ABERDEEN GLOBAL SELECT OPPORTUNITIES FUND INC.

1735 Market Street, 32nd Floor

Philadelphia, Pennsylvania 19103

IMPORTANT SHAREHOLDER INFORMATION

Enclosed is a notice, combined proxy statement/prospectus (the “Proxy Statement/Prospectus”), and proxy card(s) for a Special Meeting of Shareholders (the “Meeting”) relating to Aberdeen Global Select Opportunities Fund Inc., a Maryland corporation (the “Global Select Opportunities Fund” or the “Target Fund”).  The Meeting is scheduled for February [  ], 2015 at [          ], Eastern Time, at the offices of Aberdeen Asset Management Inc. (“AAMI”), 1735 Market Street, 32nd Floor, Philadelphia, Pennsylvania 19103.  At the Meeting, you will be asked to approve (i) a proposed Agreement and Plan of Reorganization (the “Reorganization Agreement”), which contemplates the reorganization of the Global Select Opportunities Fund into the Aberdeen Global Equity Fund (the “Global Equity Fund” or “Acquiring Fund”), a series of Aberdeen Funds (the “Reorganization”);  (ii) a proposed Plan of Liquidation (the “Liquidation Plan”), which provides for the complete liquidation of all of the assets of the Global Select Opportunities Fund (the “Liquidation”); and (iii) to act upon such other matters as may properly come before the Meeting.  The Liquidation will only occur if the Liquidation Plan is approved by shareholders and either the Reorganization is not approved by shareholders or is not consummated for any other reason.

Background

AAMI, the investment adviser to the Global Select Opportunities Fund and the Global Equity Fund (together, the “Funds”), proposed the Reorganization and the Liquidation, in the event the Reorganization is not approved, because it believes that the Global Select Opportunities Fund’s small asset size makes the Fund not viable to continue its operations for the long term.  The Global Select Opportunities Fund’s small asset size also limits the Fund’s marketability and, given the lack of investor demand, the future ability to increase assets for the Fund is anticipated to be very limited.  AAMI believes that continuing to operate the Global Select Opportunities Fund as currently constituted is not in the best interests of the Global Select Opportunities Fund’s shareholders.  The governing documents of the Global Select Opportunities Fund require a shareholder vote for a reorganization or a liquidation.

AAMI believes that it is in the best interests of the Global Select Opportunities Fund’s shareholders to combine its assets with a fund within the Aberdeen fund complex that has substantially the same principal investment strategies, lower gross expense ratios (though higher net expense ratios) with respect to each class and a generally better performance history.  It is anticipated that the shareholders of each of the Funds will benefit from the expected operating efficiencies and economies of scale that may be achieved by combining the Funds’ assets in the Reorganization, versus continuing to operate the two Funds separately.

Due to the concern regarding the viability of the Global Select Opportunities Fund described above, AAMI proposed the Liquidation in the event the Reorganization is not approved by shareholders or is not consummated for any other reason.

The Board of Directors of the Global Select Opportunities Fund unanimously approved the Reorganization of the Global Select Opportunities Fund into the Global Equity Fund or, in the alternative, the Liquidation of the Global Select Opportunities Fund.

The Reorganization Agreement provides that the Global Select Opportunities Fund will transfer all of its assets and liabilities to the Global Equity Fund in exchange for shares of certain classes of the Global Equity Fund, which shares will be distributed to the shareholders of the corresponding class of the Global Select Opportunities Fund in complete liquidation and dissolution of the Global Select Opportunities Fund.  The following table sets forth the Global Select Opportunities Fund and its classes of shares and the Global Equity Fund and its classes of shares involved in the Reorganization:

Additionally, it is anticipated that the Target Fund and the Acquiring Fund could potentially benefit from the growth in assets realized by combining the Funds because a larger fund could potentially realize cost savings due to economies of scale from the spreading of fixed costs over a larger asset base and by reaching breakpoints in the management fee. There can be no assurance, however, that such savings will be realized.

The Target Fund and its shareholders or the Acquiring Fund and its shareholders will not bear any costs arising in connection with the Reorganization as AAMI has agreed to bear such costs (shareholders will continue to pay brokerage or trading expenses, including any expenses related to securities sold prior to and immediately following the Reorganization to realign the portfolio of the Target Fund, as discussed in the Proxy Statement/Prospectus).

Details of the proposed Reorganization are included in Proposal 1 of the attached Proxy Statement/Prospectus.  Please carefully review the enclosed materials where you will find information on the expenses, investment policies and services relating to the Acquiring Fund.

Details of the proposed Liquidation are included in Proposal 2 of the attached Proxy Statement/Prospectus.

Closing the Global Select Opportunities Fund to Investments

In anticipation of the proposed Reorganization or Liquidation, the Target Fund will be closed to investments effective on or about February [  ], 2014.  The closure will apply to all investments including automatic investments, dividend reinvestments and any other investment options.

Recommendation of the Board

At a meeting of the Board of Directors of the Global Select Opportunities Fund on September 18, 2014, the Board of Directors of the Global Select Opportunities Fund considered the Reorganization and the Liquidation on behalf of the Target Fund and unanimously approved the Reorganization and the Liquidation.

For the reasons summarized in this Proxy Statement/Prospectus, the Board of Directors of the Global Select Opportunities Fund believes the proposed Reorganization is in the best interests of shareholders of the Target Fund and unanimously recommends that you vote FOR the proposed Reorganization and, to ensure that the Target Fund will be liquidated if the Reorganization is not consummated, unanimously recommends that you vote FOR the proposed Liquidation.

Whether or not you plan to attend the Meeting, please take a few minutes to read the enclosed materials and cast your vote promptly.  To cast your vote, simply complete the proxy card(s) enclosed in this package.  Be sure to sign and date the card(s) before mailing them in the postage-paid envelope.  You also may vote your shares by touch-tone telephone or through the Internet.  Simply call the toll-free number or visit the web site indicated on your proxy card(s) and follow the recorded or online instructions.

Your vote is extremely important, no matter how large or small your holdings may be.  It is important that your vote be received by the date of the Meeting.

You may revoke your proxy at any time before it is voted by delivering a duly executed proxy bearing a later date or by attending the Meeting and voting in person.

If you have any questions before you vote, please call AST Fund Solutions, the Target Fund’s proxy agent, toll-free at [              , Monday through Friday, 9 a.m. to 10 p.m., Eastern Time].  You may also receive a telephone call from one of AST Fund Solutions’ proxy solicitation agents or an officer of the Target Fund asking you to vote your shares.  Thank you for your participation in this important initiative.

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VOTING

We encourage you to review the enclosed materials carefully.  As a shareholder, your vote is important, and we hope that you will respond today to ensure that your shares will be represented at the Meeting.  You may vote in one of the following ways:

·                                          By calling us toll-free at the telephone number listed on the enclosed proxy card;

·                                          By Internet at the website address listed on the enclosed proxy card;

·                                          By returning the enclosed proxy card in the postage-paid envelope; or

·                                          In person at the Meeting.

As always, we appreciate your support.

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ABERDEEN GLOBAL SELECT OPPORTUNITIES FUND INC.

1735 Market Street, 32nd Floor

Philadelphia, Pennsylvania 19103

NOTICE OF SPECIAL MEETING OF SHAREHOLDERS

To be held on [February [  ], 2015]

Dear Shareholder:

Notice is hereby given that a Special Meeting of Shareholders (the “Meeting”) of Aberdeen Global Select Opportunities Fund Inc., a Maryland corporation (the “Global Select Opportunities Fund” or the “Target Fund”), will be held at the offices of Aberdeen Asset Management Inc. (“AAMI”), 1735 Market Street, 32nd Floor, Philadelphia, Pennsylvania 19103, on [February [  ], 2015] at [          ], Eastern Time, for the purpose of considering and voting on the following proposals (“Proposals”):

1.              To approve an Agreement and Plan of Reorganization (the “Reorganization Agreement”) which contemplates the reorganization of the Global Select Opportunities Fund into the Aberdeen Global Equity Fund (the “Global Equity Fund” or the “Acquiring Fund”), a series of Aberdeen Funds, and provides that the Target Fund will transfer all of its assets and liabilities to the Acquiring Fund in exchange for shares of certain classes of the Acquiring Fund, which shares will be distributed to the shareholders of the corresponding class of the Target Fund in complete liquidation and dissolution of the Target Fund (the “Reorganization”).

2.              To approve a Plan of Liquidation (the “Liquidation Plan”) pursuant to which the Global Select Opportunities Fund will be liquidated (the “Liquidation”).  The Liquidation Plan will be implemented only if the Reorganization is not approved by shareholders or is not consummated for any other reason.

3.              To act upon such other matters as may properly come before the Meeting.

The Proposals are described in the attached combined proxy statement/prospectus (the “Proxy Statement/Prospectus”).

The Board of Directors of the Global Select Opportunities Fund unanimously recommends that you vote in favor of the Reorganization and, to ensure that the Global Select Opportunities Fund will be liquidated if the Reorganization does not occur, unanimously recommends that you vote in favor of the Liquidation.

The enclosed materials provide additional information about the Proposals.  Shareholders of record of the Target Fund as of the close of business on [                ] (“Record Date”) are entitled to notice of and to vote at the Meeting and at any adjournments or postponements thereof.  Whether or not you plan to attend the Meeting in person, please vote your shares.  The notice and related proxy materials are being mailed to shareholders on or about [November [  ], 2014].

The Questions and Answers below are provided to assist you in understanding the Proposals.

If you attend the Meeting, you may vote your shares in person.  If you do not expect to attend the Meeting, please complete, date, sign and return the enclosed proxy card(s) in the enclosed postage-paid envelope or authorize your proxy by telephone or through the Internet.

We will admit to the Meeting (1) all shareholders of record of the Target Fund on the Record Date, (2) persons holding proof of beneficial ownership of shares of the Target Fund at the Record Date, such as a letter or

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account statement from the person’s broker, (3) persons who have been granted proxies with respect to shares of the Target Fund, and (4) such other persons that we, in our sole discretion, may elect to admit.  All persons wishing to be admitted to the Meeting must present photo identification.

By order of the Board of Directors of Aberdeen Global Select Opportunities Fund Inc.,

Whether or not you plan to attend the Meeting in person, it is important that your shares be represented and voted at the Meeting.  Accordingly, please date, sign and return the appropriate enclosed proxy card(s) promptly or authorize your proxy by telephone or through the Internet.  No postage is required if mailed in the United States.  It is important that you vote your shares promptly in order to avoid the additional expense of further solicitation.

[               ], 2014

Philadelphia, Pennsylvania

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QUESTIONS AND ANSWERS

IMPORTANT INFORMATION TO HELP YOU UNDERSTAND

AND VOTE ON THE PROPOSALS

The following questions and answers provide an overview of the proposal to reorganize Aberdeen Global Select Opportunities Fund Inc., a Maryland corporation (the “Global Select Opportunities Fund” or the “Target Fund”), into the Aberdeen Global Equity Fund (the “Global Equity Fund” or the “Acquiring Fund”), a series of Aberdeen Funds (“Proposal 1”), and the proposal to liquidate the Global Select Opportunities Fund (“Proposal 2”).  The Proposals will be considered and voted on at a Special Meeting of Shareholders (the “Meeting”), which is scheduled for [February] [  ], 2015 at [            ], Eastern Time, at the offices of Aberdeen Asset Management Inc. (“AAMI”), 1735 Market Street, 32nd Floor, Philadelphia, Pennsylvania 19103. While we strongly encourage you to read the full text of the enclosed combined proxy statement/prospectus (the “Proxy Statement/Prospectus”), we are also providing you with a brief overview of the subjects of the shareholder vote.  Your vote is important.

Q.                                   What are shareholders of the Target Fund being asked to vote upon?

A.                                    The shareholders of the Target Fund are being asked to vote separately on the following two proposals:

Proposal 1 — shareholders are being asked to consider and approve a proposal to reorganize the Target Fund into the Acquiring Fund pursuant to an Agreement and Plan of Reorganization (the “Reorganization Agreement”).

Proposal 2 — shareholders are being asked to consider and approve a proposal to liquidate the Target Fund pursuant to a Plan of Liquidation (the “Liquidation Plan”).  The liquidation of the Target Fund pursuant to this proposal will be implemented only if the proposed reorganization is not approved by shareholders or is not consummated for any other reason.

Q.                                   Why are you sending me this information?

A.                                    You are receiving the Proxy Statement/Prospectus because you own shares in the Target Fund and have the right to vote on the very important Proposals concerning your investment.

Q.                                   Why has the reorganization of the Target Fund into the Acquiring Fund been recommended?

A.                                    On September 18, 2014, the Board of Directors of the Target Fund (the “Target Fund Board”), met to consider AAMI’s proposal to reorganize the Target Fund.  The Target Fund Board considered a number of factors, including (i) AAMI’s recommendation that the Target Fund is not viable due to its small asset size, (ii) the degree to which AAMI is waiving fees and reimbursing expenses with respect to the Fund, and the Fund’s continued and sustained lack of profitability to AAMI, (iii) the fact that the principal investment strategies of the Acquiring Fund and the Target Fund are substantially the same, and the fact that both Funds are managed by the same portfolio team, (iv) the Acquiring Fund’s higher net expense ratio and lower gross expense ratio with respect to each class of shares, (v) the Acquiring Fund’s performance history, (vi) the possibility that shareholders may benefit from operating efficiencies and economies of scale that may be achieved by combining the Target Fund’s assets with the Acquiring Fund’s assets in the reorganization, (vii) the anticipated tax-free nature of the reorganization, and (viii) the feasibility of other alternatives, including liquidation or continued operation of the Acquiring Fund.  Under the terms of the Target Fund’s Articles of Incorporation, shareholders must approve any proposal to liquidate or reorganize the Target Fund.  The Target Fund Board believes that, but for the requirement of shareholder approval, it would be preferable to liquidate the Target Fund, given the Target Fund’s small size and relatively high expenses before waivers and reimbursement of fees.  The Target Fund Board concluded, however, that in light of the fact that shareholders must approve either a reorganization or a liquidation of the Target Fund, it is in the best interests of the Target Fund’s shareholders to have a choice between liquidation and reorganization, even though the total expenses as of [      ], 2014 for the Class A shares of the Acquiring Fund following the closing of the Reorganization are estimated to be 17 basis points higher than the expenses of the Target Fund.

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Q.                                   How is the Target Fund proposed to be reorganized?

A.                                    The Target Fund reorganization will be pursuant to the Reorganization Agreement, which contemplates:

·                  the transfer of all of the assets of the Target Fund to the Acquiring Fund in exchange for shares of the Acquiring Fund having an aggregate value equal to the assets and liabilities of the Target Fund and the assumption by the Acquiring Fund of all of the liabilities of the Target Fund;

·                  the distribution to each shareholder of each class of Target Fund shares of the corresponding class of the Acquiring Fund having an aggregate net asset value equal to the aggregate net asset value of the shares of the class of the Target Fund held by that shareholder on the closing date of the reorganization; and

·                  the subsequent complete liquidation and dissolution of the Target Fund (the foregoing transaction with respect to the Target Fund is referred to in the Proxy Statement/Prospectus as the “Reorganization”).

The Reorganization Agreement has been approved by the Target Fund Board with respect to the Target Fund and the Board of Trustees of Aberdeen Funds (the “Acquiring Fund Board” and together with the Target Fund Board, the “Boards”) with respect to the Acquiring Fund.  The Reorganization Agreement contemplates the Reorganization of the Target Fund and its share classes into the Acquiring Fund and its share classes as set out below:

Target Fund shareholders who do not wish to have their Target Fund shares exchanged for shares of the Acquiring Fund as part of the Reorganization should redeem their shares prior to the completion of the Reorganization.  If you redeem your shares, you will recognize a taxable gain or loss based on the difference between your tax basis in the shares and the amount you receive for them.

The Reorganization Agreement is subject to certain closing conditions and termination rights, including each Board’s right to terminate the Reorganization Agreement if it subsequently determines that proceeding with the Reorganization is inadvisable for the Target Fund or the Acquiring Fund, as applicable.

Q.                                   Why has the liquidation of the Target Fund been recommended?

A.                                    On September 18, 2014, the Target Fund Board, upon the recommendation of the Target Fund’s investment adviser, AAMI, determined that it is advisable and in the best interests of the Target Fund and its shareholders to liquidate the Target Fund in the event the Reorganization is not consummated.  In making this determination, the Target Fund Board considered (i) that the Target Fund’s small asset size limits its ability to attract new investors and thus limits its ability to achieve meaningful economies of scale, (ii) AAMI’s recommendation that the Target Fund is not viable due to its small asset size, and (iii) the degree to which AAMI is waiving fees and reimbursing expenses with respect to the Target Fund, and the Target Fund’s continued and sustained lack of profitability to AAMI.

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Q.                                   How will the liquidation work?

A.                                    If Proposal 2 is approved by shareholders and the Reorganization is not consummated, the Target Fund will promptly cease its investment operations and will not engage in any investment activities, except as necessary to effect the Target Fund’s liquidation, including winding up its business, converting its portfolio securities to cash, discharging or making reasonable provision for the payment of all of its liabilities and making one or more liquidating distributions to shareholders on a pro rata basis in accordance with the Liquidation Plan (collectively, the “Liquidation”).  After the distributions are made and other formalities addressed, the Target Fund will cease to exist.

Q.                                   What is the anticipated timing of the Reorganization or Liquidation?

A.                                    The Meeting is scheduled to occur on or about [February [ ]], 2015.  If the Reorganization is approved by shareholders, the Reorganization will likely take place in the first quarter of 2015.  If the Reorganization is not approved by shareholders or is not consummated for any other reason, and the Liquidation is approved by shareholders, liquidating distributions under the Liquidation will likely take place in the [      ] quarter of 2015.

Q.                                   Are there any significant differences between the investment objectives and investment strategies and policies of the Target Fund and the Acquiring Fund?

A.                                    The investment objectives of the Target Fund and the Acquiring Fund are similar.  The investment objective of the Fund is to maximize total return, principally through capital appreciation.  The investment objective of the Acquiring Fund is long-term capital growth.  The principal investment strategies of the Target Fund and the Acquiring Fund are substantially the same and the other investment policies are substantially similar.

Q.                                   Are there any significant differences in the annual fund operating expenses of the Target Fund and Acquiring Fund?

A.                                    The Acquiring Fund has a management fee structure that contains breakpoints, with the highest management fee rate under such structure being the same as the Target Fund’s management fee rate.   Each Fund is currently subject to a contractual expense limitation, pursuant to which AAMI has agreed to limit operating expenses to a certain limit, excluding certain expenses.  The current net operating expense ratio for each class of the Target Fund (i.e., operating expense ratio after taking into account the applicable contractual expense limitation) is lower than the current net operating expense ratio for the corresponding class of the Acquiring Fund.  However, the current gross operating expense ratio for each class of the Target Fund (i.e., operating expense ratio before taking into account waivers and reimbursements) is higher than the current gross operating expense ratio for the corresponding class of the Acquiring Fund.  Each Fund’s contractual expense limitation is currently scheduled to automatically terminate no later than February 28, 2015, and there is no assurance that AAMI will agree to renew either contractual expense limitation.

It is anticipated that the Target Fund and the Acquiring Fund could potentially benefit from the growth in assets realized by combining the Funds because a larger fund could potentially realize cost savings due to economies of scale from the spreading of fixed costs over a larger asset base and by reaching breakpoints in investment management fees. There can be no assurance, however, that such savings will be realized.

Q.                                   Will there be any sales load, commission or other transactional fee in connection with the Reorganization?

A.                                    No.  The full value of your shares of the Target Fund will be exchanged for shares of the Acquiring Fund without any sales charge, commission or other transactional fee being imposed.  Holders of each class of shares of the Target Fund will receive the corresponding share class of the Acquiring Fund in the Reorganization, as set forth above.  Target Fund shareholders that receive Class A shares of the Acquiring Fund in the Reorganization will not pay the applicable front-end sales charge of Class A shares of the Acquiring Fund and will not be subject to any contingent deferred sales charge on Class A shares of the Acquiring Fund.  However, Class A shares of the Acquiring Fund purchased after the Reorganization will be subject to any applicable sales charges.

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Q.                                   What effect will the Reorganization have on me as a Target Fund shareholder?

A.                                    Immediately after the Reorganization, each shareholder of each class of the Target Fund will own shares of the corresponding class of the Acquiring Fund that are equal in value to the shares of the Target Fund that were held by that shareholder immediately prior to the closing of the Reorganization.

The Acquiring Fund will offer the same shareholder services to those offered by Target Fund.  AAMI serves as the adviser to both the Target Fund and the Acquiring Fund and anticipates providing advisory services that are substantially similar in nature and quality to the nature and quality of the advisory services that are currently provided to the Target Fund.

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The following table outlines the service providers for your Target Fund and the comparable service providers for the Acquiring Fund.

Q.                                   What will be the federal income tax consequences of the Reorganization?

A.                                    As a condition to the Target Fund’s obligation to consummate the Reorganization, the Target Fund and the Acquiring Fund will receive an opinion from legal counsel to the effect that, on the basis of the existing provisions of the Internal Revenue Code of 1986, as amended, current administrative rules and court decisions, the transactions contemplated by the Reorganization Agreement constitute a tax-free reorganization for federal income tax purposes.  Despite this opinion, there can be no assurances that the Internal Revenue Service will deem the exchanges to be tax-free.

[As of [    ], 2014, the Target Fund had a tax loss carryforward in the amount of $[     ], $[    ] of which would be lost as a result of the Reorganization or the Liquidation.]

Q.                                   Who can vote to approve the Proposals?

A.                                    Only shareholders of record of the Target Fund at the close of business on [               ] (the “Record Date”) will be entitled to notice of and to vote at the Meeting or any adjournments or postponements thereof on the matters described in this Proxy Statement/Prospectus, and will be entitled to one vote for each full share and a fractional vote for each fractional share that they hold.

Q.                                   How does the Board recommend that I vote?

A.                                    After careful consideration, the Board recommends that you vote “FOR” each of the Proposals.

Q.                                   What vote is required to approve each Proposal?

A.                                    The vote required for the approval of each Proposal is as follows:

·                  Proposal 1 requires a vote of the lesser of (i) 67% or more of the eligible votes of the Target Fund present at the Meeting if more than 50% of the eligible votes of the Target Fund are present in person or by proxy or (ii) more than 50% of the eligible votes of the Target Fund.

·                  Proposal 2 requires the vote of at least two thirds of the votes of the Target Fund entitled to be cast.

Q.                                   Who will pay for the proxy solicitation expenses?

A.                                    AAMI will bear all costs arising in connection with the Reorganization or the Liquidation, as the case may be, including, but not limited to, proxy preparation and proxy solicitation costs, printing costs, legal fees and costs of the Reorganization or the Liquidation (shareholders will continue to pay brokerage or trading expenses, including

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those related to securities sold immediately following the Reorganization to realign the portfolio of the Target Fund, as discussed in the Proxy Statement/Prospectus, and those associated with the liquidation of portfolio holdings as part of the Liquidation).  The estimated costs of the Proposals are [$125,000]. The brokerage and/or related trading costs for the sales of securities to realign the portfolio of the Target Fund and the capital gains impact per share as a result of such sales are currently estimated to be approximately $[   ] and $[   ], respectively.

Q.                                   How do I vote my shares?

A.                                    For your convenience, there are several ways you can authorize your proxy or vote:

·                  Vote In Person: You may attend the Meeting as described in the Proxy Statement/Prospectus and vote your shares in person.

·                  By Mail: You may authorize your proxy by completing the enclosed proxy card(s) by dating, signing and returning it in the postage paid envelope.  Please note that if you sign and date a proxy card but give no voting instructions, your shares will be voted “FOR” each Proposal described above.

·                  By Telephone: You may authorize your proxy by telephone by calling the number on your proxy card(s).  To vote in this manner, you will need the “control” number that appears on your proxy card(s).

·                  Via the Internet: You may authorize your proxy via the Internet by accessing the website address printed on the enclosed proxy card(s).  To vote in this manner, you will need the “control” number that appears on your proxy card(s).

Q.                                   Whom should I call for additional information about this Proxy Statement/Prospectus?

A.                                    If you need any assistance, or have any questions regarding the Proposals or how to vote your shares, please call our proxy solicitor, AST Fund Solutions at [              , Monday through Friday, 9 a.m. to 10 p.m., Eastern Time].

THE TARGET FUND BOARD UNANIMOUSLY RECOMMENDS THAT YOU VOTE FOR EACH PROPOSAL DESCRIBED IN THE PROXY STATEMENT/PROSPECTUS.

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COMBINED PROXY STATEMENT/PROSPECTUS

ABERDEEN GLOBAL SELECT OPPORTUNITIES FUND INC.

1735 Market Street, 32nd Floor

Philadelphia, Pennsylvania 19103

(866) 667-9231

ABERDEEN FUNDS

Aberdeen Global Equity Fund

1735 Market Street, 32nd Floor

Philadelphia, Pennsylvania 19103

(866) 667-9231

Dated [           ], 2014

This combined proxy statement/prospectus (the “Proxy Statement/Prospectus”) solicits proxies to be voted at a Special Meeting of Shareholders (the “Meeting”) of the Aberdeen Global Select Opportunities Fund Inc., a Maryland corporation (the “Global Select Opportunities Fund” or “Target Fund”).  The Meeting has been called by the Board of Directors of the Global Select Opportunities Fund (the “Board”) to vote on the following proposals (the “Proposals”):

Shareholders of the Target Fund as of the close of business on [             ] (“Record Date”) are entitled to vote on each Proposal.  The Meeting is scheduled for [February [  ], 2015 at [      ], Eastern Time, at the offices of Aberdeen Asset Management Inc. (“AAMI” or the “Adviser”).  The Board, on behalf of the Target Fund, is soliciting these proxies.  This Proxy Statement/Prospectus will first be sent to shareholders on or about [             ], 2014.

The Target Fund and the Acquiring Fund are referred to collectively as the “Funds” and each, a “Fund” in this Proxy Statement/Prospectus.  The Acquiring Fund, following the completion of the Reorganization, may be referred to as the “Combined Fund” in this Proxy Statement/Prospectus.

This Proxy Statement/Prospectus gives you information about your investment in the Target Fund and the Acquiring Fund and other matters that you should know about before voting and investing.  It is both the Target Fund’s proxy statement for the Meeting and a prospectus for the Acquiring Fund.  Please read this Proxy Statement/Prospectus carefully and retain it for future reference.

The following documents containing additional information about the Target Fund and the Acquiring Fund, each having been filed with the Securities and Exchange Commission (the “SEC”), are incorporated by reference into (legally considered to be part of) this Proxy Statement/Prospectus:

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·                  the Statement of Additional Information dated November [  ], 2014 relating to this Proxy Statement/Prospectus;

·                  the Prospectus of the Global Equity Fund, dated February 28, 2014, as supplemented (the “Global Equity Fund Statutory Prospectus”);

·                  the Prospectus of the Global Select Opportunities Fund, dated March 3, 2014, as supplemented (the “Global Select Opportunities Fund Statutory Prospectus”);

·                  the Statement of Additional Information of the Global Equity Fund, dated February 28, 2014, as supplemented;

·                  the Statement of Additional Information for the Global Select Opportunities Fund, dated March 3, 2014, as supplemented;

·                  the Annual Report to shareholders of the Global Select Opportunities Fund for the fiscal year ended October 31, 2013; and

·                  the Semi-Annual report to shareholders of the Global Select Opportunities Fund for the fiscal period ended April 30, 2014.

In addition, the following documents have been filed with the SEC, are incorporated herein by reference into (each legally forms a part of) and also accompany this Proxy Statement/Prospectus:

·                  the Summary Prospectus of the Global Equity Fund, dated February 28, 2014 (the “Global Equity Fund Summary Prospectus” or “Acquiring Fund Summary Prospectus”);

·                  the Annual Report to shareholders of the Global Equity Fund for the fiscal year ended October 31, 2013; and

·                  the Semi-Annual report to shareholders of the Global Equity Fund for the fiscal period ended April 30, 2014.

The Acquiring Fund Summary Prospectus is intended to provide you with additional information about the Acquiring Fund.  This document is on file with the SEC.  The Funds are subject to the informational requirements of the Securities Exchange Act of 1934, as amended, and the Investment Company Act of 1940, as amended (the “1940 Act”), and in accordance therewith, file reports and other information, including proxy materials and charter documents, with the SEC.  Copies of the foregoing and any more recent reports filed after the date hereof may be obtained without charge by calling or writing:

Aberdeen Funds or Aberdeen Global Select Opportunities Fund Inc.

1735 Market Street, 32nd Floor

Philadelphia, Pennsylvania 19103

(866) 667-9231 (Acquiring Fund) or 800-387-6977 (Target Fund)

You also may view or obtain these documents from the SEC as follows:

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PROPOSAL 1:  TO APPROVE AN AGREEMENT AND PLAN OF REORGANIZATION

SUMMARY

The following is a summary of certain information relating to Proposal 1 contained elsewhere in this Proxy Statement/Prospectus and is qualified in its entirety by reference to the more complete information contained herein. You should read the entire Proxy Statement/Prospectus carefully, including the Reorganization Agreement (attached as Exhibit A).  For more information, please read the Global Equity Fund Statutory Prospectus and the Global Select Opportunities Fund Statutory Prospectus and the Statement of Additional Information relating to this Proxy Statement/Prospectus.  A copy of the Acquiring Fund Summary Prospectus accompanies this Proxy Statement/Prospectus.

Shareholders of the Target Fund are being asked to consider and approve the Reorganization Agreement.  The Reorganization Agreement provides that the Target Fund will transfer all of its assets and liabilities to the Acquiring Fund in exchange for shares of certain classes of the Acquiring Fund, which shares will be distributed to the shareholders of the corresponding class of the Target Fund in complete liquidation and dissolution of the Target Fund.

If the Reorganization Agreement is approved by the shareholders of the Target Fund, each shareholder of the Target Fund will receive the shares of the corresponding class of the Acquiring Fund equal in total value to the shareholder’s investment in the Target Fund.

If approved, the Reorganization Agreement will have the effect of reorganizing the Target Fund with and into the Acquiring Fund.  This means that you will cease to be a shareholder of the Target Fund and will become a shareholder of the Acquiring Fund.  This exchange will occur on a date agreed to by the parties to the Reorganization Agreement (referred to in this Proxy Statement/Prospectus as the “Closing Date”), which is currently expected to be in [               ], 2015.

What is the purpose of Proposal 1?

AAMI, the investment adviser to the Target Fund and the Acquiring Fund, proposed the Reorganization of the Target Fund into the Acquiring Fund because the Target Fund’s small asset size makes the Fund not viable.  AAMI believes that the Target Fund’s small asset size also limits the Target Fund’s marketability and, given the lack of investor demand, the future ability to increase assets for the Target Fund is anticipated to be very limited.  AAMI believes that continuing to operate the Target Fund as currently constituted is not in the best interests of the Target Fund’s shareholders.  AAMI further believes that it is in the best interests of the Target Fund’s shareholders to combine its assets with a fund with the Aberdeen fund complex that has substantially the same principal investment strategies, lower gross expense ratios (though higher net expense ratios) with respect to each class and a generally better performance history.

For the reasons set out below under “Reasons for the Reorganization,” the Board has concluded that the Reorganization of the Target Fund into the Acquiring Fund is in the best interests of the Target Fund and its shareholders and that the interests of the shareholders will not be diluted as a result of the Reorganization.

What are the federal income tax consequences of the Reorganization?

It is expected that shareholders of the Target Fund will not recognize any gain or loss for federal income tax purposes as a result of the exchange of their shares in the Target Fund for shares of the Acquiring Fund pursuant to the Reorganization Agreement (although there can be no assurance that the Internal Revenue Service (“IRS”) will deem the exchanges to be tax-free). You should, however, consult your tax adviser regarding the effect, if any, of the Reorganization in light of your individual circumstances. You should also consult your tax adviser about other state and local tax consequences of the Reorganization, if any, because the information about tax consequences in this document relates to the federal income tax consequences of the Reorganization only. [In addition, the capital loss carryovers of the Target Fund will be subject to an annual limitation for federal income tax purposes that will modestly reduce the total capital loss carryovers available to the Acquiring Fund.] [confirm] For further information about the federal income tax consequences of the Reorganization, see “Information About the Reorganization—What are the federal income tax consequences of the Reorganization?”

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As a condition to the closing of the Reorganization, the Target Fund and the Acquiring Fund will receive an opinion from Aberdeen Funds’ counsel, Willkie Farr & Gallagher LLP, (based on certain facts, assumptions and representations) to the effect that, on the basis of the existing provisions of the Internal Revenue Code of 1986, as amended (the “Code”), current administrative rules and court decisions, the transactions contemplated by the Reorganization Agreement constitute a tax-free reorganization within the meaning of Section 368(a) of the Code.  Despite this opinion, there can be no assurances that the IRS will deem the exchanges to be tax-free.

How do the investment objectives, investment strategies and investment restrictions of the Target Fund and the Acquiring Fund compare?

Investment Objectives

The following chart states the investment objectives of the Target Fund and the Acquiring Fund.

The investment objectives of the Global Select Opportunities Fund and the Global Equity Fund are similar.  Both Funds seek growth of capital.  The investment objective of each Fund is non-fundamental, which means it may be changed by the applicable board of directors/trustees without shareholder approval.

Investment Strategies and Policies

The principal investment strategies of the Target Fund and the Acquiring Fund are substantially the same.

As a non-fundamental policy, under normal circumstances, each Fund invests at least 80% of the value of its net assets, plus any borrowings for investment purposes, in equity securities issued by companies located throughout the world (including the U.S.). Equity securities include, but are not limited to, common stock, preferred stock and depositary receipts. Under normal market conditions, each Fund will invest significantly (at least 40% — unless market conditions are not deemed favorable by AAMI and/or the sub-adviser in which case the Fund would invest at least 30%) in companies organized or having their principal place of business outside the U.S. or doing a substantial amount of business outside the U.S. Some of the companies will be multinational companies operating globally, while others will be located in, and primarily tied economically to, one country. Under normal conditions, each Fund invests in securities from at least three different countries. Each Fund may also invest in companies of emerging market countries. In addition, each Fund may invest in securities of any market capitalization.

If a Fund changes its 80% investment policy, it will notify shareholders at least 60 days before the change and will change the name of the Fund.

Each of the Target Fund and the Acquiring Fund are managed by the same investment team.  Each Fund’s investment team employs a fundamental, bottom-up equity investment style, which is characterized by intensive, first-hand research and disciplined company evaluation. Stocks are identified for their long-term, fundamental value. The stock selection process contains two filters, first quality and then price. In the quality filter, the investment team seeks to determine whether the company is a business that has good growth prospects and a balance sheet that supports expansion, and they evaluate other business risks. In the price filter, the investment team assesses the value of a company by reference to standard financial ratios, and estimates the value of the company relative to its market price and the valuations of companies within a relevant universe. The investment team may sell a security when they perceive that a company’s business direction or growth prospects have changed or the company’s valuations are no longer attractive.

Each Fund’s other investment policies are substantially similar and only differ in that the Acquiring Fund discloses certain types of currency transactions, debt securities and options, as well as indexed securities, as permitted

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investments or transactions in its Statement of Additional Information, which are not specifically disclosed as permitted investments or transactions in the Target Fund’s Statement of Additional Information.

Investment Restrictions

The Funds have similar fundamental investment restrictions.  The only significant difference between the Funds’ fundamental investment restrictions is that the Target Fund has a fundamental investment restriction pursuant to which it may not invest more than 15% of the value of the Target Fund’s total assets in securities, which may be illiquid because of legal or contractual restrictions on resale or securities for which there are no readily available market quotations.  For purposes of this limitation, (a) repurchase agreements with maturities greater than seven days and (b) time deposits maturing in more than seven calendar days are considered illiquid.  While the Acquiring Fund does not have a similar fundamental investment restriction, it has a non-fundamental investment restriction to not purchase or otherwise acquire any security if, as a result, more than 15% of its net assets would be invested in securities that are illiquid.  Each Fund also has certain other non-fundamental investment restrictions.  If the shareholders of the Target Fund approve the Reorganization, AAMI will manage the Combined Fund pursuant to the investment restrictions of the Acquiring Fund. The complete list of the investment restrictions of the Target Fund and the Acquiring Fund is set out in Exhibit B.

What are the fees and expenses of the Fund and what can I expect them to be after the Reorganization?

If the Reorganization is approved and completed, holders of Target Fund shares will receive the same class of shares of the Acquiring Fund as they hold in the Target Fund.

Neither Class A nor the Institutional Class of the Target Fund is subject to any sales charges.  The Institutional Class of the Acquiring Fund is not subject to any sales charges, but Class A of the Acquiring Fund is subject to a front-end sales charge and a contingent deferred sales charge in certain circumstances.  Target Fund shareholders that receive Class A shares of the Acquiring Fund in the Reorganization will not pay the applicable front-end sales charge of Class A shares of the Acquiring Fund and will not be subject to any contingent deferred sales charge on Class A shares of the Acquiring Fund with respect to such shares.  However, Class A shares of the Acquiring Fund purchased after the Reorganization will be subject to any applicable sales charges.

Expenses of a mutual fund are often measured by its expense ratio (i.e., the ratio of its total expenses for a year divided by its average daily net asset value over the same year). It is expected that the Combined Fund will have (i) a projected gross operating expense ratio for each class lower than that of the corresponding class of the Target Fund prior to the Reorganization, and (ii) a projected net operating expense ratio for each class higher than that of the corresponding class of the Target Fund prior to the Reorganization, after taking into account the contractual fee waiver and expense reimbursement arrangement (that is, as of October 31, 2013, 1.40% and 1.15% for Class A shares and Institutional Class shares of the Target Fund, respectively, after fee waivers and expense reimbursements, as compared to 1.57% and 1.19% for the respective corresponding classes of the Acquiring Fund).

The following tables: (1) compare the fees and expenses for the Target Fund and the Acquiring Fund based on actual expenses of the Target Fund and the Acquiring Fund for the six months ended April 30, 2014 (annualized) and for the most recent fiscal year ended October 31, 2013; and (2) show the estimated fees and expenses for the Combined Fund on a pro forma basis after giving effect to the Reorganization.  The purpose of these tables is to assist shareholders in understanding the various costs and expenses that investors in these Funds will bear as shareholders.  The tables enable you to compare and contrast the expense levels for the Target Fund and the Acquiring Fund and obtain a general idea of what the expense levels will be if the Reorganization occurs.  The tables do not reflect any charges that may be imposed by institutions directly on their customer accounts in connection with investments in the Funds.  Pro forma expense levels shown should not be considered an actual representation of future expenses or performance.  Such pro forma expense levels project anticipated levels but actual expenses may be greater or less than those shown.

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The Global Select Opportunities Fund and the Global Equity Fund expenses are based on actual expenses for the six months ended April 30, 2014 (annualized):

(1)     Unless you are otherwise eligible to purchase Class A shares without a sales charge, a contingent deferred sales charge (CDSC) of up to 1.00% will be charged on Class A shares redeemed within 18 months of purchase if you paid no sales charge on the original purchase and a finder’s fee was paid.  This CDSC will not apply to any Class A shares of the Acquiring Fund received in the Reorganization.

(2)     The Global Select Opportunities Fund and AAMI have entered into a written contract limiting operating expenses to 1.40% for Class A shares and 1.15% for Institutional Class shares of the Global Select Opportunities Fund until the earlier of (a) the termination of the Global Select Opportunities Fund’s investment advisory agreement with AAMI; or (b) February 28, 2015.  This expense limitation excludes certain expenses, including interest, taxes, brokerage commissions, and other expenditures which are capitalized in accordance with generally accepted accounting principles, and other extraordinary expenses not incurred in the ordinary course of the Global Select Opportunities Fund’s business.  The Global Select Opportunities Fund is authorized to reimburse AAMI for management fees previously limited and/or for expenses previously paid by AAMI; provided, however, that any reimbursements must be paid within not more than three fiscal years after the year in which AAMI limited the fees or reimbursed the expenses and the reimbursements do not cause a Class to exceed the applicable expense limitation in the contract at the time the fees were limited or expenses are paid.  This contract may not be terminated until the earlier of (a) the termination of the Global Select Opportunities Fund’s investment advisory agreement with AAMI; or (b) February 28, 2015.

(3)     Aberdeen Funds and AAMI have entered into a written contract limiting operating expenses to 1.19% for all Classes of the Global Equity Fund at least through February 28, 2015 or the effective date of the 2015 annual update to the registration statement, whichever occurs first.  This limit excludes certain expenses, including any taxes, interest, brokerage fees, short-sale dividend expenses, Acquired Fund Fees and Expenses, Rule 12b-1 fees, administrative service fees and extraordinary expenses. The Acquiring Fund is authorized to reimburse AAMI for management fees previously limited and/or for expenses previously paid by AAMI, provided, however, that any reimbursements must be paid at a date not more than three years after the date when AAMI limited the fees or reimbursed the expenses and the reimbursements do not cause a Class to exceed the applicable expense

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limitation in the contract at the time the fees were limited or expenses are paid.  This contract may not be terminated before February 28, 2015 or the effective date of the 2015 annual update to the registration statement, whichever occurs first.

The Global Select Opportunities Fund and the Global Equity Fund expenses are based on actual expenses for the twelve months ended October 31, 2013:

(1)     Unless you are otherwise eligible to purchase Class A shares without a sales charge, a contingent deferred sales charge (CDSC) of up to 1.00% will be charged on Class A shares redeemed within 18 months of purchase if you paid no sales charge on the original purchase and a finder’s fee was paid.  This CDSC will not apply to any Class A shares of the Acquiring Fund received in the Reorganization.

(2)     The Global Select Opportunities Fund and AAMI have entered into a written contract limiting operating expenses to 1.40% for Class A shares and 1.15% for Institutional Class shares of the Global Select Opportunities Fund until the earlier of (a) the termination of the Global Select Opportunities Fund’s investment advisory agreement with AAMI; or (b) February 28, 2015.  This expense limitation excludes certain expenses, including interest, taxes, brokerage commissions, and other expenditures which are capitalized in accordance with generally accepted accounting principles, and other extraordinary expenses not incurred in the ordinary course of the Global Select Opportunities Fund’s business.  The Global Select Opportunities Fund is authorized to reimburse AAMI for management fees previously limited and/or for expenses previously paid by AAMI; provided, however, that any reimbursements must be paid within not more than three fiscal years after the year in which AAMI limited the fees or reimbursed the expenses and the reimbursements do not cause a Class to exceed the applicable expense limitation in the contract at the time the fees were limited or expenses are paid.  This contract may not be terminated until the earlier of (a) the termination of the Global Select Opportunities Fund’s investment advisory agreement with AAMI; or (b) February 28, 2015.

(3)     Aberdeen Funds and AAMI have entered into a written contract limiting operating expenses to 1.19% for all Classes of the Global Equity Fund at least through February 28, 2015 or the effective date of the 2015 annual update to the registration statement, whichever occurs first.  This limit excludes certain expenses, including any taxes, interest, brokerage fees, short-sale dividend expenses, Acquired Fund Fees and Expenses, Rule 12b-1 fees, administrative service fees and extraordinary expenses.

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The Acquiring Fund is authorized to reimburse AAMI for management fees previously limited and/or for expenses previously paid by AAMI, provided, however, that any reimbursements must be paid at a date not more than three years after the date when AAMI limited the fees or reimbursed the expenses and the reimbursements do not cause a Class to exceed the applicable expense limitation in the contract at the time the fees were limited or expenses are paid.  This contract may not be terminated before February 28, 2015 or the effective date of the 2015 annual update to the registration statement, whichever occurs first.

Example.   These examples are intended to help you compare the cost of investing in each Fund with the cost of investing in other mutual funds.  The examples assume that you invest $10,000 in the Fund for the time periods indicated and then sell all of your shares of that Fund at the end of those periods.  It assumes a 5% return each year and no change in expenses or in the expense limitations for the Acquiring Fund, which will be in place until February 28, 2015.  Although your actual costs may be higher or lower based on these assumptions your costs would be:

ASSUMING YOU REDEEM YOUR SHARES:

The following table is based on amounts for the six months ended April 30, 2014 (annualized):

The following table is based on amounts for the fiscal year ended October 31, 2013:

How do the Funds’ portfolio turnovers compare?

A 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 annual fund operating expenses or in the example, affect the Fund’s performance.  The Target Fund’s portfolio turnover rate during its most recent fiscal year ended October 31, 2013, expressed as a percentage of the average value of its portfolio, was 253%. The 2013 portfolio turnover rate for the Target Fund increased as a result of purchases and sales of portfolio holdings made to realign the portfolio with the Fund’s investment strategy changes on or around May 21, 2013. After the Target Fund was aligned to the Adviser’s management style, the portfolio turnover was, and is anticipated to continue to be, lower. The Acquiring Fund’s portfolio turnover rate during its most recent fiscal year ended October 31, 2013, expressed as a percentage of the average value of its portfolio, was 12.87%.

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Who are the service providers?

AAMI serves as the investment adviser to each of the Target Fund and the Acquiring Fund, and will serve as the investment adviser to the Combined Fund. AAMI is a wholly-owned subsidiary of Aberdeen Asset Management PLC (“Aberdeen PLC”), which is the parent company of an asset management group managing approximately $550.0 billion in assets as of August 31, 2014 for a range of pension funds, financial institutions, investment trusts, unit trusts, offshore funds, charities and private clients, in addition to U.S. registered investment companies. AAML serves as the subadviser to each of the Target Fund and the Acquiring Fund, and will serve as the subadviser to the Combined Fund.  AAML, a Scottish Company, located at Bow Bells House, 1 Bread Street, London, England, EC4M9HH, is an affiliate of AAMI and wholly owned by Aberdeen PLC.

The Target Fund and Acquiring Fund have the same investment adviser, subadviser, distributor, auditor and custodian, as indicated in the table below.  AAMI serves as administrator of the Acquiring Fund.  State Street Bank and Trust Company (“State Street”) serves as administrator of the Target Fund, and as subadministrator of the Acquiring Fund pursuant to an agreement with AAMI.  The Funds also have different transfer agents.  Boston Financial Data Services, Inc. (“BFDS”) serves as transfer agent to the Acquiring Fund and US Bancorp Fund Services, LLC (“US Bancorp”) serves as transfer agent to the Target Fund.  It is anticipated that the service providers to the Acquiring Fund will continue as the service providers to the Combined Fund following the closing of the Reorganization.  For more information about the investment advisory fees of the Target Fund and the Acquiring Fund and for a detailed description of the management of the Acquiring Fund and other service providers to the Acquiring Fund, please see “Comparison of the Target Fund and the Acquiring Fund — Who manages the Funds?” and “— Who are the other service providers?” below.

How are shares priced?

The price of each share of the Target Fund or the Acquiring Fund is based on its per share net asset value (“NAV”).  The NAV per share of a class is generally determined by dividing the total net market value of the securities and other assets in a Fund’s portfolio allocable to such class, less liabilities allocable to such class, by the total number of shares outstanding of such class.

The NAV for shares of each Fund is determined and its shares are priced at the close of regular trading on the New York Stock Exchange (normally at 4 p.m. Eastern time) on days the Exchange is open. A purchase, exchange or redemption order will be priced at the next NAV calculated after the order is received by the Fund (plus any applicable sales charge).

Please note that when calculating the dollar value of your shares with respect to the Reorganization, the net asset value of a Target Fund share will be determined in accordance with the procedures described under “Investing with Aberdeen Funds — Fair Value Pricing” in the Global Equity Fund Statutory Prospectus and “Valuation of Shares” in the Acquiring Fund’s Statement of Additional Information and in accordance with the Acquiring Fund’s valuation procedures. [These procedures are identical to those used by the Target Fund.]

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What are the sales load, redemption fee and Rule 12b-1 arrangements for the Funds?

Class A Shares.  Class A shares of the Target Fund are not subject to any sales charges.  Class A shares of the Acquiring Fund are subject to a maximum sales charge of 5.75%.  The sales charge is calculated as a percentage of the offering price for Class A shares.  Sales charges are reduced as the amount increases, provided the amount invested reaches certain specified levels.  There is no sales charge on Acquiring Fund Class A shares on purchases of $1,000,000 or more, but Acquiring Fund Class A shares may be subject to a contingent deferred sales load of 1.00% if a redemption is made within 18 months of purchase if no sales charge was paid on the original purchase and a finder’s fee was paid. Class A shares of the Target Fund and the Acquiring Fund are subject to a Rule 12b-1 fee at an annual rate of 0.25% of each Fund’s average daily net assets attributable to its respective Class A shares.

Institutional Class Shares.  Institutional Class shares of the Target Fund and the Acquiring Fund are offered at net asset value with no front-end or contingent deferred sales charge and are not subject to a Rule 12b-1 fee.

Redemption Fees.  The Target Fund and the Acquiring Fund do not charge redemption fees.

Payments to Broker-Dealers and Other Financial Intermediaries

If you purchase shares of the Target Fund or the Acquiring Fund through a broker-dealer or other financial intermediary (such as a bank), the Funds, the Adviser and/or their related companies 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 financial intermediary and your financial advisor to recommend the Funds over another investment.  Ask your financial advisor or visit your financial intermediary’s website for more information.

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How do the Funds’ purchase, redemption and exchange policies and procedures and dividend policies compare?

The Target Fund’s and Acquiring Fund’s purchase, redemption and exchange policies and procedures are generally similar.  The Target Fund expects to declare and distribute its net investment income, if any, to shareholders as dividends annually.  The Acquiring Fund expects to declare and distribute its net investment income, if any, to shareholders as dividends quarterly.  For more information, see “Comparison of the Target Fund and Acquiring Fund — How do the Funds’ Dividends and Distributions, Purchase, Redemption and Exchange Policies Differ” and “Additional Information About the Acquiring Fund.”

Where can I find more financial information about the Funds?

The Target Fund’s and the Acquiring Fund’s annual and semi-annual reports, which are incorporated herein by reference, show per share information for each of the past five fiscal years, and the most recent semi-annual period in the case of the semi-annual reports. The annual reports also contain a discussion of the applicable Fund’s performance during the past fiscal year. These documents also are available upon request. (See “Contacting Aberdeen Funds” below.)

What are the principal risks associated with investments in the Funds?

The risks identified below are the principal risks of investing in the Target Fund and the Acquiring Fund.  Both Funds are subject to substantially the same principal risks, with the exception of one additional principal risk for the Target Fund as set out below.  All investments have risks to some degree and it is possible that you could lose money by investing in a Fund. An investment in a Fund is not a deposit with a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. There is no guarantee a Fund will achieve its investment objective.  For more information on the risks associated with the Acquiring Fund, see the “Additional Information on Portfolio Instruments and Investment Policies” section of the Acquiring Fund’s Statement of Additional Information.

Each Fund is subject to the principal risks set out below.

Emerging Markets Risk — A magnification of the risks that apply to foreign investments. These risks are greater for securities of companies in emerging market countries because the countries may have less stable governments, more volatile currencies and less established markets (see “Foreign Securities Risk” below).

Foreign Securities Risk — Foreign securities may be more volatile, harder to price and less liquid than U.S. securities.

Impact of Large Redemptions and Purchases of Fund Shares — Occasionally, shareholders may make large redemptions or purchases of Fund shares, which may cause the Fund to have to sell securities or invest additional cash. These transactions may adversely affect the Fund’s performance and increase transaction costs. In addition, large redemption requests may exceed the cash balance of the Fund and result in overdraft charges to the Fund until the sale of portfolio securities to cover the redemption request settle.

Market Risk — The Fund could lose value if the individual securities in which it invests or overall markets in which such securities trade decrease in value.

Securities Selection Risk — The investment team may select securities that underperform the stock market or other funds with similar investment objectives and strategies.

Small-Cap and Mid -Cap Securities Risk — In general, stocks of small - and mid-cap companies may be more volatile and less liquid than larger company stocks.

The Target Fund’s most recent prospectus included the additional principal risk set out below.  The Target Fund’s prior manager utilized a management style that resulted in higher portfolio turnover, usually greater than 100%.  After the Target Fund was aligned to the Adviser’s management style, the portfolio turnover was, and is anticipated to continue to be, lower.  For the six months ended April 30, 2014, as disclosed in the Target Fund’s semi-annual report for that period, the Target Fund’s portfolio turnover was 5%.

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Active Trading Risk — The Fund may engage in active and frequent trading of portfolio securities to achieve its investment objective. If a Fund does trade this way, it may incur increased costs, which can lower the actual return of the Fund. Active trading may also increase short term gains and losses, which may affect taxes that must be paid.

REASONS FOR THE REORGANIZATION

Background

AAMI, the investment adviser to the Target Fund and the Acquiring Fund, proposed the Reorganization because it believes that the Target Fund’s small asset size makes the Fund not viable over the longer term.  The Target Fund’s small asset size also limits the Target Fund’s marketability and, given the lack of investor demand, the future ability to increase assets for the Target Fund is anticipated to be very limited.  AAMI has been subsidizing the Target Fund by waiving a portion of its fees and capping the Target Fund’s annual operating expenses.  AAMI has indicated that it is not willing to continue to waive its fees or limit the Target Fund’s expenses over the long term.  Thus, AAMI believes that continuing to operate the Target Fund as currently constituted is not in the best interests of the Target Fund’s shareholders.  AAMI further believes that it is in the best interests of the Target Fund’s shareholders to combine its assets with a fund within the Aberdeen fund complex that has substantially the same principal investment strategies, lower gross expense ratios (though higher net expense ratios) with respect to each class and a generally better performance history.  It is anticipated that the shareholders of each of the Funds may also benefit from the expected operating efficiencies and economies of scale that may be achieved by combining the Funds’ assets in the Reorganization, rather than continuing to operate the two Funds separately.

Board Consideration of the Reorganization

At a regular meeting held on September 18, 2014, all of the Directors of the Target Fund, including the Directors who are not “interested persons” of the Target Fund, as such term is defined in the 1940 Act (the “Independent Directors”), considered and approved the proposed Reorganization Agreement.  For the reasons more fully described below, the Board determined that the Reorganization was in the best interests of the Target Fund and its shareholders, and that the interests of existing shareholders of the Target Fund will not be diluted as a result of the Reorganization.  At the meeting and throughout the course of the Board’s considerations of these matters, the Independent Directors were advised by an independent legal counsel that is experienced in 1940 Act matters.  The Board of Trustees of Aberdeen Funds (the “Acquiring Fund Board”) also approved the Reorganization Agreement on behalf of the Acquiring Fund.

Before approving the Reorganization Agreement, the Directors evaluated information provided by management of the Funds and reviewed various factors about the Target Fund and the Acquiring Fund and the proposed Reorganization.

When evaluating the Reorganization Agreement, the Board considered the following factors, among others:

·                  AAMI’s representation that the Target Fund is not viable due to its small asset size;

·                  the degree to which AAMI is waiving fees and reimbursing expenses with respect to the Target Fund, and the Target Fund’s continued and sustained lack of profitability to AAMI;

·                  the expectation that the Combined Fund will have (i) a projected gross operating expense ratio for each class lower than that of the corresponding class of the Target Fund prior to the Reorganization, and (ii) a projected net operating expense ratio for each class higher than that of the corresponding class of the Target Fund prior to the Reorganization, after taking into account the contractual fee waiver and expense reimbursement arrangement (that is, as of October 31, 2013, 1.40% and 1.15% for Class A shares and Institutional Class shares of the Target Fund, respectively, after fee waivers and expense reimbursements, as compared to 1.57% and 1.19% for the respective corresponding classes of the Acquiring Fund);

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·                  the possibility that shareholders may benefit from operating efficiencies and economies of scale that may be achieved by combining the Target Fund’s assets with the Acquiring Fund’s assets in the Reorganization, although no assurance can be given that these Acquiring Funds will be able to achieve those operating efficiencies;

·                  the fact that the Reorganization likely would result in the loss of substantially all of the Target Fund’s tax loss carry-forwards, which would also be the case in the event of a liquidation;

·                  the similar investment strategies of the Acquiring Fund and the Target Fund and the fact that both Funds are managed by the same portfolio team, using a substantially similar investment management style;

·                  the Acquiring Fund’s performance history;

·                  the anticipated tax-free nature of the Reorganization, and

·                  the feasibility of other alternatives, including liquidation (which would require approval by at least two thirds of the outstanding shares of the Target Fund) or continued operation of the Target Fund.

In addition, the Directors considered, among other things:

·                  the terms and conditions of the Reorganization;

·                  the fact that the Reorganization would not result in the dilution of shareholders’ interests;

·                  the fact that AAMI will bear the expenses incurred in connection with the Reorganization (shareholders will continue to pay brokerage or trading expenses, including those relating to securities sold prior to and immediately following the Reorganization to realign the portfolio of the Target Fund, as discussed below);

·                  the comparative historical performance of the Target Fund and the Acquiring Fund;

·                  the fact that the Acquiring Fund will assume all of the liabilities of the Target Fund;

·                  the fact that the Reorganization is expected to be a tax-free transaction for federal income tax purposes; and

·                  alternatives available to shareholders of the Target Fund, including the ability to redeem their shares.

After consideration of the factors noted above, together with other factors and information considered to be relevant, and recognizing that there can be no assurance that any operating efficiencies or other benefits will in fact be realized, the Directors of the Target Fund believed that but for the requirement of shareholder approval, it would be preferable to liquidate the Target Fund, given the Target Fund’s small size and relatively high expenses before waivers and reimbursement of fees.  The Directors concluded, however, that in this context, it would be in the best interests of the Target Fund’s shareholders to have a choice between liquidation and reorganization, even though the total expenses for the Class A shares and the Institutional Class shares of the Acquiring Fund following the Reorganization are estimated to be 17 basis points and 4 basis points higher, respectively, based on estimates using October 31, 2013 information, than the expenses of the corresponding classes of shares of the Target Fund.  The determinations were made on the basis of each Director’s business judgment after consideration of all of the factors taken as a whole, though individual Directors may have placed different weight on various factors and assigned different degrees of materiality to the various conclusions.  Consequently, the Board approved the Reorganization Agreement and directed that the Reorganization Agreement be submitted to shareholders of the Target Fund for approval.

The Reorganization Agreement is subject to certain closing conditions and termination rights, including the Board’s right to terminate the Reorganization Agreement if it determines that proceeding with the Reorganization is inadvisable for the Target Fund and the Acquiring Fund’s Board’s right to terminate the Reorganization Agreement if

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The Acquiring Fund will not issue certificates representing the Acquiring Fund shares issued in connection with such exchange.

After such distribution, the Target Fund will take all necessary steps under the 1940 Act, applicable state law, its governing instruments, and any other applicable law to cease operating as an investment company, to cease the continuous offering of its shares, and to liquidate.

The Reorganization Agreement may be amended as deemed necessary by the authorized officers of the Target Fund or the Acquiring Fund, provided that following the Meeting no amendment may change the provisions for determining the number of shares to be issued to Target Fund shareholders to the detriment of shareholders without their further approval.  The Reorganization Agreement may be terminated with respect to the Target Fund or the Acquiring Fund if at any time prior to the Closing Date the Board or the Acquiring Fund Board, as applicable, concludes that the Reorganization is inadvisable with regards to the Target Fund or the Acquiring Fund, respectively.  The Reorganization Agreement may also be terminated by (i) written consent of the parties; (ii) following a material breach by one party of the representations, warranties or covenants which is not cured within ten business days; or (iii) by the Target Fund upon the occurrence of an event that has a material adverse effect on one of the parties, or by the Acquiring Fund upon the occurrence of an event that has a material adverse effect on the Target Fund.

Management does not anticipate the need for any significant portfolio realignment of the Combined Fund after the Reorganization as the Funds are currently managed pursuant to substantially similar investment policies and approaches.  Any realignment of the portfolio of the Target Fund will take place immediately following the Reorganization. In realigning post-reorganization, the brokerage and/or related trading costs will be borne by shareholders of the Combined Fund.  [The brokerage and/or related trading costs for the portfolio realignment are approximately [    ] basis points of the market value of the portfolio, which is currently estimated to be approximately $[        ].  The brokerage and/or related trading costs equate to approximately $[       ] per shareholder, post-reorganization, based on the anticipated outstanding shares of the Combined Fund, using information as of [        ].]

The tax impact of any sales of portfolio holdings will depend on the difference between the price at which such portfolio securities are sold and the applicable Fund’s basis in such securities. Any capital gains recognized in these sales on a net basis following the closing of the Reorganization will be distributed, if required, to the Combined Fund’s shareholders as capital gain dividends (to the extent of net realized long-term capital gains) and/or ordinary dividends (to the extent of net realized short-term capital gains) during or with respect to the year of sale, and such distributions will be taxable to shareholders. However, the Acquiring Fund has approximately $17,089,141 of capital loss carryforwards, which may be used to offset any capital gains. If the Reorganization is approved and you do not wish to have your Target Fund shares exchanged for shares of the Acquiring Fund, you should redeem your shares prior to the completion of the Reorganization.  If you redeem your shares, you will recognize a taxable gain or loss based on the difference between your tax basis in the shares and the amount you receive for them.

Who will pay the expenses of the Reorganization?

The reasonable expenses associated with the Reorganization will be borne solely by AAMI or its affiliates and will not be borne by shareholders.  Shareholders will continue to pay brokerage or trading expenses, including those related to securities sold prior to and immediately following the Reorganization to realign the portfolio of the Target Fund; however, significant trading activity is not anticipated due to the fact that the Funds are managed similarly.

What are the federal income tax consequences of the Reorganization?

[Treatment as a Tax-Free Reorganization. The Reorganization is intended to qualify as a tax-free reorganization for federal income tax purposes under Section 368(a)(1) of the Code. Based on certain assumptions made and representations to be made on behalf of the Target Fund and the Acquiring Fund, it is expected that Willkie Farr & Gallagher LLP will provide a legal opinion to the effect that, for federal income tax purposes:

·                  Shareholders of the Target Fund will not recognize any gain or loss as a result of the exchange of their shares of the Target Fund for shares of the Acquiring Fund;

·                  No gain or loss will be recognized by the Target Fund (a) upon the transfer of its assets to the Acquiring Fund in exchange for the Acquiring Fund shares and the assumption by the Acquiring Fund of the

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liabilities of the Target Fund or (b) upon the distribution of the Acquiring Fund shares by the Target Fund to its shareholders in liquidation, as contemplated in the Reorganization Agreement, except for any gain recognized as a result of the transfer of any stock in a passive foreign investment company as defined in Section 1297(a) of the Code;

·                  Neither the Acquiring Fund nor its shareholders will recognize any gain or loss upon receipt of the assets of the Target Fund;

·                  The tax basis of the assets of the Target Fund acquired by the Acquiring Fund will be the same as the tax basis of such assets in the hands of the Target Fund immediately prior to the transfer and the holding period of the assets of the Target Fund in the hands of the Acquiring Fund will include the periods during which such assets were held by the Target Fund except for certain adjustments that may be required to be made solely as a result of gain recognized on the transfer of certain assets of the Target Fund;

·                  The holding period and aggregate tax basis for Acquiring Fund shares that are received by the Target Fund shareholder will be the same as the holding period and aggregate tax basis of the shares of the Target Fund previously held by such shareholder, provided that the shareholder held Target Fund shares as a capital asset at the time of the Reorganization; and

·                  The Acquiring Fund will succeed to and take into account the items of the Target Fund described in Section 381(c) of the Code.

AAMI has not sought a tax ruling from the IRS. Opinions of counsel are not binding upon the IRS or the courts. If the Reorganization is consummated but does not qualify as a tax free reorganization under the Code, and thus is taxable, the Target Fund would recognize gain or loss on the transfer of its assets to the Acquiring Fund and each shareholder of the Target Fund would recognize a taxable gain or loss equal to the difference between its tax basis in the Target Fund shares and the fair market value of the shares of the Acquiring Fund it received.

General Limitation on Capital Losses. In certain cases, a fund’s ability to use capital losses is limited following a reorganization. These limitations generally do not apply if the reorganization qualifies as a reorganization under Section 368(a)(1)(F) of the Code. The Reorganization is expected to qualify as a reorganization under Section 368(a)(1)(F) of the Code, so these limitations generally should not apply to the Acquiring Fund. As of the fiscal year ended October 31, 2013, the Target Fund had approximately $27,937,000 of capital loss carryforwards.

Tracking Your Basis and Holding Period; State and Local Taxes. After the Reorganization of the Target Fund, you will continue to be responsible for tracking the adjusted tax basis and holding period for your shares of the Acquiring Fund for federal income tax purposes. You should consult your tax adviser regarding the effect, if any, of the Reorganization in light of your individual circumstances. You should also consult your tax adviser about the state and local tax consequences, if any, of the Reorganization because the discussion above only relates to the federal income tax consequences.]

What should I know about shares of the Acquiring Fund?

If the Reorganization is approved by the Target Fund’s shareholders, full and fractional shares of the Acquiring Fund will be distributed to shareholders of the Target Fund in accordance with the procedures described above.  When issued, each share will be validly issued, fully paid, and non-assessable and will have no pre-emptive or conversion rights.  The shares of the Acquiring Fund will be recorded electronically in each shareholder’s account.  The Acquiring Fund will then send a confirmation to each shareholder.  As of the Closing Date, outstanding certificates, if any, representing shares of the Target Fund will be cancelled.

What are the capitalizations of the Funds and what might the capitalizations be after the Reorganization?

The capitalization table below this paragraph sets out, as of April 30, 2014, the capitalizations of the Target Fund and the Acquiring Fund, and the estimated capitalization of the Acquiring Fund as adjusted to give effect to the proposed Reorganization. The following are examples of the number of shares of the Acquiring Fund that would be exchanged for the shares of the Target Fund if the Reorganization were consummated on April 30, 2014 and do not reflect the number of shares or value of shares that would actually be received if the Reorganization, as depicted, occurs.  Each shareholder of the Target Fund will receive the number of full and fractional shares of the Acquiring

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Fund equal in value to the value (as of the last Business Day prior to the Closing Date) of the shares of the Target Fund.

COMPARISON OF TARGET FUND AND ACQUIRING FUND

Who manages the Funds?

AAMI, a Delaware corporation formed in 1994, is a registered investment adviser and serves as the investment adviser to both the Target Fund and the Acquiring Fund. AAMI’s principal place of business is 1735 Market Street, 32nd Floor, Philadelphia, Pennsylvania 19103.  AAMI is a wholly-owned subsidiary of Aberdeen PLC, which is the parent company of an asset management group managing approximately $550.0 billion in assets as of August 31, 2014 for a range of pension funds, financial institutions, investment trusts, unit trusts, offshore funds, charities and private clients, in addition to U.S. registered investment companies.

Pursuant to an investment advisory agreement with each Fund, AAMI manages the Fund in accordance with the policies and procedures established by the Board or the Acquiring Fund Board, as applicable.  In rendering investment advisory services, AAMI may use the resources of investment advisor subsidiaries of Aberdeen PLC. These affiliates have entered into a memorandum of understanding with AAMI pursuant to which investment professionals from each affiliate may render portfolio management, research or trading services to clients of AAMI, including the Funds, as associated persons of AAMI, subject to supervision by AAMI.

AAML, a Scottish Company, serves as a subadviser to the Acquiring Fund and the Target Fund.  AAML’s principal place of business is located at Bow Bells House, 1 Bread Street, London, England, EC4M9HH. AAML is responsible for the day-to-day management of each Fund. To the extent that AAML does not have management over a specific portion of a Fund’s assets, AAML will assist AAMI with oversight for the Fund. When a portfolio management team from AAML is allocated a specific portion of a Fund’s assets to manage, it will receive a fee from AAMI for its investment management services. AAML is an affiliate of AAMI and wholly owned by Aberdeen PLC.

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Portfolio Manager Information

The Funds are managed by the Global Equity Team. The Global Equity Team works in a truly collaborative fashion; all team members have both portfolio construction and research responsibilities. Teams work in an open floor plan environment in an effort to foster communication among all members. AAMI and AAML do not believe in having star managers, instead preferring to have both depth and experience within the team. Depth of team members allows AAMI and AAML to perform the diligent research required by AAMI’s process. The experience of senior managers provides the confidence needed to take a long-term view. The Team is jointly and primarily responsible for the day-to-day management of each Fund, with the following members having the most significant responsibility for the day-to-day management of each Fund:

Stephen Docherty, Head of Global Equities (AAML).   Stephen Docherty is Head of Global Equities, managing a team of fifteen, including five senior global equity investment managers, who are responsible for Aberdeen’s overall strategy towards global equity investment, including ethical portfolios. Stephen joined Aberdeen in 1994, successfully establishing performance measurement procedures before taking up a fund management role. Previously, Stephen worked for Abbey National Plc in the Department of Actuarial Services within the Life Division. Stephen graduated with a BSc (Hons) in Mathematics and Statistics from the University of Aberdeen.

Bruce Stout, Senior Investment Manager (AAML).  Bruce Stout is a senior investment manager on the global equities team. He joined Aberdeen in 2000 from Murray Johnstone where he held the position of Investment Manager for their emerging markets team. Bruce graduated with a BA in Economics from the University of Strathclyde and completed a graduate training course with General Electric Company UK.

Jamie Cumming, CFA®, Senior Investment Manager (AAML).  Jamie Cumming is a Senior Investment Manager on the Global Equity Team.  Jamie joined Aberdeen via the acquisition of Edinburgh Fund Managers in 2003, where he was an Investment Manager on the Japanese Equities Team. Previously, Jamie worked for Grant Thornton Chartered Accountant and is a member of the Institute of Chartered Accountants in Scotland. Jamie graduated with a BA (Hons) from Strathclyde University and is a CFA Charterholder.

Samantha Fitzpatrick, CFA®, Senior Investment Manager (AAML).  Samantha Fitzpatrick is a senior investment manager on the Global Equity Team. Samantha joined Aberdeen in 1998 from the WM Company where she was in the market data team. Samantha graduated with a BA (Hons) in Mathematics from the University of Strathclyde and is a CFA® Charterholder.

The Target Fund’s Statement of Additional Information dated March 3, 2014, as amended, and the Acquiring Fund’s Statement of Additional Information dated February 28, 2014, as amended, provide additional information about the portfolio managers’ compensation, other accounts they manage, and their ownership of shares in the relevant Fund.

What management fees do the Funds pay?

The annual investment advisory fee for each Fund, as a percentage of the Fund’s average daily net assets, is as follows:

AAMI has contractually agreed to reimburse the Target Fund for certain expenses (excluding interest, taxes, brokerage commissions, other expenditures which are capitalized in accordance with generally accepted accounting principles or other extraordinary expenses not incurred in the ordinary course of the Target Fund’s business) that

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exceed the annual rate of 1.40% and 1.15% of the average daily net assets of the Class A shares and Institutional Class shares, respectively, at least through February 28, 2015.

AAMI has entered into a written expense limitation agreement with Aberdeen Funds on behalf of the Acquiring Fund limiting operating expenses (excluding taxes, interest, brokerage fees, short-sale dividend expenses, Acquired Fund Fees and Expense, 12b-1 fees, administrative service fees and extraordinary expenses) to 1.19% for all classes of shares of the Acquiring Fund, at least through February 28, 2015.

A discussion regarding the basis of the Acquiring Fund Board’s approval of the Acquiring Fund’s investment advisory contract and subadvisory contract is available in the Acquiring Fund’s Annual Report to shareholders for the fiscal year ended October 31, 2013.

Who are the other service providers?

The Funds have certain of the same service providers, but differ as to others, as detailed below.

Administrator

Target Fund.  Pursuant to an Administration Agreement, State Street, located at One Lincoln Street, Boston, Massachusetts 02111, serves as administrator to the Target Fund.  For its services as custodian (as described below) and for administrative, fund accounting and other services, the Target Fund pays State Street an annual fee based on the Fund’s net assets equal to 0.01%.

Acquiring Fund.  AAMI, located at 1735 Market Street, 32nd Floor, Philadelphia, Pennsylvania 19103, provides administrative services to the Acquiring Fund, which includes various administrative and accounting services, daily valuation of the Acquiring Fund’s shares, preparation of financial statements, tax returns, and regulatory reports, and presentation of quarterly reports to the Acquiring Fund Board, pursuant to a Fund Administration Agreement.  Aberdeen Funds pays an annual fee of 0.08% as a percentage of the aggregate net assets of all Aberdeen Funds.  Fees will be computed daily and payable monthly on the first business day of each month, or as otherwise set out below.

State Street serves as the sub-administrator for the Acquiring Fund.  For the administration services provided by State Street to the Acquiring Fund, AAMI pays State Street an asset-based fee that is calculated based on the assets of certain registered and unregistered funds and segregated accounts advised by AAMI and its affiliates, plus certain out-of-pocket expenses, subject to a minimum fee.

Transfer Agent

Target Fund.  U.S. Bancorp Fund Services, LLC, located at 615 East Michigan Street, 3rd Floor, Milwaukee, WI 53202, serves as the Target Fund’s transfer and dividend disbursing agent. Pursuant to a Transfer Agency Agreement, U.S. Bancorp Fund Services, LLC (a) issues and redeems shares of the Target Fund, (b) addresses and mails all communications by the Target Fund to record owners of Target Fund’s shares, including reports to shareholders, dividend and distribution notices and proxy material for its meetings of shareholders, (c) maintains shareholder accounts and, if requested, sub-accounts and (d) makes periodic reports to the Board concerning the Target Fund’s operations.

Acquiring Fund.  Boston Financial Data Services, Inc. (“BFDS”), an affiliate of State Street, located at 30 Dan Road, Canton, MA 02021-2809, serves as the transfer agent for the Acquiring Fund.

Custodial Services

State Street serves as the custodian for the Target Fund and the Acquiring Fund.

Auditors

[             ] serves as the Target Fund’s and the Acquiring Fund’s independent registered public accounting firm and is located at 1601 Market Street, Philadelphia, PA 19103.

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Distributor

Aberdeen Fund Distributors LLC (“AFD”), an affiliate of AAMI, located at 1735 Market Street, 32nd Floor, Philadelphia, Pennsylvania 19103, serves as the Target Fund’s and the Acquiring Fund’s primary distributor.

How do the Funds differ with respect to sales charges, Rule 12b-1 plans, administrative service fees and transfer agent out-of-pocket expenses?

Sales Charges

Neither class of shares of the Target Fund is subject to any sales charges and the Institutional Class of the Acquiring Fund is not subject to any sales charges.  There is a maximum sales charge of 5.75% for Class A shares of the Acquiring Fund.  For more information on the sales charges of Class A of the Acquiring Fund, see “Additional Information About the Acquiring Fund” in this Proxy Statement/Prospectus.

Rule 12b-1 Plans

Target Fund.  The Target Fund has adopted a Distribution Plan under Rule 12b-1 under the 1940 Act, which permits Class A shares of the Target Fund to compensate the Fund’s distributor or any other entity approved by the Acquiring Fund Board (collectively, “payees”) for expenses associated with distribution-related and/or shareholder services provided by such entities. These fees are paid to the Target Fund’s distributor and are either kept or paid to your financial advisor or other intermediary for distribution and shareholder services. Institutional Class shares pay no 12b-1 fees.

Under the Distribution Plan, the Target Fund pays an annual fee of up to 0.25% of the average daily net assets of the Target Fund that are attributable to Class A shares.  The 12b-1 fees are paid from the Target Fund’s assets on an ongoing basis.  As a result, 12b-1 fees increase the cost of your investment and over time may cost more than other types of sales charges.

Acquiring Fund.  The Acquiring Fund has adopted a Distribution Plan under Rule 12b-1 under the 1940 Act, which permits, among other things, Class A shares of the Acquiring Fund to compensate the Fund’s distributor or any other entity approved by the Acquiring Fund Board (collectively, “payees”) for expenses associated with distribution-related and/or shareholder services provided by such entities. These fees are paid to the Acquiring Fund’s distributor and are either kept or paid to your financial advisor or other intermediary for distribution and shareholder services. Institutional Class shares pay no 12b-1 fees.

Under the Distribution Plan, Class A shares pay the Acquiring Fund’s distributor annual amounts not exceeding 0.25% of daily net assets. These 12b-1 fees are in addition to applicable sales charges and are paid from the Acquiring Fund’s assets on an ongoing basis. The 12b-1 fees are accrued daily and paid monthly.  As a result, 12b-1 fees increase the cost of your investment and over time may cost more than other types of sales charges.

Administrative Service Fees

Class A shares of the Acquiring Fund are subject to an administrative service fee of up to 0.25%, which is in addition to Rule 12b-1 fees for Class A shares described above. These fees are paid by the Acquiring Fund to broker-dealers or other financial intermediaries who provide administrative support services to beneficial shareholders on behalf of the Acquiring Fund. Under the Administrative Services Plan, the Acquiring Fund may pay a broker-dealer or other intermediary a maximum annual administrative services fee of 0.25% for Class A shares; however, many intermediaries do not charge the maximum permitted fee or even a portion thereof.

Because these fees are paid out of Class A assets on an ongoing basis, these fees will increase the cost of your investment in such share class over time and may cost you more than paying other types of fees.

The Target Fund does not pay an administrative service fee.

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Transfer Agent Out-of-Pocket Expenses

The Acquiring Fund may pay and/or reimburse transfer agent out-of-pocket expenses to certain broker-dealers and financial intermediaries who provide administrative support services to beneficial shareholders on behalf of the Acquiring Fund, subject to certain limitations approved by the Acquiring Fund Board. (These fees may be in addition to the Rule 12b-1 fees and Administrative Services fees described above.) Transfer agent out-of-pocket expenses generally include, but are not limited to, costs associated with recordkeeping, networking, sub-transfer agency or other administrative or shareholder services.

Because these fees are paid out of the Acquiring Fund’s assets on an ongoing basis, these fees will increase the cost of your investment in such share class over time and may cost you more than paying other types of fees.

The Target Fund does not pay or reimburse transfer agent out-of-pocket expenses to broker-dealers and financial intermediaries who provide administrative support services to beneficial shareholders on behalf of the Target Fund.

What are the Differences in the Funds’ Additional Investments, Investment Techniques and Risks?

The Acquiring Fund’s investments, investment techniques and risks are substantially the same as those of the Target Fund, with the exception of the following “Active Trading Risk” to which the Target Fund, but not the Acquiring Fund, is subject.  The Target Fund’s prior manager utilized a management style that resulted in higher portfolio turnover, usually greater than 100%.  After the Target Fund was aligned to the Adviser’s management style, the portfolio turnover was, and is anticipated to continue to be, lower.  For the six months ended April 30, 2014, as disclosed in the Target Fund’s semi-annual report for that period, the Target Fund’s portfolio turnover was 5%.

Active Trading Risk — A Fund that engages in active and frequent trading of portfolio securities, which would result in a higher portfolio turnover rate, may incur increased costs, which can lower the actual return of the Fund. Active trading or high portfolio turnover may also increase short term gains and losses, which may affect taxes that must be paid.

The following investments, investment techniques and risks are substantially the same for the Target Fund and the Acquiring Fund:

Convertible Securities — Convertible securities are generally debt securities or preferred stocks that may be converted into common stock. Convertibles typically pay current income as either interest (debt security convertibles) or dividends (preferred stocks). A convertible’s value usually reflects both the stream of current income payments and the value of the underlying common stock. The market value of a convertible performs like that of a regular debt security, that is, if market interest rates rise, the value of a convertible usually falls. Since it is convertible into common stock, the convertible also has the same types of market and issuer risk as the underlying common stock.

Country/Regional Focus Risk — In the event a Fund’s investments focus on a single country or geographical region, the Fund would be exposed to increased currency, political, regulatory and other risks. Market swings in the targeted country or geographical region likely will have a greater effect on portfolio performance than they would in a fund with a wider geographical allocation.

Custody/Sub-Custody Risk — To the extent that a Fund invests in markets where custodial and/or settlement systems are not fully developed, there may be very limited regulatory oversight of certain foreign banks or securities depositories that hold foreign securities and foreign currency. The laws of certain countries may limit the ability to recover such assets if a foreign bank or depository or their agents goes bankrupt and the assets of a Fund may be exposed to risk in circumstances where the custodian/sub-custodian or Adviser will have no liability.

Depositary Receipts — Depositary receipts typically issued by a bank or trust company, represent the ownership of underlying securities that are issued by a foreign company and held by the bank or trust company. American Depositary Receipts (“ADRs”) are usually issued by a U.S. bank trust or trust company and traded on a U.S. exchange. Global Depositary Receipts (“GDRs”) may be issued by institutions located anywhere in the world and traded in any securities market. European Depositary Receipts (“EDRs”) are issued in Europe and used in bearer form in European markets.

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Depositary receipts may or may not be jointly sponsored by the underlying issuer. The issuers of unsponsored depositary receipts are not obligated to disclose information that is, in the United States, considered material. Therefore, there may be less information available regarding these issuers and there may not be a correlation between such information and the market value of the depositary receipts. Certain depositary receipts are not listed on an exchange and therefore may be considered to be illiquid securities.

Emerging Markets Risk — The risks of investing in foreign securities are increased in connection with investments in emerging markets. Emerging markets are countries generally considered to be relatively less developed or industrialized. Emerging markets often face economic problems that could subject a Fund to increased volatility or substantial declines in value. Deficiencies in regulatory oversight, market infrastructure, shareholder protections and company laws could expose a Fund to risks beyond those generally encountered in developed countries. In addition, profound social changes and business practices that depart from norms in developed countries’ economies have hindered the orderly growth of emerging economies and their markets in the past and have caused instability. High levels of debt tend to make emerging economies heavily reliant on foreign capital and vulnerable to capital flight. Countries in emerging markets are also more likely to experience high levels of inflation, deflation or currency devaluation, which could also hurt their economies and securities markets. For these and other reasons, investments in emerging markets are often considered speculative.

Europe — Recent Events Risk — A number of countries in Europe have experienced severe economic and financial difficulties. Many non-governmental issuers, and even certain governments, have defaulted on, or been forced to restructure, their debts; many other issuers have faced difficulties obtaining credit or refinancing existing obligations; financial institutions have in many cases required government or central bank support, have needed to raise capital, and/or have been impaired in their ability to extend credit; and financial markets in Europe and elsewhere have experienced extreme volatility and declines in asset values and liquidity. These difficulties may continue, worsen or spread within and outside Europe.

Responses to the financial problems by European governments, central banks and others, including austerity measures and reforms, may not work, may result in social unrest and may limit future growth and economic recovery or have other unintended consequences. Further defaults or restructurings by governments and others of their debt could have additional adverse effects on economies, financial markets and asset valuations around the world. In addition, one or more countries may abandon the euro, the common currency of the European Union, and/or withdraw from the European Union. The impact of these actions, especially if they occur in a disorderly fashion, is not clear but could be significant and far-reaching. Whether or not a Fund invests in securities of issuers located in Europe or with significant exposure to European issuers or countries, these events could negatively affect the value and liquidity of a Fund’s investments.

Event Risk — Event risk is the risk that a corporate event such as a restructuring, merger, leveraged buyout, takeover, or similar action may cause a decline in market value or credit quality of the issuer’s stocks or bonds due to factors including an unfavorable market response or a resulting increase in the issuer’s debt.  Added debt may significantly reduce the credit quality and market value of an issuer’s bonds.

Focus Risk — To the extent that a Fund invests a greater proportion of its assets in the securities of a smaller number of issuers, the Fund may be subject to greater volatility with respect to its investments than a fund that invests in a larger number of securities.

Foreign Currency Transactions Risk — Funds that invest directly in foreign currencies and in securities that trade in, or receive revenues in, foreign currencies are subject to the risk that those currencies may fluctuate in value relative to the U.S. Dollar. Currency rates in foreign countries may fluctuate significantly over short periods of time for a number of reasons, including changes in interest rates, intervention (or the failure to intervene) by U.S. or foreign governments, central banks or supranational entities such as the International Monetary Fund, or by the imposition of currency controls or other political developments in the U.S. or abroad. To manage this risk, a Fund may enter into foreign currency exchange contracts to hedge against a decline in the U.S. Dollar value of a security it already owns or against an increase in the value of an asset it expects to purchase. The Adviser’s use of hedging techniques does not eliminate exchange rate risk. In certain circumstances, the Adviser may hedge using a foreign currency other than the currency which the portfolio securities being hedged are denominated. This type of hedging entails greater risk because it is dependent on a stable relationship between the two currencies paired in the hedge and

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the relationship can be very unstable at times. If the Adviser is unsuccessful in its attempts to hedge against exchange rate risk, the Fund could be in a less advantageous position than if the Adviser did not establish any currency hedge. The Adviser may also employ strategies to increase a Fund’s exposure to certain currencies, which may result in losses from such currency positions. When deemed appropriate by the Adviser, the Adviser may from time to time seek to reduce foreign currency risk by hedging some or all of a Fund’s foreign currency exposure back into the U.S. Dollar. Losses on foreign currency transactions used for hedging purposes may be offset by gains on the assets that are the subject of a Fund’s hedge. A Fund may also purchase a foreign currency on a spot or forward basis in order to obtain potential appreciation of such currency relative to U.S. Dollar or to other currencies in which a Fund’s holdings are denominated. Losses on such transactions may not be offset by gains from other Fund assets.

A Fund’s gains from its positions in foreign currencies may accelerate and/or recharacterize the Fund’s income or gains at the Fund level and its distributions to shareholders. A Fund’s losses from such positions may also recharacterize the Fund’s income and its distributions to shareholders and may cause a return of capital to Fund shareholders.

Foreign Securities Risk — Foreign securities may be more volatile, harder to price and less liquid than U.S. securities. Foreign investments involve some of the following risks as well:

·                       political and economic instability;

·                       the impact of currency exchange rate fluctuations;

·                       reduced information about issuers;

·                       higher transaction costs;

·                       less stringent regulatory and accounting standards; and

·                       delayed settlement.

Additional risks include the possibility that a foreign jurisdiction might impose or increase withholding taxes on income payable with respect to foreign securities; the possible seizure, nationalization or expropriation of the issuer or foreign deposits (in which a Fund could lose its entire investment in a certain market); and the possible adoption of foreign governmental restrictions such as exchange controls.

Illiquid Securities — Illiquid securities are assets which may not be sold or disposed of in the ordinary course of business within seven days at approximately the price at which a Fund has valued the investment on its books and may include such securities as those not registered under U.S. securities laws or securities that cannot be sold in public transactions.

There is a risk that a Fund may invest to a greater degree in instruments that trade in lower volumes and may make investments that may be less liquid than other investments. There is also the risk that a Fund may make investments that may become less liquid in response to market developments or adverse investor perceptions. When there is no willing buyer and investments cannot be readily sold at the desired time or price, a Fund may have to accept a lower price or may not be able to sell the instrument at all. An inability to sell a portfolio position can adversely affect a Fund’s value or prevent the Fund from being able to take advantage of other investment opportunities. To meet redemption requests, a Fund may be forced to sell liquid securities at an unfavorable time and conditions.

Impact of Large Redemptions and Purchases of Fund Shares — Occasionally, shareholders may make large redemptions or purchases of Fund shares, which may cause the Fund to have to sell securities or invest additional cash. These transactions may adversely affect the Fund’s performance and increase transaction costs. In addition, large redemption requests may exceed the cash balance of the Fund and result in overdraft charges to the Fund until the sale of portfolio securities to cover the redemption request settle.

Issuer Risk — The value of a security may decline for reasons directly related to the issuer, such as management performance, financial leverage and reduced demand for the issuer’s goods or service.

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Management Risk — Each Fund is subject to risk that the Adviser may make poor security selections. The Adviser and its portfolio managers apply their own investment techniques and risk analyses in making investment decisions for the Funds, but there can be no guarantee that these decisions will achieve the desired results for the Funds. In addition, the Adviser may select securities that underperform the relevant market of other funds with similar investment objectives and strategies.

Market Events Risk — The global financial crisis that began in 2008 has caused a significant decline in the value and liquidity of many securities and unprecedented volatility in the markets. In response to the crisis, the U.S. Government and the Federal Reserve, as well as certain foreign governments and their central banks took steps to support financial markets, including by keeping interest rates low.  The withdrawal of this support could negatively affect financial markets generally as well as reduce the value and liquidity of certain securities. This environment could make identifying investment risks and opportunities especially difficult for the Adviser.

In addition, policy and legislative changes in the United States and in other countries are affecting many aspects of financial regulation. The impact of these changes on the markets, and the practical implications for market participants, may not be fully known for some time.

Market Risk — Deteriorating market conditions might cause a general weakness in the market that reduces the prices of securities in that market. Developments in a particular class of bonds or the stock market could also adversely affect a Fund by reducing the relative attractiveness of bonds or stocks as an investment. Also, to the extent that a Fund emphasizes bonds or stocks from any given industry, it could be hurt if that industry does not do well. Additionally, a Fund could lose value if the individual stocks in which it maintains long positions and/or the overall stock markets on which the stocks trade decline in price. In addition, a Fund that engages in short sales could lose value if the individual stocks which they sell short increase in price. Stocks and stock markets may experience short-term volatility (price fluctuation) as well as extended periods of price decline or increase. Individual stocks are affected by many factors, including:

·                       corporate earnings;

·                       production;

·                       management;

·                       sales; and

·                       market trends, including investor demand for a particular type of stock, such as growth or value stocks, small or large stocks, or stocks within a particular industry.

Stock markets are affected by numerous factors, including interest rates, the outlook for corporate profits, the health of the national and world economies, national and world social and political events, and the fluctuation of other stock markets around the world.

Mid-Cap Securities Risk — Stocks of medium-sized companies tend to be more volatile and less liquid than stocks of larger companies. Compared to larger companies, mid-cap securities tend to have analyst coverage by fewer Wall Street firms and may trade at prices that reflect incomplete or inaccurate information. Medium-sized companies may have a shorter history of operations, less access to financing and a less diversified product line and be more susceptible to market pressures and therefore have more volatile stock prices and company performance than larger companies. During some periods, stocks of medium-sized companies, as an asset class, have underperformed the stocks of larger companies.

Preferred Stock — Preferred stock is a class of stock that often pays dividends at a specified rate and has preference over common stock in dividend payments and liquidation of assets. Preferred stock may be convertible into common stock.

Rights Issues and Warrants — Rights issues give the right, to existing shareholders, to buy a proportional number of additional securities at a given price (generally at a discount) within a fixed period (generally on a short term period) and are offered at the company’s discretion.  Warrants are securities that give the holder the right to buy

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common stock at a specified price for a specified period of time. Warrants are speculative and have no value if they are not exercised before the expiration date.

Sector Risk — To the extent that a Fund has a significant portion of its assets invested in securities of companies conducting business in a broadly related group of industries within an economic sector, the Fund may be more vulnerable to unfavorable developments in that economic sector than funds that invest more broadly.

Securities Selection Risk — The investment team may select securities that underperform the relevant market or other funds with similar investment objectives and strategies.

Small-Cap Securities Risk — In general, stocks of small-cap companies trade in lower volumes and are subject to greater or more unpredictable price changes than larger cap securities or the market overall. Small-cap companies may have limited product lines or markets, be less financially secure than larger companies, or depend on a small number of key personnel. If adverse developments occur, such as due to management changes or product failure, a Fund’s investment in a small-cap company may lose substantial value. Investing in small-cap companies requires a longer term investment view and may not be appropriate for all investors.

Temporary Investments — If a Fund’s management believes that business, economic, political or financial conditions warrant, a Fund may invest without limit in cash or money market cash equivalents, including: