Form 40-17F1 Northern Lights Fund Filed by: Northern Lights Fund Trust


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UNITED STATES

SECURITIES
AND EXCHANGE COMMISSION Washington, D.C. 20549

FORM N-17f-1

 

Certificate of Accounting of Securities
and Similar

Investments of a Management Investment
Company

in the Custody
of Members of

National Securities
Exchanges

 

Pursuant to Rule 17f-1 [17 CFR 270.17f-1]

 

 

 

 

    OMB APPROVAL      

OMB Number: 3235-0359

Expires: March 31, 2021

Estimated average burden

hours per response    1.5

 

1. Investment Company Act File Number:

 

811-21720

Date examination completed:

 

October 31, 2020

2. State identification Number:  
  AL  37796 AK 60059070 AZ 58621 AR   60019965 CA     CO   
CT   DE   67765 DC   60057820 FL     GA     HI     
ID  61890 IL   60017858 IN      IA   I-102439 KS 2010S0001161 KY   60021353
LA    ME MFN10028230 MD  SM20142486 MA MI    961661 MN  
MS   60057495 MO   2007-01522 MT  71537 NE  69334 NV    NH   MF13-0085764
NJ   MF-5494 NM 36713 NY    NC   26267 ND CD280

OH 71823

 

OK  IC 2207840 OR   2007-1244 PA     RI     SC MF18651 SD   
TN   TX   C 95338 UT  007-0389-58 VT   5/21/15-03 VA    WA  60045268
WV I-79290 WI  677549 WY   PUERTO RICO S-50307 -0
 Other (specify):

3. Exact name of investment company
as specified in registration statement:

PFG JP Morgan Tactical Aggressive Strategy Fund,
a series of the Northern Lights Fund Trust

 

4. Address of principal executive office
(number, street, city, state, zip code):

225 Pictoria Drive, Suite 450, Cincinnati, Ohio 45246

 

 

INSTRUCTIONS

 

This Form must be completed by investment
companies that place or maintain securities or similar investments in the custody of a company that is a

member of a national securities exchange.

 

Investment Company

 

1. All items must be completed by the
investment company.

 

2. Give this Form to the independent
public accountant who, in compliance with Rule 17f-1 under the Act and applicable state law, examines securities and similar investments
in the custody of a company that is a member of a national securities exchange.

 

Accountant

 

3.
Submit this Form to the Securities and Exchange Commission and appropriate state securities administrators when filing the certificate
of accounting required by Rule 17f-1 under the Act and applicable state law. File the original and one copy with the Securities
and Exchange Commission’s principal office in Washington, D.C., one copy with the regional office for the region in which
the investment company’s principal business operations are conducted, and one copy with the appropriate state administrator(s),
if applicable.

 

THIS FORM
MUST BE GIVEN TO YOUR INDEPENDENT PUBLIC ACCOUNTANT

 

 

 

 

 

 

SEC 2205 (11-03)

SEC’s
Collection of Information

 

An agency may not conduct or
sponsor, and a person is not required to respond to, a collection of information unless it displays a currently valid OMB control
number. Filing of Form N-17f-1 is mandatory for an investment company that maintains securities or similar investments in the
custody of a member of a National Securities Exchange. Rule 17f-1 under section 17(f) of the Investment Company Act of 1940 requires
the investment company to retain an independent public accountant to verify the company’s securities and similar investments
by actual examination three times during each fiscal year. The accountant must prepare a certificate stating that the examination
has occurred and describing the examination, and must transmit the certificate to the Commission with Form N-17f-1 as a cover
sheet. The Commission uses the Form to ensure that the certificate is properly attributed to the investment company. The Commission
estimates that the burden of completing Form N-17f-1 is approximately 0.16 hours per filing. Any member of the public may direct
to the Commission any comments concerning the accuracy of the burden estimate of this Form, and any suggestions for reducing the
burden of the Form. This collection of information has been reviewed by the Office of Management and Budget in accordance with
the clearance requirements of 44 U.S.C. § 3507. Responses to this collection of information will not be kept confidential.

 

 

 

 

 

 

 

 

 

 

MANAGEMENT STATEMENT REGARDING COMPLIANCE
WITH CERTAIN PROVISIONS OF THE INVESTMENT COMPANY ACT OF 1940

 

February 26, 2021

 

We, as members of management of PFG BNY Mellon
Diversifier Strategy Fund, PFG JP Morgan Tactical Aggressive Strategy Fund, PFG JP Morgan Tactical Moderate Strategy Fund, PFG
Meeder Tactical Strategy Fund, PFG MFS Aggressive Growth Strategy Fund, PFG Balanced Strategy Fund, PFG Equity Strategy Fund, PFG
Global Strategy Fund, PFG Active Core Bond Strategy Fund, PFG American Funds Growth Strategy Fund, PFG American Funds Conservative
Income Strategy Fund, PFG BR Equity ESG Strategy Fund, PFG Fidelity Institutional AM Equity Sector Strategy Fund, PFG Fidelity
Institutional AM Equity Index Strategy Fund and PFG Tactical Income Strategy Fund (the “Funds”), each a series of Northern
Lights Fund Trust, are responsible for complying with the requirements of subsections (b)(1) and (b)(6) of Rule 17f-1, “Custody
of Securities with Members of National Securities Exchanges,” of the Investment Company Act of 1940. We are also responsible
for establishing and maintaining effective internal controls over compliance with those requirements. We have performed an evaluation
of the Funds’ compliance with the requirements of subsections (b)(1) and (b)(6) of Rule 17f-1 as of June 30, 2020, and from
April 30, 2020 through October 31, 2020.

 

Based on this evaluation, we assert that the
Funds were in compliance with the requirements of subsections (b)(1) and (b)(6) of Rule 17f-1 of the Investment Company Act of
1940 as of April 30, 2020, and from April 30, 2020 through October 31, 2020, with respect to securities reflected in the investment
accounts of each Fund.

 

 

 

/s/ Kevin
Wolf                                                                                     

Kevin Wolf, Principal Executive Officer

 

 

 

/s/ Jim
Colantino                                                                                    

James Colantino, Principal Financial Officer

 

 

Report of Independent Public Accountant

 

To the Board of Trustees of

Northern Lights Fund Trust

We have examined management’s assertion, included in the
accompanying Management Statement Regarding Compliance With Certain Provisions of the Investment Company Act of 1940, that PFG
BNY Mellon Diversifier Strategy Fund, PFG JP Morgan Tactical Aggressive Strategy Fund, PFG JP Morgan Tactical Moderate Strategy
Fund, PFG Meeder Tactical Strategy Fund, PFG MFS Aggressive Growth Strategy Fund, PFG Balanced Strategy Fund, PFG Equity Strategy
Fund, PFG Global Strategy Fund, PFG Active Core Bond Strategy Fund, PFG American Funds Growth Strategy Fund, PFG American Funds
Conservative Income Strategy Fund, PFG BR Equity ESG Strategy Fund, PFG Fidelity Institutional AM Equity Sector Strategy Fund,
PFG Fidelity Institutional AM Equity Index Strategy Fund and PFG Tactical Income Strategy Fund (the “Funds”), each
a series of Northern Lights Fund Trust, complied with the requirements of subsections (b)(1) and (b)(6) of Rule 17f-1 under the
Investment Company Act of 1940 (the Act) as of October 31, 2020. Management is responsible for its assertion about compliance with
the requirements of subsections (b)(1) and (b)(6) of Rule 17f-1 of the Act (the specified requirements). Our responsibility is
to express an opinion on management’s assertion about the Funds’ compliance with the specified requirements based on our
examination.

Our examination was conducted in accordance with attestation
standards established by the American Institute of Certified Public Accountants. Those standards require that we plan and perform
the examination to obtain reasonable assurance about whether management’s assertion about compliance with the specified requirements
is fairly stated, in all material respects. An examination involves performing procedures to obtain evidence about whether management’s
assertion is fairly stated in all material respects. The nature, timing, and extent of the procedures selected depend on our judgment,
including an assessment of the risks of material misstatement of management’s assertion, whether due to fraud or error. We believe
that the evidence we obtained is sufficient and appropriate to provide a reasonable basis for our opinion.

Included among our procedures were the following tests performed
as of October 31, 2020, and with respect to agreement of security purchases and sales, for the period from April 30, 2020 (the
date of our last examination), through October 31, 2020:

· Confirmation of all securities held by institutions in book entry form at Bank of New York Mellon (“the Custodian”),
National Financial Services, LLC (“NFS”) and The Ultimus Group, LLC (“UG”).
· Confirmation of all securities hypothecated, pledged, placed in escrow, or out for transfer with brokers, pledgees, or transfer
agents.
· Reconciliation of all such securities to the books and records of the Funds, the Custodian, NFS and UG.
· Agreement of five security purchases and five security sales since our last report from the books and
records of the Funds to broker confirmations.

 

 

We believe that our examination provides a reasonable basis
for our opinion. Our examination does not provide a legal determination on the Funds’ compliance with specified requirements.

In our opinion, management’s assertion that the Funds complied
with the requirements of subsections (b)(1) and (b)(6) of Rule 17f-1 of the Investment Company Act of 1940 as of October 31, 2020,
with respect to securities reflected in the investment account of the Funds is fairly stated, in all material respects.

 

This report is intended solely for the information and use of management,
the Board of Trustees of Northern Lights Fund Trust and the Securities and Exchange Commission and is not intended to be and should
not be used by anyone other than these specified parties.

 

 

COHEN & COMPANY, LTD.

Milwaukee, Wisconsin

February 26, 2021