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, equity securities risk, convertible securities risk, futures risk, investment company risk, leverage risk associated with financial instruments, focused investment risk, foreign investing risk, limited capitalization risk, and temporary defensive positions 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.
|
|
Outperformed the S&P 500 by 6%! (for the one-year period ending September 30, 2017)2
|
|
Top 2% of all large cap equity funds in America (according to Morningstar for the one-year period ending September 30, 2017)3
|
|
Five out of Five Globes for the top Sustainability rating (according to Morningstar as of September 30, 2017)4
|
|
According to Barron's 2017 Funds with Sustainable Goals ranking, Aspiration is ranked #2! Among funds that had fewer than $300 million in assets!5
|
|
100% fossil-fuel and firearm free!
|
Average Annual Total
Returns (Unaudited)
Period ended
September 30, 2017
|
Three
Months
|
Six
Months
|
One Year
|
Since
Inception *
|
Net
Expense
Ratio **
|
Gross
Expense
Ratio***
|
Aspiration Redwood Fund –
Without maximum assumed contribution reduction
|
6.57%
|
9.76%
|
24.70%
|
17.27%
|
0.50%
|
9.50%
|
Aspiration Redwood Fund –
With maximum assumed contribution reduction ****
|
4.57%
|
7.76%
|
22.70%
|
15.27%
|
0.50%
|
9.50%
|
S&P 500 Total Return Index
|
4.48%
|
7.71%
|
18.61%
|
13.93%
|
N/A
|
N/A
|
Aspiration Redwood Fund
|
|||||||||||||||||||
Performance Update (Unaudited)
|
|||||||||||||||||||
For the period from November 16, 2015 (Date of Initial Public Investment) through September 30, 2017
|
|||||||||||||||||||
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
|
One
|
Since
|
Inception
|
Expense
|
Expense
|
||||||||||||||
September 30, 2017
|
Year
|
Inception
|
Date
|
Ratio*
|
Ratio*
|
||||||||||||||
Aspiration Redwood Fund - With maximum
|
22.70%
|
15.27%
|
11/16/15
|
2.65%
|
0.50%
|
||||||||||||||
assumed contribution reduction**
|
|||||||||||||||||||
Aspiration Redwood Fund - Without maximum
|
24.70%
|
17.27%
|
11/16/15
|
2.65%
|
0.50%
|
||||||||||||||
assumed contribution reduction
|
|||||||||||||||||||
S&P 500 Total Return Index
|
18.61%
|
13.93%
|
N/A
|
N/A
|
N/A
|
||||||||||||||
*
|
The gross and net expense ratios shown are from the Fund's Financial Highlights as of September 30, 2017.
|
||||||||||||||||||
**
|
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.
|
|||||||||||||||||||
Aspiration Redwood Fund
|
||||||||||
Schedule of Investments
|
||||||||||
As of September 30, 2017
|
||||||||||
Shares
|
Value (Note 1)
|
|||||||||
COMMON STOCKS - 86.65%
|
||||||||||
Consumer Discretionary - 14.92%
|
||||||||||
Comcast Corp.
|
34,707
|
$
|
1,335,525
|
|||||||
Delphi Automotive PLC
|
8,087
|
795,761
|
||||||||
Newell Brands, Inc.
|
39,803
|
1,698,394
|
||||||||
The TJX Cos., Inc.
|
23,407
|
1,725,798
|
||||||||
5,555,478
|
||||||||||
Financials - 21.65%
|
||||||||||
American Express Co.
|
17,727
|
1,603,584
|
||||||||
Citigroup, Inc.
|
21,823
|
1,587,405
|
||||||||
JPMorgan Chase & Co.
|
16,994
|
1,623,097
|
||||||||
Marsh & McLennan Cos., Inc.
|
19,783
|
1,658,607
|
||||||||
Voya Financial, Inc.
|
39,948
|
1,593,526
|
||||||||
8,066,219
|
||||||||||
Health Care - 17.37%
|
||||||||||
*
|
Alnylam Pharmaceuticals, Inc.
|
7,779
|
913,955
|
|||||||
*
|
Celgene Corp.
|
7,273
|
1,060,549
|
|||||||
Cigna Corp.
|
8,589
|
1,605,628
|
||||||||
Eli Lilly & Co.
|
19,757
|
1,690,014
|
||||||||
UnitedHealth Group, Inc.
|
6,123
|
1,199,190
|
||||||||
6,469,336
|
||||||||||
Industrials - 4.71%
|
||||||||||
Johnson Controls International PLC
|
43,544
|
1,754,388
|
||||||||
1,754,388
|
||||||||||
Information Technology - 23.98%
|
||||||||||
*
|
Integrated Device Technology, Inc.
|
32,224
|
856,514
|
|||||||
Jabil, Inc.
|
36,749
|
1,049,184
|
||||||||
KLA-Tencor Corp.
|
8,692
|
921,352
|
||||||||
*
|
Micron Technology, Inc.
|
29,719
|
1,168,848
|
|||||||
*
|
ON Semiconductor Corp.
|
45,372
|
838,021
|
|||||||
*
|
PTC, Inc.
|
23,718
|
1,334,849
|
|||||||
Visa, Inc.
|
14,069
|
1,480,621
|
||||||||
Western Digital Corp.
|
14,835
|
1,281,744
|
||||||||
8,931,133
|
||||||||||
Materials - 4.02%
|
||||||||||
Ecolab, Inc.
|
11,655
|
1,498,949
|
||||||||
1,498,949
|
||||||||||
Total Common Stocks (Cost $30,085,019)
|
32,275,503
|
|||||||||
(Continued)
|
Aspiration Redwood Fund
|
|||||||||||
Schedule of Investments - Continued
|
|||||||||||
As of September 30, 2017
|
|||||||||||
Shares
|
Value (Note 1)
|
||||||||||
REAL ESTATE INVESTMENT TRUSTS - 4.26%
|
|||||||||||
Simon Property Group, Inc.
|
9,847
|
$
|
1,585,465
|
||||||||
1,585,465
|
|||||||||||
Total Real Estate Investment Trusts (Cost $1,564,374)
|
1,585,465
|
||||||||||
SHORT-TERM INVESTMENT - 6.43%
|
|||||||||||
§
|
Fidelity Institutional Money Market Funds - Treasury Portfolio, 0.93%
|
2,396,511
|
2,396,511
|
||||||||
Total Short-Term Investment (Cost $2,396,511)
|
2,396,511
|
||||||||||
Total Value of Investments (Cost $34,045,904) - 97.34%
|
$
|
36,257,479
|
|||||||||
Other Assets Less Liabilities - 2.66%
|
991,319
|
||||||||||
NET ASSETS - 100.00%
|
$
|
37,248,798
|
|||||||||
*
|
Non-income producing investment
|
||||||||||
§
|
Represents 7 day effective yield as of September 30, 2017
|
||||||||||
Summary of Investments
|
|||||||||||
% of Net
|
|||||||||||
By Sector
|
Assets
|
Value
|
|||||||||
Consumer Discretionary
|
14.92%
|
$
|
5,555,478 | ||||||||
Financials
|
21.65%
|
8,066,219
|
|||||||||
Health Care
|
17.37%
|
6,469,336
|
|||||||||
Industrials
|
4.71%
|
1,754,388
|
|||||||||
Information Technology
|
23.98%
|
8,931,133
|
|||||||||
Materials
|
4.02%
|
1,498,949
|
|||||||||
Real Estate Investment Trusts
|
4.26%
|
1,585,465
|
|||||||||
Short-Term Investment
|
6.43%
|
2,396,511
|
|||||||||
Other Assets Less Liabilities
|
2.66%
|
991,319
|
|||||||||
Total
|
100.00%
|
$
|
37,248,798 | ||||||||
See Notes to Financial Statements
|
|||||||||||
Aspiration Redwood Fund
|
||||
Statement of Assets and Liabilities
|
||||
As of September 30, 2017
|
||||
Assets:
|
||||
Investments, at value (cost $34,045,904)
|
$
|
36,257,479
|
||
Cash
|
199,860
|
|||
Receivables:
|
||||
From Advisor
|
210,536
|
|||
Fund shares sold
|
572,723
|
|||
Dividends
|
26,655
|
|||
Prepaid expenses:
|
||||
Registration and filing expenses
|
38,779
|
|||
Fund accounting fees
|
2,249
|
|||
Total assets
|
37,308,281
|
|||
Liabilities:
|
||||
Payables:
|
||||
Fund shares repurchased
|
9,543
|
|||
Accrued expenses:
|
||||
Professional fees
|
39,938
|
|||
Distribution and service fees - Investor Class Shares
|
6,576
|
|||
Compliance fees
|
1,125
|
|||
Administration fees
|
1,450
|
|||
Custody fees
|
51
|
|||
Distribution expenses
|
450
|
|||
Shareholder fulfillment expenses
|
350
|
|||
Total liabilities
|
59,483
|
|||
Net Assets
|
$
|
37,248,798
|
||
Net Assets Consist of:
|
||||
Paid in capital
|
$
|
33,362,010
|
||
Accumulated undistributed net investment income
|
46,856
|
|||
Accumulated undistributed net realized gain on investments
|
1,628,357
|
|||
Net unrealized appreciation on investments
|
2,211,575
|
|||
Total Net Assets
|
$
|
37,248,798
|
||
Shares Outstanding, no par value (unlimited authorized shares)
|
2,905,435
|
|||
Net Asset Value, Maximum Offering Price and Redemption Price Per Share
|
$
|
12.82
|
||
See Notes to Financial Statements
|
Aspiration Redwood Fund
|
||||
Statement of Operations
|
||||
For the fiscal year ended September 30, 2017
|
||||
Investment Income:
|
||||
Dividends
|
$
|
230,233
|
||
Total Investment Income
|
230,233
|
|||
Expenses:
|
||||
Transfer Agent fees (Note 2)
|
114,889
|
|||
Professional fees
|
103,385
|
|||
Distribution and service fees - Investor Class Shares (Note 3)
|
43,218
|
|||
Shareholder fulfillment expenses
|
34,294
|
|||
Custody fees (Note 2)
|
31,036
|
|||
Fund accounting fees (Note 2)
|
28,708
|
|||
Compliance fees (Note 2)
|
28,254
|
|||
Administration fees (Note 2)
|
25,890
|
|||
Insurance fees
|
15,715
|
|||
Registration and filing expenses
|
12,891
|
|||
Trustee fees and meeting expenses
|
12,500
|
|||
Distribution expenses (Note 2)
|
6,037
|
|||
Securities pricing fees
|
3,472
|
|||
Total Expenses
|
460,289
|
|||
Expenses reimbursed by Advisor (Note 2)
|
(373,852)
|
|||
Net Expenses
|
86,437
|
|||
Net Investment Income
|
143,796
|
|||
Realized and Unrealized Gain on Investments:
|
||||
Net realized gain from investment transactions
|
1,760,751
|
|||
Net change in unrealized appreciation on investments
|
1,850,967
|
|||
Net Realized and Unrealized Gain on Investments
|
3,611,718
|
|||
Net Increase in Net Assets Resulting from Operations
|
$
|
3,755,514
|
||
See Notes to Financial Statements
|
Aspiration Redwood Fund
|
||||||||||
Statements of Changes in Net Assets
|
||||||||||
For the fiscal year or period ended September 30,
|
2017
|
2016 (a)
|
||||||||
Operations:
|
||||||||||
Net investment income
|
$
|
143,796
|
$
|
46,794
|
||||||
Net realized gain from investment transactions
|
1,760,751
|
77,668
|
||||||||
Net change in unrealized appreciation on investments
|
1,850,967
|
360,608
|
||||||||
Increase in Net Assets from Operations
|
3,755,514
|
485,070
|
||||||||
Distributions to Shareholders:
|
||||||||||
Net investment income
|
(143,796)
|
-
|
||||||||
Net realized gains
|
(210,062)
|
-
|
||||||||
Decrease in Net Assets Resulting from Distributions
|
(353,858)
|
-
|
||||||||
Beneficial Interest Transactions:
|
||||||||||
Shares Sold
|
33,340,382
|
5,247,539
|
||||||||
Reinvested Dividends and Distributions
|
352,868
|
-
|
||||||||
Shares Repurchased
|
(5,009,301)
|
(569,416)
|
||||||||
Net Increase in Beneficial Interest Transactions
|
28,683,949
|
4,678,123
|
||||||||
Net Increase in Net Assets
|
32,085,605
|
5,163,193
|
||||||||
Net Assets:
|
||||||||||
Beginning of period
|
5,163,193
|
-
|
||||||||
End of period
|
$
|
37,248,798
|
$
|
5,163,193
|
||||||
Accumulated Undistributed Net Investment Income
|
$
|
46,856
|
$
|
46,794
|
||||||
Share Information:
|
||||||||||
Shares Sold
|
2,815,417
|
535,179
|
||||||||
Reinvested Dividends and Distributions
|
32,522
|
-
|
||||||||
Shares Repurchased
|
(420,258)
|
(57,425)
|
||||||||
Net Increase in Shares of Beneficial Interest
|
2,427,681
|
477,754
|
||||||||
(a)
|
For the fiscal period from November 16, 2015 (Date of Initial Public Investment) through September 30, 2016.
|
|||||||||
See Notes to Financial Statements
|
Aspiration Redwood Fund
|
|||||||||
Financial Highlights
|
|||||||||
For a share outstanding during the fiscal
|
|||||||||
year or period ended September 30,
|
2017
|
2016
|
(e)
|
||||||
Net Asset Value, Beginning of Period
|
$
|
10.81
|
$
|
10.00
|
|||||
Income from Investment Operations
|
|||||||||
Net investment income
|
0.13
|
0.10
|
|||||||
Net realized and unrealized gain on investments
|
2.43
|
0.71
|
|||||||
Total from Investment Operations
|
2.56
|
0.81
|
|||||||
Less Distributions to Shareholders:
|
|||||||||
Net investment income
|
(0.21)
|
-
|
|||||||
Net realized gains
|
(0.34)
|
-
|
|||||||
Total Distributions
|
(0.55)
|
-
|
|||||||
Net Asset Value, End of Period
|
$
|
12.82
|
$
|
10.81
|
|||||
Total Return (c)
|
22.70%
|
6.10%
|
(b)
|
||||||
Total Return (d)
|
24.70%
|
8.10%
|
(b)
|
||||||
Net Assets, End of Period (in thousands)
|
$
|
37,249
|
$
|
5,163
|
|||||
Ratios of:
|
|||||||||
Gross Expenses to Average Net Assets
|
2.65%
|
9.49%
|
(a)
|
||||||
Net Expenses to Average Net Assets
|
0.50%
|
0.50%
|
(a)
|
||||||
Net Investment Income to Average Net Assets
|
0.83%
|
1.90%
|
(a)
|
||||||
Portfolio turnover rate
|
131.83%
|
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%.
|
||||||||
(e)
|
For the fiscal period from November 16, 2015 (Date of Initial Public Investment) through September 30, 2016.
|
||||||||
See Notes to Financial Statements
|
Aspiration Redwood Fund
|
||||||||
Investments in Securities (a)
|
Total
|
Level 1
|
Level 2
|
Level 3
|
||||
Assets
|
||||||||
Common Stocks*
|
$
|
32,275,503
|
$
|
32,275,503
|
$
|
-
|
$
|
-
|
Real Estate Investment Trusts
|
1,585,465
|
1,585,465
|
-
|
-
|
||||
Short-Term Investment
|
2,396,511
|
2,396,511
|
-
|
-
|
||||
Total Assets
|
$
|
36,257,479
|
$
|
36,257,479
|
$
|
-
|
$
|
-
|
Purchases of Securities
|
Proceeds from Sales of Securities
|
$47,467,674
|
$22,072,696
|
|
September 30, 2017
|
September 30, 2016 | |
Ordinary Income
|
$ 353,858 | $ - | |
Cost of Investments
|
$ |
34,048,530
|
||||
Gross Unrealized Appreciation
|
$ |
2,498,308
|
||||
Gross Unrealized Depreciation
|
(289,359)
|
|||||
Net Unrealized Appreciation
|
2,208,949
|
|||||
Undistributed Net Investment Income
|
1,506,039
|
|||||
Undistributed Capital Gains
|
171,800
|
|||||
Accumulated Earnings
|
$ |
3,886,788
|
||||
Investor Class Shares
|
Beginning
Account Value
April 1, 2017
|
Ending
Account Value
September 30, 2017
|
Expenses Paid
During Period*
|
Actual
Hypothetical (5% annual return before expenses)
|
|||
$1,000.00
|
$1,097.60
|
$2.63
|
|
$1,000.00
|
$1,022.56
|
$2.54
|
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 01/2016
|
President and Chief Executive Officer of High Point Strategies, LLC (Public Affairs Consulting) since 2013; Lobbyist for Ek & Ek, LLC (Public Affairs Consulting) from 2012 – 2013; Senior Vice President at MWW Group, Inc. (Public Affairs Consulting) 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) since 2005.
|
2
|
The Giving Back Fund; Prime Access Capital.
|
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 |
Thomas L. Soto
(1963) 116 South Franklin Street Rocky Mount, NC 27804 |
Independent Trustee
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Since 08/2017
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Founder and Managing Partner of Frontier Impact Capital (Private Equity Investment) since 2016; previously, Managing Director of TCW (Private Equity Investment) from 2013 – 2016; Founder and Managing Partner of Caton Equity (Private Equity Investment) from 2007 – 2013.
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2
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None.
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Interested Trustees
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Andrei Cherny
(1975) 116 South Franklin Street Rocky Mount, NC 27804 |
Interested Trustee, Principal Executive Officer and President
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Trustee Since 08/2017; President Since 2/2014
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Chief Executive Officer of Aspiration Partners, LLC since 2013; Investor since 2009; previously, Managing Director and Senior Analyst for Burston-Marsteller (Public Relations and Communications) from 2011 – 2013.
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2
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Board Member and President for Democracy: a Journal of Ideas.
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Alexandra Horigan
(1983) 116 South Franklin Street Rocky Mount, NC 27804 |
Interested Trustee
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Since 08/2017
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Vice President of Operations of Aspiration Partners, Inc. since 2012.
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2
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None.
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Other Officers
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Matthew J. Beck
(1988) 116 South Franklin Street Rocky Mount, NC 27804 |
Secretary
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Since 06/2016
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General Counsel of The Nottingham Company since 2014.
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n/a
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n/a
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Ashley E. Harris
(1984) 116 South Franklin Street Rocky Mount, NC 27804 |
Treasurer, Principal Financial Officer and Assistant Secretary of the Trust
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Since 12/2014
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Fund Accounting Manager and Financial Reporting, The Nottingham Company since 2008.
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n/a
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n/a
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Ryan DelGuidice
(1990) 480 East Swedesford Rd Wayne, PA 19087 |
Chief Compliance Officer
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Since 12/2014
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Manager of Cipperman Compliance Services since 2013; Regulatory Administration Associate of BNY Mellon.
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n/a
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n/a
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For Shareholder Service Inquiries:
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For Investment Advisor Inquiries:
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Nottingham Shareholder Services, LLC | Aspiration Fund Adviser, LLC |
116 South Franklin Street | 4551 Glencoe Avenue |
Post Office Box 69 |
Marina Del Rey, CA 90292
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Rocky Mount, North Carolina 27802-0069 | |
Telephone: | Telephone: |
800-773-3863 |
800-683-8529
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World Wide Web @:
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World Wide Web @: |
ncfunds.com |
aspiration.com
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Item 2.
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CODE OF ETHICS.
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(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.
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(c) |
There have been no substantive amendments during the period covered by this report.
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(d) |
The registrant has not granted, during the period covered by this report, any waivers, including an implicit waiver.
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(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.
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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, 2016 and September 30, 2017 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.
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Fund
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2016
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2017
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Aspiration Redwood Fund
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$13,500
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$14,000
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(b)
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Audit-Related Fees – There were no additional fees billed in the fiscal years ended September 30, 2016 and September 30, 2017 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.
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(c)
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Tax Fees – The tax fees billed in the fiscal years ended for September 30, 2016 and September 30, 2017 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 the fund's federal, state, and excise tax returns and assistance with distribution calculations.
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Fund
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2016
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2017
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Aspiration Redwood Fund
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$3,000
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$3,300
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(d)
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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.
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(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.
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(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.
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(f) |
Not Applicable.
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(g) |
Aggregate non-audit fees billed by the Accountant to the registrant for services rendered during the fiscal years ended September 30, 2016 and September 30, 2017 were $3,000 and $3,300 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.
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(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.
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DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
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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.
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(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.
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Item 12. | EXHIBITS. |
(a)(1) |
Code of Ethics required by Item 2 of Form N-CSR is filed herewith as Exhibit 12.(a)(1).
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(a)(2) |
Certifications required by Item 12.(a)(2) of Form N-CSR are filed herewith as Exhibit 12.(a)(2).
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(a)(3) |
Not applicable.
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(b) |
Certifications required by Item 12.(b) of Form N-CSR are filed herewith as Exhibit 12.(b).
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By: (Signature and Title)
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/s/ Andrei Cherny
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Date: December 7, 2017 |
Andrei Cherny
President and Principal Executive Officer |
Aspiration Redwood Fund
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By: (Signature and Title)
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/s/ Andrei Cherny
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Date: December 7, 2017 |
Andrei Cherny
President and Principal Executive Officer |
Aspiration Redwood Fund
|
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By: (Signature and Title)
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/s/ Ashley E. Harris |
Date: December 8, 2017 |
Ashley E. Harris
Treasurer and Principal Financial Officer |
Aspiration Redwood Fund
|
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honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships;
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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;
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compliance with applicable laws and governmental rules and regulations;
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the prompt internal reporting of violations of the Code to an appropriate person or persons identified in the Code; and
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accountability for adherence to the Code.
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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;
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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;
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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
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report at least annually any affiliations or other relationships that could potentially present a conflict of interest with the Trust.
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service as a director on the board of any public company;
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the receipt of non-nominal gifts from affiliates of the Fund or the Fund's service providers;
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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;
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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
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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.
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I.
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each Covered Officer shall become familiar with the disclosure requirements generally applicable to the Trust;
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II.
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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;
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III.
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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
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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.
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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;
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annually thereafter affirm to the Board that the Covered Officer has complied with the requirements of this Code;
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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
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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.
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the CCO shall (with the assistance of Trust Counsel if requested) take all appropriate action to investigate any reported potential violations;
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if, after such investigation, the CCO believes that no violation has occurred, then no further action is required;
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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");
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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;
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the Board will be responsible for granting waivers, as appropriate; and
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any changes to or waivers of this Code will, to the extent required, be disclosed as provided by SEC rules.
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Date: December 7, 2017
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/s/ Andrei Cherny
Andrei Cherny
President and Principal Executive Officer Aspiration Redwood Fund |
Date: December 8, 2017
|
/s/ Ashley E. Harris
Ashley E. Harris
Treasurer and Principal Financial Officer Aspiration Redwood Fund |
(1) |
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
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(2) |
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Fund.
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Date: December 7, 2017
|
By:
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/s/ Andrei Cherny | |
Andrei Cherny
President and Principal Executive Officer Aspiration Redwood Fund |
(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.
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Date: December 8, 2017
|
By:
|
/s/ Ashley E. Harris | |
Ashley E. Harris
Treasurer and Principal Financial Officer Aspiration Redwood Fund |
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