0001594854-16-000120.txt : 20161209 0001594854-16-000120.hdr.sgml : 20161209 20161209171736 ACCESSION NUMBER: 0001594854-16-000120 CONFORMED SUBMISSION TYPE: N-CSR PUBLIC DOCUMENT COUNT: 6 CONFORMED PERIOD OF REPORT: 20160930 FILED AS OF DATE: 20161209 DATE AS OF CHANGE: 20161209 EFFECTIVENESS DATE: 20161209 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Aspiration Funds CENTRAL INDEX KEY: 0001594854 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: N-CSR SEC ACT: 1940 Act SEC FILE NUMBER: 811-22922 FILM NUMBER: 162044780 BUSINESS ADDRESS: STREET 1: 4640 ADMIRALTY WAY CITY: MARINA DEL REY STATE: CA ZIP: 90292 BUSINESS PHONE: 424-279-9351 MAIL ADDRESS: STREET 1: 4640 ADMIRALTY WAY CITY: MARINA DEL REY STATE: CA ZIP: 90292 0001594854 S000049577 Aspiration Redwood Fund C000156670 Aspiration Redwood Fund REDWX N-CSR 1 ncsr3630916.htm ASPIRATION FUNDS - ASPIRATION REDWOOD FUND



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-22922


Aspiration Funds
(Exact name of registrant as specified in charter)


4640 Admiralty Way, Marina Del Rey, California 90292
(Address of principal executive offices)   (Zip code)


Matthew J. Beck
 116 South Franklin Street, Post Office Box 69, Rocky Mount, North Carolina 27802
 (Name and address of agent for service)


Registrant's telephone number, including area code: 252-972-9922


Date of fiscal year end: September 30


Date of reporting period: September 30, 2016

Annual Report 2016
For the period from November 16, 2015 (Date of Initial Public Investment)
through September 30, 2016











Aspiration Redwood Fund













This report and the financial statements contained herein are submitted for the general information of the shareholders of the Aspiration Redwood Fund (the "Fund").  The Fund's shares are not deposits or obligations of, or guaranteed by, any depository institution. The Fund's shares are not insured by the FDIC, Federal Reserve Board or any other agency, and are subject to investment risks, including possible loss of principal amount invested.  Neither the Fund nor the Fund's distributor is a bank.

The Aspiration Redwood Fund is distributed by Capital Investment Group, Inc., Member FINRA/SIPC, 100 E. Six Forks Road, Suite 200, Raleigh, NC, 27609. There is no affiliation between the Aspiration Redwood Fund, including its principals, and Capital Investment Group, Inc.

Statements in this Annual Report that reflect projections or expectations of future financial or economic performance of the Aspiration Redwood Fund ("Fund") and of the market in general and statements of the Fund's plans and objectives for future operations are forward-looking statements. No assurance can be given that actual results or events will not differ materially from those projected, estimated, assumed or anticipated in any such forward-looking statements. Important factors that could result in such differences, in addition to the other factors noted with such forward-looking statements, include, without limitation, general economic conditions such as inflation, recession and interest rates.  Past performance is not a guarantee of future results.

An investment in the Fund is subject to investment risks, including the possible loss of some or the entire principal amount invested. There can be no assurance that the Fund will be successful in meeting its investment objective. Investment in the Fund is also subject to the following risks: market risk, management risk, derivatives risk, futures risk, leverage risk associated with financial instruments, focused investment risk, foreign investing risk, limited capitalization risk, temporary defensive positions risk, and new fund risk.  More information about these risks and other risks can be found in the Fund's prospectus.

The performance information quoted in this Annual Report represents past performance, which is not a guarantee of future results.  Investment return and principal value of an investment will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost.  Current performance may be lower or higher than the performance data quoted.  An investor may obtain performance data current to the most recent month-end by visiting ncfunds.com.

An investor should consider the investment objectives, risks, charges, and expenses of the Fund carefully before investing.  The prospectus contains this and other information about the Fund.  A copy of the prospectus is available at funds.aspiration.com/redwood/ or by calling the Advisor at 800-683-8529.  The prospectus should be read carefully before investing.
 
 
This Annual Report was first distributed to shareholders on or about November 30, 2016.


For More Information on Your Aspiration Redwood Fund Investment:

See Our Web site at aspiration.com
or
Call Our Shareholder Services Group at 800-683-8529.


Dear Fellow Aspiration Redwood Fund Shareholder,

When we launched the Aspiration Redwood Fund in November of 2015, we confronted head on a conventional wisdom in the financial community that said that investors had a choice between sacrificing their values or sacrificing returns.

From day one, we believed that this is a false choice. Some studies had demonstrated that fossil fuel free strategies can meet or beat the performance of the stock market1 while other studies found that companies prioritizing practices that are good for the planet and their people do better than those that do not.2

With the Aspiration Redwood Fund we do both: divest from fossil fuels and invest in companies whose environmental, social, and governance (ESG) practices mean lower energy costs, a more productive and diverse workforce, and better policies toward sustainability.

Now, nearly a year later, we no longer need to rely on studies to make our case.

Since inception, the Aspiration Redwood Fund generated a return of 8.10%.3 Notably, during the first nine months of this year, the Aspiration Redwood Fund beat the performance of the S&P 500 by nearly 5% -- it grew 12.72% while the S&P 500 grew 7.84%. You should note that these figures do not count any fees and expenses you pay on the Fund. 4 You should also note that these nine months are just that: a nine month period of time. Past performance is no guarantee of future results.

But all that being said, we are bullish on the long term performance of this Fund because, at the end of the day, the Aspiration Redwood Fund is investing in companies that take the long view. They spend less time trying to hit earnings for the quarter and more time on the ethics and decisions that lead to long term growth. We believe that backing companies who are making the right – and smart – decision is the best way to provide market returns or better.

An additional note: part of Aspiration's agreement with the Securities and Exchange Commission concerns how to disclose the facts surrounding our "Pay What Is Fair" fee structure and how we report our performance numbers. As you know, investors in the Aspiration Redwood Fund can pick Aspiration's management fee on a sliding scale between zero and two percent of assets. In order to show standardized performance, Aspiration agreed to list its performance as if all investors paid the maximum of two percent. Of course, in the real world, these conditions are unlikely. Therefore, please pay attention to not only the performance line on our report but the line that reads "Performance without maximum assumed contribution reduction."

Thank you again for your investment in the Aspiration Redwood Fund. We are proud to be showing that investors can make money in the long term and make a difference for all at the same time. If you ever have any questions, please contact us at hello@aspiration.com.

Best,
Andrei Cherny
CEO, Aspiration
 
________________________
1 Statman, Meir.  "Socially Responsible Mutual Funds."  Association for Investment Management and Research,  2000.
2 Eccles, Ioannou, and Serafeim, "The Impact of Corporate Sustainability on Organization." Harvard Business School, 2014.
3 See the performance taking into account the maximum assumed contribution reduction on the next page.
4 See full performance data in the table below.
1

Average Annual Total Returns
(Unaudited)
Period ended September 30, 2016
Three
Months
Six
Months
Since
Inception*
 
Net Expense
Ratio**
 
Gross
Expense
Ratio***
Aspiration Redwood Fund  –
Without  maximum  assumed
contribution reduction****
 
10.31%
 
16.49%
 
8.10%
 
0.50%
 
1.81%
Aspiration Redwood Fund  –
With  maximum  assumed
contribution reduction****
 
8.31%
 
14.49%
 
6.10%
 
0.50%
 
1.81%
 
S&P 500 Total Return Index
 
3.85%
 
6.40%
 
7.64%
 
N/A
 
N/A

The performance data quoted above represents past performance, which is not a guarantee of future results. Investment return and principal value of an investment in the Fund will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost.  Current performance may be lower or higher than the performance data quoted.  To obtain more current performance data regarding the Fund, including performance data current to the Fund's most recent month-end, please visit aspiration.com or call the Fund at (800) 683-8529. Fee waivers and expenses reimbursements have positively impacted Fund performance.

*The Fund's inception date was November 16, 2015 for the Investor Class Shares.

** The Advisor has entered into a contractual agreement (the "Expense Limitation Agreement") with the Trust, on behalf of the Fund, under which it has agreed to waive or reduce its fees and to assume other expenses of the Fund, if necessary, in amounts that limit the Fund's total operating expenses (exclusive of interest, taxes, brokerage commissions, borrowing costs, fees and expenses of other investment companies in which the Fund invests, and other expenditures which are capitalized in accordance with generally accepted accounting principles, and other extraordinary expenses not incurred in the ordinary course of the Fund's business) to not more than 0.50% of the average daily net assets of the Fund for the current fiscal period.  The current term of the Expense Limitation Agreement remains in effect until January 31, 2017.  While there can be no assurance that the Expense Limitation Agreement will continue after that date, it is expected to continue from year-to-year thereafter.

***Gross expense ratio is from the Fund's prospectus dated January 28, 2016.

****Contribution reduction assumes a maximum 2% management fee.












(RCASP1116002)
2

Aspiration Redwood Fund
                         
                                       
Performance Update (Unaudited)
                         
                                       
For the period from November 16, 2015 (Date of Initial Public Investment) through September 30, 2016
 
Comparison of the Change in Value of a $10,000 Investment
 
 
This graph assumes an initial investment of $10,000 at November 16, 2015 (Date of Initial Public Investment). All dividends and distributions are reinvested.  This graph depicts the performance of the Aspiration Redwood Fund versus the S&P 500 Total Return Index. It is important to note that the Fund is a professionally managed mutual fund while the index is not available for investment and is unmanaged.  The comparison is shown for illustrative purposes only.
   
                                           
 
Average Annual Total Returns     
   
                                 
Gross
 
Net
   
   
As of
     
Three
 
Six
 
Since
 
Inception
Expense
 
Expense
   
   
September 30, 2016
   
Months
 
Months
 
Inception
 
Date
 
Ratio*
 
Ratio*
   
   
Aspiration Redwood Fund - Without maximum
10.31%
 
16.49%
 
8.10%
 
11/16/15
 
9.49%
 
0.50%
   
       
assumed contribution reduction**
                           
   
Aspiration Redwood Fund - With maximum
8.31%
 
14.49%
 
6.10%
 
11/16/15
 
9.49%
 
0.50%
   
       
assumed contribution reduction**
                           
   
S&P 500 Total Return Index
   
3.85%
 
6.40%
 
7.64%
 
N/A
 
N/A
 
N/A
   
                                           
*
The gross and net expense ratios shown are from the Fund's Financial Highlights as of September 30, 2016.
   
**
Contribution reduction assumes a maximum 2% management fee.
                 
                                           
Performance quoted above represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance data quoted. An investor may obtain performance data, current to the most recent month-end, by visiting ncfunds.com.
                                           
The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.  Average annual total returns are historical in nature and measure net investment income and capital gain or loss from portfolio investments assuming reinvestments of distributions.
                                           
                                     
 
 
3

Aspiration Redwood Fund
         
                     
Schedule of Investments
             
                     
As of September 30, 2016
           
               
 
Shares
 
 
Value (Note 1)
                     
COMMON STOCKS - 88.01%
           
                     
 
Consumer Discretionary - 14.55%
           
   
Ford Motor Co.
         
         11,648
$
           140,591
   
Newell Brands, Inc.
       
           2,915
 
           153,504
   
The Walt Disney Co.
     
           3,099
 
           287,773
   
Time Warner, Inc.
       
           2,124
 
           169,092
                   
           750,960
 
Financials - 21.63%
             
   
Aflac, Inc.
         
           1,029
 
             73,954
   
American Express Co.
     
           3,028
 
           193,913
   
Comerica, Inc.
         
           3,944
 
           186,630
   
Fifth Third Bancorp
       
         11,251
 
           230,195
   
The Allstate Corp.
       
           3,234
 
           223,728
   
US Bancorp
         
           4,862
 
           208,531
                   
        1,116,951
 
Health Care - 21.62%
             
 
*
Alnylam Pharmaceuticals, Inc.
     
           1,452
 
             98,416
 
*
Atara Biotherapeutics, Inc.
     
           2,345
 
             50,160
 
*
Biogen, Inc.
         
              382
 
           119,577
 
*
Catalent, Inc.
         
           6,399
 
           165,350
   
Eli Lilly & Co.
         
           2,751
 
           220,795
 
*
Emergent BioSolutions, Inc.
     
              643
 
             20,274
 
*
Envision Healthcare Holdings, Inc.
     
           4,603
 
           102,509
 
*
Laboratory Corp. of America Holdings
   
           1,580
 
           217,218
 
*
Lexicon Pharmaceuticals, Inc.
     
           5,507
 
             99,512
 
*
TG Therapeutics, Inc.
     
           2,865
 
             22,175
                   
        1,115,986
 
Industrials - 9.11%
             
   
Caterpillar, Inc.
         
           2,653
 
           235,507
   
Union Pacific Corp.
       
           2,409
 
           234,950
                   
           470,457
 
Information Technology - 21.10%
           
 
*
Arista Networks, Inc.
     
           1,687
 
           143,530
   
Jabil Circuit, Inc.
       
           5,173
 
           112,875
   
Lam Research Corp.
     
           2,172
 
           205,710
   
Marvell Technology Group Ltd.
     
           7,701
 
           102,192
 
*
Micron Technology, Inc.
     
           7,183
 
           127,714
 
*
NXP Semiconductors NV
     
              966
 
             98,542
 
*
ON Semiconductor Corp.
     
         12,890
 
           158,805
   
Western Digital Corp.
     
           2,395
 
           140,036
                   
        1,089,404
                     
   
Total Common Stocks (Cost $4,191,377)
       
        4,543,758
                     
                     
                   
 (Continued)
 
 
 
4

Aspiration Redwood Fund
             
                     
Schedule of Investments - Continued
           
                     
As of September 30, 2016
           
               
 
Shares
 
 
 Value (Note 1)
                     
REAL ESTATE INVESTMENT TRUSTS - 6.00%
         
                     
   
Digital Realty Trust, Inc.
     
           1,078
$
           104,695
   
Simon Property Group, Inc.
     
              991
 
           205,147
                   
           309,842
                     
   
Total Real Estate Investment Trusts (Cost $301,615)
     
           309,842
                     
SHORT-TERM INVESTMENT - 5.21%
           
 
§
Fidelity Institutional Money Market Funds - Treasury Portfolio, 0.20%
       269,095
 
           269,095
                     
   
Total Short-Term Investment (Cost $269,095)
       
           269,095
                     
Total Value of Investments (Cost $4,762,087) - 99.22%
     
$
        5,122,695
                     
Other Assets Less Liabilities  - 0.78%
         
             40,498
                     
NET ASSETS - 100.00%
         
$
        5,163,193
                     
*
Non-income producing investment
           
§
Represents 7 day effective yield as of September 30, 2016
       
                     
The following abbreviation or acronym is used in this portfolio:
       
   
NV - Netherlands Security
           
                     
                     
                     
                     
     
Summary of Investments
         
           
% of Net
       
     
By Sector
 
Assets
 
Value
   
     
Consumer Discretionary
14.55%
  $
     750,960
   
     
Financials
 
21.63%
 
     1,116,951
   
     
Health Care
 
21.62%
 
     1,115,986
   
     
Industrials
 
9.11%
 
       470,457
   
     
Information Technology
21.10%
 
     1,089,404
   
     
Real Estate Investment Trusts
6.00%
 
       309,842
   
     
Short-Term Investment
5.21%
 
       269,095
   
     
Other Assets Less Liabilities
0.78%
 
         40,498
   
     
Total
 
100.00%
  $
  5,163,193
   
                     
                     
                     
See Notes to Financial Statements
           
 
 
5

 
Aspiration Redwood Fund
   
         
Statement of Assets and Liabilities
   
         
As of September 30, 2016
   
         
Assets:
     
 
Investments, at value (cost $4,762,087)
$
    5,122,695
 
Receivables:
   
   
From Advisor
 
         79,975
   
Fund shares sold
 
         44,545
   
Dividends
 
           6,282
 
Prepaid expenses:
   
   
Registration and filing expenses
 
         13,809
   
Deferred offering costs (Note 2)
 
           6,723
   
Fund accounting fees
 
           2,250
   
Custody fees
 
             804
         
Total assets
 
    5,277,083
         
Liabilities:
   
 
Payables:
   
   
Investments purchased
 
         94,165
 
Accrued expenses:
   
   
Professional fees
 
16,500
   
Distribution and service fees - Investor Class Shares
 
             925
   
Compliance fees
 
             875
   
Trustee fees and meeting expenses
 
             625
   
Distribution expenses
 
             450
   
Shareholder fulfillment expenses
 
             350
         
Total liabilities
 
       113,890
         
Net Assets
 $
    5,163,193
         
Net Assets Consist of:
   
 
Paid in capital
 $
    4,678,123
 
Accumulated undistributed net investment income
 
         46,794
 
Accumulated net realized gain on investments
 
         77,668
 
Net unrealized appreciation on investments
 
       360,608
         
Total Net Assets
 $
    5,163,193
Shares Outstanding, no par value (unlimited authorized shares)
 
       477,754
Net Asset Value, Maximum Offering Price and Redemption Price Per Share
 $
           10.81
         
         
         
See Notes to Financial Statements
   
 
 
6

 
Aspiration Redwood Fund
   
         
Statement of Operations
   
         
For the period from November 16, 2015 (Date of Initial Public Investment) through September 30, 2016
         
Investment Income:
   
 
Dividends
$
          59,068
         
   
Total Investment Income
 
          59,068
         
Expenses:
   
 
Offering costs (Note 2)
 
          46,772
 
Professional fees
 
          39,998
 
Compliance fees (Note 2)
 
          29,348
 
Fund accounting fees (Note 2)
 
          23,865
 
Administration fees (Note 2)
 
          21,000
 
Transfer Agent fees (Note 2)
 
          19,622
 
Custody fees (Note 2)
 
          14,372
 
Registration and filing expenses
 
          11,818
 
Trustee fees and meeting expenses
 
            9,375
 
Distribution and service fees - Investor Class Shares (Note 3)
 
            6,137
 
Distribution expenses (Note 2)
 
            4,890
 
Shareholder fulfillment expenses
 
            3,714
 
Securities pricing fees
 
            3,090
         
Total Expenses
 
        234,001
         
 
Expenses reimbursed by Advisor (Note 2)
 
       (221,727)
         
   
Net Expenses
 
          12,274
         
Net Investment Income
 
          46,794
         
Realized and Unrealized Gain on Investments:
   
         
 
Net realized gain from investment transactions
 
          77,668
         
 
Net change in unrealized appreciation on investments
 
        360,608
         
Net Realized and Unrealized Gain on Investments
 
        438,276
         
Net Increase in Net Assets Resulting from Operations
$
        485,070
         
         
         
         
         
See Notes to Financial Statements
   
 
 
7

 
Aspiration Redwood Fund
       
                 
Statement of Changes in Net Assets
       
                 
                 
For the period from November 16, 2015 (Date of Initial Public Investment) through September 30, 2016
                 
Operations:
         
 
Net investment income
   
 $
                46,794
 
Net realized gain from investment transactions
   
                77,668
 
Net change in unrealized appreciation on investments
   
              360,608
                 
Increase in Net Assets from Operations
     
              485,070
                 
Beneficial Interest Transactions:
       
 
Shares sold
       
           5,247,539
 
Shares repurchased
     
             (569,416)
                 
Net Increase in Beneficial Interest Transactions
   
           4,678,123
                 
Net Increase in Net Assets
     
           5,163,193
                 
Net Assets:
         
 
Beginning of period
     
                       -
 
End of period
     
 $
           5,163,193
                 
Accumulated Undistributed Net Investment Income
 
 $
                46,794
                 
Share Information:
       
 
Shares Sold
       
              535,179
 
Shares repurchased
     
               (57,425)
 
Net Increase in Shares of Beneficial Interest
   
              477,754
                 
                 
See Notes to Financial Statements
       
 
 
8

 
Aspiration Redwood Fund
     
               
Financial Highlights
     
               
For a share outstanding during the period from November 16, 2015
     
(Date of Initial Public Investment) through September 30, 2016
     
               
Net Asset Value, Beginning of Period
 $
               10.00
 
               
Income from Investment Operations
     
 
Net investment income
 
                 0.10
 
 
Net realized and unrealized gain on investments
 
                 0.71
 
               
Total from Investment Operations
 
                 0.81
 
               
Net Asset Value, End of Period
 $
               10.81
 
               
Total Return (c)
 
6.10%
  (b)
               
Total Return (d)
 
8.10%
  (b)
               
Net Assets, End of Period (in thousands)
 $
               5,163
 
               
Ratios of:
         
Gross Expenses to Average Net Assets
 
9.49%
  (a)
Net Expenses to Average Net Assets
 
0.50%
  (a)
Net Investment Income to Average Net Assets
 
1.90%
  (a)
               
Portfolio turnover rate
 
120.74%
  (b)
               
               
               
(a)
Annualized
     
(b)
Not annualized.
     
(c)
Performance with maximum assumed contribution reduction of 2%.  Contribution reduction assumes a maximum 2% management fee.
(d)
Performance without maximum assumed contribution reduction of 2%.
     
               
               
               
See Notes to Financial Statements
     
 
 
9

Aspiration Redwood Fund

Notes to Financial Statements
 


1. Organization and Significant Accounting Policies

The Aspiration Redwood Fund (the "Fund") is a series of the Aspiration Funds (the "Trust"). The Trust was organized as a Delaware statutory trust on October 16, 2013 and is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end management investment company.

The Fund is a separate diversified series of the Trust and commenced operations on November 16, 2015. The investment objective of the Fund is to maximize total return, consisting of capital appreciation and current income.  The Fund seeks to achieve its investment objective by investing in companies based on various financial factors and fundamental sustainability factors such as environmental, social, and governance performance of such companies.  The Fund invests in securities, which include, but are not limited to, dividend-paying securities, common stock, preferred stock, shares of investment companies, convertible securities, warrants, and rights.  The Fund may, but is not required to, use exchange-traded derivative instruments for risk management purposes or as part of the Fund's investment strategies.
The Fund currently has an unlimited number of authorized shares, which are divided into two classes - Investor Class Shares and Class C Shares. Each class of shares has equal rights as to assets of the Fund, and the classes are identical, except for differences in ongoing distribution and service fees and a contingent deferred sales charge on the Class C Shares. Both share classes are subject to distribution plan fees as described in Note 3.  Income, expenses (other than distribution and service fees), and realized and unrealized gains or losses on investments are allocated to each class of shares based upon its relative net assets. All classes have equal voting privileges, except where otherwise required by law or when the Trustees determine that the matter to be voted on affects only the interests of the shareholders of a particular class.  As of September 30, 2016, no Class C Shares have been issued.

The following is a summary of significant accounting policies consistently followed by the Fund.  The policies are in conformity with accounting principles generally accepted in the United States of America ("GAAP").  The Fund follows the accounting and reporting guidance in the Financial Accounting Standards Board ("FASB") Accounting Standards Codification 946 "Financial Services – Investment Companies."

Investment Valuation
The Fund's investments in securities are carried at fair value.  Securities listed on an exchange or quoted on a national market system are valued at the last sales price as of 4:00 p.m. Eastern Time. Securities traded in the NASDAQ over-the-counter market are generally valued at the NASDAQ Official Closing Price. Other securities traded in the over-the-counter market and listed securities for which no sale was reported on that date are valued at the most recent bid price. Securities and assets for which representative market quotations are not readily available (e.g., if the exchange on which the portfolio security is principally traded closes early or if trading of the particular portfolio security is halted during the day and does not resume prior to the Fund's net asset value calculation) or which cannot be accurately valued using the Fund's normal pricing procedures are valued at fair value as determined in good faith under policies approved by the Trustees.  A portfolio security's "fair value" price may differ from the price next available for that portfolio security using the Fund's normal pricing procedures.  Instruments with maturities of 60 days or less are valued at amortized cost, which approximates market value.

The Fund may invest in portfolios of open-end investment companies (the "Underlying Funds"). The Underlying Funds value securities in their portfolios for which market quotations are readily available at their market values (generally the last reported sale price) and all other securities and assets at their fair value to the methods established by the board of directors of the Underlying Funds.  Open-ended funds are valued at their respective net asset values as reported by such investment companies.

Fair Value Measurement
Various inputs are used in determining the value of the Fund's investments.  These inputs are summarized in the three broad levels listed below:

Level 1: quoted prices in active markets for identical securities
 
(Continued)
10

Aspiration Redwood Fund

Notes to Financial Statements – Continued
 


Level 2: other significant observable inputs (including quoted prices for similar securities and identical securities in inactive markets, interest rates, credit risk, etc.)
Level 3: significant unobservable inputs (including the Fund's own assumptions in determining fair value of investments)

The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.

The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The following table summarizes the inputs as of September 30, 2016 for the Fund's assets measured at fair value:

Aspiration Redwood Fund
   
Investments in Securities (a)
 
Total
 
Level 1
 
Level 2
 
Level 3
Assets
               
Common Stocks*
$
4,543,738
$
4,543,758
$
-
$
-
Real Estate Investment Trusts
 
309,842
 
309,842
 
-
 
-
Short-Term Investment
 
269,095
 
269,095
 
-
 
-
Total Assets
$
5,122,695
$
5,122,695
$
-
$
-
 
               
* Refer to the Schedule of Investments for a breakdown by sector.
(a) The Fund had no transfers into or out of Level 1, 2, or 3 during the initial period ended September 30, 2016.  It is the Fund's policy to record transfers at the end of the reporting period.

Concentrations of Risk
The Fund seeks to achieve its investment objective by investing primarily in dividend-paying securities, common stock, preferred stock, shares of investment companies, convertible securities, warrants, and rights.  The Fund may, but is not required to, use exchange-traded derivative instruments for risk management purposes or as part of the Fund's investment strategies. Generally, derivatives are financial contracts with value dependent upon, or derived from, the value of an underlying asset, reference rate, or index, and may relate to stocks, bonds, interest rates, currencies or currency exchange rates, and related indexes. The derivatives in which the Fund may invest include futures and forward currency agreements. These derivatives may be used for risk management purposes to manage or adjust the risk profile of the Fund. Futures on currencies and forward currency agreements may also be used to hedge against a specific currency. In addition, futures on indices may be used for investment (non-hedging) purposes to earn income; to enhance returns; to replace more traditional direct investments; or to obtain exposure to certain markets.  The principal risks of investing in the Fund include: market risk, management risk, derivatives risk, futures risk, leverage risk associated with financial instruments, focused investment risk, foreign investing risk, limited capitalization risk, temporary defensive positions, and new fund risk.  The Fund held no derivatives as of and for the period ended September 30, 2016.

Investment Transactions and Investment Income
Investment transactions are accounted for as of the date purchased or sold (trade date).  Dividend income is recorded on the ex-dividend date.  Interest income is recorded on the accrual basis and includes accretion/amortization of discounts and premiums.  Realized gains and losses are determined on the identified cost basis, which is the same basis used for Federal income tax purposes.
 
(Continued)
11

Aspiration Redwood Fund

Notes to Financial Statements – Continued



Expenses
The Fund bears expenses incurred specifically on its behalf as well as a portion of Trust level expenses, which are allocated according to methods reviewed by the Board of Trustees ("Trustees").

Distributions
The Fund may declare and distribute dividends from net investment income, if any, annually.  Distributions from capital gains, if any, are generally declared and distributed annually.  Dividends and distributions to shareholders are recorded on ex-date.

Estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in the net assets from operations during the reporting period.  Actual results could differ from those estimates.

Federal Income Taxes
No provision for income taxes is included in the accompanying financial statements, as the Fund intends to distribute to shareholders all taxable investment income and realized gains and otherwise comply with Subchapter M of the Internal Revenue Code applicable to regulated investment companies.

Deferred Offering Costs
Deferred offering costs of $53,495 consist of legal fees for preparing the initial prospectus and statement of additional information.  These offering costs, which are subject to the Expense Limitation Agreement, are amortized to expense over twelve months on a straight-line basis for the initial period ended September 30, 2016.  For the initial period ended September 30, 2016, $46,772 in deferred offering costs were expensed.
 
2. Transactions with Related Parties and Service Providers
 
Advisor
Aspiration Fund Adviser, LLC (the "Advisor") does not impose a set fee to manage individual shareholder accounts.  Instead, the shareholders may pay the Advisor a fee to manage their individual accounts in the amount they believe is fair, ranging from 0% to 2% of their net assets.  Only clients of the Advisor may invest in the Fund.  Those Advisor clients must establish an advisory relationship and open an individual account with the Advisor before investing in the Fund.  The Fund is responsible for its own operating expenses.  For the initial period ended September 30, 2016, no advisory fees were incurred by the Fund.

The Advisor has entered into a contractual agreement (the "Expense Limitation Agreement") with the Trust, on behalf of the Fund, under which it has agreed to waive or reduce its fees and to assume other expenses of the Fund, if necessary, in amounts that limit the Fund's total operating expenses (exclusive of interest, taxes, dividends, litigation and indemnification expenses, brokerage commissions, borrowing costs, fees and expenses of other investment companies in which the Fund invests, and other expenditures which are capitalized in accordance with GAAP, and other extraordinary expenses not incurred in the ordinary course of the Fund's business) to not more than 0.50% of the average daily net assets of the Fund for the current fiscal period.  The current term of the Expense Limitation Agreement remains in effect until January 31, 2017.  While there can be no assurance that the Expense Limitation Agreement will continue after that date, it is expected to continue from year-to-year thereafter.

For the initial period ended September 30, 2016, the Advisor reimbursed the Fund $221,727, of which $46,772 related to offering costs expensed during the period ended September 30, 2016, and $174,955 was related to other reimbursements, which are subject to recoupment on or before September 30, 2019 provided that the annual expense ratio does not exceed 0.50%.

Sub-Advisor
UBS Asset Management, Inc. (the "Sub-Advisor") is responsible for management of the Fund's investment portfolio according to the Fund's investment objective, policies, and restrictions.  The Sub-Advisor is subject to the authority of the Board of Trustees and oversight by the Advisor.  The Sub-Advisor is entitled to receive an annual sub-advisory fee, paid by the Advisor – not the Fund – for advisory services provided to the Fund, according to a formula.  In addition, the Advisor and Sub-Advisor each donate 10% of their respective fees to charity.  The Advisor will donate 10% of its fees after deducting the sub-advisory fee paid to the Sub-Advisor, and the Sub-Advisor will donate 10% of its fees after receiving its fees from the Advisor.
 
(Continued)
12

Aspiration Redwood Fund

Notes to Financial Statements – Continued




Administrator
The Nottingham Company serves as the Fund's Administrator (the "Administrator").  The Fund pays a monthly fee to the Administrator based upon the average daily net assets of the Fund and subject to a minimum of $2,000 per month.  The Fund incurred $21,000 of fees by the Administrator for the period from November 16, 2015 (Date of Initial Public Investment) through September 30, 2016.

Fund Accounting Services
The Nottingham Company serves as the Fund's Fund Accounting Services Provider.  Under the terms of the Fund Accounting and Administration Agreement, the Fund Accounting Service Provider calculates the daily net asset value per share and maintains the financial books and records for the Fund.  The Fund incurred $23,865 of fees by The Nottingham Company for the period from November 16, 2015 (Date of Initial Public Investment) through September 30, 2016.

Compliance Services
Cipperman Compliance Services, LLC provides services as the Trust's Chief Compliance Officer.  Cipperman Compliance Services, LLC is entitled to receive customary fees from the Fund for their services pursuant to the Compliance Services agreement with the Fund.  The Fund incurred $29,348 in compliance fees for the period from November 16, 2015 (Date of Initial Public Investment) through September 30, 2016.

Custodian
UMB Bank, N.A. provides services as the Fund's custodian.  For its services, the Custodian is entitled to receive compensation from the Fund pursuant to the Custodian's fee arrangements with the Fund.  The Fund paid $14,372 in custody fees for the period from November 16, 2015 (Date of Initial Public Investment) through September 30, 2016.

Transfer Agent
Nottingham Shareholder Services, LLC ("Transfer Agent"), an affiliate of The Nottingham Company, serves as transfer, dividend paying, and shareholder servicing agent for the Fund.  For its services, the Transfer Agent is entitled to receive compensation from the Fund pursuant to the Transfer Agent's fee arrangements with the Fund.  The Fund paid $19,622 to the Transfer Agent for the period from November 16, 2015 (Date of Initial Public Investment) through September 30, 2016.

Distributor
Capital Investment Group, Inc. (the "Distributor") serves as the Fund's principal underwriter and distributor. The Distributor receives $5,000 per year paid in monthly installments for services provided and expenses assumed.  The Fund incurred $4,890 in distribution expenses for the period from November 16, 2015 (Date of Initial Public Investment) through September 30, 2016

Officers and Trustees of the Trust
As of September 30, 2016, certain officers of the Trust were also officers of the Administrator.  A Trustee and an officer are also officers of the Advisor.
 
3. Distribution and Service Fees
 
The Trustees, including a majority of the Trustees who are not "interested persons" of the Trust as defined in the 1940 Act and who have no direct or indirect financial interest in such plan or in any agreement related to such plan, adopted a distribution plan pursuant to Rule 12b-1 of the 1940 Act (the "Plan").  The 1940 Act regulates the manner in which a regulated investment company may assume expenses of distributing and promoting the sales of its shares and servicing of its shareholder accounts.  The Plan provides that the Fund may incur certain expenses, which may not exceed 0.25% per annum of the average daily net assets of the Investor Class Shares and 1.00% per annum of the average daily net assets of the Class C Shares for each year elapsed subsequent to adoption of the Plan, for payment to the Distributor and others for items such as advertising expenses, selling expenses, commissions, travel or other expenses reasonably intended to result in sales of shares of the Fund or support servicing of shareholder accounts.  For the initial period ended September 30, 2016, $6,137 in distribution and service fees were incurred by the Investor Class Shares of the Fund.
 
(Continued)
 
 
13

Aspiration Redwood Fund

Notes to Financial Statements – Continued



4. Purchases and Sales of Investment Securities
 
For the initial period ended September 30, 2016, the aggregate cost of purchases and proceeds from sales of investment securities (excluding short-term securities) were as follows:

Purchases of Securities
Proceeds from Sales of Securities
$7,479,694
$3,064,369
 
5. Federal Income Tax

Distributions are determined in accordance with Federal income tax regulations, which differ from GAAP, and, therefore, may differ significantly in amount or character from net investment income and realized gains for financial reporting purposes.  Financial reporting records are adjusted for permanent book/tax differences to reflect tax character but are not adjusted for temporary differences.  There were no such reclassifications as of September 30, 2016.

As of and during the initial period ended September 30, 2016, the Fund does not have a liability for uncertain tax positions.  The Fund recognizes interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the Statement of Operations.  During the initial period ended September 30, 2016, the Fund did not incur any interest or penalties.

The Fund identifies its major tax jurisdictions as U.S. Federal and the State of California where the Trust makes significant investments.

There were no distributions paid from the Fund for the initial period ended September 30, 2016.

At September 30, 2016, the tax-basis cost of investments and components of distributable earnings were as follows:
 
Cost of Investments
$
     4,781,422
 
   
Unrealized Appreciation
 
         401,611
Unrealized Depreciation
 
         (60,337)
Net Unrealized Appreciation
 
        341,274
 
   
Undistributed Ordinary Income
 
143,796
 
   
Distributable Earnings
$
485,070
 
         

The difference between book-basis and tax-basis net unrealized depreciation is attributable to the tax deferral of losses from wash sales.

6. Beneficial Ownership

The beneficial ownership, either directly or indirectly, of 25% or more of the voting securities of a fund creates a presumption of control of a fund, under Section 2(a)(9) of the Investment Company Act of 1940.  As of September 30, 2016, Aspiration Partners, Inc. owned 20.93% of the Fund, Aspiration Growth Opportunities II, LP owned 4.48% of the Fund, and a related party, Joseph N. Sanberg owned 0.86% of the Fund. Collectively, Aspiration Partners, Inc., Aspiration Growth Opportunities II, LP, and Joseph N. Sanberg could be deemed to have a controlling interest in the Fund.
 
(Continued)
14

Aspiration Redwood Fund

Notes to Financial Statements – Continued



7. Commitments and Contingencies

Under the Trust's organizational documents, its officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund.  In addition, in the normal course of business, the Trust entered into contracts with its service providers, on behalf of the Fund, and others that provide for general indemnifications.  The Fund's maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund.  The Fund expects risk of loss to be remote.

8. Subsequent Events

In accordance with GAAP, the Fund has evaluated the need for disclosures and/or adjustments resulting from subsequent events through the date of issuance of these financial statements.  This evaluation did not result in any subsequent events that necessitated disclosures and/or adjustments.
15


Cohen&Co





REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


To the Shareholders and Board of Trustees of
Aspiration Redwood Fund
(a series of Aspiration Funds)


We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Aspiration Redwood Fund (the "Fund"), a series of Aspiration Funds, as of September 30, 2016, and the related statements of operations and changes in net assets and the financial highlights for the period November 16, 2015 (date of initial public investment) through September 30, 2016.  These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.  Our procedures included confirmation of securities owned as of September 30, 2016, by correspondence with the custodian and brokers, or by other appropriate auditing procedures where replies from brokers or counterparties were not received.  An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Aspiration Redwood Fund as of September 30, 2016, the results of its operations, the changes in its net assets, and the financial highlights for the period November 16, 2015 (date of initial public investment) through September 30, 2016, in conformity with accounting principles generally accepted in the United States of America.




COHEN & COMPANY, LTD.
Cleveland, Ohio
November 23, 2016
 

 
Aspiration Redwood Fund

Additional Information
(Unaudited)





1. Proxy Voting Policies and Voting Record
 
A copy of the Trust's Proxy Voting and Disclosure Policy and the Advisor's Disclosure Policy are included as Appendix B to the Fund's Statement of Additional Information and are available, without charge, upon request, by calling 800-773-3863, and on the website of the Securities and Exchange Commission ("SEC") at sec.gov.  Information regarding how the Fund voted proxies relating to portfolio securities during the most recent period ended June 30 is available (1) without charge, upon request, by calling the Fund at the number above and (2) on the SEC's website at sec.gov.
 
2. Quarterly Portfolio Holdings\
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q.  The Fund's Forms N-Q are available on the SEC's website at sec.gov.  You may review and make copies at the SEC's Public Reference Room in Washington, D.C.  Information on the operation of the Public Reference Room may be obtained by calling the SEC at 800-SEC-0330. You may also obtain copies without charge, upon request, by calling the Fund at 800-773-3863.
 
3. Tax Information

We are required to advise you within 60 days of the Fund's fiscal year-end regarding federal tax status of certain distributions received by shareholders during each fiscal year.  The following information is provided for the Fund's initial period ended September 30, 2016.

During the initial period ended September 30, 2016, the Fund paid no ordinary income distributions and no long-term capital gain distributions.

Dividend and distributions received by retirement plans such as IRAs, Keogh-type plans, and 403(b) plans need not be reported as taxable income.  However, many retirement plans may need this information for their annual information meeting.
 
4. Schedule of Shareholder Expenses
 
As a shareholder of the Fund, you incur ongoing costs, including management fees, distribution and/or service (12b-1) fees, and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from April 1, 2016 through September 30, 2016.

Actual Expenses – The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (e.g., an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes – The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
 
(Continued)
17

Aspiration Redwood Fund

Additional Information
(Unaudited)




 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Investor Class Shares
Beginning
Account Value
April 1, 2016
Ending
Account Value
September 30, 2016
Expenses Paid
During Period*
Actual
Hypothetical (5% annual return before expenses)
     
$1,000.00
       $1,093.50
$2.62
$1,000.00
       $1,022.50
$2.53
*Expenses are equal to the average account value over the period multiplied by the Fund's annualized expense ratio, multiplied by 183/366 (to reflect the initial period).

5. Approval of Advisory Agreement

The Advisor supervises the Fund's investments pursuant to an Investment Advisory Agreement.  At an organizational meeting of the Fund's Board of Trustees on March 30, 2015, the Trustees approved the Investment Advisory Agreement for an initial term of two years. In considering whether to approve the Investment Advisory Agreement, the Trustees reviewed and considered the information they deemed reasonably necessary, including the following material factors: (i) the nature, extent, and quality of the services provided by the Advisor; (ii)  investment performance of the Fund and Advisor; (iii) the costs of the services to be provided and profits to be realized by the Advisor and its affiliates from the relationship with the Fund; (iv) the extent to which economies of scale would be realized as the Fund grows and whether advisory fee levels reflect those economies of scale for the benefit of the Fund's investors; (v) the Advisor's practice regarding brokerage and portfolio transactions; and (vi) the Advisor's practices regarding conflicts of interest.

At the meeting, the Trustees reviewed various informational materials including, without limitation, the Investment Advisory Agreement for the Fund; a memorandum from the Advisor to the Trustees containing information about the Advisor, its business, its financial strength and capability, its personnel, its services to the Fund, and comparative expense ratio information for other mutual funds with a strategy similar to the Fund; the Advisor's Form ADV; and a memorandum from the Trustees' legal counsel that summarized the fiduciary duties and responsibilities of the Board of Trustees in reviewing and approving the Investment Advisory Agreement, including the types of information and factors that should be considered in order to make an informed decision.  The Trustees noted that the Fund will not pay an advisory fee to the Advisor.  The Trustees also noted that only clients of the Advisor may invest in the Fund, and that such clients have the discretion to pay the Advisor a fee in an amount they deem to be fair and reasonable. The Trustees took into account the proposed Expense Limitation Agreement pursuant to which the Advisor would to reimburse the Fund's operating expenses to the extent necessary to limit the Fund's total annual operating expenses to 0.50% of the Fund's average daily net assets through January 31, 2017.  It was noted that the Expense Limitation Agreement also would permit the Advisor to recoup any expense reimbursements from the Fund for a period of three years following such reimbursement, provided such recoupment does not cause the Fund's total annual operating expenses to exceed 0.50% of the Fund's average daily net assets.

In considering the nature, extent, and quality of the services provided by the Advisor, the Trustees considered the responsibilities of the Advisor under the proposed Investment Advisory Agreement. The Trustees reviewed the services to be provided by the Advisor to the Fund, including, without limitation, the quality of its investment advisory services, including supervision of the proposed Sub-Advisor and its research and recommendations with respect to portfolio securities, as well as its procedures for formulating investment recommendations and assuring compliance with the Fund's investment objective and limitations; its coordination of services for the Fund among its service providers; and its efforts to promote the Fund, grow the Fund's assets, and assist in the distribution of Fund shares. The Trustees reviewed the duties of the Advisor relative to the oversight of the Fund's investment portfolio and the Fund's investment strategy. The Trustees discussed the respective services that would be provided by the Advisor and noted that the Advisor would be responsible for managing the Fund's assets. The Trustees considered that the Advisor already provides portfolio management services to one other investment company. The Trustees further noted that the principal executive of the Fund was an employee of the Advisor and serves without additional compensation from the Fund.  After reviewing the foregoing information and other information provided by the Advisor (e.g., descriptions of the Advisor's services in its registration documents), the Board concluded that the nature, extent, and quality of the services provided by the Advisor were satisfactory and adequate for the Fund.
 
(Continued)
18

Aspiration Redwood Fund

Additional Information
(Unaudited)



In considering the performance of the Fund and the Advisor, the Trustees noted that the Fund had not commenced operations and consequently had no performance history. The Trustees considered the experience of the personnel of the Advisor in managing the existing series of the Trust, and determined at that time that the performance of the Advisor was satisfactory.

In considering the costs of the services to be provided and profits to be realized by the Advisor and its affiliates from the relationship with the Fund, including any benefits derived by the Advisor from the relationship with the Fund, the Trustees first noted that the management fee for the Fund would be 0% of average daily new assets, with shareholders being made up entirely of clients of the Advisor, and that these clients pay the Advisor directly, rather than through the Fund via a management fee. The Trustees noted that the clients of the Advisor may choose to pay the Advisor between 0% and 2%. The Trustees reviewed the Advisor's staffing, personnel, and methods of operating; the education and experience of the Advisor's personnel; the Advisor's compliance policies and procedures; the financial condition of the Advisor; the level of commitment to the Fund and the Advisor by the principals of the Advisor; the Advisor's plans to increase the asset levels of the Fund; the overall expenses of the Fund; and the nature and frequency of clients' advisory fee payments.  The Trustees reviewed the financial statements for the Advisor and discussed the financial stability and profitability of the Advisor. The Advisor responded to several questions about its financial condition. The Trustees also considered potential indirect benefits for the Advisor in managing the Fund, including promotion of the Advisor's name and the ability for the Advisor to place small accounts into the Fund.  The Trustees then compared the fees and expenses of the Fund to other funds comparable in terms of the type of fund, the nature of its investment strategy, and its style of investment management, among other factors. The Trustees noted that the Fund was in a start-up phase and would be much smaller than the comparable funds and the peer group average in the near future.  Following this comparison and upon further consideration and discussion of the foregoing, the Board concluded that due to the Advisor's receipt of payment directly from its clients, the lack of fee to be paid to the Advisor by the Fund was fair and reasonable in relation to the nature and quality of the services provided by the Advisor and that it reflected charges that were within a range of what could have been negotiated at arm's length.

In considering the extent to which economies of scale would be realized as the Fund grows and whether advisory fee levels reflect those economies of scale for the benefit of the Fund's investors, the Trustees reviewed the Fund's fee arrangements with the Advisor in order to evaluate the extent to which economies of scale would be realized as the Fund grows and whether the advisory fee levels reflect these economies of scale for the benefit of the Fund's investors. The Trustees noted that the Fund had not commenced operations and, consequently, had no operational history with which to evaluate the realization of economies of scale. The Trustees noted that the Fund was in a start-up phase and economies of scale were unlikely to be achievable in the near future. It was pointed out that the Advisor would receive its fee directly from its clients (who are also the shareholders of the Fund), and that the Advisor would not receive payments directly from the Fund.  Following further discussion of the Fund's asset levels, expectations for growth, and fee levels, the Board determined that the Fund's fee arrangements were fair and reasonable at the present time in relation to the nature and quality of the services provided by the Advisor.

In considering the Advisor's practices regarding brokerage and portfolio transactions, the Trustees considered the Advisor's standards, and performance in utilizing those standards, for seeking best execution for Fund portfolio transactions and in particular for supervising the Sub-Advisor's trading practices. The Trustees also considered the projected portfolio turnover rate for the Fund; the method and basis for selecting and evaluating the broker-dealers used; the process by which evaluations are made of the overall reasonableness of commissions paid; and that the Advisor does not currently allocate portfolio business to broker-dealers affiliated with the Advisor or to broker-dealers that provide research, statistical, or other services (soft dollars). After further review and discussion, the Board determined that the Advisor's practices regarding brokerage and portfolio transactions were satisfactory.

In considering the Advisor's practices regarding possible conflicts of interest, the Trustees evaluated the potential for conflicts of interest and considered such matters as the experience and ability of the advisory personnel assigned to the Fund; the basis of decisions to buy or sell securities for the Fund; and the substance and administration of the Advisor's code of ethics. Following further consideration and discussion, the Board indicated that the Advisor's standards and practices relating to the identification and mitigation of possible conflicts of interests were satisfactory.
 
(Continued)
19

Aspiration Redwood Fund

Additional Information
(Unaudited)





The Advisor also has undertaken to disclose the aggregate amount of advisory fees received by the Advisor and, as of September 30, 2016, the aggregate amount of advisory fees was $10,327.  The fees are paid directly to the Advisor by its clients.

Based upon all of the foregoing considerations, and after further discussion and careful review, the Board of Trustees, including a majority of the Independent Trustees, approved the Investment Advisory Agreement for the Fund.

6.  Approval of Sub-Investment Advisory Agreement

The Sub-Advisor manages the Fund's daily activity pursuant to a Sub-Investment Advisory Agreement.  At an organizational meeting of the Fund's Board of Trustees on March 30, 2015, the Trustees approved the Sub-Investment Advisory Agreement for an initial term of two years. In considering whether to approve the Sub-Investment Advisory Agreement, the Trustees reviewed and considered the information they deemed reasonably necessary, including the following material factors: (i) the nature, extent, and quality of the services provided by the Advisor; (ii)  investment performance of the Fund and Sub-Advisor; (iii) the costs of the services to be provided and profits to be realized by the Sub-Advisor and its affiliates from the relationship with the Fund; (iv) the extent to which economies of scale would be realized as the Fund grows and whether advisory fee levels reflect those economies of scale for the benefit of the Fund's investors; (v) the Sub-Advisor's practice regarding brokerage and portfolio transactions; and (vi) the Sub-Advisor's practices regarding conflicts of interest.

The Trustees also reviewed the Sub- Advisor's Form ADV, experience, projected profitability with respect to the Fund, its financial strength and capability, and other pertinent information.  The Board also reviewed, among other things, the copy of the Sub-Investment Advisory Agreement.

In considering the nature, extent, and quality of the proposed services to be provided by the Sub-Advisor, the Trustees considered the responsibilities of the Sub-Advisor under the Investment Sub-Advisory Agreement and reviewed the services to be provided to the Fund including, without limitation, the Sub-Advisor's procedures for formulating investment recommendations and assuring compliance with the Fund investment objectives and limitations, proposed efforts during the Fund start-up phase, and coordination with the Fund other service providers. The Trustees noted that the Sub-Advisor will seek to achieve the Fund's investment objective by investing in a basket of assets in which the Sub-Advisor has extensive experience. After reviewing the foregoing information and further information in the memorandum from the Sub-Advisor (e.g., the Sub-Advisor's Form ADV and descriptions of the Advisor's business and compliance program), the Board concluded that the nature, extent, and quality of the services to be provided by the Sub-Advisor were satisfactory and adequate for the Fund.

In considering the investment performance of the Fund and Sub-Advisor, the Trustees discussed the Sub-Advisor's experience managing investments, as well as the performance of accounts managed by the Sub-Advisor with similar investment strategies to the Fund.  After reviewing the Sub-Advisor's experience managing other accounts, and other factors, the Board concluded that the investment performance of the Sub-Advisor was satisfactory
In considering the costs of the services to be provided and profits to be realized by the Sub-Advisor and its affiliates from the relationship with the Fund, including any benefits derived by the Sub-Advisor from the relationship with the Fund, the Trustees evaluated the Sub-Advisor's staffing, personnel, and methods of operating; the education and experience of the Sub-Advisor's personnel; the Sub-Advisor's compliance programs, policies, and procedures; the financial condition of the Sub-Advisor; the level of commitment to the Fund and the Sub-Advisor by the principals of the Advisor; the projected asset levels of the Fund; and the overall expenses of the Fund, including the nature and frequency of sub-advisory fee payments. The Trustees reviewed the projected balance sheet of the Sub-Advisor and discussed the financial stability and profitability of the Sub-Advisor.  The Trustees also considered potential benefits for the Sub-Advisor in managing the Fund, including promotion of the Sub-Advisor's name and the potential for the Sub-Advisor to generate soft dollars from Fund trades that may benefit the Sub-Advisor's other clients. The Trustees then compared the expected fees and expenses of the Fund (including the management fee) to other funds comparable in terms of the type of fund, the nature of its investment strategy, and its style of investment management, among other factors. The Trustees determined that the management fee and net expense ratio were lower than the comparable funds and the peer group averages. The Trustees noted that the Fund's asset levels were expected to be much smaller than the industry average during its start-up phase. The Trustees also noted that the Sub-Advisor's proposed fee was similar to or less than the fees for funds with similar investment strategies. Following further consideration and discussion of the foregoing, the Board concluded that the fees to be paid to the Sub-Advisor by the Advisor on behalf of the Fund were fair and reasonable in relation to the nature and quality of the services provided by the Sub-Advisor and that they reflected charges that were within a range of what could have been negotiated at arm's length.
(Continued)
20

Aspiration Redwood Fund

Additional Information
(Unaudited)


In considering the extent to which economies of scale would be realized as the Fund grows and whether the sub-advisory fee levels reflect these economies of scale for the benefit of the Fund's investors, the Trustees considered that the Fund fee arrangements with the Sub-Advisor and noted that the management fee would remain the same at all asset levels and not be paid by the Fund. Following further discussion of the Fund's projected asset levels, expectations for growth, and levels of fees, the Board determined that the Fund's fee arrangements were fair and reasonable in relation to the nature and quality of the services provided by the Sub-Advisor.
In considering the Sub-Advisor's practices regarding brokerage and portfolio transactions, the Trustees reviewed the Sub-Advisor's standards, and performance in utilizing those standards, for seeking best execution for Fund portfolio transactions. The Trustees also considered the anticipated portfolio turnover rate for the Fund; the process by which evaluations are made of the overall reasonableness of commissions paid; the method and basis for selecting and evaluating the broker-dealers used; any anticipated allocation of portfolio business to persons affiliated with the Advisor; and the extent to which the Fund allocates portfolio business to broker-dealers who provide research, statistical, or other services ("soft dollars"). After further review and discussion, the Board determined that the Sub-Advisor's practices regarding brokerage and portfolio transactions were satisfactory.

In considering the Sub-Advisor's practices regarding possible conflicts of interest, the Trustees evaluated the potential for conflicts of interest and considered such matters as the experience and ability of the advisory personnel assigned to the Funds; the basis of decisions to buy or sell securities for the Fund and the Sub-Advisor's other accounts; the method for bunching of portfolio securities transactions; and the substance and administration of the Sub-Advisor's code of ethics. Following further consideration and discussion, the Board indicated that the Sub-Advisor's standards and practices relating to the identification and mitigation of potential conflicts of interests were satisfactory.

Based upon all of the foregoing considerations, and after further discussion and careful review, the Board of Trustees, including a majority of the Independent Trustees, approved the Sub-Investment Advisory Agreement for the Fund.

7. Information about Trustees and Officers

The business and affairs of the Fund and the Trust are managed under the direction of the Board of Trustees of the Trust.  Information concerning the Trustees and officers of the Trust and Fund is set forth below.  Generally, each Trustee and officer serves an indefinite term or until certain circumstances such as their resignation, death, or otherwise as specified in the Trust's organizational documents. Any Trustee may be removed at a meeting of shareholders by a vote meeting the requirements of the Trust's organizational documents. The Statement of Additional Information of the Fund includes additional information about the Trustees and officers and is available, without charge, upon request by calling the Fund at 1-800-773-3863.  The address of each Trustee and officer, unless otherwise indicated below, is 116 South Franklin Street, Rocky Mount, North Carolina 27804.  The Independent Trustees each received aggregate compensation of $7,500 during the initial period ended September 30, 2016 from the Fund for their services to the Fund and Trust.
 
(Continued)
21


Name, Age
and Address
Position
held with
Funds or Trust
Length
of Time Served
Principal Occupation
During Past 5 Years
Number of Portfolios in Fund
Complex Overseen
by Trustee
Other Directorships
Held by Trustee
During Past 5 Years
Independent Trustees
Coby A. King
(1960)
116 South Franklin Street
Rocky Mount, NC 27804
Independent
Trustee
Since
1/2016
President and Chief Executive Officer of High Point Strategies, LLC since 2013; Lobbyist for Ek & Ek, LLC from 2012 – 2013; Senior Vice President at MWW Group, Inc. from 2008 – 2012.
2
None
David L. Kingsdale
(1963)
116 South Franklin Street
Rocky Mount, NC 27804
Independent
Trustee
Since
10/2014
Chief Executive Officer of Millennium Dance Media, LLC since 2010; Owner of DLK, Inc. (media consulting agency) from 2009 until 2010.
2
The Giving Back Fund; Prime Access Capital.
Interested Trustee*
Joseph Sanberg
(1979)
116 South Franklin Street
Rocky Mount, NC 27804
Trustee
Since
2/2014
Investor since 2009.
2
None
* Basis of Interestedness. Mr. Sanberg is an Interested Trustee because he is an officer of Aspiration Fund Adviser, LLC, the investment advisor to the Fund.
Other Officers
Andrei Cherny
(1975)
116 South Franklin Street
Rocky Mount, NC 27804
President
Since
2/2014
Chief Executive Officer of Aspiration Fund Adviser, LLC since 2013; Chair, Board Member and President of Democracy: a Journal of Ideas since 2009. Previously, Managing Director of Burson-Marsteller (public relations and communications firm) from 2012 until 2013; Senior Adviser of Burson-Marsteller from 2010 until 2012.
n/a
n/a
Matthew J. Beck
(1988)
116 South Franklin Street
Rocky Mount, NC 27804
Secretary
Since
06/2016
General Counsel of The Nottingham Company since 2014.
n/a
n/a
Ashley E. Harris
(1984)
116 South Franklin Street
Rocky Mount, NC 27804
Treasurer
(Aspiration
Funds) and
Assistant
Secretary of the
Trust
Since
12/2014
Fund Accounting Manager and Financial Reporting, The Nottingham Company since 2008.
n/a
n/a
Ryan DelGuidice
(1990)
480 East Swedesford Rd
Wayne, PA 19087
Chief Compliance Officer
Since
12/2014
Manager of Cipperman Compliance Services since 2013; Regulatory Administration Associate of BNY Mellon.
n/a
n/a
 

 
22


Aspiration Redwood Fund
is a series of
Aspiration Funds




For Shareholder Service Inquiries:
For Investment Advisor Inquiries:
 
 
Nottingham Shareholder Services, LLC 
Aspiration Fund Adviser, LLC
116 South Franklin Street
4640 Admiralty Way
Post Office Box 69
Marina Del Rey, CA   90292
Rocky Mount, North Carolina 27802-0069
 
 
Telephone:
Telephone:
 
 
800-773-3863
800-683-8529
 
 
World Wide Web @:
World Wide Web @:
   
ncfunds.com
aspiration.com
   

 
 

 

Item 2. CODE OF ETHICS.
(a)
The registrant, as of the end of the period covered by this report, has adopted a code of ethics that applies to its Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer(s), or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party.
(c)
There have been no substantive amendments during the period covered by this report.
(d)
The registrant has not granted, during the period covered by this report, any waivers, including an implicit waiver.
(f)(1)
A copy of the code of ethics that applies to the registrant's Principal Executive Officer and Principal Financial Officer is filed pursuant to Item 12.(a)(1) below.


Item 3. AUDIT COMMITTEE FINANCIAL EXPERT.
At this time, the registrant believes that the collective knowledge and experience provided by the members of the audit committee together offer the registrant adequate oversight for the registrant's level of financial complexity.


Item 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
(a)
Audit Fees – Audit fees billed for the registrant for the fiscal years ended September 30, 2015 and September 30, 2016 are reflected in the table below.  These amounts represent aggregate fees billed by the registrant's independent accountant, Cohen & Company, Ltd. ("Accountant"), in connection with the annual audits of the registrant's financial statements and for services normally provided by the Accountant in connection with the registrant's statutory and regulatory filings.
Fund
2015
2016
Aspiration Redwood Fund
$13,500
$14,000
(b)
Audit-Related Fees – There were no additional fees billed in the fiscal years ended September 30, 2015 and September 30, 2016 for assurance and related services by the Accountant that were reasonably related to the performance of the audit of the registrant's financial statements that were not reported under paragraph (a) of this Item.
(c)
Tax Fees – The tax fees billed in the fiscal years ended for September 30, 2015 and September 30, 2016 for professional services rendered by the Accountant for tax compliance, tax advice, and tax planning are reflected in the table below.  These services were for the completion of each fund's federal, state, and excise tax returns and assistance with distribution calculations.
 

Fund
2015
2016
Aspiration Redwood Fund
$3,000
$3,000

(d)
All Other Fees –There were no other fees billed by the Accountant which were not disclosed in Items (a) through (c) above during the fiscal years.
(e)(1)
The registrant's Board of Trustees pre-approved the engagement of the Accountant for the last fiscal year at an audit committee meeting of the Board of Trustees called for such purpose and will pre-approve the Accountant for each fiscal year thereafter at an audit committee meeting called for such purpose.  The charter of the audit committee states that the audit committee should pre-approve any audit services and, when appropriate, evaluate and pre-approve any non-audit services provided by the Accountant to the registrant and to pre-approve, when appropriate, any non-audit services provided by the Accountant to the registrant's investment adviser, or any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant if the engagement relates directly to the operations and financial reporting of the registrant.
(2)
There were no services as described in each of paragraph (b) through (d) of this Item that were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
 (f)
Not Applicable.
 (g)
Aggregate non-audit fees billed by the Accountant to the registrant for services rendered during the fiscal years ended September 30, 2015 and September 30, 2016 were $3,000 and $3,000 respectively.  There were no non-audit fees billed by the Accountant for services rendered to the registrant's investment adviser, or any other entity controlling, controlled by, or under common control with the registrant's investment adviser.
 (h)    Not applicable.


Item 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.
Not applicable.


Item 6. SCHEDULE OF INVESTMENTS.
A copy of the schedule of investments of unaffiliated issuers as of the close of the reporting period is included as part of the report to shareholders filed under Item 1 of this Form.


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.
None.


Item 11. CONTROLS AND PROCEDURES.
(a)
The Principal Executive Officer and the Principal Financial Officer have concluded that the registrant's disclosure controls and procedures are effective based on their evaluation of the disclosure controls and procedures as of a date within 90 days of the filing of this report.
(b)
There were no changes in the registrant's internal control over financial reporting that occurred during the registrant's second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant's internal control over financial reporting.


Item 12. EXHIBITS.
(a)(1)
Code of Ethics required by Item 2 of Form N-CSR is filed herewith as Exhibit 12.(a)(1).
(a)(2)
Certifications required by Item 12.(a)(2) of Form N-CSR are filed herewith as Exhibit 12.(a)(2).
(a)(3)
Not applicable.
(b)
Certifications required by Item 12.(b) of Form N-CSR are filed herewith as Exhibit 12.(b).

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.
Aspiration Funds

By: (Signature and Title)
 /s/ Andrei Cherny                    

Date: December 8, 2016
Andrei Cherny
President and Principal Executive Officer
 
Aspiration Redwood Fund
   



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: (Signature and Title)
 /s/ Andrei Cherny                    

Date: December 8, 2016
Andrei Cherny
President and Principal Executive Officer
 
Aspiration Redwood Fund
   




By: (Signature and Title)
 /s/ Ashley E. Harris                 

Date: December 7, 2016
Ashley E. Harris
Treasurer and Principal Financial Officer
 
Aspiration Redwood Fund
   









 
EX-99.CODE ETH 2 coe.htm CODE OF ETHICS

 
CODE OF ETHICS FOR PEO AND PFO
I. Covered Officers/Purpose of the Code
The code of ethics (this "Code") for Aspiration Funds (the "Trust") applies to the Trust's Principal Executive Officer(s) and Principal Financial Officer(s) (the "Covered Officers," each of whom is set forth in Exhibit A) for the purpose of promoting:
honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships;
full, fair, accurate, timely and understandable disclosure in reports and documents that the Trust files with, or submits to, the Securities and Exchange Commission ("SEC") and in other public communications made by the Trust;
compliance with applicable laws and governmental rules and regulations;
the prompt internal reporting of violations of the Code to an appropriate person or persons identified in the Code; and
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
A "conflict of interest" occurs when a Covered Officer's private interests interfere with the interests of, or his service to, the Trust.  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 Trust.

Certain conflicts of interest arise out of the relationships between Covered Officers and the Trust and already are subject to conflict of interest provisions in the Investment Company Act of 1940, as amended ("Investment Company Act") and the Investment Advisers Act of 1940, as amended ("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, other than shares of beneficial interest of the Trust) with the Trust because of their status as "affiliated persons" of the Trust.  The compliance programs and procedures of the Trust or the Trust's investment adviser (the "investment adviser") 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 Trust and an investment adviser or a third party service provider of which a Covered Officer is also an officer or employee.  As a result, this Code recognizes that the Covered Officers will, in the normal course of their duties (whether formally for the Trust and/or for the investment adviser or third party service provider) be involved in establishing policies and implementing decisions that will have different effects on the investment adviser(s) or third party service provider and the Trust.  The participation of the Covered Officers in such activities is inherent in the contractual relationship between the Trust and the investment adviser or third party service provider and is consistent with the performance by the Covered Officers of their duties as officers of the Trust.  The foregoing activities, if performed in conformity with the provisions of the Investment Company Act and the Investment Advisers Act, will be deemed to have been handled ethically.  In addition, it is recognized by the Trust's Board of Trustees ("Board") that the Covered Officers may also be officers or employees of one or more investment companies covered by other codes.
1/5

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 the 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 Trust.
Each Covered Officer must:
not use personal influence or personal relationships improperly to influence investment decisions or financial reporting by the Trust whereby the Covered Officer would benefit personally to the detriment of the Trust;
not cause the Trust to take action, or fail to take action, for the individual personal benefit of the Covered Officer rather than the benefit of the Trust;
not use material non-public knowledge of portfolio transactions made or contemplated for the Trust to trade personally or cause others to trade personally in contemplation of the market effect of such transactions; and
report at least annually any affiliations or other relationships that could potentially present a conflict of interest with the Trust.
There are some conflict of interest situations that should always be discussed with the Chief Compliance Officer of the Trust (the "CCO"), who may choose to seek the assistance of legal counsel to the Trust ("Trust Counsel"), if such situations might have a material adverse effect on the Trust.  Examples of these include:
service as a director on the board of any public company;
the receipt of non-nominal gifts from affiliates of the Fund or the Fund's service providers;
the receipt of entertainment from any company with which the Trust has current or prospective business dealings, including investments in such companies, unless such entertainment is business-related, reasonable in cost, appropriate as to time and place, and not so frequent as to raise any questions of impropriety;
any ownership interest in, or any consulting or employment relationship with, any of the Trust's service providers, other than its investment advisers, principal underwriter, administrator or any affiliated person thereof; and
a direct or indirect financial interest in commissions, transaction charges or spreads paid by the Trust for effecting portfolio transactions, including but not limited to certain soft dollar arrangements, 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
I.
each Covered Officer shall become familiar with the disclosure requirements generally applicable to the Trust;
II.
each Covered Officer shall not knowingly misrepresent, or cause others to misrepresent, facts about the Trust to others, whether within or outside the Trust, including to the Trust's management and auditors, and to governmental regulators and self-regulatory organizations;
III.
each Covered Officer may, to the extent appropriate within the Covered Officer's area of responsibility and to the extent deemed necessary in the sole discretion of the Covered Officer, consult with other officers and employees of the Trust and the investment advisers and the Trust's administrator with the goal of promoting full, fair, accurate, timely and understandable disclosure in the reports and documents the Trust files with, or submits to, the SEC and in other public communications made by the Trust; and
IV.
it is the responsibility of each Covered Officer to promote Trust compliance with the standards and restrictions imposed by applicable laws, rules and regulations.

2/5

IV. Reporting and Accountability
Each Covered Officer must:
upon adoption of the Code (or thereafter as applicable, upon becoming a Covered Officer), affirm in writing to the Board that the Covered Officer has received, read and understands this Code;
annually thereafter affirm to the Board that the Covered Officer has complied with the requirements of this Code;
not retaliate against any other Covered Officer or any employee of the Trust or its affiliated persons for reports of potential violations of this Code that are made in good faith; and
notify the CCO promptly if the Covered Officer knows of any violation of this Code.  Failure to do so is itself a violation of this Code.

The CCO may seek the advise of Trust Counsel regarding specific situations in which questions are presented under the Code and the CCO has the authority to interpret this Code in any particular situation.  However, any approvals or waivers1 will be considered by the Board.

The Trust will follow these procedures in investigating and enforcing this Code:
the CCO shall (with the assistance of Trust Counsel if requested) take all appropriate action to investigate any reported potential violations;
if, after such investigation, the CCO believes that no violation has occurred, then no further action is required;
any matter that the CCO believes may be a violation shall be reported to the Trustees of the Trust who are not "interested persons," as defined by Section 2(a)(19) of the Investment Company Act, of the Trust (the "Independent Trustees");
if the Independent Trustees concur that a violation may have occurred, it will inform and make a recommendation to the Board, which will consider appropriate action, which may include a review of, and appropriate modifications to, applicable Trust policies and procedures; notification to appropriate personnel or the board of the investment adviser or other relevant service provider; or a recommendation to dismiss the Covered Officer;
the Board will be responsible for granting waivers, as appropriate; and
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 Trust 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 Trust, the Trust'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 Trust's and the investment adviser's and the principal underwriter's codes of ethics under Rule 17j-1 under the Investment Company Act are separate requirements applying to the Covered Officers and others, and are not part of this Code.
___________________________
1  For this purpose, the term "waiver" includes the approval by the Trust of a material departure from a provision of this Code or the Trust's failure to take action within a reasonable period of time regarding a material departure from a provision of this Code that has been made known to the Trust's management.
3/5


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 the Independent Trustees.

VII. Confidentiality
All reports and records of the Trust 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 regulation or this Code, such matters shall not be disclosed to anyone other than an investment adviser to any series of the Trust to which such reports or records relate, the Board, the CCO and Trust Counsel.

VIII.    Internal Use
The Code is intended solely for the internal use by the Trust and does not constitute an admission, by or on behalf of the Trust, as to any fact, circumstance, or legal conclusion.

Date: February 24, 2014

4/5
EX-99.CERT 3 cert302.htm SECTION 302 - PRINCIPAL OFFICERS CERTIFICATIONS
CERTIFICATIONS PURSUANT TO SECTION 302 OF THE
SARBANES OXLEY ACT OF 2002

I, Andrei Cherny, certify that:

1. I have reviewed this report on Form N-CSR of Aspiration Funds;

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(s) 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(s) 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: December 8, 2016
 /s/ Andrei Cherny                       
Andrei Cherny
President and Principal Executive Officer
Aspiration Redwood Fund
 

 


CERTIFICATIONS PURSUANT TO SECTION 302 OF THE
SARBANES OXLEY ACT OF 2002

I, Ashley E. Harris, certify that:

1. I have reviewed this report on Form N-CSR of Aspiration Funds;

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(s) 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(s) 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: December 7, 2016
 /s/ Ashley E.  Harris                    
Ashley E. Harris
Treasurer and Principal Financial Officer
Aspiration Redwood Fund
 




EX-99.906 CERT 4 cert906.htm SECTION 906 - PRINCIPAL OFFICERS CERTIFICATIONS

EXHIBIT 12.(b)

ASPIRATION FUNDS

CHIEF EXECUTIVE OFFICER CERTIFICATION
PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the annual reports of the Aspiration Redwood Fund (the "Fund") of the Aspiration Funds on Form N-CSR for the period ended September 30, 2016 as filed with the Securities and Exchange Commission (the "Report"), the undersigned, Andrei Cherny, chief executive officer (or equivalent thereof) of the Fund, does hereby certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1)
The Report 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 Report fairly presents, in all material respects, the financial condition and results of operations of the Fund.


 
       
 
Date: December 8, 2016
 
 By:
  /s/ Andrei Cherny                    
     
Andrei Cherny
President and Principal Executive Officer
Aspiration Redwood Fund
 
 





A signed original of this written statement required by Section 906 has been provided to the Fund and will be retained by the Fund and furnished to the Securities and Exchange Commission or its staff upon request. This certification is being furnished to the Commission pursuant to 18 U.S.C. ss. 1350 and is not being filed as part of the Form N-CSR with the Commission.





ASPIRATION FUNDS

CHIEF FINANCIAL OFFICER CERTIFICATION
PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the annual reports of the Aspiration Redwood Fund (the "Fund") of the Aspiration Funds on Form N-CSR for the period ended September 30, 2016, as filed with the Securities and Exchange Commission (the "Report"), the undersigned, Ashley E. Harris, chief financial officer (or equivalent thereof) of the Fund, does hereby certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1)
The Report 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 Report fairly presents, in all material respects, the financial condition and results of operations of the Fund.

       
 
Date: December 7, 2016
 
 By:
 /s/ Ashley E. Harris                     
     
Ashley E. Harris
Treasurer and Principal Financial Officer
Aspiration Redwood Fund
 



A signed original of this written statement required by Section 906 has been provided to the Fund and will be retained by the Fund and furnished to the Securities and Exchange Commission or its staff upon request. This certification is being furnished to the Commission pursuant to 18 U.S.C. ss. 1350 and is not being filed as part of the Form N-CSR with the Commission.


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