# ABERDEEN FUND DISTRIBUTORS, LLC X-17A-5 (2025-03-13) — Broker-dealer annual report - Company: ABERDEEN FUND DISTRIBUTORS, LLC - Form: X-17A-5 - Filed: 2025-03-13 - Period: 2024-12-31 - Accession: 0001423570-25-000001 - CIK: 1423570 - File #: 8-67799 - Type: Broker-dealer - Material weakness: No - Auditor: KPMG LLP - Auditor location: Philadelphia, PA - Contact: Chad Kirschenblatt - Phone: 5163935603 - Email: steven.dunn@abrdn.com - Website: abrdn.com - Signed by: Steven Dunn (CEO) Original filing: https://www.sec.gov/Archives/edgar/data/1423570/000142357025000001/afdauditreport.pdf --- {0}------------------------------------------------ Financial Statements and Schedules December 31, 2024 (With Report of Independent Registered Public Accounting Firm) {1}------------------------------------------------ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 # ANNUAL REPORTS FORM X-17A-5 PART III omb approval OMB Number: 3235-0123 Expires: Nov. 30, 2026 Estimated average burden hours per response: 12 > SEC FILE NUMBER 8-67799 FACING PAGE Information Required Pursuant to Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934 AND ENDING 12/31/2024 FILING FOR THE PERIOD BEGINNING 01/01/2024 MM/DD/Y MM/DD/YY A. REGISTRANT IDENTIFICATION NAME OF FIRM: Aberdeen Fund Distributors, LLC TYPE OF REGISTRANT (check all applicable boxes): @ Broker-dealer \_\_\_ \_ \_ \_ Security-based swap dealer \_\_ \_ Major security-based swap participant □ Check here if respondent is also an OTC derivatives dealer ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.) 1900 Market Street, Suite 200 (No. and Street) Philadelphia PA 19103 (City) (State) (Zip Code) PERSON TO CONTACT WITH REGARD TO THIS FILING Steven Dunn 484 678 5904 steven.dunn@abrdn.com (Name) (Area Code - Telephone Number) (Email Address) #### B. ACCOUNTANT IDENTIFICATION INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing\* # KPMG LLP | 1601 Market Street | Philadelphia | PA | 19103 | |--------------------------------------------------|-----------------------|---------|--------------------------------------------| | (Address) | (City) | (State) | (Zip Code) | | 10-20-2003 | | 185 | | | (Date of Registration with PCAOB)(if applicable) | | | (PCAOB Registration Number, if applicable) | | | FOR OFFICIAL USE ONLY | | | | | | | | \* Claims for exemption from the requirement that the annual reports of an independent public accountant must be supported by a statement of facts and circumstances relied on as the basis of the exemption. See 17 CFR 240.17a-5(e)(1)(ii), if applicable. Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. {2}------------------------------------------------ #### OATH OR AFFIRMATION | Steven Dunn | swear (or affirm) that, to the best of my knowledge and belief, the financial | |-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|-------------------------------------------------------------------------------| | report pertaining to the firm of of Aberdeen Fund Distributors, LLC | as a september 1, as of | | December 31 | , 2 024 | | partner, officer, director, or equivalent person, as the case may be, has any proprietary interest in any account classified solely | | | as that of a customer.
Commonwealth of Pennsylvania - Notary Seal
Joseph F. Dietrick, Notary Public
Philadelphia County
My commission expires November 17, 2026
Commission number 1429239
Member, Pennsylvania Association of Notaries. | Signature!
Title:
CEO | | | Signed (or attested) before me | | TV Public | on / lorch 11, 2025 | | This filing** contains (check all applicable boxes): | | | (a) Statement of financial condition. | | | L (b) Notes to consolidated statement of financial condition. | | | [c] Statement of income (loss) or, if there is other comprehensive income in the period(s) presented, a statement of
comprehensive income (as defined in § 210.1-02 of Regulation S-X). | | | (d) Statement of cash flows. | | | (e) Statement of changes in stockholders' or partners' or sole proprietor's equity. | | | (f) Statement of changes in liabilities subordinated to claims of creditors. | | | = (g) Notes to consolidated financial statements. | | | (h) Computation of net capital under 17 CFR 240.15c3-1 or 17 CFR 240.18a-1, as applicable. | | | L (i) Computation of tangible net worth under 17 CFR 240.18a-2. | | | = | | | Computation for determination of security-based swap reserve requirements pursuant to Exhibit B to 17 CFR 240.15c3-3 or | | | Exhibit A to 17 CFR 240.18a-4. as applicable | | - (I) Computation for Determination of PAB Requirements under Exhibit A to § 240.15c3-3. - (m) Information relating to possession or control requirements for customers under 17 CFR 240.15c3-3. - (n) Information relating to possession or control requirements for security-based swap customers under 17 CFR 240.15c3-3(p)(2) or 17 CFR 240.18a-4, as applicable. - | |o) Reconciliations, including appropriate explanations, of the FOCUS Report with computation of net capital on tangible net worth under 17 CFR 240.15c3-1, 17 CFR 240.18a-2, as applicable, and the reserve requirements under 17 CFR 240.15c3-3 or 17 CFR 240.18a-4, as applicable, if material differences exist, or a statement that no material differences exist. - [p) Summary of financial data for subsidiaries not consolidated in the statement of financial condition. - | (q) Oath or affirmation in accordance with 17 CFR 240.17a-5, 17 CFR 240.17a-12, or 17 CFR 240.18a-7, as applicable. - □ {r} Compliance report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - | {s} Exemption report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - [t] Independent public accountant's report based on an examination of the statement of financial condition. - | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | CFR 240.17a-5, 17 CFR 240.18a-7, or 17 CFR 240.17a-12, as applicable. - O (v) Independent public accountant's report based on an examination of certain statements in the compliance report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - | {w} Independent public accountant's report based on a review of the exemption report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - | {} Supplemental reports on applying agreed upon procedures, in accordance with 17 CFR 240.17a-12, as applicable. - (y) Report describing any material inadequacies found to have existed since the date of the previous audit, or a statement that no material inadequacies exist, under 17 CFR 240.17a-12(k). - (z) Other: \_ \*\*To request confidential treatment of certain portions of this filing, see 17 CFR 240.17o-5(e/(3) or 17 CFR 240.18o-7(d)(2), os applicable. {3}------------------------------------------------ ## **Table of Contents** | | Page | |--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|------| | Report
of
Independent
Registered
Public
Accounting
Firm | 1 | | Financial
Statements: | | | Statement
of
Financial
Condition | 3 | | Statement
of
Income | 4 | | Statement
of
Changes
in
Member's
Equity | 5 | | Statement
of
Cash
Flows | 6 | | Notes
to
Financial
Statements | 7 | | Computation
of
Net
Capital
under
Rule
15c3-1 | 11 | | Computation
for
Determination
of
the
Reserve
Requirements
Pursuant
to
Rule 15c3-3 of the Securities and Exchange Commission and
Information Relating to Possession or Control Requirements Pursuant to | | | Rule
15c3-3
of
the
Securities
and
Exchange
Commission | 12 | {4}------------------------------------------------ ![](_page_4_Picture_0.jpeg) KPMG LLP Suite 4000 1735 Market Street Philadelphia, PA 19103-7501 ## **Report of Independent Registered Public Accounting Firm** To the Member and the Board of Directors of abrdn Inc. Aberdeen Fund Distributors, LLC: ## *Opinion on the Financial Statements* We have audited the accompanying statement of financial condition of Aberdeen Fund Distributors, LLC (the Company) as of December 31, 2024, the related statements of income, changes in member's equity, and cash flows] for the year then ended, and the related notes (collectively, the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2024, and the results of its operations and its cash flows for the year then ended in conformity with U.S. generally accepted accounting principles. ## *Basis for Opinion* These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit. 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 Company 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 audit 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 audit 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 audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion. ## *Accompanying Supplemental Information* The supplemental information contained in Schedules 1 and 2 has been subjected to audit procedures performed in conjunction with the audit of the Company's financial statements. The supplemental information is the responsibility of the Company's management. Our audit procedures included determining whether the supplemental information reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental information. In forming our opinion on the supplemental information, we evaluated whether the supplemental information, including its form and content, is presented in conformity with 17 C.F.R. § > KPMG LLP, a Delaware limited liability partnership and a member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee. {5}------------------------------------------------ ![](_page_5_Picture_0.jpeg) 240.17a-5. In our opinion, the supplemental information contained in Schedules 1 and 2 is fairly stated, in all material respects, in relation to the financial statements as a whole. We have served as the Company's auditor since 2017. Philadelphia, Pennsylvania March 12, 2025 {6}------------------------------------------------ ## Statement of Financial Condition December 31, 2024 #### **Assets** | Cash | \$
4,965,435 | |---------------------------------------------------------------|-----------------| | Fee-related receivables from Funds | 219,816 | | Networking fee receivable | 228,743 | | Receivables from Parent | 8,702 | | Prepaid expenses | 123,748 | | Total assets | \$
5,546,444 | | Liabilities and Member's Equity | | | Liabilities: | | | Sales
commissions payable
to external
broker-dealers | \$
180,395 | | Networking fee payable | 228,743 | | Accrued expenses | 56,435 | | Payable to Parent | 1,605 | | Total liabilities | 467,178 | | Member's equity | 5,079,266 | | Total liabilities and member's equity | \$
5,546,444 | See accompanying notes to financial statements. {7}------------------------------------------------ Statement of Income ## Year ended December 31, 2024 | Revenue: | | |----------------------------------------------|-----------------| | Distribution fees | \$
2,809,548 | | Management fees from Parent | 108,150 | | Interest Income | 192,552 | | Total revenue | 3,110,250 | | Expenses: | | | Sales commissions to external broker-dealers | \$
2,381,576 | | Financing agent fees | 12,959 | | Licenses and fees | 182,860 | | Professional fees | 179,731 | | Other operating expenses | 12,419 | | Total expenses | 2,769,545 | | Net income | \$
340,705 | See accompanying notes to financial statements. {8}------------------------------------------------ Statement of Changes in Member's Equity Year ended December 31, 2024 | Balance, January
1, 2024 | \$
4,738,561 | |-----------------------------|-----------------| | Net income | 340,705 | | Balance, December 31, 2024 | \$
5,079,266 | See accompanying notes to financial statements. {9}------------------------------------------------ ## Statement of Cash Flows ## Year ended December 31, 2024 | Cash flows
from operating activities: | | |-----------------------------------------------------------------------------------|-----------------| | Net income | \$
340,705 | | Adjustments to reconcile net income to net cash provided by operating activities: | | | Changes in assets and liabilities: | | | Decrease in Fee-related receivables from Funds | 10,144 | | Decrease in Networking fee receivable | 1,522 | | Decrease in Receivable from Parent | 450 | | Decrease in Prepaid expenses | 26,776 | | Decrease in Sales commissions payable to external broker-dealers | (7,096) | | Decrease in Networking fee payable | (1,522) | | Decrease
in Accrued expenses | (15,727) | | Decrease
in Payable to Parent | (1,594) | | Net cash provided by
operating activities | 353,658 | | Cash at beginning of year | 4,611,777 | | Cash at end of year | \$
4,965,435 | {10}------------------------------------------------ ## Notesto Financial Statements December 31, 2024 ## **(1) Organization** ## *Description of Business* Aberdeen Fund Distributors, LLC (the Company) is organized under the laws of the state of Delaware and is a wholly owned subsidiary of abrdn Inc. (the Parent) and an indirect wholly owned subsidiary of aberdeen group plc, a publicly traded company listed on the London Stock Exchange in the United Kingdom. The Company is a registered broker-dealer under the Securities Exchange Act of 1934 and is also a member of the Financial Industry Regulation Authority, Inc. (FINRA) and the Securities Investor Protection Corporation (SIPC). The Company is registered to conduct business in all 50 states of the United States of America, as well as the District of Columbia, Puerto Rico, and the Virgin Islands. Conforming to and complying with the Investment Company Act of 1940, the Company is the principal underwriter providing distribution services to the Aberdeen Family of Mutual Funds (the Funds, individually, the Fund), which comprises 18 mutual funds as of December 31, 2024. The Company acts as U.S. placement agent for private pooled investment vehicles (i.e., private placements) sponsored by a separate indirect wholly owned subsidiary of aberdeen group plc (Affiliate). The Parent is the sole member of the Company, and for the period ended December 31, 2024, the majority of the Company's revenues were generated from activities with the Funds. ## **(2) Summary of Significant Accounting Policies** ### *(a) Basis of Presentation and Use of Estimates* The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period in the financial statements and accompanying notes. Actual results could differ from those estimates. #### *(b) Cash and Cash Equivalents* The Company considers any debt instruments purchased with a remaining maturity at purchase date of three months or less to be cash equivalents. There were no cash equivalents at December 31, 2024. Cash consists of cash held at bank. The Company considers all foreign currencies held as cash. ## *(c) Revenue Recognition* Revenues are recognized when control of the promised services is transferred to customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those services. Revenues are analyzed to determine whether the Company is the principal (i.e., reports revenues on a gross basis) or agent (i.e., reports revenues on a net basis) in the contract. Principal or agent designations depend primarily on the control an entity has over the product or service before control is transferred to a customer. The Company has determined that they are the principal in their distributor agreements as they have primary responsibility of distributing the shares of the Funds. Refer to note 4 for further discussion of the Company's revenue. {11}------------------------------------------------ ## Notesto Financial Statements December 31, 2024 ## **(2) Summary of Significant Accounting Policies (continued)** #### *(d) Sales Commissions to external broker-dealers* The Company contracts with third parties for various fund distribution services of certain Funds to be performed on its behalf. These arrangements are generally priced as a portion of the fee paid to the Company by the Fund or as an agreed-upon percentage of net asset value. The Company presents its distribution fees incurred on a gross basis in the statement of income because it has primary responsibility for fulfilling the promise to provide the specified services. These commissions are expensed when incurred. As of December 31, 2024, the Company owed \$180,395 to external broker-dealers related to sales commissions and is reflected on the statement of financial condition. ## *(e) Networking Fee Receivable and Payable* Intermediate third party distributors receive shareholder servicing fees and administrative services fees for services provided on behalf of the Funds. These fees are paid by the Funds and are remitted to the distributors directly. In the event the Funds did not remit these fees, the Company is liable to the distributors for the networking fee and would have a corresponding receivable from the Funds. The exposure to the distributors and from the Funds is shown as networking fees payable and receivable on the statement of financial condition. ## *(f) Related Party Transactions* The Company and the Parent have entered into a management agreement by which the Parent provides certain operations and administrative services to the Company. The Parent has agreed to absorb such costs until otherwise noted. These services include facilities, marketing, finance/accounting, legal, compliance, and general corporate oversight. The Company owed the Parent \$1,605 as of December 31, 2024, of which \$1,505 related to financing agent fees owed to the Parent. The financing agent fees are fees incurred for the sale of certain share classes of the Funds. The Parent pays commissions to the external broker dealers and is reimbursed by the Company over the twelve month period after the trade date or when the Company receives a contingent deferred sales charge. These payables are offset by management fees receivable of \$8,702. The Company receives management fees from the Parent in order to offset registered representative licensing costs. For the period, management fees for services provided by the Company and charged back to the Parent totaled \$108,150 and are reflected on the statement of income. ## *(g) Income Taxes* The Company is a single-member limited liability company, and such, is disregarded for federal and state income tax purposes. All items of income and expense pass through to the Parent and are included in the Parent's income tax filings. The Company does not currently have an income tax sharing arrangement with the Parent. Accordingly, there is no income tax recorded by the Company. {12}------------------------------------------------ Notesto Financial Statements December 31, 2024 ## **(2) Summary of Significant Accounting Policies (continued)** #### *(h) Adoption of new accounting standards* The FASB issued (ASU) 2023-07, "Segment Reporting" (Topic 280) which increased disclosure requirements regarding a public entity's reportable segments effective for fiscal years beginning after December 15, 2023. ASU 2023-07 requires incremental line-item disclosures about each reportable segment's expenses as well as profit and losses. The Company has evaluated the guidance there under and has determined that the Company operates as one operating segment. For further discussion refer to Footnote 7, Reportable Segments. ## **(3) Changes in accounting policies** There are no accounting policy changes or new pronouncements that the Company considers material to the financial statements. #### **(4) Revenue** The Company enters into arrangements with the Funds to distribute shares to investors. The Company may receive distribution fees paid by the Fund up front, on-going (e.g. 12b-1 fees), upon the investor's exit from the Fund (that is, a contingent deferred sales charge or CDSC Fees), or as a combination thereof. The Company records sales commissions as distribution fee revenue for serving as the principal underwriter and/or distributor for the Funds. Fund distribution services represent a single performance obligation and are satisfied at the point in time when an investor makes an investment in a share class of the Funds. Accordingly, the Company recognizes the upfront fees on a trade date basis when the services are performed and the amount is known. However, the on-going 12b-1 Fee and CDSC distribution fees are based on net asset values either over the investment period or at the time of exit from the Fund and represent variable consideration. These fees are constrained and excluded from revenue until such time that net asset values are known. Consequently, a portion of the on-going 12b-1 and CDSC distribution fees the Company recognized may be related to the services performed in prior periods that meet the recognition criteria in the current period. The table below presents the Company's revenue for the year ended December 31, 2024 and disaggregates distribution fees by fee type. | | 2024 | |-------------------------|-----------------| | 12b-1 Fees | \$
2,737,648 | | Dealer Commissions | 61,755 | | Underwriter Fees | 9,588 | | CDSC Fees | 557 | | Total Distribution Fees | \$
2,809,548 | ## *Revenue from Contracts with Customers* {13}------------------------------------------------ #### Notesto Financial Statements December 31, 2024 #### **(5) Concentration of Risk** The majority of the Company's revenues are generated from activities with the Funds, managed by the Parent or its affiliates. The revenues generated from the Funds are subject to volatility of capital flows and market performance. Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash balances with a financial institution. At December 31, 2024, these balances are in excess of FDIC insurance of \$250,000 coverage limits. The Company's objective is to minimize the risk of financial loss through default of deposit holding financial institutions. The Company's cash exposure is managed centrally at the consolidated aberdeen group plc level by its Group Treasury. Counterparty credit limits are set by Group Treasury and cash exposures are managed within these limits. Group Treasury is responsible for monitoring the credit worthiness of all counterparties used across the consolidated entity. ### **(6) Net Capital** The Company, as a registered broker-dealer in securities, is subject to the Securities Exchange Commission Uniform Net Capital Rule (Rule 15c3-1). The Company has elected to use the Alternative Net Capital Standard based on Securities Exchange Commission Uniform Net Capital Rule (Rule 15c3-3). The rule requires that the Company maintain as its capital the greater of \$250,000 or 2% of aggregate debits used in computing its reserve requirement. As of December 31, 2024, the Company had net capital of \$4,574,461 and excess capital of \$4,324,461 over the \$ 250,000 minimum requirement. #### **(7) Reportable Segments** The Company is engaged in a single line of business as a securities broker-dealer, which is comprised of two classes of services, including principal transaction and agency transactions. The Company has identified it's Parent Company's CFO of the Americas as the chief operating decision maker ("CODM"), who uses net income to evaluate the results of the business, predominantly in the forecasting process, to manage the Company. Additionally, the CODM uses excess net capital (see Note 6), which is not a measure of profit and loss, to make operational decisions while maintaining capital adequacy, such as whether to reinvest profits or pay dividends. The Company's operations constitute a single operating segment and therefore, a single reportable segment, because the CODM manages the business activities using information of the Company as a whole. The accounting policies used to measure the profit and loss of the segment are the same as those described in the summary of significant accounting policies. The Company derived 90 percent of its total revenues from a single external customer in 2024. Refer to note 5 for further discussion of the Company's Concentration of Risk. #### **(8) Subsequent Events** The Company has evaluated the need for disclosures and/or adjustments resulting from subsequent events through March 12, 2025, the date the financial statements were available to be issued. This evaluation did not result in any subsequent events that necessitated disclosures in and/or adjustments to the financial statements. {14}------------------------------------------------ #### **Schedule 1** #### **ABERDEEN FUND DISTRIBUTORS, LLC** #### Computation of Net Capital under Rule 15c3-1 #### As of December 31, 2024 | Net capital: | | |----------------------------------------------------------|-----------------| | Total member's equity | \$
5,079,266 | | Deductions and/or charges: | | | Nonallowable assets: | | | Fee-related receivables from Funds | (143,612) | | Networking fee receivable | (228,743) | | Prepaid expenses | (123,748) | | Intercompany receivables | (8,702) | | Net capital | \$
4,574,461 | | Debit balances: | | | Computation of alternative net capital requirement | | | 2 % of aggregate debit items (or \$ 250,000, if greater) | \$
250,000 | | Total net capital requirement | \$
250,000 | | Excess net capital | \$
4,324,461 | | | | The above computation does not materially differ from the computation of net capital under Rule 15c3-1 at December 31, 2024 filed on unaudited Form X-17A-5, Part IIA on January 28, 2025. See accompanying report of independent registered public accounting firm. {15}------------------------------------------------ ## **Computation for Determination of the Reserve Requirements Pursuant to Rule 15c3-3 of the Securities and Exchange Commission and Information Relating to Possession or Control Requirements Pursuant to Rule 15c3-3 of the Securities and Exchange Commission** As of December 31, 2024 The Company does not carry customer accounts and does not claim an exemption under paragraph (k) of 17 C.F.R. § 240.15c3-3. The Company is relying on footnote 74 of SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5 because the Company limits its business activities exclusively to principal underwriter services providing distribution services and private placements on pooled investment vehicles. See accompanying report of independent registered public accounting firm. {16}------------------------------------------------ ![](_page_16_Picture_0.jpeg) KPMG LLP Suite 4000 1735 Market Street Philadelphia, PA 19103-7501 ## **Report of Independent Registered Public Accounting Firm** To the the Member and the Board of Directors of abrdn Inc. Aberdeen Fund Distributors, LLC: We have reviewed management's statements, included in the accompanying Aberdeen Fund Distributors, LLC Exemption Report (the Exemption Report), in which (1) Aberdeen Fund Distributors, LLC (the Company) did not claim an exemption under paragraph (k) of 17 C.F.R. § 240.15c3-3 and (2) is filing the Exemption Report pursuant to footnote 74 of SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5 because the Company limits its business activities exclusively to principal underwriter services providing distribution services and private placements on pooled investment vehicles, and the Company did not directly or indirectly receive, hold, or otherwise owe funds or securities for or to customers; did not carry accounts of or for customers; and did not carry PAB accounts (as defined in Rule 15c3-3) (together, the exemption provisions). We have also reviewed management's statements, included in the Exemption Report, in which the Company stated that it met the identified exemption provisions throughout the year ended December 31, 2024 without exception*.* The Company's management is responsible for compliance with the exemption provisions and its statements. Our review was conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States) and, accordingly, included inquiries and other required procedures to obtain evidence about the Company's compliance with the exemption provisions. A review is substantially less in scope than an examination, the objective of which is the expression of an opinion on management's statements. Accordingly, we do not express such an opinion. Based on our review, we are not aware of any material modifications that should be made to management's statements referred to above for them to be fairly stated, in all material respects, pursuant to footnote 74 of SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5. Philadelphia, Pennsylvania March 12, 2025 {17}------------------------------------------------ #### Exemption Report Aberdeen Fund Distributors, LLC (The Company) is a registered broker-dealer subject to Rule 17a-5 promulgated by the Securities and Exchange Commission (17 C.F.R. §240.17a-5, "Reports to be made by certain brokers and dealers''). This Exemption Report was prepared as required by 17 C.F.R. § 240.17a-5(d)(1) and (4). To the best of its knowledge and belief, the Company states the following: - 1. The Company does not claim an exemption under paragraph (k) of 17 C.F.R. § 240.15c3-3, and - 2. The Company is filing its Exemption Report for the year ended December 31, 2024 relying on Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. §240.17a-5 because the Company limits its business activities exclusively to principal underwriter services providing distribution services and private placements on pooled investment vehicles, and the Company (1) did not directly or indirectly receive, hold, or otherwise owe funds or securities for or to customers; (2) did not carry accounts of or for customers; and (3) did not carry PAB accounts (as defined in Rule 15c3-3) throughout the most recent fiscal year without exception. Aberdeen Fund Distributors, LLC I, Steven Dunn, affirm that, to the best of my knowledge and belief, this Exemption Report is true and correct. By: Title: Chifef Executive Officer 10, 10025 Dated: Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.