UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM N-CSR

 

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-06400

 

 

The Advisors’ Inner Circle Fund

(Exact name of registrant as specified in charter)

 

 

SEI Investments

One Freedom Valley Drive

Oaks, PA 19456

(Address of principal executive offices) (Zip code)

 

 

SEI Investments

One Freedom Valley Drive

Oaks, PA 19456

(Name and address of agent for service)

 

 

Registrant’s telephone number, including area code: (877) 446-3863

Date of fiscal year end: October 31, 2020

Date of reporting period: October 31, 2020

 

 

 


Item 1.

Reports to Stockholders.

A copy of the report transmitted to stockholders pursuant to Rule 30e-1 under the Investment Company Act or 1940, as amended (the “Act”) (17 CFR § 270.30e-1), is attached hereto.

 


The Advisors’ Inner Circle Fund

McKee International Equity Portfolio

 

        Annual Report    OCTOBER 31, 2020      

 

        

 

 

Beginning on March 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Fund’s shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports from the Fund or from your financial intermediary, such as a broker-dealer or bank. Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

 

 

      

 

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund electronically by contacting your financial intermediary.

 
 

You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can follow the instructions included with this disclosure, if applicable, or you can contact your financial intermediary to inform it that you wish to continue receiving paper copies of your shareholder reports. If you invest directly with the Fund, you can inform the Fund that you wish to continue receiving paper copies of your shareholder reports by calling 1-866-625-3346. Your election to receive reports in paper will apply to all funds held with your financial intermediary if you invest through a financial intermediary.

 
   


THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

    

 

 

TABLE OF CONTENTS

 

        

Shareholders’ Letter

     1  

Schedule of Investments

     5  

Statement of Assets and Liabilities

     9  

Statement of Operations

     10  

Statements of Changes in Net Assets

     11  

Financial Highlights

     12  

Notes to Financial Statements

     13  

Report of Independent Registered Public Accounting Firm

     24  

Disclosure of Portfolio Expenses

     26  

Review of Liquidity Risk Management Program

     28  

Trustees and Officers of the Advisors’ Inner Circle Fund

     29  

Notice to Shareholders

     37  

The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Form N-PORT reports (and its predecessor form, Form N-Q) are available on the SEC’s website at www.sec.gov, and may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information on the operation of the Public Reference Room may be obtained by calling 1-800- SEC-0330.

A description of the policies and procedures that the Portfolio uses to determine how to vote proxies relating to portfolio securities, as well as information relating to how a Portfolio voted proxies relating to portfolio securities during the most recent 12-month period ended June 30, is available (i) without charge, upon request, by calling 1-866-625-3346; and (ii) on the Commission’s website at http://www.sec.gov.


THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

(Unaudited)

      

 

Dear Shareholders:

Economic and Market Perspective

2020 will always be remembered as the year that the Covid-19 virus affected every aspect of life all over the globe. From social gatherings, to workplace dislocation and on to financial markets, individuals and corporations worldwide continue to see extreme changes to the previous status quo. Unsurprisingly, global economies experienced their own changes, as measured by extremely large disparities in growth rates from quarter to quarter. The United States, for example, suffered a decline in GDP in Q2 2020 of 31% (q-q, annualized), the largest fall on record. Only 3 months later, in the third quarter, the growth rate of our economy was estimated to be 33% (q-q, annualized). In the European Union, the amplitude of the GDP curve, while not so high or low as that of the United States, nevertheless fluctuated widely. Second quarter GDP in the bloc fell 11% (q-q, annualized). In similar fashion to that of the US, the EU saw a strong rebound in GDP in Q3, growing 12% (q-q, annualized). China’s economic evolution foreshadowed the West’s, as its GDP fell 10% in the first quarter and grew 12% in the second quarter (both figures q-q, annualized).

Markets have followed suit. The S&P 500 at one point in March reached a year-to-date return of-31%, exactly mirroring Q1’s GDP decline. At this writing, the total return for this US benchmark index on a YTD basis is 13.7%, astonishing given the contraction in GDP and corporate earnings that the US is experiencing in 2020. While Europe’s stock market has mirrored the economy more closely with a fall in euro terms of 5%, the 7% appreciation of the euro vs. the dollar has resulted in a positive 2% dollar-based return YTD. Asia’s major markets, Japan and China, both show positive dollar-based year-to-date returns, of 7% and 28%, respectively.

Our perspective on the current market situation is that extreme monetary stimulus is the overriding factor influencing returns. For example, the US Federal Reserve’s balance sheet increased 77% during the Fund’s fiscal year and now stands at one-third the size of the overall economy. It will surely expand further as new stimulus is announced. In other major markets yields on government bonds are negative across the yield curve due to central bank intervention. This is an anomalous historical situation driven by the forceful policy response to an unprecedented global economic crisis. Thus, when investors are punished for holding risk-free assets over time, the flow of liquidity into risk assets rises accordingly, driving up stock market returns.

Performance

For the year ending October 31, 2020, the Fund’s net return of -13.74% was 6.88% below the -6.86% return for the benchmark EAFE Index. Overall, the Information Technology sector and cash holdings aided relative performance. The Financial

 

1


THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

(Unaudited)

      

 

and Material sectors weakened relative performance. On a country basis, holdings in Sweden and Taiwan strengthened performance while holdings in Japan and France detracted from relative performance.

Portfolio Structure

On October 31, 2020, the Fund was invested in 13 markets. The Fund is overweight in Australia and Switzerland and underweight in the Eurozone and the United Kingdom. Emerging markets, which are not included in the EAFE Index, accounted for 7% of the Fund. The Fund is overweight in Financials, Health Care and Real Estate. Consumer Staples, Communication Services and Materials are underweight.

Outlook

Our outlook last year called for a “picture of a slow growth world with muted monetary stimulus.” While not imagining the advent of a global economic crisis, the signs were there that tariffs and trade wars had hurt US and thus global growth. Now, as we go to print trade issues headline global economic risk. Specifically, markets hope the British will back away from the cliff of a “no deal” Brexit and reach an agreement with the EU on trade. Furthermore, the new US president inherits significant tariffs placed on China and other major trading partners. If these tariffs can be removed gradually in return for concessions on market access and intellectual property rights that will aid the global economy’s recovery.

Muted monetary stimulus became a veritable tsunami which shows no signs of abatement. As recently as early December the European Central Bank (ECB) pledged to expand and lengthen its already significant stimulus programs. In addition to general economic concerns, one senses concern from the bank over the appreciation of the euro and its effect on trade. The outlook for next year foresees continued strong liquidity, but with a recognition by central banks that inflation levels are rising and monetary programs cannot last forever.

Of course, there are still the ongoing consequences of the pandemic that shape our outlook. In the short term, global economies may take a step back as countries restrict activity further. Indeed, because of a recent global spike in Covid-19 cases it is likely that full recovery to previous levels for many economies may not take place until 2022.

Given these perceptions it becomes imperative to understand if ongoing liquidity can buttress the markets while the economies are in recovery mode. Our process involves searching for undervalued companies whose prospects are unrecognized by the market. In markets sustained by fire-hose levels of liquidity, riskier assets are rewarded and valuations matter little. As Warren Buffet notes, “You only find out who is swimming naked when the tide goes out.” We have been through these

 

2


THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

(Unaudited)

      

 

cycles before, notably in 1999-2000, and are cognizant of the market landscape. Our task is to stay true to our discipline in order to provide competitive returns over the long term.

This material represents the manager’s assessment of the Portfolio and market environment at a specific point in time and should not be relied upon by the reader as research or investment advice.

The performance data quoted represents past performance. Past performance does not guarantee future results. The 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, and current performance may be higher or lower

Definition of the Comparative Index

The MSCI EAFE Index is an equity index which captures large and mid cap representation across 21 Developed Markets countries around the world, excluding the US and Canada. With 920 constituents, the index covers approximately 85% of the free float-adjusted market capitalization in each country.

 

3


THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

(Unaudited)

      

 

Growth of a $10,000 Investment

 

     One Year Return     

    Annualized      

3 Year

Return

  

  Annualized    

5 Year

Return

  

  Annualized    

10 Year
Return

       Annualized      
Inception to
Date

McKee International Equity Portfolio

   -13.74%    -6.98%    -0.03%    1.45%    4.49%

MSCI EAFE Index

   -6.86%    -1.24%    2.85%    3.82%    4.44%

 

LOGO

The performance data quoted herein represents past performance and the return and value of an investment in the Portfolio will fluctuate so that, when redeemed, may be worth less than its original cost. Past performance is no guarantee of future performance and should not be considered as a representation of the future results of the Portfolio. The Portfolio’s performance assumes the reinvestment of dividends and capital gains. Index returns assume reinvestment of dividends and, unlike a portfolio’s returns, do not reflect any fees or expenses. If such fees and expenses were included in the index returns, the performance would have been lower.

Please note that one cannot invest directly in an unmanaged index.

There are no assurances that the Portfolio will meet its stated objectives. The Portfolio’s holdings and allocations are subject to change because it is actively managed and should not be considered recommendations to buy individual securities.

Returns shown do not reflect the deduction of taxes that a shareholder would pay on Portfolio distributions or the redemption of Portfolio shares.

See definition of comparative index on page 3.

 

4


THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

    

      

 

 SECTOR WEIGHTINGS (Unaudited) †

 

LOGO

 

t

Percentages based on total investments.

 

SCHEDULE OF INVESTMENTS

COMMON STOCK — 97.4%

     
           Shares            Value  

AUSTRALIA — 9.6%

     

Australia & New Zealand Banking Group

     155,000      $ 2,049,810  

CSL

     18,000        3,631,954  

Newcrest Mining

     130,000       
2,674,273
 
     

 

 

 
                8,356,037  
     

 

 

 

FRANCE — 7.6%

     

AXA

     63,000        1,014,003  

BNP Paribas

     32,000        1,110,833  

Capgemini

     23,600        2,730,358  

Faurecia

     37,000        1,400,290  

TechnipFMC

     64,000       
353,824
 
     

 

 

 
        6,609,308  
     

 

 

 

GERMANY — 5.2%

     

Allianz

     12,000        2,111,962  

Merck KGaA

     16,000       
2,373,588
 
     

 

 

 
        4,485,550  
     

 

 

 

HONG KONG — 3.3%

     

New World Development

     600,000        2,870,253  
     

 

 

 

ISRAEL — 1.7%

     

Teva Pharmaceutical Industries ADR *

     164,000        1,430,080  
     

 

 

 

ITALY — 2.4%

     

Intesa Sanpaolo

     990,000        1,640,784  

 

The accompanying notes are an integral part of the financial statements

 

5


THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

    

      

 

COMMON STOCK — continued

 

  
           Shares            Value  

ITALY — (continued)

     

Tenaris

     100,000      $
476,397
 
     

 

 

 
        2,117,181  
     

 

 

 

JAPAN — 25.0%

     

Astellas Pharma

     230,000        3,166,630  

Daiwa House Industry

     77,400        2,033,354  

Denso

     73,960        3,442,214  

KDDI

     55,000        1,475,583  

Komatsu

     77,400        1,742,145  

Kubota

     193,500        3,368,808  

Kuraray

     129,000        1,193,469  

Mitsubishi UFJ Financial Group

     516,000        2,029,442  

Sankyu

     64,500        2,311,598  

Seven & I Holdings

     30,000       
914,758
 
     

 

 

 
        21,678,001  
     

 

 

 

SINGAPORE — 3.5%

     

DBS Group Holdings

     200,000        2,989,532  
     

 

 

 

SPAIN — 7.8%

     

Banco Santander

     440,000        876,850  

Industria de Diseno Textil

     95,000        2,345,974  

Red Electrica

     200,000       
3,528,032
 
     

 

 

 
        6,750,856  
     

 

 

 

SWEDEN — 4.8%

     

Nordea Bank Abp *

     130,000        975,940  

Volvo, Cl B

     165,000       
3,210,029
 
     

 

 

 
        4,185,969  
     

 

 

 

SWITZERLAND — 10.7%

     

ABB

     66,000        1,601,528  

Alcon

     40,000        2,270,513  

LafargeHolcim

     25,000        1,071,909  

Novartis

     23,000        1,793,746  

Zurich Insurance Group

     7,500       
2,490,641
 
     

 

 

 
        9,228,337  
     

 

 

 

TAIWAN — 7.1%

     

Hon Hai Precision Industry

     600,000        1,621,115  

Taiwan Semiconductor Manufacturing ADR

     54,000       
4,528,980
 
     

 

 

 
                6,150,095  
     

 

 

 

UNITED KINGDOM — 8.7%

     

Diageo

     97,000        3,118,612  

Glencore

     500,000        1,007,432  

 

The accompanying notes are an integral part of the financial statements

 

6


THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

    

      

 

COMMON STOCK — continued

 

           Shares            Value

UNITED KINGDOM — (continued)

     

National Express Group

     475,000      $ 921,957  

Royal Dutch Shell, C1 B

     45,000        542,973  

Standard Chartered

     250,000        1,138,122  

WPP

     100,000        795,531  
     

 

 

 

        7,524,627  
     

 

 

 

TOTAL COMMON STOCK
(Cost $66,327,388)

        84,375,826  
     

 

 

 

TOTAL INVESTMENTS — 97.4%
(Cost $66,327,388)

      $     84,375,826  
     

 

 

 

 

  Percentages

are based on Net Assets of $86,612,973.

*

Non-income producing security.

ADR — American Depositary Receipt

Cl — Class

 

The accompanying notes are an integral part of the financial statements

 

7


THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

    

      

 

The following is a list of inputs used as of October 31, 2020 in valuing the Fund’s investments and other financial instruments carried at market value:

 

                                                                               
Investments in Securities    Level 1      Level 2      Level 3      Total  

Common Stock

           

Australia

   $      $ 8,356,037      $      $ 8,356,037  

France

            6,609,308               6,609,308  

Germany

            4,485,550               4,485,550  

Hong Kong

            2,870,253               2,870,253  

Israel

     1,430,080                      1,430,080  

Italy

            2,117,181               2,117,181  

Japan

            21,678,001               21,678,001  

Singapore

            2,989,532               2,989,532  

Spain

            6,750,856               6,750,856  

Sweden

            4,185,969               4,185,969  

Switzerland

            9,228,337               9,228,337  

Taiwan

     4,528,980        1,621,115               6,150,095  

United Kingdom

            7,524,627               7,524,627  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total Common Stock

     5,959,060        78,416,766               84,375,826  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total Investments in Securities

   $      5,959,060      $      78,416,766      $      $      84,375,826  
  

 

 

    

 

 

    

 

 

    

 

 

 

For the year ended October 31, 2020, there have been no transfers in or out of Level 3 investments.

For more information on valuation inputs, see Note 2 in the Notes to Financial Statements.

 

The accompanying notes are an integral part of the financial statements

 

8


THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

    

      

 

 

  STATEMENT OF ASSETS AND LIABILITIES

 

 

Assets:

  

Investments, at Value (Cost $66,327,388)

   $ 84,375,826    

Foreign Currency, at Value (Cost $109)

     112  

Cash

     1,442,542  

Reclaim Receivable

     610,636  

Dividend and Interest Receivable

     295,202  

Prepaid Expenses

     12,731  
  

 

 

 

Total Assets

     86,737,049  
  

 

 

 

Liabilities:

  

Payable due to Investment Adviser

     54,885  

Payable due to Administrator

     9,409  

Payable due to Trustees

     5,694  

Chief Compliance Officer Fees Payable

     2,155  

Other Accrued Expenses

     51,933  
  

 

 

 

Total Liabilities

     124,076  
  

 

 

 

Net Assets

   $       86,612,973  
  

 

 

 

      

 

  NET ASSETS CONSIST OF:

 

  

Paid-in Capital

   $ 64,794,785  

Total Distributable earnings

     21,818,188  
  

 

 

 

Net Assets

   $ 86,612,973  
  

 

 

 

Institutional Class Shares:

  

Outstanding Shares of beneficial interest (unlimited authorization - no par value)

     8,897,413  

Net Asset Value, Offering and Redemption Price Per Share*

     $9.73  
  

 

 

 

 

*

Redemption price per share may vary depending upon the length of time shares are held.

 

The accompanying notes are an integral part of the financial statements.

9


THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

FOR THE YEAR ENDED

  

OCTOBER 31, 2020

  

    

      

 

 

    STATEMENT OF OPERATIONS

 

 

Investment Income:

  

Dividends

   $ 2,924,121    

Income received from securities lending

     6,710  

Less: Foreign Taxes Withheld

     (283,986
  

 

 

 

Total Investment Income

     2,646,845  
  

 

 

 

Expenses:

  

Investment Advisory Fees

     747,031  

Administration Fees — (Note 4)

     128,063  

Shareholder Servicing Fees

     81,549  

Trustees’ Fees

     22,287  

Chief Compliance Officer Fees

     6,772  

Legal Fees

     30,203  

Custodian Fees

     29,982  

Registration and Filing Fees

     25,744  

Audit Fees

     24,600  

Transfer Agent Fees

     18,732  

Printing Fees

     12,000  

Other Expenses

     20,806  
  

 

 

 

Total Expenses

     1,147,769  
  

 

 

 

Less:

  

Fees Paid Indirectly — (Note 4)

     (214
  

 

 

 

Net Expenses

     1,147,555  
  

 

 

 

Net Investment Income

     1,499,290  
  

 

 

 

Net Realized Gain (Loss) on:

  

Investments

     2,460,039  

Foreign Currency Transactions

     3,940  
  

 

 

 

Net Realized Gain

     2,463,979  
  

 

 

 

Net Change in Unrealized Appreciation (Depreciation) on:

  

Investments

     (23,331,648

Foreign Currency Transactions

     35,355  
  

 

 

 

Net Change in Unrealized Appreciation (Depreciation)

     (23,296,293
  

 

 

 

Net Realized and Unrealized (Loss) on Investments and Foreign Currency Transactions

     (20,832,314
  

 

 

 

Net Decrease in Net Assets Resulting from Operations

   $ (19,333,024
  

 

 

 

 

The accompanying notes are an integral part of the financial statements.

 

10


THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  
  

    

      

 

 

  STATEMENTS OF CHANGES IN NET ASSETS

 

     Year
Ended
October 31, 2020
  Year
Ended
October 31,  2019

Operations:

    

Net Investment Income

   $ 1,499,290     $ 3,092,992  

Net Realized Gain on Investments and Foreign Currency Transactions

     2,463,979       5,089,054  

Net Change in Unrealized Depreciation on Investments and Foreign Currency Transactions

     (23,296,293     (3,792,075
  

 

 

 

 

 

 

 

Net Increase (Decrease) in Net Assets Resulting From Operations

     (19,333,024     4,389,971  
  

 

 

 

 

 

 

 

Distributions:

     (8,129,847     (6,655,390
  

 

 

 

 

 

 

 

Capital Share Transactions:

    

Issued

     3,474,885       3,414,206  

Reinvestment of Distributions

     7,768,859       6,409,663  

Redemption Fees - Note 2

     48       2,567  

Redeemed

     (25,656,894     (37,734,367
  

 

 

 

 

 

 

 

Net Decrease in Net Assets From Capital Share Transactions

     (14,413,102     (27,907,931
  

 

 

 

 

 

 

 

Total Decrease in Net Assets

     (41,875,973     (30,173,350
  

 

 

 

 

 

 

 

Net Assets:

    

Beginning of Year

     128,488,946       158,662,296  
  

 

 

 

 

 

 

 

End of Year

   $     86,612,973     $     128,488,946  
  

 

 

 

 

 

 

 

Shares Transactions:

    

Issued

     315,248       298,401  

Reinvestment of Distributions

     652,261       598,628  

Redeemed

     (2,780,915     (3,283,298
  

 

 

 

 

 

 

 

Net Decrease in Shares Outstanding From Share Transactions

     (1,813,406 )       (2,386,269 )  
  

 

 

 

 

 

 

 

 

The accompanying notes are an integral part of the financial statements.

 

11


THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  
  

    

      

 

 

  FINANCIAL HIGHLIGHTS

 

Selected Per Share Date & Ratios

For a Share Outstanding Throughout Each Period

 

     Years Ended October 31,  
   2020      2019      2018      2017      2016  

Net Asset Value, Beginning of Year

   $     12.00      $ 12.11      $ 13.86      $ 11.83      $ 12.11   
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Income (Loss) from Investment Operations:

              

Net Investment Income*

     0.15         0.26        0.28         0.22        0.22   

Net Realized and Unrealized Gain (Loss)

     (1.67)        0.14        (1.64)        2.49        (0.25)  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total from Investment Operations

     (1.52)        0.40        (1.36)        2.71        (0.03)  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Redemption Fees

     **        **                      —**    
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Dividends and Distributions:

              

Net Investment Income

     (0.27)        (0.31)        (0.21)        (0.19)        (0.21)  

Capital Gains

     (0.48)        (0.20)        (0.18)        (0.49)        (0.04)  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total Dividends and Distributions

     (0.75)        (0.51)        (0.39)        (0.68)        (0.25)  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Net Asset Value, End of Year

   $       9.73      $ 12.00      $ 12.11      $ 13.86      $ 11.83   
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total Return

     (13.74)%        3.84%        (10.14)%        24.26%        (0.15)%  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Ratios and Supplemental Data

              

Net Assets, End of Year (Thousands)

   $ 86,613      $ 128,489      $ 158,662      $ 194,816      $ 153,678  

Ratio of Expenses to Average Net Assets(1)

     1.07%        1.05%        0.98%        1.00%        1.01

Ratio of Net Investment Income to Average Net Assets

     1.40%        2.21%        2.06%        1.76%        1.94

Portfolio Turnover Rate.

     7%        8%        8%        5%        7

 

 

Amounts designated as “—” are either not applicable, $0 or have been rounded to $0.

 
*

Per share calculations were performed using average shares for the period.

 
**

Amount represents less than $0.01 per share.

 

Total return is for the period indicated and has not been annualized. Returns shown do not reflect the deductions of taxes that a shareholder would pay on Portfolio distributions or the redemption of Portfolio shares.

 
(1)

The ratio of expenses to average net assets excludes the effects of fees paid indirectly. If these expense offsets were included, the ratio would be equal to the ratio presented.

 

 

The accompanying notes are an integral part of the financial statements.

 

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THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

    

      

 

 

  NOTES TO THE FINANCIAL STATEMENTS

 

 

1.

Organization:

The Advisors’ Inner Circle Fund (the “Trust”) is organized as a Massachusetts business trust under an Amended and Restated Agreement and Declaration of Trust dated February 18, 1997. The Trust is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company with 43 portfolios. The financial statements herein are those of the McKee International Equity Portfolio (the “Portfolio”). The investment objective of the Portfolio is long-term total return. The Portfolio is diversified and invests primarily (at least 80% of its net assets) in equity securities of companies located in at least three countries other than the U.S. The financial statements of the remaining portfolios of the Trust are presented separately. The assets of each portfolio are segregated, and a shareholder’s interest is limited to the portfolio in which shares are held.

On March 12, 2020, CSM Advisors, LLC (the “Adviser”) acquired substantially all of the operating assets of C.S. McKee L.P. (“C.S. McKee”) and became the investment adviser to the Portfolio. Prior to March 12, 2020, C.S. McKee served as investment adviser to the Portfolio.

 

2.

Significant Accounting Policies:

The following are significant accounting policies, which are consistently followed in the preparation of the financial statements of the Portfolio. The Portfolio is an investment company that applies the accounting and reporting guidance issued in Topic 946 by the U.S. Financial Accounting Standards Board (“FASB”).

Use of Estimates — The preparation of financial statements, in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”), requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates and such differences could be material.

Security Valuation — Securities listed on a securities exchange, market or automated quotation system for which quotations are readily available (except for securities traded on NASDAQ), including securities traded over the counter, are valued at the last quoted sale price on an exchange or market (foreign or domestic) on which they are traded on valuation date (or at approximately 4:00 pm ET if a security’s primary exchange is normally open at that time),

 

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THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

    

      

 

or, if there is no such reported sale on the valuation date, at the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used. The prices for foreign securities are reported in local currency and converted to U.S. dollars using currency exchange rates.

Securities for which market prices are not “readily available” are valued in accordance with Fair Value Procedures established by the Portfolio’s Board of Trustees (the “Board”). The Portfolio’s Fair Value Procedures are implemented through a Fair Value Committee (the “Committee”) designated by the Board. Some of the more common reasons that may necessitate that a security be valued using Fair Value Procedures include: the security’s trading has been halted or suspended; the security has been de-listed from a national exchange; the security’s primary trading market is temporarily closed at a time when under normal conditions it would be open; the security has not been traded for an extended period of time; the security’s primary pricing source is not able or willing to provide a price; or trading of the security is subject to local government imposed restrictions. When a security is valued in accordance with the Fair Value Procedures, the Committee will determine the value after taking into consideration relevant information reasonably available to the Committee.

For securities that principally trade on a foreign market or exchange, a significant gap in time can exist between the time of a particular security’s last trade and the time at which the Portfolio calculates its net asset value. The closing prices of such securities may no longer reflect their market value at the time the Portfolio calculates net asset value if an event that could materially affect the value of those securities (a “Significant Event”) has occurred between the time of the security’s last close and the time that the Portfolio calculates net asset value. A Significant Event may relate to a single issuer or to an entire market sector. If the adviser of the Portfolio becomes aware of a Significant Event that has occurred with respect to a security or group of securities after the closing of the exchange or market on which the security or securities principally trade, but before the time at which the Portfolio calculates net asset value, it may request that a Committee meeting be called. In addition, the Portfolio’s administrator monitors price movements among certain selected indices, securities and/or baskets of securities that may be an indicator that the closing prices received earlier from foreign exchanges or markets may not reflect market value at the time the Portfolio calculates net asset value. If price movements in a monitored index or security exceed levels established by the administrator, the administrator notifies the adviser that such limits have been exceeded. In such event, the adviser makes the determination whether a Committee meeting should be called based on the information provided.

 

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THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

    

      

 

The Portfolio uses MarkIt Fair Value (“MarkIt”) as a third party fair valuation vendor. MarkIt provides a fair value for foreign securities in the Portfolio based on certain factors and methodologies (involving, generally, tracking valuation correlations between the U.S. market and each non-U.S. security) applied by MarkIt in the event that there is a movement in the U.S. markets that exceeds a specific threshold established by the Committee. The Committee establishes a “confidence interval” which is used to determine the level of correlation between the value of a foreign security and movements in the U.S. market before a particular security is fair valued when the threshold is exceeded. In the event that the threshold established by the Committee is exceeded on a specific day, the Portfolio value its non-U.S. securities that exceed the applicable “confidence interval” based upon the fair values provided by MarkIt. In such event, it is not necessary to hold a Committee meeting. In the event that the Adviser believes that the fair values provided by MarkIt are not reliable, the Adviser contacts SEI Investments Global Fund Services (the “Administrator”) and may request that a meeting of the Committee be held.

If a local market in which the Portfolio owns securities is closed for one or more days, the Portfolio shall value all securities held in that corresponding currency based on the fair value prices provided by Markit using the predetermined confidence interval discussed above.

In accordance with the authoritative guidance on fair value measurement under U.S. GAAP, the Portfolio discloses fair value of its investments in a hierarchy that prioritizes the inputs to valuation techniques used to measure the fair value. The objective of a fair value measurement is to determine the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). Accordingly, the fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below:

 

   

Level 1 — Unadjusted quoted prices in active markets for identical, unrestricted assets or liabilities that the Portfolio has the ability to access at the measurement date

 

   

Level 2 — Other significant observable inputs (includes quoted prices for similar securities, interest rates, prepayment speeds, credit risk, referenced indices, quoted prices in inactive markets, adjusted quoted prices in active markets, adjusted quoted prices on foreign equity securities that were adjusted in accordance with pricing procedures approved by the Board, etc.); and

 

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THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

    

      

 

   

Level 3 — Prices, inputs or exotic modeling techniques which are both significant to the fair value measurement and unobservable (supported by little or no market activity).

Investments are classified within the level of the lowest significant input considered in determining fair value. Investments classified within Level 3 whose fair value measurement considers several inputs may include Level 1 or Level 2 inputs as components of the overall fair value measurement.

For the year ended October 31, 2020, there have been no significant changes to the Portfolio’s fair valuation methodology.

Federal Income Taxes — It is the Portfolio’s intention to continue to qualify as a regulated investment company for Federal income tax purposes by complying with the appropriate provisions of Subchapter M of the Internal Revenue Code of 1986, as amended. Accordingly, no provisions for Federal income taxes have been made in the financial statements.

The Portfolio evaluates tax positions taken or expected to be taken in the course of preparing the Portfolio’s tax returns to determine whether it is “more-likely-than-not” (i.e., greater than 50-percent) that each tax position will be sustained upon examination by a taxing authority based on the technical merits of the position. Tax positions not deemed to meet the more-likely-than-not threshold are recorded as a tax benefit or expense in the current year. The Portfolio did not record any tax provision in the current period. However, management’s conclusions regarding tax positions taken may be subject to review and adjustment at a later date based on factors including, but not limited to, examination by tax authorities (i.e., the last 3 open tax year ends, as applicable), on-going analysis of and changes to tax laws, regulations and interpretations thereof.

As of and during the year ended October 31, 2020, the Portfolio did not have a liability for any unrecognized tax benefits. The Portfolio recognizes interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the Statement of Operations. During the year ended October 31, 2020, the Portfolio did not incur any significant interest or penalties.

Security Transactions and Investment Income — Security transactions are accounted for on trade date. Costs used in determining realized gains and losses on the sale of investment securities are based on specific identification. Dividend income is recorded on the ex-dividend date. Interest income is recognized on the accrual basis from settlement date. Certain dividends from

 

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THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

    

      

 

foreign securities will be recorded as soon as the Portfolio is informed of the dividend if such information is obtained subsequent to the ex-dividend date.

Foreign Currency Translation — The books and records of the Portfolio are maintained in U.S. dollars. Investment securities and other assets and liabilities denominated in a foreign currency are translated into U.S. dollars on the date of valuation. The Portfolio does not isolate that portion of realized or unrealized gains and losses resulting from changes in the foreign exchange rate from fluctuations arising from changes in the market prices of the securities. These gains and losses are included in net realized and unrealized gains and losses on investments on the Statement of Operations. Net realized and unrealized gains and losses on foreign currency transactions represent net foreign exchange gains or losses from foreign currency exchange contracts, disposition of foreign currencies, currency gains or losses realized between trade and settlement dates on securities transactions and the difference between the amount of the investment income and foreign withholding taxes recorded on the Portfolio’s books and the U.S. dollar equivalent of the amounts actually received or paid.

Forward Foreign Currency Exchange Contracts —The Portfolio may enter into forward foreign currency exchange contracts to protect the value of securities held and related receivables and payables against changes in future foreign exchange rates. A forward currency contract is an agreement between two parties to buy and sell currency at a set price on a future date. The market value of the contract will fluctuate with changes in currency exchange rates. The contract is marked-to-market daily using the current forward rate and the change in market value is recorded by the Portfolio as unrealized gain or loss. The Portfolio recognizes realized gains or losses when the contract is closed, equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Any realized or unrealized gains/(loss) during the period are presented on the Statements of Operations. Risks may arise from unanticipated movements in the value of a foreign currency relative to the U.S. dollar. Risks may also arise upon entering into these contracts from the potential inability of counterparties to meet the terms of their contracts and are generally limited to the amount of unrealized gain on the contracts at the date of default. The Fund did not engage in any forward foreign currency contracts during the year ended October 31, 2020.

Expenses — Most expenses of the Trust can be directly attributed to a particular portfolio. Expenses which cannot be directly attributed to a particular portfolio are apportioned among the portfolios of the Trust based on the number of portfolios and/or relative net assets.

 

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THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

    

      

 

Dividends and Distributions to Shareholders — The Portfolio distributes substantially all of its net investment income annually. Any net realized capital gains are distributed annually. All distributions are recorded on ex-dividend date.

Cash — Idle cash and currency balances may be swept into various overnight sweep accounts and are classified as cash on the Statement of Assets and Liabilities. These amounts, at times, may exceed United States federally insured limits. Amounts swept are available on the next business day.

Redemption Fees — The Portfolio retains redemption fees of 1.00% on redemptions of capital shares held for less than 180 days. For the year ended October 31, 2020 and the year ended October 31, 2019 $48 and $2,567 redemption fees were retained by the Portfolio.

 

3.

Transactions with Affiliates:

Certain officers of the Trust are also officers of SEI Investments Global Funds Services (the “Administrator”), a wholly owned subsidiary of SEI Investments Company, and/or SEI Investments Distribution Co. (the “Distributor”). Such officers are paid no fees by the Trust, other than the Chief Compliance Officer (“CCO”) as described below, for serving as officers of the Trust.

The services provided by the CCO and his staff, whom are employees of the Administrator, are paid for by the Trust as incurred. The services include regulatory oversight of the Trust’s Advisors and service providers as required by SEC regulations. The CCO’s services and fees have been approved by and are reviewed by the Board.

 

4.

Administration, Distribution, Shareholder Servicing, Transfer Agent and Custodian Agreements:

The Portfolio and the Administrator are parties to an Administration Agreement under which the Administrator provides management and administration services. For these services, the Administrator is paid an asset-based fee, which will vary depending on the number of share classes and the average daily net assets of the Portfolio. For the year ended October 31, 2020, the Portfolio was charged $128,063 for these services.

The Trust and the Distributor are parties to a Distribution Agreement. The Distributor receives no fees under the agreement.

Certain brokers, dealers, banks, trust companies and other financial representatives receive compensation from the Portfolio for providing a variety of services,

 

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THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

    

      

 

including record keeping and transaction processing. Such fees are based on the assets of the Portfolio that are serviced by the financial representative. Such fees are paid by the Portfolio to the extent that the number of accounts serviced by the financial representative multiplied by the account fee charged by the Portfolio’s transfer agent would not exceed the amount that would have been charged had the accounts serviced by the financial representative been registered directly through the transfer agent. All fees in excess of this calculated amount are paid by the CSM Advisors, LLC. These fees are disclosed on the Statement of Operations as Shareholder Servicing Fees.

MUFG Union Bank, N.A. acts as custodian (the “Custodian”) for the Portfolio. The Custodian plays no role in determining the investment policies of the Portfolio or which securities are to be purchased or sold by the Portfolio.

DST Systems, Inc. serves as the transfer agent and dividend disbursing agent for the Portfolio under a transfer agency agreement with the Trust.

During the year ended October 31, 2020, the Portfolio earned cash management credits of $214 which were used to offset transfer agent expenses. This amount is labeled “Fees Paid Indirectly” on the Statement of Operations.

 

5.

Investment Advisory Agreement:

Under the terms of an investment advisory agreement, the Adviser provides investment advisory services to the Portfolio at a fee calculated at an annual rate of 0.70% of the Portfolio’s average daily net assets.

 

6.

Investment Transactions:

For the year ended October 31, 2020, the Portfolio made purchases of $6,730,495 and sales of $25,924,738 in investment securities other than long-term U.S. Government and short-term securities. There were no purchases or sales of long term U.S. Government securities.

 

7.

Federal Tax Information:

The amount and character of income and capital gain distributions, if any, to be paid, are determined in accordance with Federal income tax regulations, which may differ from U.S. GAAP. As a result, net investment income (loss) and net realized gain (loss) on investment transactions for a reporting period may differ significantly from distributions during such period. These book/tax differences may be temporary or permanent.

 

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THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

    

      

 

The permanent differences primarily consist of distribution reclassification and foreign currency translations. There were no permanent differences that were credited or charged to Paid-in Capital and Distributable Earnings as of October 31, 2020.

The tax character of dividends and distributions paid during the last two fiscal years was as follows:

 

         Ordinary            Long-Term         
         Income            Capital Gain        Total    

2020

     $   2,984,444      $     5,145,403        $     8,129,847    

2019

       4,356,587        2,298,803          6,655,390    

As of October 31, 2020, the components of Distributable Earnings on a tax basis were as follows:

 

Undistributed Ordinary Income

   $ 1,281,430  

Undistributed Long-Term Capital Gains

     2,459,382  

Unrealized Appreciation

     18,077,375  

Other Temporary Differences

     1  
  

 

 

 

Total Distributable Earnings

   $      21,818,188  
  

 

 

 

The Federal tax cost and aggregate gross unrealized appreciation and depreciation for the investments held (excluding foreign currency) by the Portfolio at October 31, 2020 were as follows:

 

      Aggregate     Aggregate        
      Gross     Gross        
Federal Tax     Unrealized     Unrealized     Net Unrealized  
Cost     Appreciation     Depreciation     Appreciation  
$      66,327,388         $      32,395,561         $      (14,318,186)         $      18,077,375      

 

8.

Concentration of Risks:

Currency Risk — As a result of the Portfolio’s investments in securities or other investments denominated in, and/or receiving revenues in, foreign currencies, the Portfolio will be subject to currency risk. Currency risk is the risk that foreign currencies will decline in value relative to the U.S. dollar or, in the case of hedging positions, that the U.S. dollar will decline in value relative to the currency hedged. In either event, the dollar value of an investment in the Portfolio would be adversely affected.

Emerging Markets Securities Risk — Investments in emerging markets securities are considered speculative and subject to heightened risks in addition to the general

 

20


THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

    

      

 

risks of investing in foreign securities. Unlike more established markets, emerging markets may have governments that are less stable, markets that are less liquid and economies that are less developed. In addition, the securities markets of emerging market countries may consist of companies with smaller market capitalizations and may suffer periods of relative illiquidity; significant price volatility; restrictions on foreign investment; and possible restrictions on repatriation of investment income and capital. Furthermore, foreign investors may be required to register the proceeds of sales, and future economic or political crises could lead to price controls, forced mergers, expropriation or confiscatory taxation, seizure, nationalization or creation of government monopolies.

Equity Risk – Since it purchases equity securities, the Portfolio is subject to the risk that stock prices will fall over short or extended periods of time. Historically, the equity markets have moved in cycles, and the value of the Portfolio’s equity securities may fluctuate drastically from day to day. Individual companies may report poor results or be negatively affected by industry and/or economic trends and developments. The prices of securities issued by such companies may suffer a decline in response. These factors contribute to price volatility, which is the principal risk of investing in the Portfolio.

Market Risk — The risk that the market value of a security may move up and down, sometimes rapidly and unpredictably. Market risk may affect a single issuer, an industry, a sector or the equity or bond market as a whole. In addition, the impact of any epidemic, pandemic or natural disaster, or widespread fear that such events may occur, could negatively affect the global economy, as well as the economies of individual countries, the financial performance of individual companies and sectors, and the markets in general in significant and unforeseen ways. Any such impact could adversely affect the prices and liquidity of the securities and other instruments in which a Fund invests, which in turn could negatively impact the Fund’s performance and cause losses on your investment in the Fund.

Foreign Exposure Risk — The risk that non-U.S. securities may be subject to additional risks due to, among other things, political, social and economic developments abroad, currency movements and different legal, regulatory and tax environments. These additional risks may be heightened with respect to emerging market countries since political turmoil and rapid changes in economic conditions are more likely to occur in these countries.

Foreign Tax Exposure Risk — The Portfolio may be subject to taxes imposed by countries in which it invests. Such taxes are generally based on either income or gains earned or repatriated. The Portfolio accrues and applies such taxes to net investment income, net realized gains and net unrealized gains as income and/or capital gains are earned.

 

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THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

    

      

 

9.

Other:

At October 31, 2020, 51% of total shares outstanding were held by three record shareholders each owning 10% or greater of the aggregate total shares outstanding. These shareholders were comprised of omnibus accounts that were held on behalf of multiple underlying shareholders.

In the normal course of business, the Portfolio enters into contracts that provide general indemnifications. The Portfolio’s maximum exposure under these arrangements is dependent on future claims that may be made against the Portfolio and, therefore, cannot be established; however, based on experience, the risk of loss from such claim is considered remote.

 

10.

Loans of Portfolio Securities:

The Portfolio may lend portfolio securities having a market value up to one-third of the Portfolio’s total assets. Such loans are secured by collateral equal to no less than the market value of the loaned securities determined daily. Such collateral will be cash or debt securities issued or guaranteed by the U.S. Government or any agencies. Cash collateral received in connection with these loans is invested in short-term money market instruments. It is the Portfolio’s policy to obtain additional collateral from or return excess collateral to the borrower by the end of the next business day, following the valuation date of the securities loaned. The securities lending agent and the borrower retain a portion of the earnings from the collateral investments, with the remainder being retained by the Portfolio. The Portfolio records securities lending income net of such allocations. Therefore, the value of the collateral held may be temporarily less than the value of the securities on loan. Lending securities entails a risk of loss to the Portfolio if and to the extent that the market value of the securities loans were to increase and the borrower did not increase the collateral accordingly, and the borrower fails to return the securities. The Portfolio could also experience delays and costs in gaining access to the collateral. The Portfolio bears the risk of any deficiency in the amount of the collateral available for return to the borrower due to any loss on the collateral invested. As of October 31, 2020, the fund did not have any securities on loan.

 

11.

New Accounting Pronouncement:

In August 2018, the FASB issued Accounting Standards Update 2018-13, Fair Value Measurement (Topic 820). The new guidance includes additions and modifications to disclosures requirements for fair value measurements. For public entities, the amendments are effective for financial statements issued for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. The Funds early adopted this guidance as of November 1, 2019. The adoption of this guidance

 

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THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

    

      

 

did not have a material impact on the financial statements.

 

12.

Subsequent Events:

The Portfolio has evaluated the need for additional disclosures and/or adjustments resulting from subsequent events through the date the financial statements were issued. Based on this evaluation, no additional adjustments were required to the financial statements.

 

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THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

    

      

 

  REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Trustees of The Advisors’ Inner Circle Fund and Shareholders of McKee International Equity Portfolio

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of McKee International Equity Portfolio (one of the Funds constituting The Advisors’ Inner Circle Fund, hereafter referred to as the “Fund”) as of October 31, 2020, the related statement of operations for the year ended October 31, 2020, the statements of changes in net assets for each of the two years in the period ended October 31, 2020, including the related notes, and the financial highlights for each of the five years in the period ended October 31, 2020 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of October 31, 2020, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended October 31, 2020 and the financial highlights for each of the five years in the period ended October 31, 2020 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of

 

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THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

    

      

 

  REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

securities owned as of October 31, 2020 by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion.

 

/s/PricewaterhouseCoopers LLP

Philadelphia, Pennsylvania

December 28, 2020

We have served as the auditor of one or more investment companies in CSM Advisors, LLC since 2002.

 

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McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

    

      

 

  DISCLOSURE OF PORTFOLIO EXPENSES (Unaudited)

All mutual funds have operating expenses. As a shareholder of a mutual fund, your investment is affected by these ongoing costs, which include (among others) costs for portfolio management, administrative services, and shareholder reports like this one. It is important for you to understand the impact of these costs on your investment returns.

Operating expenses such as these are deducted from the mutual fund’s gross income and directly reduce your final investment return. These expenses are expressed as a percentage of the mutual fund’s average net assets; this percentage is known as the mutual fund’s expense ratio.

The following examples use the expense ratio and are intended to help you understand the ongoing costs (in dollars) of investing in your Portfolio and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period (May 1, 2020 to October 31, 2020).

The table on the next page illustrates your Portfolio’s costs in two ways:

•  Actual Portfolio Return. This section helps you to estimate the actual expenses after fee waivers that your Portfolio incurred over the period. The “Expenses Paid During Period” column shows the actual dollar expense cost incurred by a $1,000 investment in the Portfolio, and the “Ending Account Value” number is derived from deducting that expense cost from the Portfolio’s gross investment return.

You can use this information, together with the actual amount you invested in the Portfolio, to estimate the expenses you paid over that period. Simply divide your ending starting account value by $1,000 to arrive at a ratio (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply that ratio by the number shown for your Portfolio under “Expenses Paid During Period.”

•  Hypothetical 5% Return. This section helps you compare your Portfolio’s costs with those of other mutual funds. It assumes that the Portfolio had an annual 5% return before expenses during the year, but that the expense ratio (Column 3) for the period is unchanged. This example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to make this 5% calculation. You can assess your Portfolio’s comparative cost by comparing the hypothetical result for your Portfolio in the “Expense Paid During Period” column with those that appear in the same charts in the shareholder reports for other mutual funds.

 

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THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

    

      

 

  DISCLOSURE OF PORTFOLIO EXPENSES (Unaudited)

Note: Because the return is set at 5% for comparison purposes — NOT your Portfolio’s actual return — the account values shown may not apply to your specific investment.

 

     Beginning      Ending      Annualized     Expenses  
     Account Value      Account Value      Expense     Paid During  
      5/01/20      10/31/20      Ratios     Period*  

McKee International Equity Portfolio - Institutional Class Shares

                                  

Actual Portfolio Return

     $1,000.00        $1,049.60        1.12%       $5.77  

Hypothetical 5% Return

     1,000.00        1,019.51        1.12          5.69  

 

  *

Expenses are equal to the Portfolio’s annualized expense ratio multiplied by the average account value over the period, multiplied by 184/366 to reflect the one-half year period.

 

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THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

    

      

 

  REVIEW OF LIQUIDITY RISK MANAGEMENT PROGRAM (Unaudited)

Pursuant to Rule 22e-4 under the 1940 Act, the Portfolio’s investment adviser has adopted, and the Board has approved, a liquidity risk management program (the “Program”) to govern the Portfolio’s approach to managing liquidity risk. The Program is overseen by the Portfolio’s Liquidity Risk Management Program Administrator (the “Program Administrator”), and the Program’s principal objectives include assessing, managing and periodically reviewing the Portfolio’s liquidity risk, based on factors specific to the circumstances of the Portfolio.

At a meeting of the Board held on May 19, 2020, the Trustees received a report from the Program Administrator addressing the operations of the Program and assessing its adequacy and effectiveness of implementation. The Board acknowledged that (i) the report covered the period from June 1, 2019 through December 31, 2019 and thus did not cover the recent period of market volatility, and (ii) the Board held a call with the Trust’s officers on March 25, 2020 where the officers discussed the operations and effectiveness of the Program during the then-current market volatility. The Board requested that the Program Administrator provide an update of the operation of the Program during the then-current market volatility at its next meeting. The Program Administrator’s report noted that the Program Administrator had determined that the Program is reasonably designed to assess and manage the Portfolio’s liquidity risk and has operated adequately and effectively to manage the Portfolio’s liquidity risk since the Program was implemented on June 1, 2019. The Program Administrator’s report noted that during the period covered by the report, there were no liquidity events that impacted the Portfolio or its ability to timely meet redemptions without dilution to existing shareholders. The Program Administrator’s report further noted that no material changes have been made to the Program since its implementation.

There can be no assurance that the Program will achieve its objectives in the future. Please refer to the prospectus for more information regarding the Portfolio’s exposure to liquidity risk and other principal risks to which an investment in the Portfolio may be subject.

 

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THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

    

      

 

Set forth below are the names, years of birth, positions with the Trust, length of term of office, and the principal occupations for the last five years of each of the persons currently serving as Trustees and Officers of the Trust. Unless otherwise noted, the business address of each Trustee is SEI Investments Company, One Freedom Valley Drive, Oaks, Pennsylvania 19456. Trustees who are deemed not to be “interested persons” of the Trust are referred to as “Independent Trustees.” Messrs. Nesher and Klauder

 

Name and Year of
Birth

 

 

Position with Trust
and Length of Time
Served1

 

  

Principal

Occupations

in the Past Five Years

INTERESTED TRUSTEES 3,4         

Robert Nesher

(Born: 1946)

 

Chairman of the Board of Trustee

(Since 1991)

   SEI employee 1974 to present; currently performs various services on behalf of SEI Investments for which Mr. Nesher is compensated. President, Chief Executive Officer and Trustee of SEI Daily Income Trust, SEI Tax Exempt Trust, SEI Institutional Managed Trust, SEI Institutional International Trust, SEI Institutional Investments Trust, SEI Asset Allocation Trust, Adviser Managed Trust, New Covenant Funds, SEI Insurance Products Trust and SEI Catholic Values Trust. President and Director of SEI Structured Credit Fund, LP. Vice Chairman of O’Connor EQUUS (closed-end investment company) to 2016. President, Chief Executive Officer and Trustee of SEI Liquid Asset Trust to 2016. Vice Chairman of Winton Series Trust to 2017. Vice Chairman of Winton Diversified Opportunities Fund (closed-end investment company), The Advisors’ Inner Circle Fund III, Gallery Trust, Schroder Series Trust and Schroder Global Series Trust to 2018.

N. Jeffrey Klauder

(Born: 1952)

 

Trustee

(Since 2018)

   Senior Advisor of SEI Investments since 2018. Executive Vice President and General Counsel of SEI Investments, 2004 to 2018.
    

INDEPENDENT TRUSTEES 4

        
     

Joseph T. Grause, Jr.

(Born: 1952)

 

Trustee

(Since 2011)

Lead Independent Trustee (Since 2018)

 

   Self-Employed Consultant since 2012. Director of Endowments and Foundations, Morningstar Investment Management, Morningstar, Inc., 2010 to 2011. Director of International Consulting and Chief Executive Officer of Morningstar Associates Europe Limited, Morningstar, Inc., 2007 to 2010. Country Manager – Morningstar UK Limited, Morningstar, Inc., 2005 to 2007.

 

1

Each Trustee shall hold office during the lifetime of this Trust until the election and qualification of his or her successor,or until he or she sooner dies, resigns, or is removed in accordance with the Trust’s Declaration of Trust.

2

Directorships of Companies required to report to the Securities and Exchange Commission under the Securities Exchange Act of 1934 (i.e., “public companies”) or other investment companies under the 1940 Act.

3

Denotes Trustees who may be deemed to be “interested” persons of the Fund as that term is defined in the 1940 Act by virtue of their affiliation with the Distributor and/or its affiliates.

 

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THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

    

      

 

are Trustees who may be deemed to be “interested” persons of the Trust as that term is defined in the 1940 Act by virtue of their affiliation with the Trust’s Distributor. The Trust’s Statement of Additional Information (“SAI”) includes additional information about the Trustees and Officers. The SAI may be obtained without charge by calling 1-800-343-2029. The following chart lists Trustees and Officers as of October 31, 2020.

Other Directorships

Held in the Past Five Years2

 

 

 

Current Directorships: Trustee of The Advisors’ Inner Circle Fund II, Bishop Street Funds, The KP Funds, Frost Family of Funds, SEI Daily Income Trust, SEI Institutional International Trust, SEI Institutional Investments Trust, SEI Institutional Managed Trust, SEI Asset Allocation Trust, SEI Tax Exempt Trust, Adviser Managed Trust, New Covenant Funds, SEI Insurance Products Trust and SEI Catholic Values Trust. Director of SEI Structured Credit Fund, LP, SEI Global Master Fund plc, SEI Global Assets Fund plc, SEI Global Investments Fund plc, SEI Investments—Global Funds Services, Limited, SEI Investments Global, Limited, SEI Investments (Europe) Ltd., SEI Investments—Unit Trust Management (UK) Limited, SEI Multi-Strategy Funds PLC and SEI Global Nominee Ltd.

Former Directorships: Trustee of SEI Liquid Asset Trust to 2016.

 

 

Current Directorships: Trustee of The Advisors’ Inner Circle Fund II, Bishop Street Funds and The KP Funds. Director of SEI Private Trust Company, SEI Global Fund Services Ltd., SEI Investments Global Limited, SEI Global Master Fund, SEI Global Investments Fund and SEI Global Assets Fund.

Former Directorships: Trustee of SEI Investments Management Corporation, SEI Trust Company, SEI Investments (South Africa), Limited and SEI Investments (Canada) Company to 2018.

 

 

 

Current Directorships: Trustee of The Advisors’ Inner Circle Fund II, Bishop Street Funds, The KP Funds and Frost Family of Funds. Director of RQSI GAA Systematic Global Macro Fund, Ltd.

Former Directorships: Director of The Korea Fund, Inc. to 2019.

 

 

4

Trustees oversee 47 funds in The Advisors’ Inner Circle Fund.

 

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THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

    

      

 

Name and

Year of Birth

 

 

Position with Trust
and Length of

Time Served1

 

  

Principal

Occupations

in the Past Five Years

INDEPENDENT TRUSTEES

( continued)3

    
     

Mitchell A. Johnson

(Born: 1942)

 

 

Trustee

(Since 2005)

   Retired. Private investor since 1994.

Betty L. Krikorian

(Born: 1943)

 

 

Trustee

(Since 2005)

   Vice President, Compliance, AARP Financial Inc., from 2008 to 2010. Self-Employed Legal and Financial Services Consultant since 2003. Counsel (in-house) for State Street Bank from 1995 to 2003.

Robert Mulhall

(Born: 1958)

 

 

Trustee

(Since 2019)

   Partner, Ernst & Young LLP, from 1998 to 2018.
     

Bruce R. Speca

(Born: 1956)

 

Trustee

(Since 2011)

   Global Head of Asset Allocation, Manulife Asset Management (subsidiary of Manulife Financial), 2010 to 2011. Executive Vice President – Investment Management Services, John Hancock Financial Services (subsidiary of Manulife Financial), 2003 to 2010.

George J. Sullivan, Jr.

(Born: 1942)

 

 

Trustee

(Since 1999)

   Retired since 2012. Self-Employed Consultant, Newfound Consultants Inc., 1997 to 2011.

OFFICERS

        
     

Michael Beattie

(Born: 1965)

 

President

(Since 2011)

   Director of Client Service, SEI Investments Company, since 2004.

 

1

Each Trustee shall hold office during the lifetime of this Trust until the election and qualification of his or her successor, or until he or she sooner dies, resigns, or is removed in accordance with the Trust’s Declaration of Trust.

2

Directorships of Companies required to report to the Securities and Exchange Commission under the Securities Exchange Act of 1934 (i.e., “public companies”) or other investment companies under the 1940 Act.

3

Trustees oversee 43 funds in The Advisors’ Inner Circle Fund.

 

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THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

    

      

 

Other Directorships

Held in the Past Five Years2

 

 

 

Current Directorships: Trustee of The Advisors’ Inner Circle Fund II, Bishop Street Funds, The KP Funds, SEI Asset Allocation Trust, SEI Daily Income Trust, SEI Institutional International Trust, SEI Institutional Managed Trust, SEI Institutional Investments Trust, SEI Tax Exempt Trust, Adviser Managed Trust, New Covenant Funds, SEI Insurance Products Trust and SEI Catholic Values Trust. Director of Federal Agricultural Mortgage Corporation (Farmer Mac) since 1997 and RQSI GAA Systematic Global Macro Fund, Ltd.

Former Directorships: Trustee of SEI Liquid Asset Trust to 2016.

 

Current Directorships: Trustee of The Advisors’ Inner Circle Fund II, Bishop Street Funds and The KP Funds. Director of RQSI GAA Systematic Global Macro Fund, Ltd.

 

 

Current Directorships: Trustee of The Advisors’ Inner Circle Fund II, Bishop Street Funds, The KP Funds and Frost Family of Funds. Director of RQSI GAA Systematic Global Macro Fund, Ltd.

Former Directorships: Trustee of Villanova University Alumni Board of Directors to 2018.

 

Current Directorships: Trustee of The Advisors’ Inner Circle Fund II, Bishop Street Funds, The KP Funds and Frost Family of Funds. Director of Stone Harbor Investments Funds (8 Portfolios), Stone Harbor Emerging Markets Income Fund (closed-end fund) and Stone Harbor Emerging Markets Total Income Fund (closed-end fund). Director of RQSI GAA Systematic Global Macro Fund, Ltd.

 

 

Current Directorships: Trustee/Director of The Advisors’ Inner Circle Fund II, Bishop Street Funds, The KP Funds, SEI Structured Credit Fund, LP, SEI Daily Income Trust, SEI Institutional International Trust, SEI Institutional Investments Trust, SEI Institutional Managed Trust, SEI Asset Allocation Trust, SEI Tax Exempt Trust, Adviser Managed Trust, New Covenant Funds, SEI Insurance Products Trust and SEI Catholic Values Trust. Director of RQSI GAA Systematic Global Macro Fund, Ltd.

Former Directorships: Trustee of SEI Liquid Asset Trust to 2016. Trustee/ Director of State Street Navigator Securities Lending Trust to 2017. Member of the independent review committee for SEI’s Canadian-registered mutual funds to 2017.

 

 

 

None.

 

 

 

32


THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

    

      

 

 

Name and Year of

           Birth

 

Position

with Trust
and Length of
Time Served

  

Principal

Occupations

in the Past Five Years

OFFICERS (continued)         

James Bernstein

(Born: 1962)

  Vice President and Assistant Secretary (since 2017)   

Attorney, SEI Investments, since 2017.

 

Prior Positions: Self-employed consultant, 2017. Associate General Counsel & Vice President, Nationwide Funds Group and Nationwide Mutual Insurance Company, from 2002 to 2016. Assistant General Counsel & Vice President, Market Street Funds and Provident Mutual Insurance Company, from 1999 to 2002.

 

John Bourgeois

(Born: 1973)

  Assistant Treasurer (since 2017)    Fund Accounting Manager, SEI Investments, since 2000.

Stephen Connors

(Born: 1984)

 

Treasurer, Controller and Chief Financial Officer

(since 2015)

   Director, SEI Investments, Fund Accounting, since 2014. Audit Manager, Deloitte & Touche LLP, from 2011 to 2014

Russell Emery

(Born: 1962)

  Chief Compliance Officer
(since 2006)
   Chief Compliance Officer of SEI Structured Credit Fund, LP since 2007. Chief Compliance Officer of The Advisors’ Inner Circle Fund, The Advisors’ Inner Circle Fund II, Bishop Street Funds, The KP Funds, Frost Family of Funds, The Advisors’ Inner Circle Fund III, Gallery Trust, Schroder Series Trust, Schroder Global Series Trust, SEI Institutional Managed Trust, SEI Asset Allocation Trust, SEI Institutional International Trust, SEI Institutional Investments Trust, SEI Daily Income Trust, SEI Tax Exempt Trust, Adviser Managed Trust, New Covenant Funds, SEI Insurance Products Trust and SEI Catholic Values Trust. Chief Compliance Officer of O’Connor EQUUS (closed-end investment company) to 2016. Chief Compliance Officer of SEI Liquid Asset Trust to 2016. Chief Compliance Officer of Winton Series Trust to 2017. Chief Compliance Officer of Winton Diversified Opportunities Fund (closed-end investment company) to 2018.

Eric C. Griffith

(Born: 1969)

  Vice President and Assistant Secretary (since 2019)    Counsel at SEI Investments since 2019. Vice President and Assistant General Counsel, JPMorgan Chase & Co., from 2012 to 2018.

 

33


THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

    

      

 

Other Directorships

Held in the Past Five Years

 

 

 

None.

 

 

 

None.

 

 

None.

 

 

None.

 

 

 

 

None.

 

 

 

34


THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

    

      

 

 

Name and Year of

Birth

 

Position

with Trust
and Length of

Time Served

  

Principal

Occupation

in the Past Five Years

OFFICERS (continued)         

Matthew M. Maher

(Born: 1975)

 

Vice President (Since 2018) Secretary(Since 2020)

   Counsel at SEI Investments since 2018. Attorney, Blank Rome LLP, from 2015 to 2018. Assistant Counsel & Vice President, Bank of New York Mellon, from 2013 to 2014.

Robert Morrow

(Born: 1968)

 

Vice President (since 2017)

   Account Manager, SEI Investments, since 2007.

Bridget E. Sudall

(Born: 1980)

 

Anti-Money Laundering Compliance Officer
and Privacy Officer (since 2015)

   Senior Associate and AML Officer, Morgan Stanley Alternative Investment Partners, from 2011 to 2015. Investor Services Team Lead, Morgan Stanley Alternative Investment Partners, from 2007 to 2011.

 

35


THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

    

      

 

Other Directorships

Held in the Past Five Years

 

 

 

None.

 

 

None.

 

 

None.

 

 

 

36


THE ADVISORS’ INNER CIRCLE FUND

  

McKEE INTERNATIONAL

  

EQUITY PORTFOLIO

  

OCTOBER 31, 2020

  

    

      

 

NOTICE TO SHAREHOLDERS (Unaudited)

For shareholders that do not have an October 31, 2020 tax year end, this notice is for informational purposes only. For shareholders with an October 31, 2020 tax year end, please consult your tax advisor as to the pertinence of this notice. For the fiscal year ended October 31, 2020, the Portfolio is designating the following items with regard to distributions paid during the year.

 

            Qualifying                          
            for               Foreign Investors     
            Corporate                          
Ordinary   Long-Term   Dividends   Qualifying   U.S.   Interest   Short-Term    Qualifying
Income   Capital Gain   Total   Received   Dividend   Government   Related   Capital Gain         Business

Distributions

  Distributions   Distributions   Deduction(1)   Income(2)   Interest(3)   Dividends(4)   Dividend(5)    FTC(6)    Income (7)
38.37%   61.63%   100.00%   0.00%   96.77%   0.00%   0.00%   0.00%    2.62%    0.00%

 

(1)

Qualifying dividends represent dividends which qualify for the corporate dividends received deduction and is reflected as a percentage of ordinary income distributions (the total of short-term capital gain and net investment income distributions).

 

(2)

The percentage in this column represents the amount of “Qualifying Dividend Income” as created by the Jobs and Growth Tax Relief Reconciliation Act of 2003 and is reflected as a percentage of ordinary income distributions (the total of short-term capital gain and net investment income distributions). It is the intention of each of the aforementioned funds to designate the maximum amount permitted by law.

 

(3)

“U.S. Government Interest” represents the amount of interest that was derived from direct U.S. Government obligations and distributed during the fiscal year. This amount is reflected as a percentage of ordinary income. Generally, interest from direct U.S. Government obligations is exempt from state income tax. However, for shareholders of the Advisors’ Inner Circle Fund — McKee International Equity Portfolio who are residents of California, Connecticut and New York, the statutory threshold requirements were not satisfied to permit exemption of these amounts from state income.

 

(4)

The percentage in this column represents the amount of “Interest Related Dividend” and is reflected as a percentage of ordinary income distribution. Interest related dividends are exempted from U.S. withholding tax when paid to foreign investors.

 

(5)

The percentage of this column represents the amount of “Short Term Capital Gain Dividend” and is reflected as a percentage of short term capital gain distribution that is exempted from U.S. withholding tax when paid to foreign investors.

 

(6)

The percentage in this column represents the amount of “Qualifying Foreign Taxes” as a percentage of ordinary distributions during the fiscal year ended October 31, 2020. The Fund intends to pass through a Foreign Tax Credit to shareholders for fiscal year ended 2020. The total amount of foreign source income is $1,715,556. The total amount of foreign tax paid is $218,575. Your allocation share of the foreign tax credit will be reported on form 1099-DIV.

 

(7)

The percentage of this column represents that amount of ordinary dividend income that qualifed for 20% Business Income Deduction.

The information reported herein may differ from the information and distributions taxable to the shareholder for the calendar year ending December 31, 2020. Complete information will be computed and reported in conjunction with your 2020 Form 1099-DIV.

 

37


McKee International Equity Portfolio

P.O. Box 219009

Kansas City, MO 64121

866-625-3346

Adviser:

CSM Advisors, LLC

One Gateway Center

Pittsburgh, PA 15222

Distributor:

SEI Investments Distribution Co.

One Freedom Valley Drive

Oaks, PA 19456

Administrator:

SEI Investments Global Funds Services

One Freedom Valley Drive

Oaks, PA 19456

Legal Counsel:

Morgan, Lewis & Bockius LLP

1701 Market Street

Philadelphia, PA 19103

This information must be preceded or accompanied by a current prospectus for the Portfolio described.

CSM-AR-001-1900


Item 2.

Code of Ethics.

The Registrant has adopted a code of ethics that applies to the Registrant’s principal executive officer, principal financial officer, controller or principal accounting officer, and any person who performs a similar function. There have been no amendments to or waivers granted to this code of ethics during the period covered by this report.

 

Item 3.

Audit Committee Financial Expert.

(a)(1) The Registrant’s board of trustees has determined that the Registrant has at least one audit committee financial expert serving on the audit committee.

(a)(2) The audit committee financial experts are George Sullivan and Robert Mulhall, and each whom is considered to be “independent,” as that term is defined in Form N-CSR Item 3(a)(2).

 

Item 4.

Principal Accountant Fees and Services.

Fees billed by PricewaterhouseCoopers LLP (“PwC”) relate to The Advisors’ Inner Circle Fund (the “Trust”).

PwC billed the Trust aggregate fees for services rendered to the Trust for the last two fiscal years as follows:

 

     2020      2019  
          All fees and
services to
the Trust
that were
pre-approved
     All fees and
services to

service
affiliates

that were
pre-approved
     All other
fees and
services to
service
affiliates

that did not
require
pre-approval
     All fees and
services to the
Trust that were
pre-approved
     All fees and
services to

service
affiliates

that were
pre-approved
     All other
fees and
services to
service
affiliates

that did not
require
pre-approval
 
(a)    Audit Fees(1)    $ 104,400        None        None      $ 104,400        None        None  
(b)    Audit-Related Fees      None        None        None        None        None        None  
(c)    Tax Fees(2)    $ 10,000        None      $ 88,304      $ 6,000        None      $ 57,000  
(d)    All Other Fees      None        None      $ 376,378        None        None      $ 97,500  


Fees billed by Ernst & Young LLP (“E&Y”) related to the Trust

E&Y billed the Trust aggregate fees for services rendered to the Trust for the last two fiscal years as follows:

 

     2020      2019  
          All fees and
services to
the Trust
that were
pre-approved
    All fees and
services to
service
affiliates
that were
pre-approved
     All other
fees and
services to
service
affiliates
that did not
require
pre-approval
     All fees and
services to
the Trust
that were
pre-approved
    All fees and
services to
service
affiliates
that were
pre-approved
     All other
fees and
services to
service
affiliates
that did not
require
pre-approval
 
(a)    Audit Fees(1)    $ 766,250       None        None      $ 608,176       None        None  
(b)    Audit-Related Fees      None       None        None        None       None        None  
(c)    Tax Fees    $ 970 (4)       None        None      $ 11,559 (3)       None        None  
(d)    All Other Fees      None       None        None        None       None        None  

Fees billed by Deloitte & Touche LLP (“D&T”) related to the Trust

D&T billed the Trust aggregate fees for services rendered to the Trust for the last two fiscal years as follows:

 

     2020      2019  
          All fees and
services to
the Trust
that were
pre-approved
     All fees and
services to
service
affiliates
that were
pre-approved
     All other
fees and
services to
service
affiliates
that did not
require
pre-approval
     All fees and
services to
the Trust
that were
pre-approved
     All fees and
services to
service
affiliates
that were
pre-approved
     All other
fees and
services to
service
affiliates
that did not
require
pre-approval
 
(a)    Audit Fees(1)    $ 69,500        None        None      $ 68,000        None        None  
(b)    Audit-Related Fees      None        None        None        None        None        None  
(c)    Tax Fees(5)    $ 24,150        None        None        None        None        None  
(d)    All Other Fees      None        None        None        None        None        None  


Fees billed by BBD, LLP (“BBD”) related to the Trust

BBD billed the Trust aggregate fees for services rendered to the Trust for the last two fiscal years as follows:

 

     2020      2019  
          All fees and
services to
the Trust
that were
pre-approved
     All fees and
services to
service
affiliates
that were
pre-approved
     All other
fees and
services to
service
affiliates
that did not
require
pre-approval
     All fees and
services to
the Trust
that were
pre-approved
     All fees and
services to
service
affiliates
that were
pre-approved
     All other
fees and
services to
service
affiliates
that did not
require
pre-approval
 
(a)    Audit Fees(1)    $ 95,300        None        None      $ 113,300        None        None  
(b)    Audit-Related Fees      None        None        None        None        None        None  
(c)    Tax Fees      None        None        None        None        None        None  
(d)    All Other Fees      None        None        None        None        None        None  

Notes:

 

  (1)

Audit fees include amounts related to the audit of the Trust’s annual financial statements and services normally provided by the accountant in connection with statutory and regulatory filings.

 

  (2)

Tax compliance services provided to McKee International Equity Portfolio or affiliates of the Funds.

 

  (3)

Tax compliance services for Westwood Emerging Markets Fund.

 

  (4)

Common Reporting Services (“CRS”) tax services for the Sands Capital Global Growth Fund.

 

  (5)

Review and signing of federal and state income tax returns.

(e)(1) The Trust’s Audit Committee has adopted and the Board of Trustees has ratified an Audit and Non-Audit Services Pre-Approval Policy (the “Policy”), which sets forth the procedures and the conditions pursuant to which services proposed to be performed by the independent auditor of the Funds may be pre-approved.

The Policy provides that all requests or applications for proposed services to be provided by the independent auditor must be submitted to the Registrant’s Chief Financial Officer (“CFO”) and must include a detailed description of the services proposed to be rendered. The CFO will determine whether such services:

 

  1.

require specific pre-approval;

 

  2.

are included within the list of services that have received the general pre-approval of the Audit Committee pursuant to the Policy; or


  3.

have been previously pre-approved in connection with the independent auditor’s annual engagement letter for the applicable year or otherwise. In any instance where services require pre-approval, the Audit Committee will consider whether such services are consistent with SEC’s rules and whether the provision of such services would impair the auditor’s independence.

Requests or applications to provide services that require specific pre-approval by the Audit Committee will be submitted to the Audit Committee by the CFO. The Audit Committee will be informed by the CFO on a quarterly basis of all services rendered by the independent auditor. The Audit Committee has delegated specific pre-approval authority to either the Audit Committee Chair or financial expert, provided that the estimated fee for any such proposed pre-approved service does not exceed $100,000 and any pre-approval decisions are reported to the Audit Committee at its next regularly-scheduled meeting.

Services that have received the general pre-approval of the Audit Committee are identified and described in the Policy. In addition, the Policy sets forth a maximum fee per engagement with respect to each identified service that has received general pre-approval.

All services to be provided by the independent auditor shall be provided pursuant to a signed written engagement letter with the Registrant, the investment adviser, or applicable control affiliate (except that matters as to which an engagement letter would be impractical because of timing issues or because the matter is small may not be the subject of an engagement letter) that sets forth both the services to be provided by the independent auditor and the total fees to be paid to the independent auditor for those services.

In addition, the Audit Committee has determined to take additional measures on an annual basis to meet the Audit Committee’s responsibility to oversee the work of the independent auditor and to assure the auditor’s independence from the Registrant, such as (a) reviewing a formal written statement from the independent auditor delineating all relationships between the independent auditor and the Registrant, and (b) discussing with the independent auditor the independent auditor’s methods and procedures for ensuring independence.

(e)(2) Percentage of fees billed applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows (PwC):

 

     2020      2019  

Audit-Related Fees

     None        None  

Tax Fees

     None        None  

All Other Fees

     None        None  

(e)(2) Percentage of fees billed applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows (E&Y):

 

     2020      2019  

Audit-Related Fees

     None        None  

Tax Fees

     None        None  

All Other Fees

     None        None  


(e)(2) Percentage of fees billed applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows (D&T):

 

     2020      2019  

Audit-Related Fees

     None        None  

Tax Fees

     None        None  

All Other Fees

     None        None  

(e)(2) Percentage of fees billed applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows (BBD):

 

     2020      2019  

Audit-Related Fees

     None        None  

Tax Fees

     None        None  

All Other Fees

     None        None  

(f) Not applicable.

(g) The aggregate non-audit fees and services billed by PwC for services rendered to the Registrant, and rendered to the Registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the Registrant for the last two fiscal-years-ended October 31st were $464,682 and $160,500 for 2020 and 2019, respectively.

(g) The aggregate non-audit fees and services billed by E&Y for services rendered to the Registrant, and rendered to the Registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the Registrant for the last two fiscal-years-ended October 31st were $970 and $11,559 for 2020 and 2019, respectively.

(g) The aggregate non-audit fees and services billed by D&T for services rendered to the Registrant, and rendered to the Registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the Registrant for the last two fiscal-years-ended October 31st were $24,150 and $0 for 2020 and 2019, respectively.

(g) The aggregate non-audit fees and services billed by BBD for services rendered to the Registrant, and rendered to the Registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the Registrant for the last two fiscal-years-ended October 31st were $0 and $0 for 2020 and 2019, respectively.

(h) During the past fiscal year, all non-audit services provided by the Registrant’s principal accountant to either the Registrant’s investment adviser or to any entity controlling, controlled by, or under common control with the Registrant’s investment adviser that provides ongoing services


to the Registrant were pre-approved by the Audit Committee of Registrant’s Board of Trustees. Included in the Audit Committee’s pre-approval of these non-audit service were the review and consideration as to whether the provision of these non-audit services is compatible with maintaining the principal accountant’s independence.

 

Item 5.

Audit Committee of Listed Registrants.

Not applicable to open-end management investment companies.

 

Item 6.

Schedule of Investments.

Schedule of Investments 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 to open-end management investment companies.

 

Item 8.

Portfolio Managers of Closed-End Management Investment Companies

Not applicable to open-end management investment companies. Effective for closed-end management investment companies for fiscal-years-ending on or after December 31, 2005.

 

Item 9.

Purchases of Equity Securities by Closed-End Management Company and Affiliated Purchasers.

Not applicable to open-end management investment companies.

 

Item 10.

Submission of Matters to a Vote of Security Holders.

There have been no changes to the procedures by which shareholders may recommend nominees to the Registrant’s Board of Trustees during the period covered by this report.

 

Item 11.

Controls and Procedures.

(a) The Registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that the Registrant’s disclosure controls and procedures, as defined in Rule 30a-3(c) under the Act (17 CFR § 270.30a-3(c)), as of a date within 90 days of the filing date of the report, are effective based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the Act (17 CFR § 270.30a-3(b)) and Rule 13a-15(b) or Rule 15d-15(b) under the Exchange Act (17 CFR § 240.13a-15(b) or § 240.15d-15(b)).

(b) There has been no change in the Registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act (17 CFR § 270.3a-3(d)) that occurred during 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.

 

Items 12.

Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

Not applicable to open-end management investment companies.


Items 13.

Exhibits.

(a)(1) A copy of the Registrant’s Code of Ethics, as required by Item 2 of this Form, accompanies this filing as an exhibit.

(a)(2) A separate certification for the principal executive officer and the principal financial officer of the Registrant, as required by Rule 30a-2(a) under the Act (17 CFR § 270.30a-2(a)), is filed herewith.

(b) Officer certifications, as required by Rule 30a-2(b) under the Act (17 CFR § 270.30a-2(b)), also accompany this filing as an exhibit.


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.

 

(Registrant)       The Advisors’ Inner Circle Fund
By (Signature and Title)*      

/s/ Michael Beattie

     

Michael Beattie,

President

Date: January 8, 2021      

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/ Michael Beattie

     

Michael Beattie,

President

Date: January 8, 2021      
By (Signature and Title)*      

/s/ Stephen Connors

      Stephen Connors,
      Treasurer, Controller, and CFO
Date: January 8, 2021      

 

*

Print the name and title of each signing officer under his or her signature.

Policy Statement: Sarbanes-Oxley effected sweeping corporate disclosure and financial reporting reform on public companies, including mutual funds, to address corporate malfeasance and assure investors that the companies in which the investors invest are accurately and completely disclosing financial information. Under Sarbanes-Oxley, all public companies (including the Funds) must either have a code of ethics for their senior financial officers, or disclose why the company does not have a code of ethics. Sarbanes-Oxley was intended to foster corporate environments which encourage employees to question and report unethical and potentially illegal business practices.

Each Fund has chosen to adopt a code of ethics (“Code of Ethics for Financial Officers”) to encourage the Fund’s Principal Executive Officer, Principal Financial, and Accounting Officer and Controller (the “Financial Officers”) 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 a registrant files with, or submits to, the SEC and in other public communications made by the Funds.

 

   

Compliance with applicable laws and governmental rules and regulations.

 

   

Prompt internal reporting of violations of the Code of Ethics for Financial Officers to an appropriate person or persons identified in the Code of Ethics of Financial Officers.

 

   

Accountability for adherence to the Code of Ethics for Financial Officers.

Procedures: The Funds have adopted the following procedures regarding this matter:

A compliance officer is responsible for monitoring compliance with these procedures.

FINANCIAL OFFICER CODE OF ETHICS

 

I.

Introduction

The reputation and integrity of Series Trusts, (each a “Trust” and, collectively, the “Trusts”) are valuable assets that are vital to the each Trust’s success. The Trusts’ senior financial officers (“SFOs”) are responsible for conducting the Trusts’ business in a manner that demonstrates a commitment to the highest standards of integrity. The Trusts’ SFOs include the principal executive officer, the principal financial officer, comptroller or principal accounting officer, and any person who performs a similar function.

The Sarbanes-Oxley Act of 2002 (the “Act”) effected sweeping corporate disclosure and financial reporting reform on public companies, including mutual funds, to address corporate malfeasance and assure investors that the companies in which the investors invest are accurately and completely disclosing financial information. Under the Act, all public companies (including


the Trusts) must either have a code of ethics for their SFOs, or disclose why the company does not have a code of ethics. The Act was intended to foster corporate environments which encourage employees to question and report unethical and potentially illegal business practices. Each Trust has chosen to adopt this Financial Officer Code of Ethics (the “Code”) to encourage the Trust’s SFOs to act in a manner consistent with the highest principles of ethical conduct.

 

II.

Purposes of the Code

The purposes of this Code are:

 

  1.

To promote honest and ethical conduct by each Trust’s SFOs, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships;

 

  2.

To assist each Trust’s SFOs in recognizing and avoiding conflicts of interest, including disclosing to an appropriate person any material transaction or relationship that reasonably could be expected to give rise to such a conflict;

 

  3.

To promote full, fair, accurate, timely, and understandable disclosure in reports and documents that the Trusts file with, or submit to, the SEC and in other public communications made by the Trusts;

 

  4.

To promote compliance with applicable laws, rules, and regulations;

 

  5.

To encourage the prompt internal reporting to an appropriate person of violations of this Code; and

 

  6.

To establish accountability for adherence to this Code.

 

III.

Questions about this Code

Each Trust’s compliance officer designated to oversee compliance with the Trust’s Code of Ethics adopted pursuant to Rule 17j-1 shall serve as Compliance Officer for the implementation and administration of this Code. You should direct your questions about this Code to the Compliance Officer.

 

IV.

Conduct Guidelines

Each Trust has adopted the following guidelines under which the Trust’s SFOs must perform their official duties and conduct the business affairs of the Trust.

 

  1.

Ethical and honest conduct is of paramount importance. Each Trust’s SFOs must act with honesty and integrity and avoid violations of this Code, including the avoidance of actual or apparent conflicts of interest with the Trust in personal and professional relationships.

 

  2.

SFOs must disclose material transactions or relationships. Each Trust’s SFOs must disclose to the Compliance Officer any actual or apparent conflicts of interest the SFO may have with the Trust that reasonably could be expected to give rise to any violations of this Code. Such conflicts of interest may arise as a result of material transactions or business or personal relationships to which the SFO may be a party. If it is not possible to disclose the matter to the Compliance Officer, the matter should be disclosed to the


  Trust’s Chief Financial Officer, Chief Executive Officer, or another appropriate person. In addition to disclosing any actual or apparent conflicts of interest in which an SFO is personally involved, the Trusts’ SFOs have an obligation to report any other actual or apparent conflicts which the SFOs discover or of which the SFOs otherwise become aware. If you are unsure whether a particular fact pattern gives rise to a conflict of interest, or whether a particular transaction or relationship is “material,” you should bring the matter to the attention of the Compliance Officer.

 

  3.

Standards for quality of information shared with service providers of the Trusts. Each Trust’s SFOs must at all times seek to provide information to the Trust’s service providers (adviser, administrator, outside auditor, outside counsel, custodian, etc.) that is accurate, complete, objective, relevant, timely, and understandable.

 

  4.

Standards for quality of information included in periodic reports. Each Trust’s SFOs must at all times endeavor to ensure full, fair, timely, accurate, and understandable disclosure in the Trust’s periodic reports.

 

  5.

Compliance with laws. Each Trust’s SFOs must comply with the federal securities laws and other laws and rules applicable to the Trusts, such as the Internal Revenue Code.

 

  6.

Standard of care. Each Trust’s SFOs must at all times act in good faith and with due care, competence, and diligence, without misrepresenting material facts or allowing your independent judgment to be subordinated. Each Trust’s SFOs must conduct the affairs of the Trust in a responsible manner, consistent with this Code.

 

  7.

Confidentiality of information. Each Trust’s SFOs must respect and protect the confidentiality of information acquired in the course of their professional duties, except when authorized by the Trust to disclose this information or where disclosure is otherwise legally mandated. You may not use confidential information acquired in the course of your work for personal advantage.

 

  8.

Sharing of information and educational standards. Each Trust’s SFOs should share information with relevant parties to keep these parties informed of the business affairs of the Trust, as appropriate, and to maintain skills important and relevant to the Trust’s needs.

 

  9.

Promote ethical conduct. Each Trust’s SFOs at all times should proactively promote ethical behavior among peers in the SFOs work environment.

 

  10.

Standards for recordkeeping. Each Trust’s SFOs at all times must endeavor to ensure that the Trust’s financial books and records are thoroughly and accurately maintained to the best of the SFOs knowledge in a manner consistent with applicable laws and this Code.

 

V.

Waivers of this Code

You may request a waiver of a provision of this Code by submitting your request in writing to the Compliance Officer for appropriate review. For example, if a family member works for a service provider that prepares a Trust’s financial statements, you may have a potential conflict of interest in reviewing those statements and should seek a waiver of this Code to review the work. An executive officer of each Trust, or another appropriate person (such as a designated Board or Audit Committee member), will decide whether to grant a waiver. All waivers of this code must be disclosed to the applicable Trust’s shareholders and the designated Board to the extent required by SEC rules.


VI.

Affirmation of the Code

Upon adoption of the Code, each Trust’s SFOs must affirm in writing that the SFO has received, has read, and understands the Code, and annually thereafter must affirm that they have complied with the requirements of the Code. To the extent necessary, each Trust’s Compliance Officer will provide guidance on the conduct required by this Code and the manner in which violations or suspected violations must be reported and waivers must be requested.

 

VII.

Reporting Violations

In the event that an SFO discovers or, in good faith, suspects a violation of this Code, the SFO must immediately report the violation or suspected violation to the Compliance Officer. The Compliance Officer, in his or her discretion, may consult with another member of the Trust’s senior management or the Board in determining how to address the suspected violation. For example, a Code violation may occur when a periodic report or financial statement of a Trust omits a material fact, or is technically accurate but, in the view of the SFO, is written in a way that obscures the report’s or financial statement’s meaning.

SFOs who report violations or suspected violations in good faith will not be subject to retaliation of any kind. Reported violations will be investigated and addressed promptly and will be treated as confidential to the extent possible.

 

VIII.

Violations of the Code

Dishonest or unethical conduct or conduct that is illegal will constitute a violation of this Code, regardless of whether this Code specifically refers to such particular conduct. A violation of this Code may result in disciplinary action, up to and including removal as an SFO of the Trust. A variety of laws apply to the Trusts and their operations, including the Securities Act of 1933, the Investment Company Act of 1940, state laws relating to duties owed by Trust officers, and criminal laws. The Trusts will report any suspected criminal violations to the appropriate authorities, and will investigate, address, and report, as appropriate, non-criminal violations.

CERTIFICATION

Pursuant to Rule 30a-2(a) under the Investment Company Act of 1940

and Section 302 of the Sarbanes-Oxley Act of 2002

I, Michael Beattie, certify that:

1. I have reviewed this report on Form N-CSR of The Advisors’ Inner Circle Fund (the “Registrant”);

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), if any, 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 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: January 8, 2021

 

/s/ Michael Beattie
Michael Beattie
President


CERTIFICATION

Pursuant to Rule 30a-2(a) under the Investment Company Act of 1940

and Section 302 of the Sarbanes-Oxley Act of 2002

I, Stephen Connors, certify that:

1. I have reviewed this report on Form N-CSR of The Advisors’ Inner Circle Fund (the “Registrant”);

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), if any, 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 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: January 8, 2021

 

/s/ Stephen Connors
Stephen Connors
Treasurer, Controller, and CFO

CERTIFICATION

Pursuant to 18 U.S.C. Section 1350,

As Adopted Pursuant to Section 906

of the Sarbanes-Oxley Act of 2002

The undersigned, the President of The Advisors’ Inner Circle Fund (the “Fund”), with respect to the Fund’s Form N-CSR for the period ended October 31, 2020, as filed with the Securities and Exchange Commission, hereby certifies, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge:

1. such Form N-CSR fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. the information contained in such Form N-CSR fairly presents, in all material respects, the financial condition and results of operations of the Fund.

Dated: January 8, 2021

 

/s/ Michael Beattie

Michael Beattie

President


CERTIFICATION

Pursuant to 18 U.S.C. Section 1350,

As Adopted Pursuant to Section 906

of the Sarbanes-Oxley Act of 2002

The undersigned, the Treasurer, Controller, and CFO of The Advisors’ Inner Circle Fund (the “Fund”), with respect to the Fund’s Form N-CSR for the period ended October 31, 2020, as filed with the Securities and Exchange Commission, hereby certifies, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge:

1. such Form N-CSR fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. the information contained in such Form N-CSR fairly presents, in all material respects, the financial condition and results of operations of the Fund.

Dated: January 8, 2021

 

/s/ Stephen Connors

Stephen Connors

Treasurer, Controller, and CFO