vote of Security Holders
Not Applicable
Item 11 Controls and Procedures
(a) | The registrant’s principal executive officer and principal financial officer have concluded that the registrant’s disclosure controls and procedures (as defined in rule 30a-2(c) under the Act (17 CFR 270.30a-2(c)) based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this report, are appropriately designed to ensure that material information relating to the registrant is made known to such officers and are operating effectively. |
(b) | The registrant’s principal executive officer and principal financial officer have determined that there have been no significant changes in the registrant’s internal controls or in other factors that could significantly affect these controls subsequent to the date of their evaluation, including corrective actions with regard to significant deficiencies and material weaknesses. |
Item 12 Exhibits
(a) | Code of Business Conduct and Ethics for Principal Executive and Senior Financial Officers attached hereto as Exhibit 100.COE |
(b) | (1) Certification pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2) attached hereto as Exhibit 99.CERT. |
(2) Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 attached hereto as Exhibit 99.906.CERT.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
By | /s/ Mitchell E. Appel | |
Mitchell E. Appel, President | ||
Date: | March 9, 2020 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By: | /s/ Mitchell E. Appel | |
Mitchell E. Appel, President, Principal Executive Officer | ||
By: | /s/ Emily D. Washington | |
Emily D. Washington, Treasurer, Principal Financial Officer | ||
Date: | March 9, 2020 |
Exhibit 99.COE
CODE OF BUSINESS CONDUCT AND ETHICS
As mandated by the Securities and Exchange Commission, this Code of Business Conduct and Ethics (this "Code") sets forth legal and ethical standards of conduct for the directors, officers and employees of EULAV Asset Management and Subsidiaries1 (the "Company") and the Value Line Mutual Funds (collectively, the “Funds” or individually, the “Fund”). This Code is intended to deter wrongdoing and to promote the conduct of all Company business in accordance with high standards of integrity and in compliance with all applicable laws and regulations. This Code applies to the Company, its subsidiaries and each of the Funds and applies to each director and employee including the principal executive officer, principal financial officer, principal accounting officer or controller of each entity and persons performing similar functions.
If you have any questions regarding this Code or its application to you in any situation, you should contact the Chief Executive Officer.
COMPLIANCE WITH LAWS, RULES AND REGULATIONS
The Company requires that all employees, officers and directors comply with all laws, rules and regulations applicable to the Company wherever it does business. You are expected to use good judgment and common sense in seeking to comply with all applicable laws, rules and regulations and to ask for advice when you are uncertain about them.
If you become aware of the violation of any law, rule or regulation by the Company, whether by its officers, employees, directors, or any third party doing business on behalf of the Company, or if you become aware of any violation of this Code, it is your responsibility to promptly report the matter. You may contact an officer of the Company. While it is the Company's desire to address matters internally, nothing in this Code should discourage you from reporting any illegal activity, including any violation of the securities laws, antitrust laws, environmental laws or any other federal, state or foreign law, rule or regulation, to the appropriate regulatory authority. Employees, officers and directors shall not discharge, demote, suspend, threaten, harass or in any other manner discriminate or retaliate against an employee because he or she reports any such violation, unless it is determined that the report was made with knowledge that it was false. This Code should not be construed to prohibit you from testifying, participating or otherwise assisting in any state or federal administrative, judicial or legislative proceeding or investigation.
1 For purposes of this Code, “Subsidiaries” includes EULAV Securities LLC, the principal underwriter of each of the Funds (“EULAV Securities”). References in this Code to EULAV shall be interpreted to include EULAV Securities unless the context clearly otherwise requires.
Exhibit 99.COE
CONFIDENTIALITY
Employees, officers and directors must maintain the confidentiality of confidential information entrusted to them by the Company, except when disclosure is authorized by the Chief Executive Officer or legally mandated. Confidential information includes lists of clients, personal information about employees or shareholders and the like. Unauthorized disclosure of any confidential information is prohibited. Additionally, employees should take appropriate precautions to ensure that confidential or sensitive business information is not communicated within the Company except to employees who have a need to know such information to perform their responsibilities for the Company.
Third parties may ask you for information concerning the Company. Employees, officers and directors (other than the Company's authorized spokesperson) must not discuss internal Company matters with, or disseminate internal Company information to, anyone outside the Company, except as authorized by the Chief Executive Officer. All responses to inquiries on behalf of the Company must be approved by the Company's authorized spokesperson currently Mitchell Appel. If you receive any inquiries of this nature, you must decline to comment and refer the inquirer to the Company's authorized spokesperson.
HONEST AND ETHICAL CONDUCT AND FAIR DEALING
Employees, officers and directors should endeavor to deal honestly, ethically and fairly with the Company's suppliers, customers, competitors and employees. Statements regarding the Company's products and services must not be untrue, misleading, deceptive or fraudulent.
PROTECTION AND PROPER USE OF CORPORATE ASSETS; RELATED PERSON TRANSACTIONS
Employees, officers and directors should seek to protect the Company's assets. Theft, carelessness and waste have a direct impact on the Company's financial performance. All of us must use the Company's assets and services solely for legitimate business purposes of the Company and not for any personal benefit or the personal benefit of anyone else.
All of us must always act in the best interests of the Company. You must refrain from engaging in any activity or having a personal interest that presents a "conflict of interest." A conflict of interest occurs when your personal interest interferes with the interests of the Company. A conflict of interest can arise whenever you, as an officer, director or employee, take action or have an interest that prevents you from performing your Company duties and responsibilities honestly, objectively and effectively.
2
Exhibit 99.COE
The Company recognizes that Related Person Transactions (as defined below) can present potential or actual conflicts of interest and create the appearance that Company decisions are based on considerations other than the best interests of the Company. Nevertheless, the Company recognizes that there are situations where Related Person Transactions may be in, or may not be inconsistent with, the best interests of the Company. Therefore, the Company has adopted the procedures set forth below for the review, approval or ratification of Related Person Transactions.
For the purposes of this Code of Conduct and Business Ethics, a "Related Person Transaction" is a transaction, arrangement or relationship (or any series of similar transactions, arrangements or relationships) in which the Company (including any of its subsidiaries) was, is or will be a participant and the amount involved exceeds $50,000, and in which any Related Person had, has or will have a direct or indirect material interest; provided, however, that the following are not Related Person Transactions:
1. | the transaction involves compensation approved by the Company’s Chief Executive Officer; |
2. | the transaction is available to all employees generally; and |
3. | indebtedness due from the Related Person for purchases of goods and services subject to usual trade terms, for ordinary business travel and expense payments and for other transactions in the ordinary course of business. |
For purposes of this Code of Business Conduct and Ethics, a “Related Person” means:
1. | any person who is, or at any time since the beginning of the Company’s last fiscal year was, a director or officer of the Company or a nominee to become a director of the Company; |
2. | any person who is known to be the beneficial owner of more than 5% of the Company's voting interests; |
3. | any immediate family member of any of the foregoing persons, which means any child, stepchild, parent, stepparent, spouse, sibling, mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law, or sister-in-law of the director, executive officer, nominee or more than 5% beneficial owner, and any person (other than a tenant or employee) sharing the household of such director, executive officer, nominee or more than 5% beneficial owner; and |
4. | any firm, corporation or other entity in which any of the foregoing persons is employed or is a general partner or principal or in a similar position or in which such person has a 5% or greater beneficial ownership interest. |
3
Exhibit 99.COE
A Related Person Transaction shall be consummated or shall continue only if the Chief Executive Officer shall approve or ratify such transaction and if the transaction is fair and reasonable to the Company.
BUSINESS OPPORTUNITIES
All of us are bound to advance the Company's business interests when the opportunity to do so arises. You must not take for yourself business opportunities that are discovered through your position with the Company or the use of property or information of the Company.
ACCURACY OF BOOKS AND RECORDS AND PUBLIC REPORTS
Employees, officers and directors must honestly and accurately report all Company business transactions. You are responsible for the accuracy of your records and reports. Accurate information is essential to the Company's ability to meet legal and regulatory obligations.
All Company books, records and accounts shall be maintained in accordance with all applicable regulations and standards and accurately reflect the true nature of the transactions they record. The financial statements of the Company shall conform to generally accepted accounting rules and the Company's accounting policies. No undisclosed or unrecorded account or fund shall be established for any purpose. No false or misleading entries shall be made in the Company's books or records for any reason, and no disbursement of corporate funds or other corporate property shall be made without adequate supporting documentation.
It is the policy of the Company to provide full, fair, accurate, timely and understandable disclosure in reports and documents filed with, or submitted to, the Securities and Exchange Commission and in other public communications.
CONCERNS REGARDING ACCOUNTING OR AUDITING MATTERS
Anyone with concerns regarding questionable accounting or auditing matters or complaints regarding accounting, internal accounting controls or auditing matters may confidentially, and anonymously if they wish, communicate such concerns or complaints to any of the Company's officers. A record of all complaints and concerns received will be provided to the Company’s Board of Trustees.
4
Exhibit 99.COE
DISCIPLINARY ACTION
Disciplinary measures will be taken against:
· | Any employee, officer or director who authorizes, directs, approves or participates in any violation of the Code or of any applicable law, rule or regulation; |
· | Any employee, officer or director who has deliberately failed to report a violation of the Code or of any applicable law, rule or regulation, who has concealed any such violation or who has deliberately withheld or misstated relevant information concerning such a violation; |
· | Any employee, officer or director who retaliates, directly or indirectly, or encourages others to do so, against any other employee, officer or director because of a report by that person of a suspected violation of the Code or of any applicable law, rule or regulation; |
· | Any employee, officer or director who knowingly refers a false allegation of a violation of the Code or of any applicable law, rule or regulation or who deliberately abuses the procedures established for investigating suspected violations of the Code; and |
· | Any employee, officer or director who refuses to return a signed certification of the Code or who fails to return a signed certification of the Code after reasonable opportunity to do so. |
In addition, persons who violate any applicable law, rule or regulation may be subject to criminal and civil penalties and payment of civil damages to the Company or third parties.
DISSEMINATION AND AMENDMENT
This Code shall be distributed to each new employee, officer and director of the Company upon commencement of his or her employment or other relationship with the Company.
Company reserves the right to amend, alter or terminate this Code at any time for any reason.
This document is not an employment contract between the Company and any of its employees, officers or directors and does not alter the Company's at-will employment policy.
5
Exhibit 99.COE
CERTIFICATION
I,_________________________________ do hereby certify that:
(Print Name Above)
1. I have received and carefully read the Code of Business Conduct and Ethics of EULAV Asset Management and the Value Line Mutual Funds.
2. I understand the Code of Business Conduct and Ethics.
3. I have complied and will continue to comply with the terms of the Code of Business Conduct and Ethics.
Date: | |||
(Signature) |
EACH EMPLOYEE, OFFICER AND DIRECTOR IS REQUIRED TO SIGN, DATE AND RETURN THIS CERTIFICATION TO THE COMPLIANCE DEPARTMENT WITHIN 30 DAYS OF ISSUANCE. FAILURE TO DO SO MAY RESULT IN DISCIPLINARY ACTION.
6
Exhibit 99.CERT
CERTIFICATION PURSUANT TO RULE 30a-2 UNDER THE
INVESTMENT COMPANY ACT OF 1940 (17 CFR 270.30a-2)
I, Mitchell E. Appel, President of the Value Line Centurion Fund, Inc., certify that:
1. | I have reviewed this report on Form N-CSR of the Value Line Centurion Fund, Inc.: |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; |
4. | The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have; |
(a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared. |
(b) | Designed such internal control over financial reporting or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
(c) | Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation: and |
(d) | Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
5. | The registrant’s other certifying officer and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): |
(a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and |
(b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
Date: | March 9, 2020 | |||
By: | /s/ Mitchell E. Appel | |||
Mitchell E. Appel | ||||
President | ||||
Value Line Centurion Fund, Inc. |
Exhibit 99.CERT
CERTIFICATION PURSUANT TO RULE 30a-2 UNDER THE
INVESTMENT COMPANY ACT OF 1940 (17 CFR 270.30a-2)
I, Emily D. Washington, Treasurer of the Value Line Centurion Fund, Inc., certify that:
1. | I have reviewed this report on Form N-CSR of the Value Line Centurion Fund, Inc.: |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; |
4. | The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have; |
(a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared. |
(b) | Designed such internal control over financial reporting or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
(c) | Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation: and |
(d) | Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
5. | The registrant’s other certifying officer and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): |
(a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and |
(b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
Date: | March 9, 2020 | |||
By: | /s/ Emily D. Washington | |||
Emily D. Washington | ||||
Treasurer | ||||
Value Line Centurion Fund, Inc. |
Exhibit 99.906.CERT
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350 AS ADOPTED
PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
I, Mitchell E. Appel, President of the Value Line Centurion Fund, Inc. (the “Registrant”), certify that:
1. | The periodic report on Form N-CSR of the Registrant for the period ended 12/31/19 (the “Form N-CSR”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, and |
2. | The information contained in the Form N-CSR fairly presents, in all material respects, the financial condition and results of operations of the Registrant. |
Date: | March 9, 2020 | |||
By: | /s/ Mitchell E. Appel | |||
Mitchell E. Appel | ||||
President | ||||
Value Line Centurion Fund, Inc. |
Exhibit 99.906.CERT
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350 AS ADOPTED
PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
I, Emily D. Washington, Treasurer of the Value Line Centurion Fund, Inc. (the “Registrant”), certify that:
1. | The periodic report on Form N-CSR of the Registrant for the period ended 12/31/19 (the “Form N-CSR”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, and |
2. | The information contained in the Form N-CSR fairly presents, in all material respects, the financial condition and results of operations of the Registrant. |
Date: | March 9, 2020 | |||
By: | /s/ Emily D. Washington | |||
Emily D. Washington | ||||
Treasurer | ||||
Value Line Centurion Fund, Inc. |
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