485APOS 1 epip485apos201211.htm Securities Act Registration No





Securities Act Registration No. 333-21962

Investment Company Act Registration No. 811-138045


As filed with the Securities and Exchange Commission on November 13, 2012


SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM N-1A

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933


Pre-Effective Amendment No.___

¨

Post-Effective Amendment No.18

ý


and/or


REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940


Amendment No.19

ý


(Check appropriate box or boxes.)

Epiphany Funds

(Exact Name of Registrant as Specified in Charter)

106 Decker Court

Suite 226

Irving, Texas  75062


(Address of Principal Executive Offices)(Zip Code)

Registrant’s Telephone Number, including Area Code:  (800) 944-4606

Samuel J. Saladino III

106 Decker Court

Suite 226

Irving, Texas  75062


 (Name and Address of Agent for Service)

With copy to:

JoAnn M. Strasser

Thompson Hine LLP

41 South High Street, Suite 1700

Columbus, Ohio 43215


Approximate date of proposed public offering:  


It is proposed that this filing will become effective:

oImmediately upon filing pursuant to paragraph (b)

oOn (date) pursuant to paragraph (b)

o60 days after filing pursuant to paragraph (a)(1)

¨ On (date) pursuant to paragraph (a)(1)

x75 days after filing pursuant to paragraph (a)(2)

oOn (date) pursuant to paragraph (a)(2) of Rule 485.


If appropriate, check the following box:

o  This post-effective amendment designates a new effective date for a previously filed post-effective amendment.







The information in this prospectus is not complete and may be changed. We may not sell these securities until the registration
statement filed with the Securities and Exchange Commission is effective. This prospectus is not an offer to sell these securities
and is not soliciting an offer to buy these securities in any state the offer or sale is not permitted.



[prospectus002.jpg]




















PROSPECTUS

[January X, 2013]


Epiphany FFV Global Ecologic Fund


Class A shares [XXXX]

Class C shares [XXXX]

Class N shares [XXXX]



[prospectus004.gif]










Table of Contents



FUND SUMMARY

1

FUND DETAILS

6

ADDITIONAL INFORMATION ABOUT PRINCIPAL INVESTMENT STRATEGY  6

PRINCIPAL INVESTMENT RISK INFORMATION

8

MANAGEMENT

9


INVESTING WITH EPIPHANY

11

CHOOSING A CLASS OF SHARES

11

OPENING AN ACCOUNT

12

EXCHANGING SHARES

15

REDEEMING SHARES

15

DISTRIBUTION AND SERVICE PLAN

18

CALCULATING SHARE PRICE

18

DIVIDENDS, DISTRIBUTIONS, AND TAXES

18

_Toc254942945

PRIVACY POLICY

20


FOR MORE INFORMATION, SEE BACK COVER




[prospectus007.gif]


FUND SUMMARY

Investment Objective

The Epiphany FFV Global Ecologic Fund (the “Fund”) seeks long term growth of capital.

Fees and Expenses

The tables below describe the fees and expenses that you may pay if you buy and hold shares of the Fund.  You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $50,000 in the Epiphany family of funds.  More information about these and other discounts is available from your financial professional and in the “Investing with Epiphany” section on page 12of the Fund’s prospectus and in the “Sales Charges” section of the Fund’s Statement of Additional Information.

Shareholder fees (fees paid directly from your investment):

 

Class A

Class C

Class N

Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of the offering price)

5.00%

None

None

Maximum Deferred Sales Charge (Load) (as a percentage of the lower of the offering price at time of purchase or the net asset value at the time of redemption)

None

1.00%

None

Maximum Sales Charge (Load) on Reinvested Dividends

None

None

None

Redemption Fee (as a percentage of the amount redeemed, if redeemed within 60 days of purchase)

2.00%

2.00%

2.00%

Fee for Redemptions Paid by Wire Transfer

$10

$10

$10


Annual Fund operating expenses (expenses that you pay each year as a percentage of the value of your investment):

 

Epiphany FFV GlobalEcologic Fund

 

Class A

Class C

Class N

Management Fees

0.80%

0.80%

0.80%

Distribution andService (12b-1) Fees

0.25%

1.00%

0.25%

Other Expenses (1)

0.50%

0.50%

0.50%

Acquired Funds Fees and Expenses(1) and (2)

0.06%

0.06%

0.06%

Total Annual Fund Operating Expenses(1)

1.81%

2.56%

1.81%

Fee Waiver and Reimbursement (3)

1.50%

2.25%

1.50%

Total Annual Fund Operating Expenses (after Fee Waiver and Expense Reimbursement)

1.56%

2.31%

1.56%

1)

Because the Fund is a new fund, the “Other Expenses” are based on estimated amounts for the current fiscal year.  

2)

Acquired Fund Fees and Expenses are the pro rata portion of the cumulative expenses charged by underlying funds in which the Fund invests. The Fund allocates uninvested cash to a money market fund.

3)

The Adviser has contractually agreed to waive fees and/or reimburse expenses, but only to the extent necessary to limit Total Annual Operating Expenses, excluding brokerage fees and commissions; borrowing costs, such as interest; taxes; indirect expenses incurred by the underlying funds in which the Fund invests, and extraordinary expenses to 1.50% of the average daily net assets for Class A and Class N shares and 2.25% of the average daily net assets for Class C shares through February 28, 2014. The Board of Trustees may terminate the fee waiver and expense reimbursement agreement upon 60 days’ notice to shareholders.

Example:

This Example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds.  The Example assumes that you invest $10,000 in the Fund at the maximum sales charge, if any, for the time periods indicated, reinvest dividends and distributions, and then redeem all of your shares at the end of those periods.  The Example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the sameas described in the Fees and Expenses table.  Although actual costs may be higher or lower, based on these assumptions your costs would be:

 

One Year

Three Years

Epiphany FFV Global Ecologic Fund – Class A

$675

$1,041

Epiphany FFV Global Ecologic Fund - Class C

$359

$796

Epiphany FFVGlobal Ecologic Fund – Class N

$184

$569


The Example does not reflect any sales charges on reinvested dividends and distributions. If any sales charges were included, your costs would be higher.


You would pay the following expenses if you did not redeem your shares:

 

One Year

Three Years

Epiphany FFV Global Ecologic Fund - Class C (no redemption)

$359

$796


The Example does not reflect any sales charges on reinvested dividends and distributions. If any sales charges were included, your costs would be higher.


Portfolio Turnover

The Fund pays transaction costs, such as commissions, when it buys and sells securities (or "turns over" its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in the Annual Fund Operating Expenses or in the Example, affect the Fund's performance.  Since the Fund has yet to commence operations, no portfolio turnover information is available.


Principal Investment Strategy

The Epiphany FFV Global Ecologic Fund seeks to achieve its investment objective by investing in equity securities of companies located anywhere in the world, including common stocks and dividend-paying preferred stocks.  The Fund invests in established U.S. and multinational companies, including American Depository Receipts (“ADRs”).  The Fund will invest, under normal market conditions, in at least three different countries, and invest at least 40% of the Fund’s assets in securities of companies domiciled outside of the U.S.

Under normal circumstances, the Fund seeks to encourage environmentally responsible business practices and a cleaner environment by investing substantially all, and in any case, no less than 80%, of its assets in environmentally responsible and sustainable companies.  These are defined as companies that provide goods or services that the Sub-Adviser has determined maintain the ecologic health and viability of the Earth and its human inhabitants or remediate negative ecologic impacts.  Such companies include those providing for the production and distribution of organic food and products, low carbon transportation (rail/bicycles), metals recycling, demand side energy efficiency, smart grid, renewable energy, pollution control, bioremediation, water efficiency, provision, remediation and energy storage.  The Fund invests in approximately 50 equity securities.  The Fund does not invest more than 5% of the total value of the Fund in pure play renewable energy.  The Fund may invest in companies of all sizes, and, under normal circumstances, at least 80% of the Fund’s assets will be in companies with at least $250 million market capitalization.  The companies also must pass the FFV Scorecard, an exclusionary screening tool used by Trinity Fiduciary Partners, LLC (the “Adviser”).  FFV refers to Faith and Family Values and represents the underlying theme of the social and moral screening.


Principal Investment Risks

As with any investment in a mutual fund, investing in the Fund involves risk.  Therefore, it is possible to lose all or a portion of your investment in the Fund.  The following principal risks can affect the value of your investment:


General Market Risk.  The value of the Fund’s investments will fluctuate as markets fluctuate and could decline over short or long-term periods.  These fluctuations may cause a security to be worth less than its cost when originally purchased or less than it was worth at an earlier time.  

Foreign Company and Emerging Markets Risk.  Investing in foreign securities (including depositary receipts traded on U.S. exchanges but representing shares of foreign companies) involves more risks than investing in U.S. securities.  Risks include currency exchange rates between foreign currencies and the U.S. dollar.  The political, economic and social structures of some foreign countries may be less stable and more volatile than those in the U.S.  Lack of transparency or inadequate regulatory and accounting standards, inadequate exchange control regulations, foreign taxes, higher transaction and other costs and delays in settlement also increase risk.  Brokerage commissions and other fees may be higher for foreign securities.  Foreign companies may not be subject to the same disclosure, accounting, auditing and financial reporting standards as U.S. companies.  These risks can increase the potential for losses in the Fund and affect its share price.

Concentration Risk.Under normal market conditions, at least 80% of the Fund’s total assets will be invested in equity securities of companies in the ecological or environmental industry.  A downturn in this industry would have a larger impact on the Fund than on a fund that does not concentrate its investments.

Environmentally and Socially Responsible Investing Risk.The Fund’s environmental, social, moral and governance criteria limit the available investments compared to funds with no such criteria.  Under certain economic conditions, this could cause the Fund’s investment performance to be worse or better than similar funds with no such criteria.

Preferred Security Risk.Preferred securities rank lower than bonds and other debt instruments in a company’s capital structure and therefore will be subject to greater credit risk than those debt instruments.   Distributions on some types of these securities may also be skipped or deferred by issuers without causing a default.  Finally, some of these securities typically have special redemption rights that allow the issuer to redeem the security at par earlier than scheduled.

Portfolio Selection Risk.  Securities selected by the portfolio managers may not perform to expectations or may decline in value or not increase in value when the stock market in general is rising.  This could result in the Fund’s underperformance compared to other funds.

New Technology Risk.  The Fund may consider investments in new technologies intended to produce a clean and sustainable environment.  New technologies may not be cost effective, and the portfolio managers may select a new technology that is not successful.  It is also possible that interest in achieving a clean and sustainable environment may diminish.  The potential advantages of new technologies may be slow in both development and recognition.

Political Risk.  Investments in companies with ecological and environmental products are subject to political priorities and changing government regulations and subsidies that may impact the value of their securities.  There are also risks associated with a failure to enforce environmental law.  For example, if the government reduces environmental regulation or its enforcement, companies that produce products designed to provide a clean environment, and in which the Fund invests, are less likely to prosper.

Large Cap Company Risk.Large-cap companies may be unable to respond quickly to new competitive challenges such as changes in technology, and also may not be able to attain the high growth rate of smaller companies, especially during extended periods of economic expansion.

Small and Medium-Sized Company Risk.Investing in securities of small and medium-sized companies may involve greater volatility than investing in larger, more established companies.

New Fund Risk.The Fund is a new mutual fund and has a limited history of operations.  The Sub-Adviser has not previously managed a mutual fund.Derivatives Risk. The Fund may invest a percentage of its assets in derivatives, such as futures and options contracts. The use of such derivatives may expose the Fund to additional risks that it would not be subject to if it invested directly in the securities underlying those derivatives.  The value of derivatives may be volatile and that volatility may be exacerbated by the use of leverage, which is common for derivative strategies.  Derivatives may be illiquid.  The Fund may not be able to enter into, or terminate, a derivatives position when desired.  Derivatives are also subject to mispricing and improper valuation, and may increase the taxes payable by shareholders.


Performance

As of the date of this prospectus, the Fund has not yet commenced operations.  Annual return information will be incorporated once the Fund has operated for a full calendar year.



[prospectus007.gif]



The Investment Adviser and Sub-adviser

The Fund’s investment adviser (the “Adviser”) isTrinity Fiduciary Partners, LLC (“Trinity”).  Ecologic Advisors, Inc. (“Ecologic”) is the Fund’s investment sub-adviser (“Sub-Adviser”).


Portfolio Managers

The Fund’s portfolio managers areFrank J. Morris,Principal of Ecologic Advisors, Inc.,andSamuel J. Saladino III, CEO and Portfolio Manager of Trinity Fiduciary Partners, LLC.  Both have managed the Fund since its inception in 2013.


Purchase and Sale of Fund Shares

The minimum investment for all Class shares is $1,000, with minimum subsequent investments of $250.You may make automatic monthly investments ($100 minimum per purchase) in the Fund from your bank or savings account with no required minimum investment.  

You may buy (purchase) and/or sell (redeem) your shares by mail by sending your request to:

Epiphany Funds

c/o Mutual Shareholder Services

8000 Town Centre Drive, Suite 400
Broadview Heights, Ohio 44147


You may also redeem your shares by calling the transfer agent at 1-800-320-2185.


Taxes

The Fund’s distributions are typically taxed as ordinary income, capital gains, or a combination of the two, and also may be subject to state and local taxes.  Any tax liabilities generated by your transactions or by receiving distributions are your responsibility.  


The tax considerations described in this section do not apply to tax-deferred accounts or other non-taxable entities such as a 401(k) plan or an IRA. For these accounts, taxes are typically paid when funds are withdrawn from the account.


Payments to Broker-Dealers and other Financial Intermediaries

If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and its related companies, including the Adviser, may pay the intermediary for the sale of Fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the Fund over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.


[prospectus007.gif]



FUND DETAILS

ADDITIONAL INFORMATION ABOUT THE PRINCIPAL INVESTMENT STRATEGY

Principal Investment Strategy

The Epiphany FFV Global Ecologic Fund seeks to achieve its investment objective by investing in equity securities of companies located anywhere in the world, including both common stocks and dividend-paying preferred stock.  Equity securities also include securities convertible into, or that Epiphany expects to be exchanged for, common or preferred stock,rights offerings, and equity interests in trusts, partnerships, joint ventures, and limited liability companies.  The Fund invests in established U.S. and multinational companies, including American Depository Receipts (“ADRs”).  The Fund will invest, under normal market conditions, in at least three different countries, and invest at least 40% of the Fund’s assets in securities of companies domiciled outside of the U.S.

The Fund seeks to encourage environmentally responsible business practices and a cleaner environment by investing, under normal circumstances, substantially all, and in any case, no less than 80%, of its assets in environmentally responsible and sustainable companies.  These are defined as companies that provide goods or services that the Sub-Adviser has determined maintain the ecologic health and viability of the Earth and its human inhabitants or remediate negative ecologic impacts.  Such companies include those providing for the production and distribution of organic food and products, low carbon transportation (rail/bicycles), metals recycling, demand side energy efficiency, smart grid, renewable energy, pollution control, bioremediation, water efficiency, provision, remediation and energy storage.  The Fund invests in approximately 50 equity securities.  The Fund does not invest more than 5% of the total value of the Fund in pure play renewable energy.  The Fund may invest in companies of all sizes, and, under normal circumstances, at least 80% of the Fund’s assets will be in companies with at least $250 million market capitalization.  The companies also must pass the FFV Scorecard, an exclusionary screening tool used by Trinity Fiduciary Partners, LLC (the “Adviser”).  FFV refers to Faith and Family Values and represents the underlying theme of the social and moral screening. All positions are reviewed on a quarterly basis.


The Fund’s investment objective is not a fundamental policy, and may be changed by the Board of Trustees without shareholder approval upon 60 days written notice.


The FFV Scorecard socially responsible investment screensare applied to potential securities before any investment is initiated. Application of the exclusionary screening is based on information known about the company by the Adviser or gleaned by third parties that compile and publish such data.The screening is consistent with the USCCB (U.S. Conference of Catholic Bishops) Socially Responsible Investment Guidelines (the “Guidelines”).

According to the Guidelines, a company will generally be excluded from the Fund that is known to:

·

Directly participate in abortion;

·

Manufacture contraceptives;

·

Engage in scientific research on human fetuses or embryos;

·

Produce pornographic media content, or contributes to sexually explicit internet operations or retail sales; and

·

Manufacture nuclear weapons, biological or chemical weapons, indiscriminate weapons of mass destruction or anti-personnel landmines.


From these eligible securities, the portfolio managers apply economic and investment criteria to select approximately50 equity securities for the Fund's portfolio that are consistent with the Fund’s investment objective and its investment policies. The portfolio managers may, but are not obligated to, sell a security when it no longer passes the criteria established by FFV Scorecard socially responsible investment screens. The Fund may also sell a security when the portfolio managers determine that other eligible securities offer a more attractive investment opportunity. Whether to hold or sell a security in the Fund that no longer passes the exclusionary screening is at the discretion of the Advisers who may opt to hold the security based on the security's anticipated appreciation, as a means to effect change in the activities or policies of the company, or as a means to defer or eliminate trading costs associated with the sale of the security.


The Fund may hold cash in addition to the securities of companies, primarily as a means to pay redemption requests.  From time to time the Fund may purchase other equities such as shares of other investment companies and exchange traded funds ("ETFs"), including inverse ETFs, mainly as an alternative to holding cash prior to investment or to create diversification. The underlying securities of these other equities will not be subject to the FFV Scorecard.


The Fund is a multi-cap fund and may invest in companies of any size, including what are commonly referred to as small-cap and mid-cap companies (generally those companies with market capitalizations between $300 million and $2 billion and between $2 billion and $5 billion, respectively).The Fund may invest in companies of all sizes, and, under normal circumstances, at least 80% of the Fund’s assets will be in companies with at least $250 million market capitalization.


The portfolio managersuse a “bottom-up”approach in selecting investments.  In a bottom-up approach, the portfolio managersconcentrate on the specific characteristics of each company and then qualify the company using financial and environmental analysis.Factors including valuation, financial ratios, historical and forecasted growth, liquidity, capital structure and balance sheet strength, corporate governance, earnings estimates and analysts’ recommendations, among others maybe evaluated.


All companies are reviewed on an ongoing basis.  The Fund may also sell a security when the portfolio manager determines that other eligible securities offer a more attractive investment opportunity.  Whether to hold or sell a security in the Fund thatno longer passes the FFV Scorecard is at the discretion of the Adviser who may opt to hold the security based on the security's anticipated appreciation, as a means to effect change in the activities or policies of the company or as a means to defer or eliminate trading costs associated with the sale of the security.


Under normal market conditions, the Fund will invest according to the principal investment strategies noted above.  However, the Fund may temporarily depart from its principal investment strategies, and make short-term investments in cash, cash equivalents and short-term debt securities and money market instruments in response to adverse market, economic or political conditions.  As a result, the Fund may not achieve its investment objective.  To the extent the Fund uses a money market fund for its cash position, there will be some duplication of expenses because the Fund would bear it’s pro rata portion of such money market’s advisory fees and additional expenses.  


PRINCIPAL INVESTMENT RISK INFORMATION

The Fund is subject to the investment risks listed below, any of which may adversely affect the Fund’s net asset value, trading price, yield, total return and ability to meet its investment objective. You could lose all or part of your investment in the Fund, and the Fund could underperform other investments.

General Market Risk.  The value of the Fund’s investments will fluctuate as markets fluctuate and could decline over short or long-term periods.  These fluctuations may cause a security to be worth less than its cost when originally purchased or less than it was worth at an earlier time.  General market risk may affect a single issuer, industry, sector of the economy or the market as a whole.  

Foreign Company and Emerging Markets Risk.  Investing in foreign securities (including depositary receipts traded on U.S. exchanges but representing shares of foreign companies) involves more risks than investing in U.S. securities.  Risks of investing in foreign companies include currency exchange rates between foreign currencies and the U.S. dollar.  The political, economic and social structures of some foreign countries may be less stable and more volatile than those in the U.S.  Lack of transparency or inadequate regulatory and accounting standards, inadequate exchange control regulations, foreign taxes, higher transaction costs and delays in settlement also increase risk.  Brokerage commissions and other fees may be higher for foreign securities.  Foreign companies may not be subject to the same disclosure, accounting, auditing and financial reporting standards as U.S. companies.  As a result, there may be less publicly available information on such foreign issuers than is available from a U.S. issuer.  

In addition to developed markets, the Fund may invest in emerging markets, which are markets of countries in the initial stages of industrialization and generally have low per capita income.  In addition to the risks of foreign securities in general, countries in emerging markets are generally more volatile and can have relatively unstable governments, social and legal systems that do not protect shareholders, economies based only on a few industries, and securities markets that trade a small number of issues which could reduce liquidity.  These risks can increase the potential for losses in the Fund and affect its share price.

Concentration Risk.Under normal market conditions, at least 80% of the Fund’s total assets will be invested in equity securities of companies in the ecological or environmental industry.  A downturn in this industry would have a larger impact on the Fund than on a fund that does not concentrate its investments.

Environmentally and Socially Responsible Investing Risk.The Fund’s environmental, social, moral and governance criteria limit the available investments compared to funds with no such criteria.  Under certain economic conditions, this could cause the Fund’s investment performance to be worse or better than similar funds with no such criteria.

Preferred Security Risk.Preferred securities rank lower than bonds and other debt instruments in a company’s capital structure and therefore will be subject to greater credit risk than those debt instruments.   Distributions on some types of these securities may also be skipped or deferred by issuers without causing a default.  Finally, some of these securities typically have special redemption rights that allow the issuer to redeem the security at par earlier than scheduled.



Portfolio Selection Risk.Securities selected by the portfolio managers may not perform to expectations or may decline in value or not increase in value when the stock market in general is rising.  This could result in the Fund’s underperformance compared to other funds with similar investment objectives.

New Technology Risk.  The Fund may consider investments in new technologies intended to produce a clean and sustainable environment.  New technologies may not be cost effective, and the portfolio managers may select a new technology that is not successful.  It is also possible that interest in achieving a clean and sustainable environment may diminish.  The potential advantages of new technologies may be slow in both development and recognition.

Political Risk.  Investments in companies with ecological and environmental products are subject to political priorities and changing government regulations and subsidies that may impact the value of their securities.  There are also risks associated with a failure to enforce environmental law.  For example, if the government reduces environmental regulation or its enforcement, companies that produce products designed to provide a clean environment, and in which the Fund invests, are less likely to prosper.

Large Cap Company Risk.Large-cap companies may be unable to respond quickly to new competitive challenges such as changes in technology, and also may not be able to attain the high growth rate of successful smaller companies, especially during extended periods of economic expansion.  The large-cap companies in which the Fund invests may perform worse than the stock market as a whole.

Small and Medium-Sized Company Risk.Investments in smaller and medium-size companies may be speculative and volatile and involve greater risks than are customarily associated with investments in larger companies.  Many small to medium companies are more vulnerable than larger companies to adverse business or economic developments.  Securities of these types of companies may have limited product lines, markets or financial resources.  New and improved products or methods of development may have a substantial impact on the value of their shares.  You should expect that the Fund’s shares will be more volatile than a fund that invests exclusively in large-capitalization companies.

New Fund Risk.The Fund is a new mutual fund and has a limited history of operations.  The Sub-Adviser has not previously managed a mutual fund.

Derivatives Risk. The Fund may invest a percentage of its assets in derivatives, such as futures and options contracts. The use of such derivatives may expose the Fund to additional risks that it would not be subject to if it invested directly in the securities underlying those derivatives.  The value of derivatives may be volatile and that volatility may be exacerbated by the use of leverage, which is common for derivative strategies.  Derivatives may be illiquid.  The Fund may not be able to enter into, or terminate, a derivatives position when desired.  Derivatives are also subject to mispricing and improper valuation, and may increase the amount of taxes payable by shareholders.

MANAGEMENT

Investment Adviser

Trinity acts as the investment adviser to the Fund and is responsible for the investment decisions for the Fund.  Founded in 2005, Trinity is located at 106 Decker Court, Suite 226, Irving, Texas 75062.  Trinity was founded based on the philosophy of investing with purpose.  As of [December 31], 2012, Trinity manages approximately $[XX] million for primarily high net worth individuals.

The Funds are authorized to pay Trinity an annual fee based on their average daily net assets of 0.80% for the Epiphany FFV GlobalEcologic Fund.  A discussion regarding the basis of the Board of Trustees’ approval of the Management Agreement between the Fund and Trinity and the sub-adviser agreement will be available in the Fund’s semi-annual report to shareholders for the periods ended April 30 of each year.

The Adviser has contractually agreed to waive fees and/or reimburse expenses, but only to the extent necessary to limit Total Annual Operating Expenses, excluding brokerage fees and commissions; borrowing costs, such as interest; taxes; indirect expenses incurred by the underlying funds in which the Fund invests, and extraordinary expenses (the “Expense Cap”) to 1.50% of the average daily net assets for Class N shares of the Fund, 1.50% of the average daily net assets of Class A shares of the Fund and 2.25% of the average daily net assets of Class C shares of the Fund.  The Expense Cap will remain in effect untilFebruary 28, 2014.  The Board of Trustees may terminate the fee waiver and expense cap agreement upon 60 days notice to shareholders.  Each waiver or reimbursement of an expense by the Adviser is subject to repayment by the Fund within the three fiscal years following the fiscal year in which the expense was incurred, provided that the Fund is able to make the repayment without exceeding the above expense limitations.  The addition of excluded expenses may cause the Fund’s Net Expenses after waiver and/or reimbursements to exceed the maximum amounts detailed above and agreed to by the Adviser.

Sub-Adviser

Ecologic Advisors, Inc. located at 40 Exchange Place, Suite 2010, New York, NY 10005 acts as the investment sub-advisor to the Fund and is responsible for investment decisions and portfolio management for the Fund.  Ecologicwas founded in 2005 [and registered with the Securities and Exchange Commission in 2012].  Ecologic manages approximately $[XX] million for individuals and businesses.  Ecologic Advisors provides portfolio management for environmental investors and is focused on investments in environmental solutions.The Adviser, not the Fund, pays the Sub-Adviser an annual fee of 0.40% of the average daily net assets of the Epiphany FFV Global Ecologic Fund.


Portfolio Managers


Frank J. Morrisis theprincipal and CEO of Ecologic Advisors, Inc.and has served as the Fund’s portfolio manager since its inception. Mr. Morris founded www.ecologicinvestor.com in 2001 to track the development of green investing.  He is involved actively in the Sierra Club on local, state, and national levels.  Prior to founding Ecologic Advisors, Mr. Morris was a top producer for Prudential Financial Services.  He holds a B.A. from Binghamton University.

Samuel J. Saladino, IIIis the CEO of Trinity Fiduciary Partners, LLC and has served as the Portfolio Manager and President for the Epiphany Funds since January 2007 and as the Fund’s portfolio manager since its inception.  He also serves as a Portfolio Manager for the Epiphany FFV Fund and Epiphany FFV Latin America Fund. Prior to forming Trinity in 2005, Mr. Saladino was a financial adviser with Ameriprise Financial Planning from 1995 to 2004.  Mr. Saladino holds a B.B.A. from Baylor University and is a licensed C.F.P.


[prospectus007.gif]



INVESTING WITH EPIPHANY


CHOOSING A CLASS OF SHARES

The Epiphany FFVGlobal EcologicFund offers Class A, Class C, and Class N shares. Each share class represents an investment in the same portfolio of securities, but each class has its own eligibility criteria, sales charge, expense structure, and distributions, allowing you to choose the class that best meets your need.  In choosing the class of shares that suits your investment needs, you should consider:

·

How long you expect to own your shares;

·

How much you intend to invest;

·

The sales charge and total operating expenses associated with owning each class;

·

Any waiver or reduction of sales charges; and

·

Whether you will be taking distributions.


Class A Shares.  Class A shares are offered at net asset value ("NAV") plus a front-end sales charge of up to 5.00%.  The front-end sales charge is determined by the amount of your investment and is reduced for purchases of $50,000 or more.  Class A shares pay annual distribution and service fees equal to 0.25% of the average daily net assets of Class A shares.  Purchases of Class A shares are subject to a 2% redemption fee if redeemed or exchanged within 60 days of settlement of purchase.  The front-end sales charge is deducted from the amount you invest and is shown in the schedule below.



Amount of Purchase

Sales Charge*

as Percentage of

Offering Price

Sales Charge*

as Percentage of Net

Amount Invested

Dealer Commission

as a Percentage of

Offering Price

Less than $50,000

5.00%

5.26%

5.00%

$50,000 but less than $100,000

4.25%

4.44%

4.25%

$100,000 but less than $250,000

3.25%

3.36%

3.25%

$250,000 but less than $500,000

1.75%

1.78%

1.75%

$500,000 but less than $1,000,000

1.00%

1.01%

1.00%

$1,000,000 or more

0.00%

0.00%

None

 

 

 

 

*  Because the offering price per share is rounded to two decimal places, the actual sales charge you pay on a purchase of Class A shares may be more or less than your total purchase amount multiplied by the applicable sales charge percentage.

Reducing Class A Sales Charges.  Front-end sales charges on purchases of Class A shares may be reduced under the right of accumulation or under a statement of intention which are described below.   To receive a reduced sales charge, you must inform your investment dealer or the Fund at the time you purchase shares that you qualify for such a reduction.  If you do not let your investment dealer or the Fund know you are eligible for a reduced sales charge, you may not receive the discount to which you are otherwise entitled.

Right of Accumulation.  Under the right of accumulation, the sales charge you pay is reduced if the current market value of your holdings in the Fund (based on the current maximum public offering price) plus your new purchases total $50,000 or more.  Shares owned by you, your spouse and children under age twenty-one may be combined for purposes of the right of accumulation, including shares held for the benefit of any of you in trust or fiduciary accounts (including retirement accounts) or omnibus or “street name” accounts. In addition, shares purchased and/or owned in an employer-sponsored retirement plan (including SEP, SARSEP and SIMPLE IRA plans) may be combined for purposes of the right of accumulation for the plan and its participants.  You may be required to provide documentation to establish your ownership of shares included under the right of accumulation (such as account statements for you, your spouse and children or marriage certificates, birth certificates and/or trust or other fiduciary-related documents).

Statement of Intention.  Under a statement of intention, purchases of $50,000 or more made over a 13-month period are eligible for reduced sales charges.  Shares eligible under the right of accumulation (other than those included in employer-sponsored retirement plans) may be included to satisfy the amount to be purchased under a statement of intention.  Under a statement of intention, the transfer agent may hold 5% of the dollar amount to be purchased in escrow in the form of shares registered in your name until you satisfy the statement or the 13-month period expires.  A statement of intention does not obligate you to purchase (or the Fund to sell) the full amount indicated in the statement.

Information about sales charges and breakpoints is also available in a clear and prominent format on the epiphanyfunds.com website.  

Class C Shares.  Class C shares are offered at NAV with no front-end sales charge.  If you sell your Class C shares within one year of your purchase, you generally will be subject to a 1.00% contingent deferred sales charge ("CDSC").  The CDSC is deducted from your redemption proceeds.  The CDSC will apply to the lesser of your shares NAV at the time of redemption or at the time of purchase.  Under certain circumstances, the CDSC may be waived, as described below in this Prospectus.  The CDSC is not applied to shares purchased through the automatic reinvestment of dividends or capital gains.  Class C shares pay annual distribution and service fees equal to up to 1.00% of the average daily net assets of Class C shares.  Purchases of Class C shares are subject to a 2% redemption fee if redeemed within 60 days of settlement of purchase.  The returns on Class C shares are generally lower than the returns on Class A shares because Class C shares have higher annual expenses than Class A shares.

Orders for Class C shares will be refused when the total value of the purchase (including the aggregate value of all Fund shares held within the purchasing shareholder’s account) is $1,000,000 or more.  Investors considering cumulative purchases of $1,000,000 or more, or who, after a purchase of shares, would own shares of the Fund with a current market value of $1,000,000 or more, should consider whether another share class would be more advantageous and consult their investment dealer.

Class N Shares.  Class N shares are offered at NAV and are characterized as having “no-load.”Class N shares do not have a front-end sales charge nor do they incur a sales charge at the time of redemption.


OPENING AN ACCOUNT

You may open an account and purchase shares in the Fund directly from Epiphany Funds.  You also may purchase shares through a brokerage firm or other intermediary that has contracted with Epiphany Funds to sell shares of the Fund.  You may be charged a separate fee by the brokerage firm or other intermediary through whom you purchase shares.  

If you are investing directly in the Fund for the first time, please visit www.epiphanyfunds.com or call 1-800-320-2185 to request a Shareholder Account Application.  You will need to establish an account before investing.  To open an account online, visit www.epiphanyfunds.com. Be sure to sign up for all the account options of which you plan to take advantage.  For example, if you would like to be able to redeem your shares by telephone, you should select this option on your Shareholder Account Application.  Doing so when you open your account means that you will not need to complete additional paperwork later.

Your investment in the Fund should be intended as a long-term investment vehicle.  The Fund is not designed to provide you with a means of speculating on the short-term fluctuations in the stock market.  The Fund reserves the right to reject any purchase request that it regards as disruptive to the efficient management of the Fund, which includes investors with a history of excessive trading.  The Fund also reserve the right to stop offering shares at any time.

To help the government fight the funding of terrorism and money laundering activities, federal law requires all financial institutions to obtain, verify, and record information that identifies each person who opens an account.  This means that when you open an account, we will ask for your name, address, date of birth, and other information that will allow us to identify you. We also may ask for other identifying documents or information, and may take additional steps to verify your identity. We may not be able to open your account or complete a transaction for you until we are able to verify your identity.

Purchasing Shares

You may buy shares on any day that the Fund is open for business, generally any day that the NYSE is open.  Shares of the Fund are sold at net asset value (“NAV”) per share minus any applicable sales charge.  The NAV generally is calculated as of the close of trading on the NYSE every day the NYSE is open.  The NYSE normally closes at 4:00 p.m. Eastern Time (“ET”).  The Fund’s NAV is calculated by taking the total value of the Fund’s assets, subtracting its liabilities, and then dividing by the total number of shares outstanding, rounded to the nearest cent.  

If you are purchasing directly from Epiphany Funds, send the completed Shareholder Account Application and a check payable to the Fund to the following address:

Epiphany Funds

c/o Mutual Shareholder Services

8000 Town Centre Drive, Suite 400
Broadview Heights, Ohio 44147


Purchase orders received in “proper form” by the Fund’s transfer agent before the close of trading on the NYSE will be effective at the NAV next calculated after your order is received.  On occasion, the NYSE closes before 4:00 p.m. ET.  When that happens, purchase orders received after the NYSE closes will be effective the following business day.  

To be in “proper form,” the purchase order must include:

·

Fund name and account number;

·

Account name(s) and address;

·

The dollar amount or number of shares you wish to purchase.  


The Fund may limit the amount of purchases and refuse to sell to any person.  

Method of Payment.  All purchases (both initial and subsequent) must be made in U.S. dollars and checks must be drawn on U.S. banks.  Cash, credit cards and third party checks will not be accepted.  Third party checks and checks drawn on a non-U.S. financial institution will not be accepted, even if payment may be effected through a U.S. financial institution.  Checks made payable to any individual or company and endorsed to Epiphany Funds or the Fund are considered third-party checks.  

A $20 fee will be charged against your account for any payment check returned to the transfer agent or for any incomplete electronic funds transfer, or for insufficient funds, stop payment, closed account or other reasons.  If a check does not clear your bank or the Fund is unable to debit your pre-designated bank account on the day of purchase, the Fund reserves the right to cancel the purchase.  If your purchase is canceled, you will be responsible for any losses or fees imposed by your bank and losses that may be incurred as a result of a decline in the value of the canceled purchase.  The Fund (or the Fund agent) has the authority to redeem shares in your account(s) to cover any losses due to fluctuations in share price.  Any profit on such cancellation will accrue to the Fund.  

If you choose to pay by wire, you must call the Fund’s transfer agent, at 1-800-320-2185 to set up your account, to obtain an account number, and obtain instructions on how to complete the wire transfer.

Wire orders will be accepted only on a day on which the Fund, custodian and transfer agent are open for business.  A wire purchase will not be considered made until the wired money and the purchase order are received by the Fund.  Any delays that may occur in wiring money, including delays that may occur in processing by the banks, are not the responsibility of the Fund or its transfer agent.  The Fund presently does not charge a fee for the receipt of wired funds, but the Fund may charge shareholders for this service in the future.

Minimum Purchase

The minimum initial investment in theFund is $1,000 with a minimum subsequent investment of $250 for Class A, C and N shares.You are required to maintain a minimum account balance equal to the minimum initial investment in the Fund, and may be required to redeem your shares if the value of your shares in the Fund falls below the minimum initial investment due to redemptions.  For more information, please read “Additional Redemption Information” later in this prospectus.  

The Fund reserves the right to change the amount of these minimums from time to time or to waive them in whole or in part for certain accounts.  Investment minimums may be higher or lower for investors purchasing shares through a brokerage firm or other financial institution.  To the extent investments of individual investors are aggregated into an omnibus account established by an investment adviser, brokerage firm, retirement plan sponsor or other intermediary, the account minimums apply to the omnibus account, not to the account of the individual investor.

For accounts sold through brokerage firms and other intermediaries, it is the responsibility of the brokerage firm or intermediary to enforce compliance with investment minimums.

Automatic Investment Plan

By completing the Automatic Investment Plan section of the account application, you may make automatic monthly investments ($100 minimum per purchase) into the Fund from your bank or savings account with no required initial investment.


Other Purchase Information

If your wire does not clear, you will be responsible for any loss incurred by the Fund.  If you are already a shareholder, the Fund can redeem shares from any identically registered account in the Fund as reimbursement for any loss incurred.  You may be prohibited or restricted from making future purchases in the Fund.

The Fund may authorize certain brokerage firms and other intermediaries (including its designated correspondents) to accept purchase and redemption orders on its behalf.  The Fund is deemed to have received an order when the authorized person or designee receives the order, and the order is processed at the NAV next calculated thereafter.  It is the responsibility of the brokerage firm or other intermediary to transmit orders promptly to the Fund’s transfer agent.

Epiphany Funds discourages market timing.  Market timing is an investment strategy using frequent purchases, redemptions and/or exchanges in an attempt to profit from short term market movements. Market timing may result in dilution of the value of the Fund’s shares held by long term shareholders, disrupt portfolio management and increase Fund expenses for all shareholders.  The Board of Trustees has adopted a policy directing the Fund to reject any purchase order with respect to one investor, a related group of investors or their agent(s), where it detects a pattern of purchases and sales of the Fundthat indicate market timing or trading that it determines is abusive.  This policy applies to all Fund shareholders.  While the Fund attempts to deter market timing, there is no assurance that they will be able to identify and eliminate all market timers.  For example, certain accounts called “omnibus accounts” include multiple shareholders.  Omnibus accounts typically provide the Fund with a net purchase or redemption request on any given day.  That is, purchasers of Fund shares and redeemers of Fund shares are netted against one another and the identities of individual purchasers and redeemers whose orders are aggregated are not known by the Fund.  The netting effect often makes it more difficult for the Fund to detect market timing, and there can be no assurance that the Fund will be able to do so.


The Fund will also impose a redemption fee on shares redeemed within 60 days of purchase.  For more information, please see “Redemption Fee” in this Prospectus.


EXCHANGING SHARES


Shares of one series of the Epiphany Fund may be exchanged for shares of another series of the Epiphany Fund.  You must meet the minimum investment requirements for the fund into which you are exchanging.  The exchange of shares of one Fund for shares of another Fund is treated, for federal income tax purposes, as a sale on which you may realize a taxable gain or loss.

REDEEMING SHARES

You may redeem your shares on any business day.  Redemption orders received in proper form by the Fund’s transfer agent or by a brokerage firm or other intermediary selling Fund shares before 4:00 p.m. ET (or before the NYSE closes if the NYSE closes before 4:00 p.m. ET) will be processed at that day’s NAV.  Your brokerage firm or intermediary may have an earlier cut-off time.

Proper form means your request for redemption must:

·

Include the Fund name and account number;

·

Include the account name(s) and address;

·

State the dollar amount or number of shares you wish to redeem; and

·

Be signed by all registered share owner(s) in the exact name(s) and any special capacity in which they are registered.


The Fund may require that the signatures be guaranteed if you request the redemption check be mailed to an address other than the address of record, or if the mailing address has been changed within 30 days of the redemption request.  The Fund may also require that signatures be guaranteed for redemptions of $25,000 or more.  Signature guarantees are for the protection of shareholders.  You can obtain a signature guarantee from most banks and securities dealers, but not from a notary public.  All documentation requiring a signature guarantee must utilize a New Technology Medallion stamp.  For joint accounts, both signatures must be guaranteed.  Please call the transfer agent at 1-800-320-2185 if you have questions regarding signature guarantees.  At the discretion of the Fund, you may be required to furnish additional legal documents to insure proper authorization.

Shares the Fund may be redeemed by mail or telephone.  You may receive redemption payments in the form of a check or federal wire transfer.  A wire transfer fee of $10, see fee table, will be charged to defray custodial charges for redemptions paid by wire transfer.  Any charges for wire redemptions will be deducted from your account by redemption of shares.  If you redeem your shares through a brokerage firm or other intermediary, you may be charged a fee by that institution.

Redeeming by Mail

You may redeem any part of your account in the Fund by mail at no charge.  Your request, in proper form, should be addressed to:

Epiphany Funds

c/o Mutual Shareholder Services

8000 Town Centre Drive, Suite 400
Broadview Heights, Ohio 44147


Telephone Redemptions


You may redeem any part of your account in the Fund by calling the transfer agent at 1-800-320-2185.  You must first complete the Optional Telephone Redemption and Exchange section of the investment application to institute this option.  The Fund, the transfer agent and the custodian are not liable for following redemption instructions communicated by telephone to the extent that they reasonably believe the telephone instructions to be genuine.  However, if they do not employ reasonable procedures to confirm that telephone instructions are genuine, they may be liable for any losses due to unauthorized or fraudulent instructions.  Procedures employed may include recording telephone instructions and requiring a form of personal identification from the caller.


The Fund may terminate the telephone redemption procedures at any time.  During periods of extreme market activity it is possible that shareholders may encounter some difficulty in telephoning the Fund, although neither the Fund nor the transfer agent has ever experienced difficulties in receiving and responding to telephone requests for redemptions or exchanges in a timely fashion.  If you are unable to reach the Fund by telephone, you may request a redemption or exchange by mail.



[prospectus007.gif]



Redemptions-in-Kind

Generally, all redemptions will be for cash.  However, if you redeem shares worth more than $250,000 or 1% of the value of the Fund’s assets, the Fund reserves the right to pay all or part of your redemption proceeds in readily marketable securities instead of cash under unusual circumstances in order to protect the interests of remaining shareholders, or to accommodate a request by a particular shareholder.  If payment is made in securities, the Fund will value the securities selected in the same manner in which it computes its NAV.  This process minimizes the effect of large redemptions on the Fund and its remaining shareholders.  In the event that an in-kind distribution is made, you may incur additional expenses, such as the payment of brokerage commissions, on the sale or other disposition of the securities received from the Fund.

Redemption Fee

Shareholders that redeem shares of the Fund within 60 days of purchase will be assessed a redemption fee of 2.00% of the amount redeemed.  The Fund uses a “first in, first out” method for calculating the redemption fee.  This means that shares held the longest will be redeemed first, and shares held the shortest time will be redeemed last.  Systematic withdrawal and/or contribution programs, mandatory retirement distributions, involuntary redemptions of small accounts by the Fund, and transactions initiated by a retirement plan sponsor or participant are not subject to the redemption fee.  The redemption fee is paid directly to and retained by the Fund, and is designed to deter excessive short-term trading and to offset brokerage commissions, market impact, and other costs that may be associated with short-term money movement in and out of the Fund.

The Fund reserves the right to modify or eliminate the redemption fee or waivers at any time.  If there is a material change to the Fund’s redemption fee, the Fund will notify you at least 60 days prior to the effective date of the change.

Additional Redemption Information

If you are not certain of the redemption requirements, please call the transfer agent at 1-800-320-2185.  Redemptions specifying a certain date or share price cannot be accepted and will be returned.  You will be mailed the proceeds on or before the fifth business day following the redemption.  You may be assessed a fee if the Fund incurs bank charges because you request that the Fund re-issue a redemption check.  Also, when the NYSE is closed (or when trading is restricted) for any reason other than its customary weekend or holiday closing or under any emergency circumstances, as determined by the Securities and Exchange Commission (“SEC”), the Fund may suspend redemptions or postpone payment dates.

Because the Fund incurs certain fixed costs in maintaining shareholder accounts, the Fund may require that you redeem all of your shares in the Fund upon 30 days written notice if the value of your shares in the Fund is less than $1,000 due to redemption, or such other minimum amount as the Fund may determine from time to time.  You may increase the value of your shares in the Fund to the minimum amount within the 30-day period.  All shares of the Fund are also subject to involuntary redemption if the Board of Trustees determines to liquidate the Fund.  An involuntary redemption will create a capital gain or a capital loss, which may have tax consequences to you and about which you should consult your tax adviser.


DISTRIBUTION AND SERVICE PLAN

The Fund has adopted a plan under Rule 12b-1 for all Class shares that allows the Fund to pay distribution fees for the sale and distribution of its shares and allows the Fund to pay for services provided to shareholders. Shareholders of the Fund may pay annual 12b-1 expenses of up to 0.25% for Class A and N shares. Shareholders of the Fund may pay annual 12b-1 expenses of up to 1.00% for Class C shares. Because these fees are paid out of the Fund’s assets on an on-going basis, over time these fees will increase the cost of your investment and may cost you more than paying other types of sales charges.


CALCULATING SHARE PRICE

The NAV for the Fund will be calculated each day the NYSE is open for business; normally the close of trading on the NYSE is 4:00 p.m. ET.  Fund shares will not be priced on holidays when the NYSE is closed for trading.  The NAV per share of the Fund is the value of the Fund’s assets, less its liabilities, divided by the number of outstanding shares of the Fund.  

In general, the value of the Fund’s portfolio securities is the market value of such securities. However, the Fund may use pricing services to determine market value.  If market prices are not available or, in the Adviser’s opinion, market prices do not reflect fair value, or if an event occurs after the close of trading on the domestic or foreign exchange or market on which the security is principally traded (but prior to the time the NAV is calculated) that materially affects fair value, the Adviser will value the Fund’s assets at their fair value according to policies approved by the Fund’s Board of Trustees.  For example, if trading in a portfolio security is halted and does not resume before a Fund calculates its NAV, the Adviser may need to price the security using the Fund’s fair value pricing guidelines.  Without a fair value price, short term traders could take advantage of the arbitrage opportunity and dilute the NAV of long term investors.  Securities trading on overseas markets present time zone arbitrage opportunities when events effecting portfolio security values occur after the close of the overseas market, bur prior to the close of the U.S. market.  Fair valuation of the Fund’s portfolio securities can serve to reduce arbitrage opportunities available to short-term traders, but there is no assurance that fair value pricing policies will prevent dilution of the Fund’s NAV by short-term traders.  Fair valuation involves subjective judgments and it is possible that the fair value determined for a security may differ materially from the value that could be realized upon the sale of the security.  The Fund may invest in Underlying Funds.  The Fund’s NAV is calculated based, in part, upon the market prices of the Underlying Funds in its portfolio, and the prospectuses of those companies explain the circumstances under which they will use fair value pricing and the effects of using fair value pricing.


DIVIDENDS, DISTRIBUTIONS, AND TAXES

Dividends and Distributions

The Fund intends to distribute substantially all of its income and net capital gains.  The Fund normally will declare and pay income dividends, if any, quarterly, and distribute net capital gains, if any, once a year.  

You may opt to receive distributions in cash (via check) or have them reinvested in additional shares of the Funds.  Dividends and capital gain distributions are automatically reinvested unless you request otherwise.  If you invest in an Individual Retirement Account (IRA), all dividends and capital gains distributions must be reinvested; however, if you are over 59 ½ years old, distributions from IRA accounts may be paid to you in cash (via check).  

If you are interested in changing your election, you may call the Fund’s transfer agent at 1-800-320-2185 or send a written notification to:

Epiphany Funds

c/o Mutual Shareholder Services

8000 Town Centre Drive, Suite 400
Broadview Heights, Ohio 44147

The following discussion is very general.  You may wish to consult a tax adviser regarding the effect that an investment in the Fund may have on your own tax situation.

Taxes

Taxability of Distributions.Unless you hold your shares in a tax-exempt account (including a retirement account such as an IRA), you will normally have to pay federal income taxes, and any state or local taxes, on distributions you receive from the Fund, whether you take the distributions in cash or have them reinvested in additional shares.  For taxable years beginning on or after January 1, 2013, distributions of dividend income will be taxable as ordinary income.  Distributions reported as capital gain dividends are taxable as long-term capital gains without regard to the length of time you have held your shares.  Other distributions are generally taxable as ordinary income.  Distributions derived from interest on U.S. Government securities (but not distributions of gain from the sale of such securities) may be exempt from state and local taxes.  Some dividends paid in January may be taxable as if they had been paid the previous December.  A portion of dividends received from the Fund (but none of the Fund’s capital gains dividends) may qualify for the dividends-received deduction for corporate shareholders.


At the end of each year, the Epiphany Funds will send you detailed tax information on the amount and type of distributions and dividends you received during that year.


Distributions by the Fund will reduce the Fund’s net asset value per share.  Therefore, if you buy shares shortly before the record date of a distribution, you may pay the full price for the shares and then effectively receive a portion of the purchase price back as a taxable distribution.


If you are neither a citizen nor a resident of the United States, the Fund will withhold U.S. federal income tax at the rate of 30% on taxable dividends and other payments that are subject to such withholding.  You may be able to arrange for a lower withholding rate under an applicable tax treaty if you supply the appropriate documentation required by the Fund.  The Fund is also required in certain circumstances to apply backup withholding on dividends, redemption proceeds and certain other payments that rare paid to any shareholder (including a shareholder who is neither a citizen nor a resident of the United States) who does not furnish to the Fund certain information and certifications or who is otherwise subject to backup withholding.  The backup withholding rate is currently 28% and is scheduled to increase to 31% in 2013.  Backup withholding will not, however, be applied to payments that have been subject to the 30% withholding tax on shareholders who are neither citizens nor residents of the United States.


Taxability of Transactions.  When you redeem, sell or exchange shares, it is generally considered a taxable event for you.  Depending on the purchase price and the sale price of the shares you redeem, sell or exchange, you may have a gain or loss on the transaction.  You are responsible for any tax liabilities generated by your transactions.


[prospectus007.gif]


PRIVACY POLICY

FACTS

WHAT DOES EPIPHANY FUNDS AND ITS INVESTMENT ADVISOR TRINITY FIDUCIARY PARTNERS, LLC (“EPIPHANY”) DO WITH YOUR PERSONAL INFORMATION?

Why?

Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.

What?

The types of personal information we collect and share depend on the product or service you have with us. This information can include:


·

Social Security number

·

account balances

·

account transactions

·

transaction history

·

wire transfer instructions

·

checking account information


When you are no longer our customer, we continue to share your information as described in this notice.

How?

All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons Epiphany chooses to share; and whether you can limit this sharing.

 

Reasons we can share your personal information

Does Epiphanyshare?

Can you limit this sharing?

For our everyday business purposes
such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus

Yes

No

For our marketing purposes
to offer our products and services to you

No

We don’t share

For joint marketing with other financial companies

No

We don’t share

For our affiliates’ everyday business purposes – information about your transactions and experiences

Yes

No

For our affiliates’ everyday business purposes – information about your creditworthiness

No

We don’t share

For our affiliates to market to you

No

We don’t share

For non-affiliates to market to you

No

We don’t share


Questions?

Call 1-800-320-2185 or go to www.epiphanyfunds.com


What we do

Who is providing this notice?

Epiphany Funds and its advisor Trinity Fiduciary Partners, LLC.

A complete list is included below.

How does Epiphany protect my personal information?

To protect your personal information from unauthorized access and use, we use security measures that comply with federal law.  These measures include computer safeguards and secured files and buildings.

How does Epiphany collect my personal information?

We collect your personal information, for example, when you


·

open an account

·

provide account information

·

give us your contact information

·

make a wire transfer

·

tell us where to send the money


We also collect your information from others, such as credit bureaus, affiliates, or other companies.

Why cant I limit all sharing?

Federal law gives you the right to limit only


·

sharing for affiliates everyday business purposes information about your creditworthiness

·

affiliates from using your information to market to you

·

sharing for non-affiliates to market to you


State laws and individual companies may give you additional rights to limit sharing.

Definitions

Affiliates

Companies related by common ownership or control.  They can be financial and nonfinancial companies.


·

Our affiliates include Trinity Fiduciary Partners, LLC

Non-affiliates

Companies not related by common ownership or control.  They can be financial and nonfinancial companies.


·

Epiphany doesnt share with non-affiliates so they can market to you.

Joint marketing

A formal agreement between nonaffiliated financial companies that together market financial products or services to you.


·

Epiphany doesnt jointly market.



[prospectus007.gif]


As with other mutual funds, these securities have not been approved or disapproved by the U.S. Securities and Exchange Commission (SEC), and the SEC has not determined if this Prospectus is truthful or complete.  Any representation to the contrary is a criminal offense.


Shareholder Statements and Reports

Epiphany Funds or your brokerage firm or other intermediary will send you transaction confirmation statements and quarterly account statements.  Please review these statements carefully.  

To reduce expenses and conserve natural resources, Epiphany Funds will deliver a single copy of prospectuses and financial reports to individual investors who share a residential address, provided they have the same last name or the Funds reasonably believe they are members of the same family.  If you would like to receive separate mailings, please call 1-800-320-2185 and Epiphany Funds will begin individual delivery within 30 days after Epiphany Funds receives your instructions.

Semi-annual reports will be prepared as of April 30 and annual reports as of October 31 each year.  In addition, you may periodically receive proxy statements and other reports.

Electronic copies of financial reports and prospectuses are available.  To participate (or end your participation) in the Funds’ electronic delivery program, please visit www.epiphanyfunds.com.


For More Information

Several additional sources of information are available to you.  The Statement of Additional Information (“SAI”), incorporated into this Prospectus by reference (and therefore legally a part of this Prospectus), contains detailed information on the policies and operations of the Funds, including policies and procedures relating to the disclosure of portfolio holdings by the Funds’ affiliates.  Annual and semi-annual reports contain management’s discussion of market conditions and investment strategies that significantly affected the performance results of the Funds as of the latest semi-annual or annual fiscal year end.

Call Epiphany Funds at 1-800-320-2185 or visit www.epiphanyfunds.com to request free copies of the SAI, the annual report and the semi-annual report, to request other information about the Funds and to make shareholder inquiries.  

You may review and copy information about the Funds (including the SAI and other reports) at the Securities and Exchange Commission (the “SEC”) Public Reference Room in Washington, D.C.  Call the SEC at 1-202-551-8090 for room hours and operation.  You also may obtain reports and other information about the Fund on the EDGAR Database on the SEC’s Internet site at http.//www.sec.gov, and copies of this information may be obtained, after paying a duplicating fee, by electronic request at the following e-mail address: publicinfo@sec.gov, or by writing the SEC’s Public Reference Section, 100 F Street NE, Washington, D.C. 20549-1520.


Investment Company Act File No. 811-21962















The information in this SAI is not complete and may be changed. We may not sell these securities until the registration
statement filed with the Securities and Exchange Commission is effective. This SAI is not an offer to sell these securities
and is not soliciting an offer to buy these securities in any state the offer or sale is not permitted.







EPIPHANY FUNDS TRUST




EPIPHANY FFV GLOBAL ECOLOGIC FUND

Class A shares

Class C shares

Class N shares


STATEMENT OF ADDITIONAL INFORMATION


[January X], 2013


This Statement of Additional Information (“SAI”) is not a prospectus.  It should be read in conjunction with the Prospectus for the Epiphany FFV Global Ecologic Fund dated January1, 2013.  A copy of the Prospectus, annual and semi-annual reports can be obtained at no charge by writing the transfer agent, Mutual Shareholder Services, LLC, 8000 Town Centre Drive, Suite 400, Broadview Heights, Ohio 44147, or by calling 1-800-320-2185.  The Fund’s Prospectusis incorporated by reference into this SAI.



TABLE OF CONTENTS

DESCRIPTION OF THE TRUST AND FUND

1

ADDITIONAL INFORMATION ABOUT THE FUND'S INVESTMENTS

2

MANAGEMENT OF THE FUND

10

CODE OF ETHICS

12

SALES CHARGES

13

DISTRIBUTION PLANS

14

CONTROL PERSONS AND PRINCIPAL HOLDERS OF SECURITIES

15

INVESTMENT ADVISORY AND OTHER SERVICES

15

BROKERAGE ALLOCATION AND OTHER PRACTICES

19

DISCLOSURE OF PORTFOLIO HOLDINGS

20

DETERMINATION OF SHARE PRICE AND PUBLIC OFFERING PRICE

21

TAX CONSEQUENCES

22

PROXY VOTING POLICIES AND PROCEDURES

23

PROXY VOTING POLICY OF THE ADVISER

A-1




 DESCRIPTION OF THE TRUST AND FUND

Epiphany Funds Trust (the “Trust”) has authorizedfive series of shares, Epiphany FFV Fund, Epiphany FFV Strategic Income Fund, Dana Large Cap Core Fund,Epiphany FFV Latin America Fund and Epiphany FFV Global Ecologic Fund.  The Trust is an open-end investment company established under the laws of Ohio by an Agreement and Declaration of Trust dated September 27, 2006 (the “Trust Agreement”).  The Trust Agreement permits the Board of Trustees to authorize and issue an unlimited number of shares of beneficial interest of separate series without par value.  The investment adviser to the funds in the Trust is Trinity Fiduciary Partners, LLC (the “Adviser”).  

The Epiphany FFV Global Ecologic Fund (the “Fund”) does not issue share certificates.  All shares are held in non-certificated form registered on the books of the Fund and the transfer agent for the account of the shareholder.  Each share of a series represents an equal proportionate interest in the assets and liabilities belonging to that series with each other share of that series and is entitled to such dividends and distributions out of income belonging to the series as are declared by the Trustees.  The shares do not have cumulative voting rights or any preemptive or conversion rights, and the Trustees have the authority from time to time to divide or combine the shares of the Fund or any series into a greater or lesser number of shares of that series so long as the proportionate beneficial interest in the assets belonging to that series and the rights of shares of any other series are in no way affected.  In case of any liquidation of a series, the holders of shares of the series being liquidated will be entitled to receive as a class a distribution out of the assets, net of the liabilities, belonging to that series.  Expenses attributable to any series are borne by that series.  Any general expenses of the Trust not readily identifiable as belonging to a particular series are allocated by or under the direction of the Trustees in such manner as the Trustees determine to be fair and equitable.  No shareholder is liable to further calls or to assessment by the Trust without his or her express consent.

The Fund offers three classes of shares:  Class A, Class C and Class N shares.  Each share class represents an interest in the same assets of the Fund, has the same rights and is identical in all material respects except that (i) each class of shares may bear different distribution fees; (ii) each class of shares may be subject to different (or no) sales charges; (iii) certain other class specific expenses will be borne solely by the class to which such expenses are attributable, including transfer agent fees attributable to a specific class of shares, printing and postage expenses related to preparing and distributing materials to current shareholders of a specific class, registration fees incurred by a specific class of shares, the expenses of administrative personnel and services required to support the shareholders of a specific class, litigation or other legal expenses relating to a class of shares, Trustees’ fees or expenses incurred as a result of issues relating to a specific class of shares and accounting fees and expenses relating to a specific class of shares; (iv) each class has exclusive voting rights with respect to matters relating to its own distribution arrangements; and (v) certain classes offer different features and services to shareholders and  may have different investment minimums.  The Board of Trustees may classify and reclassify the shares of the Funds into additional classes of shares at a future date.

Any Trustee of the Trust may be removed by vote of the shareholders holding not less than two-thirds of the outstanding shares of the Trust.  The Trust does not hold an annual meeting of shareholders.  When matters are submitted to shareholders for a vote, each shareholder is entitled to one vote for each whole share he owns and fractional votes for fractional shares he owns.  All shares of the Funds have equal liquidation rights.  The Agreement and Declaration of Trust can be amended by the Trustees, except that any amendment that adversely affects the rights of shareholders must be approved by the shareholders affected.  All shares of the Fund are subject to involuntary redemption if the Trustees determine to liquidate the Fund.  An involuntary redemption will create a capital gain or a capital loss, which may have tax consequences about which you should consult your tax adviser.

For information concerning the purchase and redemption of shares of the Fund, see “Purchasing Shares” and “Redeeming Shares” in the Prospectus.  For a description of the methods used to determine the share price and value of the Fund’s assets, see “Investing with Epiphany – Purchasing Shares” and “Calculating Share Price” in the Prospectus and “Determination of Share Price” in this SAI.

 ADDITIONAL INFORMATION ABOUT THE FUND’S INVESTMENTS

Investment Strategies and Risks

All principal investment strategies and risks are discussed in the Prospectus.  This section contains a more detailed discussion of some of the investments the Fund may make and some of the techniques that may be used, as described in the Risk/Return Summary in the Prospectus.  Additional non-principal strategies and risks also are discussed here.

Cash and Cash Equivalents

The Fund may hold cash or invest in cash equivalents.  Cash equivalents include commercial paper (for example, short term notes with maturities typically up to 12 months in length issued by corporations, governmental bodies, or bank/corporation sponsored conduits (asset-backed commercial paper)); short term bank obligations (for example, certificates of deposit, bankers’ acceptances (time drafts on a commercial bank where the bank accepts an irrevocable obligation to pay at maturity)); or bank notes; savings association and saving bank obligations (for example, bank notes and certificates of deposit issued by savings banks or savings associations); securities of the U.S. government, its agencies, or instrumentalities that mature, or may be redeemed, in one year or less, and; corporate bonds and notes that mature, or that may be redeemed, in one year or less.  

Equity Securities

The Fund may hold equity securities.  Equity securities consist of common stock, convertible preferred stock, rights and warrants.  Common stocks, the most familiar type, represent an equity (ownership) interest in a corporation.  Warrants are options to purchase equity securities at a specified price for a specific time period.  Rights are similar to warrants, but normally have a short duration and are distributed by the issuer to its shareholders.  Although equity securities have a history of long term growth in value, their prices fluctuate based on changes in a company’s financial condition and on overall market and economic conditions.

Investments in equity securities are subject to inherent market risks and fluctuations in value due to earnings, economic conditions and other factors beyond the control of the Adviser.  As a result, the return and net asset value of the Fund will fluctuate.  Securities in the Fund’s portfolios may not increase as much as the market as a whole and some undervalued securities may continue to be undervalued for long periods of time.  Although profits in some Fund holdings may be realized quickly, it is not expected that most investments will appreciate rapidly.

Regulation as a Commodity Pool Operator

The Trust, on behalf of the Fund, has filed with the National Futures Association, a notice claiming an exclusion from the definition of the term “commodity pool operator” under the Commodity Exchange Act, as amended, and the rules of the Commodity Futures Trading Commission promulgated thereunder, with respect to Fund operations.  Accordingly, the Fund is not subject to registration or regulation as a commodity pool operator.

Insured Bank Obligations

The Fund may invest in insured bank obligations. The Federal Deposit Insurance Corporation (“FDIC”) insures the deposits of federally insured banks and savings and loan associations (collectively referred to as “banks”) up to $250,000. The Fund may purchase bank obligations which are fully insured as to principal by the FDIC.Currently, to remain fully insured as to principal, these investments must be limited to $250,000 per bank; if the principal amount and accrued interest together exceed $250,000, the excess principal and accrued interest will not be insured. Insured bank obligations may have limited marketability.

Investment Company Securities

The Fund may invest in the securities of other investment companies to the extent that such an investment would be consistent with the requirements of the Investment Company Act of 1940, as amended and the Fund’s investment objectives.  Other investment companies, including ETFs, open-end mutual funds and closed-end mutual funds, are subject to investment advisory and other expenses, which will be indirectly paid by the Fund.  As a result, to the extent the Fund invests in ETF and other investment companies, the cost of investing in the Fund will be higher than the cost of investing directly in other investment companies and may be higher than other mutual funds that invest directly in stocks and bonds.  Each ETF and other investment company is subject to its own specific risks, depending on the nature of the fund.


Mutual Fund Risk.  Mutual funds are subject to investment advisory and other expenses, which will be indirectly paid by the Fund.  As a result, your cost of investing will be higher than the cost of investing directly in a mutual fund and may be higher than other mutual funds that invest directly in stocks and bonds.  Mutual funds are also subject management risk because the adviser to the underlying mutual fund may be unsuccessful in meeting the fund's investment objective and may temporarily pursue strategies which are inconsistent with the Fund's investment objective.


Closed-end Fund Risk.  The value of the shares of closed-end funds may be lower than that value of the portfolio securities held by the closed-end fund.  Closed-end funds may trade infrequently, with small volume, which may make it difficult for the Fund to buy and sell shares.  Also, the market price of closed-end funds tends to rise more in response to buying demand and fall more in response to selling pressure that is the case with large capitalization equity securities.


ETF Risk.  ETFs are subject to investment advisory and other expenses, which will be indirectly paid by a Fund.  As a result, your cost of investing in a Fund will be higher than the cost of investing directly in ETFs and may be higher than other mutual funds that invest directly in stocks and bonds.  ETFs are listed on national stock exchanges and are traded like stocks listed on an exchange.  ETF shares may trade at a discount to or a premium above net asset value if there is a limited market in such shares.  ETFs are also subject to brokerage and other trading costs, which could result in greater expenses to the Fund.  Because the value of ETF shares depends on the demand in the market, the adviser may not be able to liquidate the Fund's holdings at the most optimal time, adversely affecting performance.  Additional risks of investing in ETFs are described below:


ETF Strategy Risk:  Each ETF is subject to specific risks, depending on the nature of the ETF. These risks could include liquidity risk, sector risk, foreign and emerging market risk, as well as risks associated with real estate investments and commodities.


Net Asset Value and Market Price Risk:  The market value of ETF shares may differ from their net asset value. This difference in price may be due to the fact that the supply and demand in the market for ETF shares at any point in time is not always identical to the supply and demand in the market for the underlying basket of securities. Accordingly, there may be times when an ETF share trades at a premium or discount to its net asset value.


Tracking Risk:  ETFs in which a Fund invests will not be able to replicate exactly the performance of the indices they track because the total return generated by the securities will be reduced by transaction costs incurred in adjusting the actual balance of the securities.  In addition, the ETFs in which a Fund invests will incur expenses not incurred by their applicable indices.  Certain securities comprising the indices tracked by the ETFs may, from time to time, temporarily be unavailable, which may further impede the ETFs' ability to track their applicable indices.


Under Section 12(d)(1) of the Investment Company Act of 1940, as amended, the Fund may invest only up to 5% of its total assets in the securities of any one investment company (exchange traded fund ("ETF") or other mutual funds), but may not own more than 3% of the outstanding voting stock of any one investment company (the “3% Limitation”) or invest more than 10% of its total assets in the securities of other investment companies. However, Section 12(d)(1)(F) of the Investment Company Act of 1940, as amended, provides that the provisions of Section 12(d)(1) shall not apply to securities purchased or otherwise acquired by the Fund if (i) immediately after such purchase or acquisition not more than 3% of the total outstanding stock of such registered investment company is owned by the Fund and all affiliated persons of the Fund; and (ii) the Fund has not offered or sold after January 1, 1971, and is not proposing to offer or sell any security issued by it through a principal underwriter or otherwise at a public or offering price which includes a sales load of more than 1 ½% percent. An investment company that issues shares to the Fund pursuant to Section 12(d)(1)(F) shall not be required to redeem its shares in an amount exceeding 1% of such investment company’s total outstanding shares in any period of less than thirty days. The Fund (or the Adviser acting on behalf of the Fund) must comply with the following voting restrictions: when a Fund exercises voting rights, by proxy or otherwise, with respect to investment companies owned by the Fund, the Fund will either seek instruction from the Fund’s shareholders with regard to the voting of all proxies and vote in accordance with such instructions, or vote the shares held by the Fund in the same proportion as the vote of all other holders of such security. Because other investment companies employ an investment adviser, such investments by the Fund may cause shareholders to bear duplicate fees.

In addition, the Fund is subject to the 3% Limitation unless (i) the ETF or the Fund has received an order for exemptive relief from the 3% Limitation from the SEC that is applicable to the Fund; and (ii) the ETF and the Fund take appropriate steps to comply with any conditions in such order. In the alternative, the Fund may rely on Rule 12d1-3, which allows unaffiliated mutual funds to exceed the 5% Limitation and the 10% Limitation, provided the aggregate sales loads any investor pays (i.e., the combined distribution expenses of both the acquiring fund and the acquired funds) does not exceed the limits on sales loads established by the Financial Industry Regulatory Authority ("FINRA") for funds of funds.


Money Market Instruments

The Fund may seek to minimize risk by investing in money market instruments, which are high-quality, short-term securities.  Although changes in interest rates may change the market value of a security, the Fund expects those changes to be minimal with respect to those securities, which are often purchased for defensive purposes.  However, even though money market instruments are generally considered to be high-quality, low risk investments, recently a number of issuers of money market and money market-type instruments have experienced financial difficulties, leading in some cases to rating downgrades and decreases in the value of their securities.


Real Estate Investment Trusts (REITs)

REITs are pooled investment vehicles that invest primarily in either real estate or real estate related loans.  REITs involve certain unique risks in addition to those risks associated with investing in the real estate industry in general (such as possible declines in the value of real estate, lack of availability of mortgage funds, or extended vacancies of property).  Equity REITs may be affected by changes in the value of the underlying property owned by the REITs, while mortgage REITs may be affected by the quality of any credit extended.  REITs are dependent upon management skills, are not diversified outside of real estate, and are subject to heavy cash-flow dependency, risks of default by borrowers, and self-liquidation.  REITs are also subject to the possibilities of failing to qualify for tax-free pass-through of income under the Internal Revenue Code of 1986, as amended (the code) and failing to maintain their exemptions from registration under the 1940 Act.


Obligations Backed by the U.S. Government

U.S. government obligations include the following types of securities:

1.  U.S. Treasury Securities.  U.S. Treasury securities include direct obligations of the U.S. Treasury, such as Treasury bills, notes and bonds.  For these securities, the payment of principal and interest is unconditionally guaranteed by the U.S. government, and thus they are of the highest possible credit quality.  Such securities are subject to variations in market value do to fluctuations in interest rates, but, if held to maturity, will be paid in full.  

2. Federal Agency Securities.  The securities of certain U.S. government agencies and government sponsored entities are guaranteed as to the timely payment of principal and interest by the full faith and credit of the U.S. government.  Such agencies and entities include the Government National Mortgage Association (Ginnie Mae), Veteran’s Administration (VA), the Federal Housing Administration (FHA), the Export/Import Bank, the Overseas Private Investment Corporation (OPIC), the Commodity Credit Corporation (CCC), and the Small Business Administration (SBA).  

Other Federal Agency Obligations

Additional federal agency securities are not either direct obligations of, nor guaranteed by, the U.S. government.  These obligations include securities issued by certain U.S. government agencies and government sponsored entities.  However, they generally involve some form of federal sponsorship:  some operate under a government charter; some are backed by specific types of collateral; some are supported by the issuer’s right to borrow from the Treasury; and others are supported only by the credit of the issuing government agency or entity.  These agencies and entities include, but are not limited to: Federal Home Loan Bank, Federal Home Loan Mortgage Corporation (Freddie Mac), Federal National Mortgage Association (Fannie Mae), Tennessee Valley Authority, and Federal Farm Credit Bank System.

When-Issued, Forward Commitments and Delayed Settlements

The Fund may purchase and sell securities on a when-issued, forward commitment or delayed settlement basis. In this event, the Fund’s custodian will segregate liquid assets equal to the amount of the commitment in a separate account. Normally, the custodian will set aside portfolio securities to satisfy a purchase commitment. In such a case, the Fund subsequently may be required to segregate additional assets in order to assure that the value of the account remains equal to the amount of the Fund’s commitment. It may be expected that the Fund’s net assets will fluctuate to a greater degree when it sets aside portfolio securities to cover such purchase commitments than when it sets aside cash.

The Fund does not intend to engage in these transactions for speculative purposes but only in furtherance of its investment objectives. Because the Fund will segregate liquid assets to satisfy its purchase commitments in the manner described, the Fund’s liquidity and the ability of the Adviser to manage them may be affected in the event the Fund’s forward commitments, commitments to purchase when-issued securities and delayed settlements ever exceeded 15% of the value of its net assets.

The Fund will purchase securities on a when-issued, forward commitment or delayed settlement basis only with the intention of completing the transaction. If deemed advisable as a matter of investment strategy, however, the Fund may dispose of or renegotiate a commitment after it is entered into, and may sell securities it has committed to purchase before those securities are delivered to the Fund on the settlement date. In these cases the Fund may realize a taxable capital gain or loss. When the Fund engages in when-issued, forward commitment and delayed settlement transactions, it relies on the other party to consummate the trade. Failure of such party to do so may result in the Fund incurring a loss or missing an opportunity to obtain a price credited to be advantageous.

The market value of the securities underlying a when-issued purchase, forward commitment to purchase securities, or a delayed settlement and any subsequent fluctuations in their market value is taken into account when determining the market value of the Fund starting on the day the Fund agrees to purchase the securities. A Fund does not earn interest on the securities it has committed to purchase until it has paid for and delivered on the settlement date.

Derivative Instruments

The Fund may, but is not required to, use derivative instruments for risk management purposes or as part of its investment strategy.  Generally, derivatives are financial contracts whose value depends upon, or is derived from, the value of an underlying asset.  The adviser may decide not to employ any of these strategies and there is no assurance that any derivative strategy used by the Fund will succeed.  Derivatives involve special risks, including possible default by the other party to the transaction, illiquidity, difficulties in valuation, leverage risk and the risk that the use of derivatives could result in significantly greater losses or lower income or gains than if they had not been used.  Several types of derivative instruments in which the Fund may invest are described in more detail below.  However, the Fund is not limited to investment in these instruments.  

1.

Futures Contracts.  Futures transactions involve a Fund buying or selling futures contracts.  A futures contract is an agreement between two parties to buy and sell a particular security, commodity, currency or other asset, or group or index of securities, commodities, currencies or other assets, for a specified price on a specified future date.  A futures contract creates an obligation by the seller to deliver and the buyer to take delivery of the type of instrument or cash (depending on whether the contract calls for physical delivery or cash settlement) at the time and in the amount specified in the contract.  Although many futures contracts call for the delivery (or acceptance) of the specified instrument, futures are usually closed out before the settlement date through the purchase (or sale) of a comparable contract.  If the price of the sale of the futures contract by the Fund is less than the price of the offsetting purchase, the Fund will realize a loss.  A futures sale is closed by purchasing a futures contract for the same aggregate amount of the specific type of financial instrument or commodity and with the same delivery date.  Similarly, the closing out of a futures purchase is closed by the purchaser selling an offsetting futures contract.  

2.

Options.  Options transactions may involve the Fund’s buying or writing (selling) options on securities, futures contracts, securities indices (including futures on securities indices) or currencies.  The Fund may engage in these transactions either to enhance investment return or to hedge against changing in the value of other assets that it owns or intends to acquire.  

3.

Swap Transactions. The Fund may enter into a variety of swap agreements, including but not limited to, interest rate, index, commodity, equity-linked, credit default, credit-linked and currency exchange swaps.  Depending on the structure of the swap agreement, the Fund may enter into swap transactions to preserve a return or spread on a particular investment or portion of its portfolio, to gain exposure to one or more securities, currencies, commodities, or interest rates, to protect against or attempt to take advantage of currency fluctuations, to protect against any increase in the price of securities that the Fund anticipates purchasing at a later date, to efficiently gain exposure to certain markets, to add economic leverage to the Fund’s portfolio, or to shift the Fund’s investment exposure from one type of investment to another.  

4.

Credit Default Swaps.  The Fund may enter into credit default swap agreements, which may have as reference obligations one or more debt securities or an index of such securities.  In a credit default swap, one party (the protection buyer) is obligated to pay the other party (the protection seller) a stream of payments over the term of the contract, provided that no credit event, such as a default or a downgrade in credit rating, occurs on the reference obligation.  If a credit event occurs, the protection seller must generally pay the protection buyer the “par value” (the agreed upon notional value) of the referenced debt obligation in exchange for an equal face amount of deliverable reference obligations.  The Fund may be either the protection buyer or protection seller in a credit default swap.  

Securities with Equity and Debt Characteristics

The Fund may invest in securities that have a combination of equity and debt characteristics.  These securities may at times behave more like equity than debt or vice versa.  Some types of convertible bonds, preferred stocks, or other preferred securities automatically convert into common stocks or other securities at a stated conversion ratio and some may be subject to redemption at the option of the issuer at a predetermined price.  These securities, prior to conversion, may pay a fixed rate of interest or a dividend.  Because convertible securities have both equity and debt characteristics, their values vary in response to many factors, including the values of the securities into which they are convertible, general market and economic conditions and convertible market valuations, as well as changes in interest rates, credit spreads, and the credit quality of the issuer.  Convertible securities also include other securities, such as warrants, that provide an opportunity for equity participation.  

Investment Restrictions

Fundamental Investment Limitations.  The investment limitations described below have been adopted by the Trust with respect to the Fund and are fundamental (“Fundamental”), i.e., they may not be changed without the affirmative vote of a majority of the outstanding shares of the Fund.  As used in the Prospectus and the Statement of Additional Information, the term “majority” of the outstanding shares of a Fund means the lesser of:  (1) 67% or more of the outstanding shares of the Fund present at a meeting, if the holders of more than 50% of the outstanding shares of the Fund are present or represented at such meeting; or (2) more than 50% of the outstanding shares of the Fund. Other investment practices, which may be changed by the Board of Trustees without the approval of shareholders to the extent permitted by applicable law, regulation or regulatory policy, are considered non-fundamental (“Non-Fundamental”).


1.

Borrowing Money.  The Fund will not borrow money, except:  (a) from a bank, provided that immediately after such borrowing there is an asset coverage of 300% for all borrowings of the Fund; or (b) from a bank or other persons for temporary purposes only, provided that such temporary borrowings are in an amount not exceeding 5% of the Fund’s total assets at the time when the borrowing is made.  This limitation does not preclude the Fund from entering into reverse repurchase transactions, provided that the Fund has an asset coverage of 300% for all borrowings and repurchase commitments of the Fund pursuant to reverse repurchase transactions.


2.

Senior Securities. The Fund will not issue senior securities.  This limitation is not applicable to activities that may be deemed to involve the issuance or sale of a senior security by the Fund, provided that the Fund’s engagement in such activities is consistent with or permitted by the Investment Company Act of 1940, as amended, the rules and regulations promulgated thereunder or interpretations of the SEC or its staff.


3.

Underwriting.  The Fund will not act as underwriter of securities issued by other persons.  This limitation is not applicable to the extent that, in connection with the disposition of portfolio securities (including restricted securities), the Fund may be deemed an underwriter under certain federal securities laws.


4.

Real Estate.  The Fund will not purchase or sell real estate.  This limitation is not applicable to investments in marketable securities that are secured by or represent interests in real estate.  This limitation does not preclude the Fund from investing in mortgage-related securities or investing in companies engaged in the real estate business or that have a significant portion of their assets in real estate (including real estate investment trusts).


5.

Commodities.  The Fund will not purchase or sell commodities unless acquired as a result of ownership of securities or other investments.  This limitation does not preclude the Fund from purchasing or selling options or futures contracts, from investing in securities or other instruments backed by commodities or from investing in companies, which are engaged in a commodities business or have a significant portion of their assets in commodities.


6.

Loans.  The Fund will not make loans to other persons, except:  (a) by loaning portfolio securities (limited at any given time to no more than one-third of the Fund’s total assets); (b) by engaging in repurchase agreements; or (c) by purchasing nonpublicly offered debt securities.  For purposes of this limitation, the term “loans” shall not include the purchase of a portion of an issue of publicly distributed bonds, debentures or other securities.


7.

Concentration.  The Fund will not invest 25% or more of its total assets in a particular industry or group of industries.  The Fund will not invest 25% or more of its total assets in any investment company that concentrates.  This limitation is not applicable to investments in obligations issued or guaranteed by the U.S. government, its agencies and instrumentalities or repurchase agreements with respect thereto.


8.

Diversification.The Fund will invest in the securities of any issuer only if, immediately after such investment, at least 75% of the value of the total assets of the Fund will be invested in cash and cash items (including receivables), Government securities, securities of other investment companies, and other securities for the purposes of this calculation limited in respect of any one issuer to an amount (determined immediately after the latest acquisition of securities of the issuer) not greater in value than 5% of the value of the total assets of the Fund and to not more than 10% of the outstanding voting securities of such issuer.


With respect to the percentages adopted by the Trust as maximum limitations on its investment policies and limitations, an excess above the fixed percentage will not be a violation of the policy or limitation unless the excess results immediately and directly from the acquisition of any security or the action taken.  This paragraph does not apply to the borrowing policy set forth in paragraph 1 above.


Notwithstanding any of the foregoing limitations, any investment company, whether organized as a trust, association or corporation, or a personal holding company, may be merged or consolidated with or acquired by the Trust, provided that if such merger, consolidation or acquisition results in an investment in the securities of any issuer prohibited by said paragraphs, the Trust shall, within ninety days after the consummation of such merger, consolidation or acquisition, dispose of all of the securities of such issuer so acquired or such portion thereof as shall bring the total investment therein within the limitations imposed by said paragraphs above as of the date of consummation.


Non-Fundamental.  The following limitations have been adopted by the Trust with respect to the Fund and are Non-Fundamental (see “Investment Limitations - Fundamental” above).


1.

Pledging.  The Fund will not mortgage, pledge, hypothecate or in any manner transfer, as security for indebtedness, any assets of the Fund except as may be necessary in connection with borrowings described in limitation (1) above.  Margin deposits, security interests, liens and collateral arrangements with respect to transactions involving options, futures contracts, short sales and other permitted investments and techniques are not deemed to be a mortgage, pledge or hypothecation of assets for purposes of this limitation.


2.

Borrowing.  The Fund will not purchase any security while borrowings (including reverse repurchase agreements) representing more than one-third of its total assets are outstanding.  


3.

Margin Purchases.  The Fund will not purchase securities or evidences of interest thereon on “margin.”  This limitation is not applicable to short-term credit obtained by the Fund for the clearance of purchases and sales or redemption of securities, or to arrangements with respect to transactions involving options, or futures contracts.


4.

Illiquid Investments.  The Fund will not invest 15% or more of its net assets in securities for which there are legal or contractual restrictions on resale and other illiquid securities.

5.

Short Sales.  The Fund will not make short sales of securities.

6.

The Fund has adopted a policy to invest at least 80% of its assets (defined as net assets plus the amount of any borrowing for investment purposes) in securities of companies that the portfolio managers believe are environmentally responsible and sustainable, as defined in the prospectus, including not more than 5% of the total value of the Fund in pure play renewable energy.  The Fund has also adopted a policy to invest invests at least 80% of its assets in companies with at least $250 million market capitalization.  Shareholders of the Fund will be provided with at least 60 days prior notice of any change in the Fund’s 80% policy. The notice will be provided in a separate written document containing the following, or similar, statement, in boldface type: "Important Notice Regarding Change in Investment Policy." The statement will also appear on the envelope in which the notice is delivered, unless the notice is delivered separately from other communications to the shareholder.


9.

The Fund has adopted a policy to invest in at least three different countries and invest at least 40% of its assets (defined as net assets plus the amount of any borrowing for investment purposes) in securities of foreign issuers.

 




 MANAGEMENT OF THE FUND

Leadership Structure.The Trust is led by Mr. Samuel J. Saladino, III, who has served as the President (principal executive officer) of the Trust, since the Trust’s inception.  Mr. Saladino is an interested person by virtue of his position of Chief Executive Officer of the Fund’s investment adviser.  The Board of Trustees is comprised of Mr. Saladino and three Independent Trustees (i.e. those who are not "interested persons" of the Trust, as defined under the 1940 Act).  The Trust does not have a Lead Independent Trustee, but governance guidelines provide that Independent Trustees will have an opportunity to meet in executive session at each Board meeting and more frequently if needed.  The Trust has an Audit Committee with a separate chair.  The Trust does not have a Nominating Committee, but the Audit Committee performs the duties of a nominating committee when and if necessary.  Under the Trust’s Declaration of Trust, By-Laws and governance guidelines, the President of the Board is generally responsible for (a) presiding over board meetings, (b) setting the agendas for these meetings and (c) providing information to board members in advance of each board meeting and between board meetings.  Generally, the Trust believes it best to have a single leader who is seen by shareholders, business partners and other stakeholders as providing strong leadership.  The Trust and the Fund’s Trustees believe that its President, who has knowledge of the day-to-day operations of the Fund, together with the Audit Committee and the full Board of Trustees, provide effective leadership that is in the best interests of the Trust, the Fund and each shareholder.  This arrangement provides for the most efficient oversight of the Fund’s activities.

Board Risk Oversight.   The Board is responsible for overseeing risk management, and the full Board regularly engages in discussions of risk management and receives compliance reports that inform its oversight of risk management from Ms. C. Elizabeth Fahy in her role as Chief Compliance Officer at meetings and on an ad hoc basis, when and if necessary.  The Audit Committee considers financial and reporting risk within its area of responsibilities.  Generally, the Board believes that its oversight of material risks is adequately maintained through the compliance-reporting chain where the Chief Compliance Officer is the primary recipient and communicator of such risk-related information.

Trustee Qualifications.  Generally, the Trust has concluded that each Trustee is competent to serve because of their individual overall merits including (i) experience, (ii) qualifications, (iii) attributes and (iv) skills. Mr. Samuel J. Saladino, III is the Chief Executive Officer of the Fund's investment adviser and a portfolio manager of the Fund.  Mr. Saladino started the Adviser in 2005 and, prior to that, had 10 years of financial planning experience.  He designed the FFV Scorecard used to socially screen the investment made by each of the Epiphany FFV Funds.  Mr. Saladino is active with many social and Catholic charities and these relationships benefit the Fund by developing relationships with potential investors and understanding the market for the Fund.  Dr. William Reichenstein is a professor of Investment at Hankamer School of Business at Baylor University, a position he has held since 1990.  Dr. Reichenstein has extensive knowledge regarding the design, promotion and compliance associated with various financial products.  He has also served as an independent director of another mutual fund complex.  Dr. Reichenstein’s experience is beneficial in analyzing Fund and Board actions compared to actions taken throughout the industry generally.  Mr. Robert J. Mitchell is a Principal and Board member of Mitchell &Moroneso Insurance Services, Inc., a position he has held since 1988.  Mr. Mitchell's experience in the insurance industry is beneficial to the Board when considering insurance and liability issues.  He also has experience with other financial products which is beneficial in analyzing the marketing and promotion of the Fund.  Mr. J. Kenneth Dalton is currently retired.  However, he has served on the Board of several organizations, including two large mutual fund complexes and his experience as a board member to those complexes provides the Board with insight to industry practices and procedures.  Mr. Dalton also has contacts within the financial community and Catholic organizations that benefit the marketing of the Fund.

 The Trust does not believe any one factor is determinative in assessing a Trustee’s qualifications, but that collective experience of each Trustee makes them highly qualified. The following table provides information regarding each Trustee who is not an “interested person” of the Trust, as defined in the 1940 Act.

The following table provides information regarding each Trustee who is not an “interested person” of the Trust, as defined in the Investment Company Act of 1940, as amended.

Name, Address and Age

Position(s) Held with the Fund

Term of Office/Length of  Time Served

Principal Occupation(s) During Past 5 Years

Number of Portfolios in Fund Complex Overseen by Trustee1

Other Directorships Held by Trustee For the Last 5 Years

Robert J. Mitchell

306 W. 7th Street

Suite 888

Fort Worth, Texas  76102

Age:  64

Trustee

Indefinite/

Dec.1, 2006- present

Insurance Producer, Mitchell &Moroneso Insurance Services, Inc., since 1988.  

5

Principal, Board Member, Mitchell  &Moroneso IS, Inc.

William Reichenstein

Baylor University

Hankamer School of Business

Waco, Texas 76798

Age: 60

Trustee

Indefinite/

Dec.1, 2006 - present

Professor of Investments, Baylor University, since 1990.

Principal, Retiree, Inc. since 2008.

5

Independent Director, CM Advisors Family of Funds

J. Kenneth Dalton

3613 Lands End St., Fort Worth, Texas 76109

Age: 71

Trustee

Indefinite/ June 2009 - present

Retired

5

Independent Director, Rydex Mutual Funds and Rydex Variable Annuities;

Independent Director, AA Sleeper Cab Co.

1The “Fund Complex” consists of the Epiphany FFV Fund, the Epiphany FFV Strategic Income Fund,Dana Large Cap Core Fund,Epiphany FFV Latin America Fund and the Epiphany FFV Global Ecologic Fund.

The following table provides information regarding each Trustee who is an “interested person” of the Trust, as defined in the Investment Company Act of 1940, as amended, and each officer of the Trust.


Name, Address and Age

Position(s) Held with the Fund

Term of Office/ Length of  Time Served

Principal Occupation(s) During Past 5 Years

Number of Portfolios in Fund Complex Overseen by Trustee1

Other Directorships Held by Trustee For the Last 5 Years

Samuel J. Saladino, III 2

106 Decker Ct.,

Suite 226

Irving, TX 75062

Age: 39

President,  Chairman and Trustee

Indefinite/ Dec. 2006  – present (Trustee since Sept. 2006)

Chief Executive Officer, Trinity Fiduciary Partners, LLC, investment adviser, since 2005.  Owner, Ameriprise, financial planning, (1995-2004).

5

None

C. Elizabeth Fahy

106 Decker Ct.,

Suite 226

Irving, TX 75062

Age: 36

General Counsel, Secretary and Chief Compliance Officer

Indefinite/ Nov. 2011- present (General Counsel and Secretary since Sept. 2012)

Chief Compliance Officer, Epiphany Funds since 2011.  Attorney, U.S. Dept. of Labor, (2002-2010), Attorney, U.S. Securities & Exchange Commission (2000-2002).

N/A

N/A

Nancy P. Benson

106 Decker Ct.

Suite 226

Irving, TX75062

Age: 41

Treasurer

Indefinite / May 2012-present

President of Trinity Fiduciary Partners, LLC (since2010), Managing Director of Treasury and Investor Relations of Pier 1 Imports (2002-2010).

N/A

N/A

1 The “Fund Complex” consists of the Epiphany FFV Fund, the Epiphany FFV Strategic Income Fund, Dana Large Cap Core Fund, the Epiphany FFV Latin America Fund and the Epiphany FFV Global Ecologic Fund.

2 Samuel J. Saladino, III is considered an “Interested” Trustee as defined in the Investment Company Act of 1940, as amended, because he is an officer of the Trust and Chief Executive Officer of the Fund’s investment adviser.

The Trust’s audit committee consists of Robert J. Mitchell, William Reichenstein, and J. Kenneth Dalton.  The audit committee is responsible for (i) overseeing the accounting and financial reporting policies and practices of the Fund, their internal controls and, as appropriate, the internal controls of certain service providers; (ii) overseeing the quality and objectivity of the Fund’sfinancial statements and the independent audit of the financial statements; and (iii) acting as a liaison between the Fund’s independent auditors and the full Board of Trustees.  None of the audit committee members are “Interested” as defined in the Investment Company Act of 1940, as amended.  For the fiscal year ended October 31, 2012 the Audit Committee met twice.

The Fund has not commenced operations so the Trustees did not own shares of the Fund as of October 31, 2012.  As of October 31, 2012, the Trustees beneficially owned the following amounts in the Fund and Trust:

Name of Trustee

Dollar Range of Fund Shares Owned

Aggregate Dollar Range of Securities in Trust1

Robert J. Mitchell

None

None

William Reichenstein

None

[     ]

Samuel J. Saladino, III

None

[     ]

J. Kenneth Dalton

None

None


1The Trust consists of the Epiphany FFV Fund, the Epiphany FFV Strategic Income Fund, Dana Large Cap Core Fund, Epiphany FFV Latin America Fund and Epiphany FFV Global Ecologic Fund.

The following table describes the compensation paid to the Trustees for the Trust’s fiscal year ended October 31, 2012.  Trustees of the Fund who are deemed “interested persons” of the Trust receive no compensation from the Fund.

Name of Trustee

Aggregate Compensation from the Epiphany Funds

Total Compensation from Trust1

Robert J. Mitchell

[]

[     ]

William Reichenstein

[     ]

[     ]

Samuel J. Saladino, III

None

None

J. Kenneth Dalton

[     ]

[     ]


1TheTrust consists of the Epiphany FFV Fund, the Epiphany FFV Strategic Income Fund, Dana Large Cap Core Fund,Epiphany FFV Latin America Fund and Epiphany FFV Global Ecologic Fund.

 CODE OF ETHICS

Pursuant to the requirements of Rule 17j-1 under the Investment Company Act of 1940, as amended, and in order to protect against certain unlawful acts, practices and courses of business by certain individuals or entities related to the Fund, the Trust, the Underwriter, the Adviser and the Sub-Adviser have adopted a Code of Ethics and procedures for implementing the provisions of the Code. The personnel of the Fund, the Underwriter, the Adviser and the Sub-Adviser are subject to the code of ethics when investing in securities that may be purchased, sold or held by the Fund.

 SALES CHARGES

Dealer Commissions

The principal underwriter may, from time to time, at its own expense, provide additional incentives to investment dealers which employ registered representatives who sell shares of the Fund and/or shares of other funds distributed by the principal underwriter.  In some instances, such additional incentives may be offered only to certain investment dealers whose representatives sell or are expected to sell significant amounts of shares.  In addition, the principal underwriter may from time to time increase or decrease the sales commissions payable to investment dealers.  The principal underwriter may allow, upon notice to all investment dealers with whom it has agreements, discounts up to the full sales charge during the periods specified in the notice.  During periods when the discount includes the full sales charge, such investment dealers may be deemed to be underwriters as that term is defined in the Securities Act of 1933.

Statement of Intention

If it is anticipated that $50,000 or more of Class A shares will be purchased within a 13-month period, the Statement of Intention section of the account application should be completed so that shares may be obtained at the same reduced sales charge as though the total quantity were invested in one lump sum.  Shares eligible for the right of accumulation (see below) as of the date of the Statement and purchased during the 13-month period will be included toward the completion of the Statement.  If you make a Statement of Intention, the transfer agent is authorized to hold in escrow sufficient shares (5% of the dollar amount specified in the Statement) which can be redeemed to make up any difference in sales charge on the amount intended to be invested and the amount actually invested.  A Statement of Intention does not obligate the shareholder to purchase or the Fund to sell the full amount indicated in the Statement.

If the amount actually purchased during the 13-month period is less than that indicated in the Statement, the shareholder will be requested to pay the difference between the sales charge applicable to the shares purchased and the sales charge paid under the Statement of Intention.  If the payment is not received in 20 days, the appropriate number of escrowed shares will be redeemed in order to realize such difference.  If the total purchases during the 13-month period are large enough to qualify for a lower sales charge than that applicable to the amount specified in the Statement, all transactions will be computed at the expiration date of the Statement to give effect to the lower sales charge.  Any difference will be refunded to the shareholder in cash or applied to the purchase of additional shares, as specified by the shareholder.  This refund will be made by the investment dealer and the principal underwriter.  If at the time of the recomputation, the investment dealer for the account has changed, the adjustment will be made only on those shares purchased through the current investment dealer for the account.

Right of Accumulation

Under the right of accumulation, the applicable sales charge level is calculated by aggregating the dollar amount of the current purchase and the value (calculated at the maximum current offering price) of any Class A, Class C and/or Class N shares of the Fund.  The sales charge on the shares being purchased will then be applied at the rate applicable to the aggregate amount of the purchase.  Shares purchased by an individual, his or her spouse and their children under the age of twenty-one, including shares held for the benefit of any such persons in trust or fiduciary accounts (including retirement accounts) or omnibus or “street name” accounts, will be combined for the purpose of determining whether a purchase will qualify for the right of accumulation and if qualifying, the applicable sales charge level.  For any such discount to be made available at the time of purchase a purchaser or his or her investment dealer must provide the principal underwriter (in the case of a purchase made through an investment dealer) or the transfer agent (in the case of an investment made by mail) with sufficient information to permit verification that the purchase order qualifies for the accumulation privilege.  Confirmation of the order is subject to such verification.  The right of accumulation privilege may be amended or terminated at any time as to purchases occurring thereafter.

Tax-Deferred Retirement Plans

Class A and Class C shares are available for purchase in connection with certain tax-deferred retirement plans.  Detailed information concerning these plans, including certain exceptions to minimum investment requirements, and copies of the plans are available from the principal underwriter.  This information should be read carefully and consulting with an attorney or tax adviser may be advisable.  The information sets forth the service fee charged for retirement plans and describes the federal income tax consequences of establishing a plan.  Participant accounting services (including trust fund reconciliation services) will be offered only through third party recordkeepers and not by the principal underwriter.  Under all plans, dividends and distributions will be automatically reinvested in additional shares.

 DISTRIBUTION PLANS

The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, for its Class A shares (the “Class A Plan”), its Class C shares (the “Class C Plan”) and the Class N shares (the "Class N Plan") collectively (the “Plans”).  Each Plan permits the Fund to pay the Adviser for certain distribution and promotion expenses related to marketing shares of the Fund. The amount payable annually under the Class A Plan is 0.25% of the average daily net assets of Class A shares.  The amount payable annually under the Class C Plan is 1.00% of the average daily net assets of Class C shares (of which up to 0.75% is a distribution fee and up to 0.25% is a service fee).  The amount payable annually under the Class N Plan is 0.25% of the average daily net assets of Class N shares.


Under the Plans, the Trust may engage in any activities related to the distribution of shares of the Fund, including without limitation the following: (a) payments, including incentive compensation, to securities dealers or other financial intermediaries, financial institutions, investment advisers and others that are engaged in the sale of shares of the Fund, or that may be advising shareholders of the Trust regarding the purchase, sale or retention of shares of the Fund; (b) expenses of maintaining personnel (including personnel of organizations with which the Trust has entered into agreements related to the Plans) who engage in or support distribution of shares of the Fund; (c) costs of preparing, printing and distributing Prospectus and statements of additional information and reports of the Fund for recipients other than existing shareholders of the Fund; (d) costs of formulating and implementing marketing and promotional activities, including, but not limited to, sales seminars, direct mail promotions and television, radio, newspaper, magazine and other mass media advertising; (e) costs of preparing, printing and distributing sales literature; (f) costs of obtaining such information, analyses and reports with respect to marketing and promotional activities as the Trust may, from time to time, deem advisable; and (g) costs of implementing and operating the Plans.


The Class C Plan also authorizes the payment of service fees to the principal underwriter, investment dealers and other persons in amounts not exceeding 0.25% of the average daily net assets of Class C shares for personal services, and/or the maintenance of shareholder accounts.  The Fund may compensate securities dealers or other financial intermediaries, financial institutions, investment advisers and others that (a) hold Class C shares for shareholders in omnibus accounts or as shareholders of record or provide shareholder support or administrative services to the Fund and its shareholders or (b) render shareholder support services not otherwise provided by the Fund’s transfer agent, including, but not limited to, allocated overhead, office space and equipment, telephone facilities and expenses, answering routine inquiries regarding the Fund, processing shareholder transactions, and providing such other shareholder services as the Trust may reasonably request.


The Trustees expect that the Plans could significantly enhance the Fund’s ability to expand the distribution of its shares.  It is also anticipated that an increase in the size of the Fund will produce economies of scale that benefit the shareholders, facilitate more efficient portfolio management, and assist the Fund in seeking to achieve their investment objectives.


Each Plan has been approved by the Trust’s Board of Trustees, including a majority of the Trustees who are not “interested persons” of the Trust and who have no direct or indirect financial interest in the Plan or any related agreement, by a vote cast in person.  Continuation of each Plan and the related agreements must be approved by the Trustees annually, in the same manner, and the Plan or any related agreement may be terminated at any time without penalty by a majority of such independent Trustees or by a majority of the outstanding shares of the Fund.  Any amendment increasing the maximum percentage payable under a Plan or other material change must be approved by a majority of the outstanding shares of the Fund, and all other material amendments to a Plan or any related agreement must be approved by a majority of the independent Trustees.  The Fund has not commenced operations so it has not expended distribution expenses in the last fiscal year.  


 CONTROL PERSONS AND PRINCIPAL HOLDERS OF SECURITIES

The Epiphany FFV Global Ecologic Fund has not commenced operations as of the date of this SAI.  Accordingly, as of December 31, 2012, there were no shareholders who owned of record or beneficially more than 5% of the outstanding shares of the Fund.  Shareholders owning more than 25% of the shares of the Fund are considered to “control” the Fund as that term is defined under the Investment Company Act of 1940, as amended.  Persons controlling the Fund can determine the outcome of any proposal submitted to the shareholders for approval, including changes to the Fund’s fundamental policies or the terms of the management agreement with the Adviser.  

MANAGEMENT OWNERSHIP

The Epiphany FFV Global Ecologic Fund has not commenced operations as of the date of this SAI.  Accordingly, as of December 31, 2012, the Trustees and officers did not own of record or beneficially any shares of the Fund.  

 INVESTMENT ADVISORY AND OTHER SERVICES

Investment Adviser

The trustees selected Trinity Fiduciary Partners, LLC as the investment adviser to the Fund.  As managing member and owner of a controlling interest, Samuel J. Saladino, III retains control over the operations of the Adviser.  Trinity Fiduciary Partners, LLC is an investment advisory company registered with the U.S. Securities and Exchange Commission.  It is a Texas Limited Liability Company that was founded in 2005.  Trinity’s current advisory activities consist of providing investment supervisory services to the Epiphany Funds Trust;investment screening; investment supervisory services for separate account clients; and consulting with individuals and institutions.  Samuel J. Saladino, III is Chief Executive Officer of Trinity.  As of [December 31, 2012], Trinity had $[      ] million in assets under management.


Under the terms of the management agreement (the “Agreement”), the Adviser, subject to the supervision of the Board of Trustees of the Trust, provides or arranges to be provided to the Fund such investment advice as its deems advisable and will furnish or arrange to be furnished a continuous investment program for the Fund consistent with the Fund’s investment objective and policies.  As compensation for its management services, the Fund is obligated to pay the Adviser a fee computed and accrued daily and paid monthly in arrears at an annual rate of 0.80% of the average daily net assets of the Epiphany FFV GlobalEcologic Fund.  The Fund has not commenced operations so the Adviser has not received any advisory fees.

The Agreement has continued for an initial term of two years, and has continued on a year-to-year basis thereafter, provided that continuance is approved at least annually by specific approval of the Board of Trustees or by vote of the holders of a majority of the outstanding voting securities of the Funds. In either event, it must also be approved by a majority of the Trustees who are neither parties to the agreement nor interested persons as defined in the Investment Company Act of 1940, as amended, at a meeting called for the purpose of voting on such approval.  The Agreement may be terminated at any time without the payment of any penalty by the Board of Trustees or by vote of a majority of the outstanding voting securities of the Fund on not more than 60 days written notice to the Adviser. In the event of its assignment, the Agreement will terminate automatically.

Sub-Adviser

The Adviser has contracted with a sub-adviser, Ecologic Advisors, Inc. (“Ecologic Advisors”), to provide portfolio management for the Fund.  Ecologic Advisors, located at 40 Exchange Place, Suite 2010, New York, NY 10005, is a NYS registered investment advisory firm, was founded in 2005.  Ecologic manages approximately $[XX] million for individuals and businesses.  Ecologic Advisors provides portfolio management for environmental investors and is focused on investments in environmental solutions.  


Under the terms of the sub-advisory agreement (the “Sub-Advisory Agreement”), Ecologic Advisors, subject to the supervision of the Adviser and Board of Trustees of the Trust, provides or arranges to be provided to the Fund such investment advice as its deems advisable and will furnish or arrange to be furnished a continuous investment program for the Fund consistent with the Fund’s investment objective and policies.  The Adviser, not the Fund, pays Ecologic Advisors an annual fee of0.40% of the average daily net assets of the Epiphany FFV Ecologic Fund.


The Sub-Advisory Agreement will continue for an initial term of two years, and on a year-to-year basis thereafter, provided that continuance is approved at least annually by specific approval of the Board of Trustees or by vote of the holders of a majority of the outstanding voting securities of the Fund. In either event, it must also be approved by a majority of the Trustees who are neither parties to the agreement nor interested persons as defined in the Investment Company Act of 1940, as amended, at a meeting called for the purpose of voting on such approval.  The Agreement may be terminated at any time without the payment of any penalty by the Board of Trustees or by vote of a majority of the outstanding voting securities of the Fund on not more than 60 days written notice to the Adviser. In the event of its assignment, the Agreement will terminate automatically.





Portfolio Management

Both of the Portfolio Managers are also responsible for managing other account portfolios in addition to the Fund.  Management of other accounts in additions to the Fund can present certain conflicts of interest, including those associated with different fee structures and various trading practices.  The Adviser has implemented specific policies and procedures to address any potential conflicts.  

The Adviser and Sub-Adviser manage certain accounts, including private investment funds for which part of its fee is based on the performance of the account/fund (“Performance Fee Accounts”).  As a result of the performance based fee component, the Adviser may receive additional revenue related to the Performance Fee Accounts.  Neither of the Portfolio Managers receives any direct incentive compensation related to their management of the Performance Fee Accounts; however, revenues from Performance Fee Accounts management will impact the resources available to compensate Portfolio Managers and all staff.  

The following tables indicate the number of accounts and assets under management (in millions) for each type of account as of October 31, 2012.

Samuel J. Saladino, III, Portfolio Manager, Epiphany FFV GlobalEcologic Fund.

 

Number of Accounts

Assets Under Management

Account Type

Total

Subject to a Performance Fee

Total

Subject to a Performance Fee

Registered Investment Companies

2

0

[     ]

0

Other Pooled Investment Vehicles

0

0

0

0

Other Accounts

58

0

[     ]

0


Frank Morris, Portfolio Manager, Epiphany FFV GlobalEcologic Fund

 

Number of Accounts

Assets Under Management

Account Type

Total

Subject to a Performance Fee

Total

Subject to a Performance Fee

Registered Investment Companies

1

0

[   ]

0

Other Pooled Investment Vehicles

0

0

0

0

Other Accounts

[  ]

[  ]

[   ]

[   ]


The Adviser and Sub-Adviser do not believe that any material conflicts of interest exist as a result of the portfolio managers advising the Fund and the other accounts listed above.  However, actual or apparent conflicts of interest may arise in connection with the day-to-day management of the Fund and other accounts.  The management of the Fund and other accounts may result in unequal time and attention being devoted to the Fund and other accounts.   Another potential conflict of interest may arise where another account has the same investment objective as one of the Fund, whereby the portfolio manager could favor one account over another.  Further, a potential conflict could include a portfolio manager’s knowledge about the size, timing and possible market impact of Fund trades, whereby he could use this information to the advantage of other accounts and to the disadvantage of the Fund.  These potential conflicts of interest could create the appearance that a portfolio manager is favoring one investment vehicle over another.


Both portfolio managers are paid by their adviser a competitive base salary based on experience, external market comparison to similar positions, and other business factors.  As an owner of the Adviser, Mr. Saladino’s total compensation includes a salary and a portion of the Adviser's profits.


The Fund has not commenced operations so the Portfolio Managers did not own any securities in the Fund as of the fiscal year ended October 31, 2012.  

Custodian

The Huntington National Bank, 7 Easton Oval, Columbus, Ohio, 43219, serves as custodian (“Custodian”) to the Fund.  The Custodian acts as the Fund’s depository, provides safekeeping of its portfolio securities, collects all income and other payments with respect thereto, disburses funds at the Fund’s request and maintains records in connection with its duties.


Fund Services


Mutual Shareholder Services, LLC (“MSS” or “Transfer Agent” or “Fund Accounting Agent” or “Administrator”), provides the Fund with transfer agent, accounting, compliance and administrative services.  MSS is located at 8000 Town Centre Drive, Suite 400, Broadview Heights, Ohio 44147.  MSS maintains the records of the shareholder's account, answers shareholders' inquiries concerning their accounts, processes purchases and redemptions of the Fund’s shares, acts as dividend and distribution disbursing agent and performs other transfer agent and shareholder service functions.  In addition, MSS provides the Fund with fund accounting services, which includes certain monthly reports, record-keeping and other management-related services, administrative services, and compliance services.  The Fund has not commenced operations so MSS has not earned fees for services to the Fund.  


Independent Registered Public Accounting Firm


The firm of Sanville& Company (“Auditors”),1514 Old York Road, Abington, PA 19001, has been selected as independent registered public accounting firm for the Fund for the fiscal year ending October 31, 2013.  Sanville& Company will perform an annual audit of the Fund’s financial statements and provides financial, tax and accounting services as requested.


Legal Counsel


Thompson Hine LLP (“Legal Counsel”), 41 S. High Street, 17th Floor, Columbus, Ohio 43215, serves as counsel for the Trust and the independent Trustees.


Distributor


Effective February 16, 2012, Rafferty Capital Markets, LLC, ("Distributor"), 59 Hilton Avenue, Garden City, NY 11530 serves as the principal underwriter of the Trust pursuant to a Distribution Agreement datedJanuary 17, 2012.  Unless otherwise terminated, the Distribution Agreement will continue in effect for successive annual periods if, as to the Trust, such continuance is approved at least annually by (i) by the Trust's Board of Trustees or by the vote of a majority of the outstanding shares of the Trust, and (ii) by the vote of a majority of the Trustees of the Trust who are not parties to the Distribution Agreement or interested persons (as defined in the 1940 Act) of any party to the Distribution Agreement, cast in person at a meeting called for the purpose of voting on such approval. The Distribution Agreement may be terminated in the event of any assignment, as defined in the 1940 Act. The Distributor is obligated to sell the shares of the Fund on a best efforts basis only against purchase orders for the shares. Shares of the Fund are offered to the public on a continuous basis.


The Distributor enters into selling agreements with intermediaries that solicit orders for the sale of shares, advertises and pays the costs of advertising, office space and the personnel involved in such activities.


The Fund has not commenced operations so the Distributor has not earned fees for services to the Fund.  


 BROKERAGE ALLOCATION AND OTHER PRACTICES

Subject to policies established by the Board of Trustees, the Adviser or Sub-Adviser is responsible for the Fund’s portfolio decisions and the placing of the Funds’ portfolio transactions.  In placing portfolio transactions, the Adviser or Sub-Adviser seeks the best qualitative execution for the Funds, taking into account such factors as price (including the applicable brokerage commission or dealer spread), the execution capability, financial responsibility and responsiveness of the broker or dealer and the brokerage and research services provided by the broker or dealer.  The Adviser or Sub-Adviser generally seeks favorable prices and commission rates that are reasonable in relation to the benefits received.  

The Adviser or Sub-Adviser is specifically authorized to select brokers or dealers who also provide brokerage and research services to the Funds and/or the other accounts over which the Adviser or Sub-Adviser exercises investment discretion, and to pay such brokers or dealers a commission in excess of the commission another broker or dealer would charge if the Adviser or Sub-Adviser determines in good faith that the commission is reasonable in relation to the value of the brokerage and research services provided.  The determination may be viewed in terms of a particular transaction or the Adviser’s or Sub-Adviser's overall responsibilities with respect to the Trust and to other accounts over which it exercises investment discretion.  The Adviser or Sub-Adviser may not give consideration to sales of shares of the Trust as a factor in the selection of brokers and dealers to execute portfolio transactions.  However, the Adviser or Sub-Adviser may place portfolio transactions with brokers or dealers that promote or sell the Fund’s shares so long as such placements are made pursuant to policies approved by the Board of Trustees that are designed to ensure that the selection is based on the quality of the broker’s execution and not on its sales efforts.

Research services include supplemental research, securities and economic analyses, statistical services and information with respect to the availability of securities or purchasers or sellers of securities, and analyses of reports concerning performance of accounts. The research services and other information furnished by brokers through whom the Fund effect securities transactions may also be used by the Adviser or Sub-Adviser in servicing all of its accounts.  Similarly, research and information provided by brokers or dealers serving other clients may be useful to the Adviser or Sub-Adviser in connection with its services to the Fund.  Although research services and other information are useful to the Fund and the Adviser or Sub-Adviser, it is not possible to place a dollar value on the research and other information received.  It is the opinion of the Board of Trustees and the Adviser or Sub-Adviser that the review and study of the research and other information will not reduce the overall cost to the Adviser or Sub-Adviser of performing its duties to the Funds under the Agreement.

Over-the-counter transactions will be placed either directly with principal market makers or with broker-dealers, if the same or a better price, including commissions and executions, is available.  Fixed income securities are normally purchased directly from the issuer, an underwriter or a market maker.  Purchases include a concession paid by the issuer to the underwriter and the purchase price paid to a market maker may include the spread between the bid and asked prices.

When the Fund and another of the Adviser’s or Sub-Adviser's clients seek to purchase or sell the same security at or about the same time, the Adviser may execute the transaction on a combined (“blocked”) basis.  Blocked transactions can produce better execution for the Fund because of the increased volume of the transaction. If the entire blocked order is not filled, the Fund may not be able to acquire as large a position in such security as it desires or it may have to pay a higher price for the security.  Similarly, the Fund may not be able to obtain as large an execution of an order to sell or as high a price for any particular portfolio security if the other client desires to sell the same portfolio security at the same time. In the event that the entire blocked order is not filled, the purchase or sale will normally be allocated on a pro rata basis.  The Adviser or Sub-Adviser may adjust the allocation when, taking into account such factors as the size of the individual orders and transaction costs, the Adviser or Sub-Adviser believes an adjustment is reasonable.

The Fund has not commenced operationsas of the date of this SAI so it has not paid brokerage commissions.  

PORTFOLIO TURNOVER

[sai002.gif]

  

The Fund’s portfolio turnover rate is calculated by dividing the lesser of purchases or sales of portfolio securities for the fiscal year by the monthly average of the value of the portfolio securities owned by theFund during the fiscal year. The calculation excludes from both the numerator and the denominator securities with maturities at the time of acquisition of one year or less. High portfolio turnover involves correspondingly greater brokerage commissions and other transaction costs, which will be borne directly by a Fund. A 100% turnover rate would occur if all of a Fund’s portfolio securities were replaced once within a one-year period.    The Fund has not commenced operations so the turnover rate cannot be calculated for the last fiscal year.

 DISCLOSURE OF PORTFOLIO HOLDINGS

The Fund is required to include a schedule of portfolio holdings in the annual and semi-annual reports to shareholders, which is sent to shareholders within 60 days of the end of the second and fourth fiscal quarters and which is filed with the Securities and Exchange Commission (the “SEC”) on Form N-CSR within 70 days of the end of the second and fourth fiscal quarters.  The Fund also is required to file a schedule of portfolio holdings with the SEC on Form N-Q within 60 days of the end of the first and third fiscal quarters.  The Fund may also list the “Top 10 Holdings” and other portfolio information on each Fund in “Fund Fact Sheets” (provided to advisors and other interested parties) quarterly within fifteen days of the end of each calendar quarter.The Fund must provide a copy of the complete schedule of portfolio holdings as filed with the SEC to any shareholder of the Fund, upon request, free of charge.  This policy is applied uniformly to all shareholders of the Fund without regard to the type of requesting shareholder (i.e., regardless of whether the shareholder is an individual or institutional investor).  The Fund may enter into ongoing arrangements to release portfolio holdings to rating agencies, such as Morningstar or Lipper, in order for the agencies to assign a rating or ranking to the Fund.  Portfolio holdings will be supplied to rating agencies no more frequently than quarterly and only after the Fund has filed a Form N-CSR or Form N-Q with the SEC.  

Pursuant to policies and procedures adopted by the Board of Trustees, the Fund has ongoing arrangements to release portfolio holdings information on a daily basis (with no lag time) to the Adviser, Transfer Agent, Fund Accounting Agent and Custodian and on an as needed basis to other third parties providing services to the Fund.   The Adviser, Sub-Adviser, Transfer Agent, Fund Accounting Agent and Custodian receive portfolio holdings information daily in order to carry out the essential operations of the Fund.   The Auditors and Legal Counsel receive portfolio holdings information in connection with their review of Forms N-CSR and N-Q.  The Fund discloses portfolio holdings to its proxy voting services (if applicable), printers, parties to merger and reorganization agreements and their agents, and prospective or newly hired investment advisers or sub-advisers.  The lag between the date of the information and the date on which the information is disclosed will vary based on the identity of the party to whom the information is disclosed.  For instance, the information may be provided to auditors within days of the end of an annual period, while the information may be given to legal counsel at any time.

The Fund, the Adviser, the Sub-Adviser, the Transfer Agent, the Fund Accounting Agent, the Custodian, the Auditors and Legal Counsel are prohibited from entering into any special or ad hoc arrangements with any person to make available information about the Fund’s portfolio holdings without the specific approval of the Board.  To address conflicts of interest between shareholders on the one hand and those of service providers on the other, any party wishing to release portfolio holdings information on an ad hoc or special basis must  submit any proposed arrangement to the Board, which will review the arrangement to determine (i) whether the arrangement is in the best interests of the Funds’ shareholders, (ii) the information will be kept confidential (based on the factors discussed below),  (iii) whether sufficient protections are in place to guard against personal trading based on the information, and (iv) whether the disclosure presents a conflict of interest between the interests of shareholders of the Fund and those of the Adviser or Sub-Adviser, or any affiliated person of the Fund or the Adviser or Sub-Adviser. Additionally, the Adviser or Sub-Adviser, and any affiliated persons of the Adviser or Sub-Adviser, are prohibited from receiving compensation or other consideration, for themselves or on behalf of the Fund, as a result of disclosing the Fund’s portfolio holdings.  The Fund’s Chief Compliance Officer monitors compliance with these procedures, and reviews their effectiveness on an annual basis.

Information disclosed to third parties, whether on an ongoing or ad hoc basis, is disclosed under conditions of confidentiality.  “Conditions of confidentiality” include (i) confidentiality clauses in written agreements, (ii) confidentiality implied by the nature of the relationship (e.g., attorney-client relationship), (iii) confidentiality required by fiduciary or regulatory principles (e.g., custody relationships) or (iv)  understandings or expectations between the parties that the information will be kept confidential.  The agreements with the Fund’s Adviser, Sub-Adviser, Transfer Agent, Fund Accounting Agent and Custodian contain confidentiality clauses, which the Board and these parties have determined extend to the disclosure of nonpublic information about the Fund’s portfolio holding and the duty not to trade on the non-public information.  The Fund believes, based upon its size and history, that these are reasonable procedures to (i) protect the confidentiality of the Fund’s portfolio holdings, (ii) provide sufficient protection against personal trading based on the information, and (iii) address conflicts of interest between shareholders on the one hand and those of service providers on the other.

 DETERMINATION OF SHARE PRICE AND PUBLIC OFFERING PRICE

The price (net asset value) and the public offering price (net asset value plus the applicable sales charge) of the shares of the Fund is determined at the close of trading (normally 4:00 p.m., Eastern time) on each day the New York Stock Exchange (“NYSE”) is open for business.  For a description of the methods used to determine the net asset value, see “Calculating Share Price” in the prospectus.

Equity securities generally are valued by using market quotations, but may be valued on the basis of prices furnished by a pricing service when the Adviser believes such prices accurately reflect the fair market value of such securities.  Securities that are traded on any stock exchange are generally valued by the pricing service at the last quoted sale price.  Securities traded on the NASDAQ over-the-counter market are generally valued at the NASDAQ Official Closing Price.  Lacking a last sale price or Official Closing Price, an equity security is generally valued by the pricing service at its last bid price.  When market quotations are not readily available, when the Adviser determines that the market quotation or the price provided by the pricing service does not accurately reflect the current market value, or when restricted or illiquid securities are being valued, such securities are valued as determined in good faith by the Adviser, in conformity with guidelines adopted by and subject to review of the Board of Trustees of the Trust.

Fixed income securities generally are valued by using market quotations, but may be valued on the basis of prices furnished by a pricing service when the Adviser or Sub-Adviser believes such prices accurately reflect the fair market value of such securities.  A pricing service utilizes electronic data processing techniques based on yield spreads relating to securities with similar characteristics to determine prices for normal institutional-size trading units of debt securities without regard to sale or bid prices.  If the Adviser or Sub-Adviser decides that a price provided by the pricing service does not accurately reflect the fair market value of the securities, when prices are not readily available from a pricing service, or when restricted or illiquid securities are being valued, securities are valued at fair value as determined in good faith by the Adviser or Sub-Adviser, in conformity with guidelines adopted by and subject to review of the Board of Trustees.  Short term investments in fixed income securities with maturities of less than 60 days when acquired, or which subsequently are within 60 days of maturity, are valued by using the amortized cost method of valuation, which the Board has determined will represent fair value.

REDEMPTION IN-KIND

The Fund does not intend to redeem shares in any form except cash.  However, if the amount redeemed is over the lesser of $250,000 or 1% of the Fund’s net asset value, the Fund has the right to redeem shares by giving the redeeming shareholder the amount that exceeds the lesser of $250,000 or 1% of the Fund’s net asset value in securities instead of cash.  In the event that an in-kind distribution is made, a shareholder may incur additional expenses, such as the payment of brokerage commissions, on the sale or other disposition of the securities received from the Fund.

TAX CONSEQUENCES

The Fund intends to qualify under Subchapter M of the Internal Revenue Code.  Under provisions of Sub-Chapter M of the Internal Revenue Code of 1986 as amended, the Fund, by paying out substantially all of its investment income and realized capital gains, intends to be relieved of federal income tax on the amounts distributed to shareholders. In order to qualify as a “regulated investment company” under Sub-Chapter M, at least 90% of a Fund’s income must be derived from dividends, interest and gains from securities transactions, and no more than 50% of a Fund’s total assets may be in two or more securities that exceed 5% of the total assets of the Fund at the time of each security’s purchase. Not qualifying under Subchapter M of the Internal Revenue Code would cause the Fund to be considered a personal holding company subject to normal corporate income taxes.  The Fund then would be liable for federal income tax on the capital gains and net investment income distributed to its shareholders, resulting in a second level of taxation that would substantially reduce net after-tax returns from the Fund.  Any subsequent dividend distribution of the Fund’s earnings after taxes would still be taxable as received by shareholders. The Jobs and Growth and Tax Relief Reconciliation Law of 2003 reduced the rate on “qualifying dividends” to 15% (5% for those in 10% or 15% income tax bracket). The Fund may invest in companies that pay “qualifying dividends.”  Investors in the Fund may benefit from the new tax bill and its lower tax rate on taxable quarterly dividend payments, attributable to corporate dividends, distributed by the Fund.

Tax Distribution: The Fund’s distributions (capital gains and dividend income), whether received by shareholders in cash or reinvested in additional shares of the Fund, may be subject to federal income tax payable by shareholders. All income realized by the Fund including short-term capital gains, will be taxable to the shareholder as ordinary income. Dividends from net income will be made annually or more frequently at the discretion of the Board of Trustees. Dividends received shortly after purchase of Fund shares by an investor will have the effect of reducing the per share net asset value of his/her shares by the amount of such dividends or distributions. You should consult a tax adviser regarding the effect of federal, state, local, and foreign taxes on an investment in the Fund.

Federal Withholding: The Fund is required by federal law to withhold 31% of reportable payments (which may include dividends, capital gains, distributions and redemptions) paid to shareholders who have not complied with IRS regulations. In order to avoid this withholding requirement, you must certify on a W-9 tax form supplied by the Fund that your Social Security or Taxpayer Identification Number provided is correct and that you are not currently subject to back-up withholding, or that you are exempt from back-up withholding.

 PROXY VOTING POLICIES AND PROCEDURES

The Board of Trustees of the Trust has delegated responsibilities for decisions regarding proxy voting for securities held by the Fund to the Adviser.  The Adviser will vote such proxies in accordance with its proxy policies and procedures. In some instances, the Adviser may be asked to cast a proxy vote that presents a conflict between the interests of the Fund’s shareholders, and those of the Adviser or an affiliated person of the Adviser.  In such a case, the Trust’s policy requires that the Adviser abstain from making a voting decision and to forward all necessary proxy voting materials to the Trust to enable the Board of Trustees to make a voting decision.  The Adviser shall make a written recommendation of the voting decision to the Board of Trustees, which shall include: (i) an explanation of why it has a conflict of interest; (ii) the reasons for its recommendation; and (iii) an explanation of why the recommendation is consistent with the adviser’s proxy voting policies.  The Board of Trustees shall make the proxy voting decision that in its judgment, after reviewing the recommendation of the Adviser, is most consistent with the Adviser’s proxy voting policies and in the best interests of shareholders of the Fund.  When the Board of Trustees of the Trust is required to make a proxy voting decision, only the Trustees without a conflict of interest with regard to the security in question or the matter to be voted upon shall be permitted to participate in the decision of how a Fund’s vote will be cast.

The Adviser’s policies and procedures are attached as Appendix A.  

MORE INFORMATION.  The actual voting records relating to portfolio securities during the most recent 12-month period ended June 30 will be available without charge, upon request, by calling toll free, 1-800-320-2185.  The information also will be available on the SEC’s website at www.sec.gov.  In addition, a copy of the Trust’s proxy voting policies and procedures are also available by calling 1-800-320-2185 and will be sent within three business days of receipt of a request.

Fund Performance Calculation


From time to time performance information for the Fund showing its average annual total returns may be presented in advertisements, sales literature and shareholder reports.  Such performance figures are based on historical earnings and are not intended to indicate future performance.  Average annual total returns of the Fund will be calculated for the most recent 1, 5 and 10 year periods or, if the Fund has not been in existence for any such period, for the period since the Fund began operations.  Average annual total return is measured by comparing the value of an investment in the Fund at the beginning of the relevant period to the redemption value of the investment at the end of the period (assuming immediate reinvestment of any dividends or capital gains distributions) and annualizing the result.


Total return is a function of the type and quality of instruments held in the portfolio, levels of operating expenses and changes in market conditions.  Consequently, total return will fluctuate and is not necessarily representative of future results.  Any fees charged by financial intermediaries with respect to customer accounts for investing in shares of the Fund will not be included in performance calculations.  These fees, if charged, will reduce the actual performance from that quoted.  If the Adviser voluntarily waives all or a part of its fees, the total return of the Fund will be higher than it would be in the absence of such voluntary waiver.


Calculation of Average Annual Total Returns


Average annual total return is a measure of the change in value of the investment in the Fund over the period covered, which assumes any dividends or capital gains distributions are reinvested in the Fund immediately rather than paid to the investor in cash.  Average annual total return will be calculated by: (1) adding to the total number of shares purchased by a hypothetical $1,000 investment in the Fund and all additional shares which would have been purchased if all dividends and distributions paid or distributed during the period had immediately been reinvested, (2) calculating the value of the hypothetical initial investment of $1,000 as of the end of the period by multiplying the total number of shares owned at the end of the period by the net asset value per share on the last trading day of the period, (3) assuming redemption at the end of the period, and (4) dividing this account value for the hypothetical investor by the initial $1,000 investment and annualizing the result.


The Fund may also quote average annual total returns over the specified periods (i) after taxes on Fund distributions and (ii) after taxes on Fund distributions and redemption of Fund shares at the end of the period.  The calculations assume deduction of all taxes due on such Fund distributions.  The ending redeemable value is determined by assuming a complete redemption at the end of the period covered by the computation and, in the case of returns after taxes on distributions and redemption of Fund shares, includes the deduction of capital gains taxes resulting from the redemption or, if appropriate, an adjustment to take into account the tax benefit from any capital losses that may have resulted from the redemption.  After-tax returns are calculated using the highest applicable individual federal marginal tax rate in effect on the reinvestment date of a distribution.  The tax rates used correspond to the tax character of each component of the distributions (that is, the ordinary income tax rate for ordinary income distributions and the long-term capital gains rate for capital gains distributions).  The tax rates may vary over the course of the measurement period.  State and local tax liabilities are disregarded, as are the effects of phaseouts of certain exemptions, deductions and credits at various income levels and the impact of the federal alternative minimum income tax and the preferential tax rates for Qualified Dividends.  Actual after-tax returns will depend on an investor’s tax situation and may differ from those shown.  The after-tax returns are not relevant to investors who hold their Fund shares through tax-deferred arrangements such as 401(k) plans or individual retirement accounts.  The Fund’s past performance, before and after taxes, is not necessarily an indication of how the Fund will perform in the future.


Other Quotations of Total Return


The Fund may also advertise total return (a “nonstandardized quotation”) which is calculated differently from average annual total return.  A nonstandardized quotation of total return may be a cumulative return which measures the percentage change in the value of an account between the beginning and end of a period, assuming no activity in the account other than reinvestment of dividends and capital gains distributions.  A nonstandardized quotation may also indicate average annual compounded rates of return over periods other than those specified for average annual total return.  A nonstandardized quotation of total return will always be accompanied by the Fund’s average annual total returns as described above.


Performance Comparisons


Advertisements, sales materials and shareholder reports may compare the performance of the Fund to the performance of other mutual funds with comparable investment objectives and policies or to various mutual fund or market indices, such as those prepared by Dow Jones & Co., Inc., Standard & Poor’s, Barclays Capital, Morgan Stanley Capital International and Russell Investments, as well as data prepared by Lipper and Morningstar, Inc., widely recognized independent services which monitor the performance of mutual funds, and the Consumer Price Index.  Comparisons may also be made to indices or data published in Money Magazine, Forbes, Barron’s, The Wall Street Journal, The New York Times, Business Week, Pensions & Investments, and USA Today.  In addition to performance information, general information about the Fund that appears in a publication such as those mentioned above may be included in advertisements and in reports to shareholders.


From time to time, the Fund (or the Adviser) may include the following types of information in advertisements, supplemental sales literature and reports to shareholders:  (1) discussions of general economic or financial principles (such as the effects of compounding and the benefits of dollar-cost averaging); (2) discussions of general economic trends; (3) presentations of statistical data to supplement these discussions; (4) descriptions of past or anticipated portfolio holdings for the Fund; (5) descriptions of investment strategies for the Fund; (6) descriptions or comparisons of various savings and investment policies (including, but not limited to, insured bank products, annuities, qualified retirement plans and individual stocks and bonds), which may or may not include the Fund; (7) comparisons of investment products (including the Fund) with relevant market or industry indices or other appropriate benchmarks; and (8) discussions of fund rankings or ratings by recognized rating organizations.  The Fund may also include calculations, such as hypothetical compounding examples which describe hypothetical investment results in such communications.  These performance examples will be based on an expressed set of assumptions and are not indicative of the performance of the Fund.


Morningstar, Inc. rates mutual funds on a one- to five-star rating scale with five stars representing the highest rating.  Such ratings are based on a fund’s historical risk/reward ratio as determined by Morningstar, Inc. relative to other funds in that fund’s investment category or class.  The one- to five-star ratings represent the following ratings by Morningstar, Inc., respectively:  Lowest, Below Average, Neutral, Above Average and Highest.

FINANCIAL STATEMENTS


The Fund has not yet commenced operations and, therefore, has not produced financial statements.  Once produced, you can obtain a copy of the financial statements contained in the Fund’s Annual or Semi-Annual Reports without charge by calling 1-800-320-2185.



APPENDIX A


PROXY VOTING POLICY OF THE ADVISER


The following guidelines indicate the positions that will be taken by the Adviser on proxy ballot issues and how we plan to vote shares held by the Funds.  We do not delegate our proxy voting authority or rely solely on third-party recommendations to vote our shares.  We will consider the views of the management of portfolio companies, but we will seek to vote in a manner we feel is in both the best economic and ethical interest of our shareholders.  


These guidelines do not include all potential voting issues and may be amended from time to time.  


Promoting Human Dignity


We will vote for shareholder resolutions directed towards protecting and promoting human rights.  We would consider human rights to include encouraging companies to provide sufficient wages, working conditions, and other social benefits that enable their employees to meet basic human needs, and to encourage companies to promote fundamental human rights when they have operations in countries that have documented practices that deny or violate the human rights of its citizens.


We will vote for shareholder resolutions directed towards equal opportunities for minorities and women, including inclusion on corporate boards and among senior management.


We will vote for shareholder resolutions that encourage media companies to develop responsible and family-oriented program content.


Protecting the Environment


We will vote for shareholder resolutions which encourage companies to undertake reasonable and effective initiatives for energy conservation and the development of alternate renewable and clean energy resources.


We will vote for shareholder resolutions that reduce a company’s negative impact on the environment and that call for the elimination or substitution of toxic compounds use in their products.


Encouraging Corporate Responsibility


We will vote for shareholder resolutions that require companies to report on social and environmental performance and for adoption of Coalition for Environmentally Responsible Economics (CERES)


We will vote for shareholder resolutions directed towards adoption of corporate social responsibility guidelines within companies.


Corporate Governance


We will vote for resolutions that require Board membership to consist of a majority of Directors who are independent from management.  


We will vote for resolutions to separate Chief Executive Officer and Chairman of the Board positions.  


We will vote 1 year for frequency of executive compensation review.


We will vote against ratification of the audit firm of a company in instances where consulting fees exceed audit fees.


We will vote against resolutions to allow U.S.-based corporations to reincorporate to a foreign country.


We will vote for bylaws requiring cumulative voting so that minority opinions can be represented on the Board.


We will vote for confidential shareholder voting.


We will vote against the creation of dual stock classes.


We will vote for proposals to allow shareholders space in proxy statements to state their views on contested issues.


We will vote issues of executive compensation on a case-by-case basis.


We will vote for shareholder resolutions requesting companies to review and report on executive compensation.


We will vote against severance packages that exceeds 2 times annual salary and bonus.


We will vote on stock option plans on a case-by-case basis, but will generally be supportive of plans that include a wider number of employees to participate and will generally not be supportive of plans that are heavily weighted toward executive management only.


We will vote for the use of reasonable performance-based stock options which tie executive compensation more closely to company performance.


We will vote for the authorization of additional common stock necessary to facilitate a stock split; we will evaluate proposals on reverse stock splits and the authorization of additional shares of common stock for reasons other than a stock split on a case-by-case basis.


We will vote for management proposals to institute open-market share repurchase plans on a case-by-case basis.


We will consider all merger and acquisitions on a case-by-case basis.  


We will generally vote against any proposals that seek to deter a company from being acquired by another company.  




















PART C EXHIBIT LIST


(d.5.) Amended Management Agreement with Trinity Fiduciary Partners, LLC to add the Epiphany FFV Global Ecologic Fund is filed herewith.


(d.6.) Letter Agreement with Trinity Fiduciary Partners, LLC as to the Epiphany FFV Global Ecologic Fund is filed herewith.


(d.7.) Sub-Advisory Agreement between Trinity Fiduciary Partners LLC and Ecologic Advisors, Inc. is filed herewith.


(d.8.) Letter Agreement with Ecologic Advisors, Inc. as to the Epiphany FFV Global Ecologic Fund is filed herewith.


(e.2) Amended Underwriting Agreement between the Registrant and Rafferty Capital Markets, LLC to add the Epiphany FFV Latin America Fund filed herewith.


(g.2) Amended Custody Agreement with The Huntington National Bank with amended appendices A and B is filed herewith.


(h.1.) Fund Accounting Agreement between the Registrant and Mutual Shareholder Services, LLC (“MSS”) is filed herewith.


(h.2.) Transfer Agent Agreement between the Registrant and MSS is filed herewith.


(m.4.) Class N Plan of Distribution Pursuant to Rule 12b-1 for Epiphany FFV Fund, Epiphany FFV Focused Fund, Epiphany FFV Strategic Income Fund and Epiphany Core Equity Fund is incorporated by reference to Exhibit 28(m.4) to the Registrant's Post-Effective Amendment No. 8 filed with the SEC on December 30, 2010. Revised Class N Plan of Distribution Pursuant to Rule 12b-1 to add Epiphany FFV Latin America Fund is incorporated by reference to Exhibit 28(m)(6) to Registrant’s Post-Effective Amendment No. 13 filed with the SEC on February 28, 2012.   Revised Class N Plan of Distribution Pursuant to Rule 12b-1 to add Epiphany FFV Global Ecologic Fund is filed herewith.


(m.5.) Class A Plan of Distribution Pursuant to Rule 12b-1 for Epiphany FFV Fund, Epiphany FFV Focused Fund, Epiphany FFV Strategic Income Fund and Epiphany Core Equity Fund is incorporated by reference to Exhibit 28(m.5) to the Registrant's Post-Effective Amendment No. 8 filed with the SEC on December 30, 2010.  Revised Class A Plan of Distribution Pursuant to Rule 12b-1 to add Epiphany FFV Latin America Fund is incorporated by reference to Exhibit 28(m)(6) to Registrant’s Post-Effective Amendment No. 13 filed with the SEC on February 28, 2012.   Revised Class A Plan of Distribution Pursuant to Rule 12b-1 to add Epiphany FFV Global Ecologic Fund is filed herewith.


(m.6.) Class C Plan of Distribution Pursuant to Rule 12b-1 for Epiphany FFV Fund, Epiphany FFV Focused Fund, Epiphany FFV Strategic Income Fund and Epiphany Core Equity Fund is incorporated by reference to Exhibit 28(m.6) to the Registrant's Post-Effective Amendment No. 8 filed with the SEC on December 30, 2010. Revised Class C Plan of Distribution Pursuant to Rule 12b-1 to add Epiphany FFV Latin America Fund is incorporated by reference to Exhibit 28(m)(6) to Registrant’s Post-Effective Amendment No. 13 filed with the SEC on February 28, 2012.   


(m.7.) Revised Class C Plan of Distribution Pursuant to Rule 12b-1 to add Epiphany FFV Global Ecologic Fund is filed herewith.   


(n.4.) Amended Multi-Class Plan Pursuant to Rule 18f-3 to add Epiphany FFV Global Ecologic Fund filed herewith.


(p.2.) Code of Ethics for Ecologic Advisor, Inc. is filed herewith.


(q.2.) Amended Powers of Attorney of the Registrant and the Trustees and Officers of the Registrant are filed herewith.




SIGNATURES


Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant has duly caused this Post-Effective Amendment No. 18 to its Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Columbus, State of Ohio, on the 13th day of November, 2012.


Epiphany Funds

                By:  /s/ JoAnn Strasser      

JoAnn Strasser

Attorney-in-Fact


Pursuant to the requirements of the Securities Act of 1933, this Amendment to the Registration Statement has been signed below by the following persons in the capacities and on the dates indicated.





Nancy Benson

Treasurer (Principal Financial Officer/ Principal                   Accounting Officer)

Robert J. Mitchell*

Trustee

Dr. William R. Reichenstein*

Trustee

Kenneth Dalton*

Trustee

Samuel J. Saladino, III*

President (Chief Executive Officer) and Trustee


                *By  /s/ JoAnn Strasser        

JoAnn Strasser

Attorney-in-Fact

November 13, 2012


EXHIBIT INDEX

 

 

 

 

Index No.

  

Description of Exhibit

 

 

(a.4)

 

Amendment to Declaration of Trust

 

 

(d.5.)

 

Amended Management Agreement with Trinity Fiduciary Partners, LLC to add the Epiphany FFV Global Ecologic Fund

 

 

(d.6.)

 

Letter Agreement with Trinity Fiduciary Partners, LLC as to the Epiphany FFV Global Ecologic

 

 

(d.7.)

 

(Sub-Advisory Agreement between Trinity Fiduciary Partners LLC and Ecologic Advisors, Inc.

 

 

(d.8.)

 

(Letter Agreement with Ecologic Advisors, Inc. as to the Epiphany FFV Global Ecologic Fund

 

 

(e.2)

 

(Amended Underwriting Agreement between the Registrant and Rafferty Capital Markets, LLC to add the Epiphany FFV Latin America Fund

(g.2)

 

Amended Custody Agreement with The Huntington National Bank with amended appendices A and B

(h.1.)

 

Fund Accounting Agreement between the Registrant and Mutual Shareholder Services, LLC (“MSS”)

h.2.)

 

(Transfer Agent Agreement between the Registrant and MSS.

(i.1.)

 

Consent of Counsel

(m.4)

 

 Revised Class N Plan of Distribution Pursuant to Rule 12b-1 to add Epiphany FFV Global Ecologic Fund

(m.5.)

 

 Revised Class A Plan of Distribution Pursuant to Rule 12b-1 to add Epiphany FFV Global Ecologic Fund

(m.7.)

 

Revised Class C Plan of Distribution Pursuant to Rule 12b-1 to add Epiphany FFV Global Ecologic

(n.4.)

 

Amended Multi-Class Plan Pursuant to Rule 18f-3 to add Epiphany FFV Global Ecologic Fund filed herewith.

(p.2.)

 

Code of Ethics for Ecologic Advisor, Inc.

(q.2.)

 

Amended Powers of Attorney of the Registrant and the Trustees and Officers of the Registrant