Shares in Brown Advisory US Flexible Equity SRI Fund and Brown

BROWN ADVISORY FUNDS PLC

(A company incorporated with limited liability as an open-ended investment company with variable capital under the laws of Ireland)

Brown Advisory US Equity Value Fund Brown Advisory US Smaller Companies Fund Brown Advisory American Fund Brown Advisory US Equity Growth Fund Brown Advisory US Flexible Equity SRI Fund Brown Advisory US Small Cap Blend Fund Brown Advisory US Flexible Equity Fund Brown Advisory Global Leaders Fund

Condensed Semi-Annual Report For the six months ended 30th April, 2015

(Unaudited)

Company Registration No. 409218 BROWN ADVISORY FUNDS PLC

TABLE OF CONTENTS

Page

GENERAL INFORMATION 2

INVESTMENT MANAGER’S REPORT

-BROWN ADVISORY US EQUITY VALUE FUND 4 -BROWN ADVISORY US SMALLER COMPANIES FUND 6 -BROWN ADVISORY AMERICAN FUND 8 -BROWN ADVISORY US EQUITY GROWTH FUND 15 -BROWN ADVISORY US FLEXIBLE EQUITY SRI FUND 17 -BROWN ADVISORY US SMALL CAP BLEND FUND 25 -BROWN ADVISORY US FLEXIBLE EQUITY FUND 29 -BROWN ADVISORY GLOBAL LEADERS FUND 31

STATEMENT OF INVESTMENTS

-BROWN ADVISORY US EQUITY VALUE FUND 32 -BROWN ADVISORY US SMALLER COMPANIES FUND 34 -BROWN ADVISORY AMERICAN FUND 36 -BROWN ADVISORY US EQUITY GROWTH FUND 41 -BROWN ADVISORY US FLEXIBLE EQUITY SRI FUND 43 -BROWN ADVISORY US SMALL CAP BLEND FUND 45 -BROWN ADVISORY US FLEXIBLE EQUITY FUND 49 -BROWN ADVISORY GLOBAL LEADERS FUND 51

STATEMENT OF CHANGES IN THE PORTFOLIO

-BROWN ADVISORY US EQUITY VALUE FUND 53 -BROWN ADVISORY US SMALLER COMPANIES FUND 55 -BROWN ADVISORY AMERICAN FUND 57 -BROWN ADVISORY US EQUITY GROWTH FUND 59 -BROWN ADVISORY US FLEXIBLE EQUITY SRI FUND 61 -BROWN ADVISORY US SMALL CAP BLEND FUND 63 -BROWN ADVISORY US FLEXIBLE EQUITY FUND 65 -BROWN ADVISORY GLOBAL LEADERS FUND 67

CONDENSED BALANCE SHEET 69

CONDENSED PROFIT AND LOSS ACCOUNT 78

CONDENSED STATEMENT OF CHANGES IN NET ASSETS ATTRIBUTABLE TO HOLDERS OF REEDEMABLE PARTICIPATING SHARES 83

NOTES TO THE CONDENSED FINANCIAL STATEMENTS 88

APPENDIX 1 - TOTAL EXPENSE RATIOS 96

APPENDIX 2 - PORTFOLIO TURNOVER RATES 98

MANAGEMENT AND ADMINISTRATION 99

BROWN ADVISORY FUNDS PLC

GENERAL INFORMATION

The following information is derived from and should be read in conjunction with the full text and definitions section of the Prospectus.

Brown Advisory Funds plc (the “Company”), was incorporated in Ireland on 11th October, 2005 and is an umbrella fund established as an open-ended investment company with segregated liability between sub-funds and with variable capital under the laws of Ireland as a public limited company pursuant to the European Communities (Undertaking for Collective Investments in Transferable Securities) Regulations, 2011 (as amended) (the “UCITS Regulations”) and any regulations made thereunder.

At 30th April, 2015 the Company comprised eight separate portfolios of investments (“Funds”), each of which is represented by a separate series of Redeemable Participating Shares. These Funds are the Brown Advisory US Equity Value Fund which commenced operations on 9th February, 2006, the Brown Advisory US Smaller Companies Fund which commenced operations on 9th November, 2007, the Brown Advisory American Fund which commenced operations on 9th May, 2008, the Brown Advisory US Equity Growth Fund which commenced operations on 2nd November, 2009, the Brown Advisory US Flexible Equity SRI Fund which commenced operations on 23rd May, 2011, the Brown Advisory US Small Cap Blend Fund which commenced operations on 8th July, 2013, the Brown Advisory US Flexible Equity Fund which commenced operations on 7th March, 2014 and the Brown Advisory Global Leaders Fund which commenced operations on 1st April, 2015.

The Company has segregated liability between its Funds and accordingly any liability incurred on behalf of or attributable to any Fund shall be discharged solely out of the assets of that Fund.

The Company offered the following Share Classes in each of the Funds at period end:

Fund Share Class Launch Date Launch Price

Brown Advisory US Equity Value Fund Sterling Class A 9th February, 2006 STG£10.00 Dollar Class A 4th May, 2006 US$10.00 Dollar Class B 24th July, 2007 US$10.00 Sterling Class B 9th May, 2008 STG£10.00 Sterling Class B Hedged 6th October, 2009 STG£10.00 Euro Class B 30th September, 2010 EUR€10.00

Brown Advisory US Smaller Companies Fund Dollar Class B 9th November, 2007 US$10.00 Dollar Class A 14th December, 2007 US$10.00 Dollar Class C 27th March, 2013 US$10.00 Euro Class B 14th April, 2014 EUR€10.00

Brown Advisory American Fund Dollar Class B 9th May, 2008 US$10.00 Sterling Class A 23rd February, 2009 STG£10.00 Dollar Class A 2nd March, 2010 US$10.00 Euro Class B 20th April, 2010 EUR€10.00 Sterling Class B 22nd April, 2010 STG£10.00 Euro Class A Hedged 22nd October, 2010 EUR€10.00 Sterling Class B Hedged 18th January, 2011 STG£10.00

Brown Advisory US Equity Growth Fund Dollar Class A 29th June, 2010 US$10.00 Euro Class A Hedged 4th August, 2010 EUR€10.00 Euro Class B 20th September, 2010 EUR€10.00 Dollar Class B 1st November, 2010 US$10.00 (Distributing) Sterling Class A Hedged 17th June, 2011 STG£10.00 Sterling Class B Hedged 17th June, 2011 STG£10.00 Euro Class P Hedged 24th October, 2011 EUR€10.00 Dollar Class B 22nd April, 2013 US$10.00 (Accumulating) BROWN ADVISORY FUNDS PLC

GENERAL INFORMATION (continued)

Fund Share Class Launch Date Launch Price

Brown Advisory US Flexible Equity SRI Fund Dollar Class B 24th May, 2011 US$10.00 Dollar Class A 12th July, 2011 US$10.00

Brown Advisory US Small Cap Blend Fund Dollar Class B 8th July, 2013 US$10.00 Dollar Class C 6th November, 2013 US$10.00 Dollar Class A 22nd January, 2014 US$10.00 Dollar Class B 6th August, 2014 US$10.00 (Distributing) Euro Class A Hedged 6th August, 2014 EUR€10.00 Euro Class B Hedged 6th August, 2014 EUR€10.00 Sterling Class A 6th August, 2014 STG£10.00 (Distributing)

Brown Advisory US Flexible Equity Fund Dollar Class B 7th March, 2014 US$10.00 Dollar Class C 22nd April, 2014 US$10.00 Sterling Class B Hedged 22nd May, 2014 STG£10.00 Dollar Class A 1st March, 2015 US$10.00

Brown Advisory Global Leaders Fund Dollar Class Y 1st April, 2015 US$10.00

BROWN ADVISORY FUNDS PLC

INVESTMENT MANAGER’S REPORT Brown Advisory US Equity Value Fund For the six months ended 30th April, 2015

Over the reporting period, the U.S. Equity Value Fund Class B USD returned 1.74% vs. 2.89% for the Russell 1000 Value Index.

The period saw a ‘game of two halves’ in terms of strategy performance. The final few months of 2014 were by all accounts challenging. A combination of weak energy prices, an advancing U.S. dollar and slowing growth among non-U.S. economies surfaced during the third quarter, putting notable pressure on our portfolio. The underperformance came due to three primary factors: first, our energy positioning, where we were disproportionately impacted by our mix of oil services & production companies which underperformed the integrated oil majors and refiners. Secondly, our underweight in REITS and utilities, the latter being the best- performing sector in the benchmark. We have stayed away from this sector due to what we view as unattractively high valuations for capital-intensive, low-growth businesses. And thirdly, stock-specific weakness in some of our commodity-related and health care names (eg Sanofi).

This contrasted to the first four months of 2015, where the portfolio’s relative performance rebounded strongly. The main theme was the surfacing of value in a number of our holdings, driven by corporate action and investor activism. These events highlighted some of the meaningful value embedded within our holdings. We can’t always predict the timing and trigger for the exposure of value, and the trickiest part is maintaining patience. Sector wise, technology accounted for most of the outperformance. We benefited from strong stock selection and generated positive returns.

We have cast a relatively wide net over the last six months with regard to new holdings. We have recently taken a position in two new industrial names, Copa Airlines (COP) and General Electric (GE). Having monitored Copa, a leading Latin American airline, for a while as its shares have fallen nearly 35% from its 2014 high due to unfavourable currency exposure and a slowdown in demand in Venezuela. Copa historically has been a well-run carrier, keeping its operating costs low and maintaining a modern fleet. The company enjoys a structurally competitive advantage stemming from its dominant share in Panama City’s airport, centrally-located as the primary international hub serving the region. With the stock trading near historical lows and at a discount to its peers, we believe Copa shares are attractively priced given its industry-leading profitability returns, growth prospects and 3% dividend yield. General Electric, the industrial and financial services conglomerate, announced that it will divest the bulk of its GE Capital businesses over the next couple years. We initiated a position in General Electric with the expectation that GE will generate 90% of its earnings from its industrials operations by 2018, up from 58% in 2014, and that the GE’s valuation will expand as its financial services exposure is reduced and overall earnings quality is improved. Despite a challenging near-term outlook for GE’s oil and gas business, we believe GE is well-positioned in its aviation, transportation, power & water, and health care segments. These growing businesses carry the highest margins for the company in part driven by aftermarket sales and long-term service contracts to a large installed base. GE carries a 3.4% dividend yield and we believe upside of 30-40% total return is achievable over the next 3 years as the business transformation unfolds.

Within consumer names—particularly staples—we are selectively finding long-term investment opportunities in quality businesses that are beset by concerns over the strengthening dollar. We initiated a position in Philip Morris International (PM), the world’s second-largest tobacco company. Philip Morris traded down on slowing volumes and the harm from the strong U.S. dollar on its 2015 earnings outlook. We believe that the stock offers significant value, while offering more than a 5% dividend yield, the highest of all our holdings. Other inclusions include Abbvie (ABBV), Ameriprise Financial (AMP), Discovery Communications (DISCA), Forest City Enterprises (FCE), CommScope (COMM) and Plains (PAA).

In terms of deletions from the portfolio, M&T Bank (MTB), Schlumberger (SLB) and Canadian Natural Resources (CNQ) were all sold in favour of other names with more attractive risk/reward profiles. The only other full sale was Freeport-McMoRan (FCX), we were not pleased with Freeport’s change in strategic direction when the company acquired considerable energy exposure in late 2013, but we felt at the time that a stable energy climate, a valuable and growing core copper business, experienced management and low valuation would give us a more opportune time to sell. Unfortunately, the collapse in energy prices and Freeport’s higher leverage no longer left us with a sufficient margin of safety to retain this investment. BROWN ADVISORY FUNDS PLC

INVESTMENT MANAGER’S REPORT Brown Advisory US Equity Value Fund (continued) For the six months ended 30th April, 2015

The largest contributor to return over the period was Hologic (HOLX) (+28.83%), the company is executing well under a new management team, and its 3D mammography product cycle seems set to accelerate growth in 2015. CommScope (COMM) (+30.63%) announced a highly accretive acquisition that is expected to generate significant cost savings and expand its product offerings. Apple (AAPL) (+16.84%) was a strong performer throughout 2014. The iPhone 6 exceeded expectations and sentiment remains strong after better-than-expected earnings in Q1 2015. And lastly, Cisco (CSCO) (+19.53%) advanced as investor’s regained confidence following a strong initial uptake of its next-generation products and services.

As mentioned above, the energy companies were the most damaging to fund performance, they all fell notably in the fourth quarter due to the decline in energy and commodity prices. Stock declines were then exacerbated into the New Year by the strengthening U.S. dollar and fears of slowing demand and/or deflation. The poorest fund performer in the portfolio was Ensco (Esv) (-30.76%), it is a well-run offshore rig company that is nonetheless vulnerable to cutbacks in deep water drilling activity in a low oil-price environment. Others of note were Joy Global (JOY) (-18.29%) and National Oilwell Varco (NOV) (-23.89%).

Amidst the many uncertainties facing investors in 2015, we remain confident in our longstanding philosophy rooted in finding good franchises at prices that give us a strong margin of safety. At moments over the last six months, our approach fell well short of our standards for performance. However, our portfolio nevertheless trades at a material valuation discount to its benchmark, and we strongly believe that our focus on global leaders characterised by innovation-driven growth, healthy finances, low valuations and low expectations has the potential to create long-term shareholder value.

BROWN ADVISORY FUNDS PLC

INVESTMENT MANAGER’S REPORT Brown Advisory US Smaller Companies Fund For the six months ended 30th April, 2015

Over the reporting period, the U.S. Smaller Companies Fund Class B USD returned 7.30% vs. 7.25% for the Russell 2000 Growth Index.

Smaller-capitalisation equities advanced solidly during the period after markedly underperforming large caps and spending most of last year consolidating the robust gains of 2013. The Russell 2000® Index increased 7.25% compared with only 4.40% generated by large cap stocks. Within small caps, growth outperformed value. The portfolio’s lower beta, more risk-conscious approach and massive underweight to biopharma certainly left it vulnerable to a market surge within the small-growth universe. Fortunately, stock selection fueled the portfolio’s performance.

Our sector weightings can be misleading. For example, we remain overweight in industrials and technology, however, once we reallocate several positions based upon their true economic exposures, our allocation to these areas fall meaningfully. Furthermore, while we have a large weighting in financial services, these holdings comprise an eclectic group of companies that span technology, financial services and consumer services. Our statistical underweights are in the consumer discretionary and healthcare space. The underweight in the consumer sector represents a belief that many business models in the area are challenged and/or expected growth rates remain too high. Finally, the most important underweight is our relative lack of exposure to biotech, which has proved to be a headwind to returns.

We are placing a large emphasis currently on new idea generation. With valuations still at cycle highs in various pockets of the small-cap universe, the value of good new investment ideas at attractive prices is at a premium. With that as a backdrop, we are pleased to report that the strategy has a large pipeline of new stock ideas across all sectors for which the team has fully completed its due diligence. This has translated into a number of names being included in the portfolio over the period, with a view that any further volatility will continue to open up attractive entry points.

Cardiovascular Systems (CSII) is one of the new entries into the portfolio, it develops minimally invasive solutions for vascular disease. An extension of its leading position in peripheral arterial disease to coronary arterial disease should enable growth to continue at a robust pace, prompting a positive inflection in profitability levels. Other new additions in the healthcare sector are Coherus BioSciences (CHRS), a pure play on the burgeoning market for biosimilars, or medical products derived from genetic modification of previously approved products. Although an early-stage IPO, the potential size and growth of its end market is an exciting future call option that is being managed by a seasoned team with regulatory and development experience. Omeros (OMER) is supported by its FDA-approved Omidria for cataract surgery. The upside is not only in the developing market for Omidria, but also the relatively free call option on the company’s MASP antibody, which could compete with Alexion. Similarly, Medidata (MDSO) and Novadaq (NVDQ) are both healthcare stocks that have been added to the portfolio over the past six months.

Outside of healthcare, we have included WEX (WEX) in the portfolio, which is predominantly a payments company with an established and leading fuel-card business along with a compelling position as a core record keeper for payments within the online travel agency space. With the bulk of its revenue levered partially to the price of fuel at the pump, the stock pulled back enough for us to establish a modest position. Other additions include, 2U (TWOU), Cogent Communications (CCOI), Demandware (DWRE), Electronics for Imagine (EFII), Liberty TripAdvisor (LTRPA), M/A-COM (MTSI), Patriot National (PN) and SPS Commerce (SPSC).

In order to fund these additions there were also a number of deletions over the period. We sold our remaining stake in CommVault (CVLT), which provides data and information management software and related services, having reduced the position substantially in 2014. ANN (ANN), a retailer of women’s apparel under the Ann Taylor and LOFT brands, was sold on rumors of a potential take-over. Seattle Genetics (SGEN) was sold as the rise in biotechnology shares lifted it close to our long-term price target and we developed increased concerns around potential competitive pressures. Both United Rentals (URI) and Harman International (HAR) posted strong financial results and, in both cases, the stocks were sold as our long-term investment thesis had largely played out. While positions such as Helix Energy (HLX), EXFO (EXFO), and Applied Micro Circuits (AMCC) were sold as our conviction waned, the following companies were acquired out of the portfolio: Concur (CNQR), Covance (CVD), E2open (EOPN), Rockwood (RNTL), Sapient (SAPE) and Riverbed (RVBD). BROWN ADVISORY FUNDS PLC

INVESTMENT MANAGER’S REPORT Brown Advisory US Smaller Companies Fund (continued) For the six months ended 30th April, 2015

Aruba Networks (ARUN) was not the largest contributor to returns during the period, but it was probably the highlight. Our technology team spends significant time thinking about how we can invest against the powerful trends of social, mobile, analytics and cloud (a.k.a. “SMAC”) without paying the nose-bleed multiples typically associated with the leaders in these categories. Aruba fits this mold. The company is a leader in enterprise wireless connectivity, which is a growing necessity due to the proliferation of mobile devices. The stock traded at an attractive mid-teens forward price-earnings ratio at the time of our purchase because of a history of solid but lumpy revenue growth and the perceived competitive threat of Cisco Systems. Our interest in Aruba greatly increased following a series of meetings with management that prompted confidence the company would support its strong top-line growth and >70% gross margins with more shareholder-friendly corporate governance practices. These included enhanced operating expense management to drive margin expansion, reduced stock-based compensation and a more deliberate share repurchase program. The gap between the company’s intrinsic value and share price was closed on the announcement that Hewlett-Packard would be acquiring the company for nearly $25 per share. As usual, price and value converged.

There were a number of other key contributors to the portfolio during the period. Fair Isaac (FICO) (+42.06%) reported strong quarterly results and reaffirmed its intention to continue to buy back stock. Broadridge (BR) (+24.14%) also showed solid results with positive prospects and a relatively attractive valuation. MAXIMUS (MMS) (+32.31%) continued to post good quarterly numbers and rose on the news that the company was joining the S&P MidCap400 Index, completed an accretive deal to acquire Acentia, and renewed a major contract. Sapient (SAPE) (+36.58%) was acquired by Publicis at a substantial premium.

The largest detractor for the period was Ascent Capital Group (ASCMA) (-37.73%), which languished on concerns about the evolution of the home security market as the connected home industry advances and evolves. Helix Energy Solutions (HLX) (-28.38%), a position that was substantially reduced in size, confirmed challenging end-market conditions on its earnings call due to the precipitous decline in oil prices. And HomeAway (AWAY) (- 19.91%) declined as investors worried about the long-term competitive impact of AirBNB and Villas.com (a Priceline company). Thus far, the fundamental impact has been quite muted, but sentiment has turned negative, pushing the company’s valuation near its historical lows.

We remain committed to a fundamentally driven, bottom-up approach to stock selection, and the portfolio maintains a high level of active share due to its relatively concentrated nature. This approach has generally led to what we consider to be a high-quality collection of companies and reduced exposure to relatively speculative pre- profit companies compared to the benchmark. We are resolved as a group to be even more aggressive in managing position sizes in accordance with our long-term investment horizon and assessment of intrinsic value.

Our story is one of company-specific investment that we believe will yield market-beating returns over the long term. While this has the potential to lead to both periods of positive and negative short-term relative performance, it is the best way we know to enable what Einstein referred to as the most powerful force on Earth—the power of compounding. We look forward to updating you on our continued progress in six months time.

BROWN ADVISORY FUNDS PLC

INVESTMENT MANAGER’S REPORT Brown Advisory American Fund For the six months ended 30th April, 2015

Over the reporting period, the American Fund Class B USD returned 3.12% vs. 4.74% for the Russell 3000 Index and 4.40% for the S&P 500.

U.S. Large-Cap Value (50%):

Other inclusions include Abbvie (ABBV), Ameriprise Financial (AMP), Discovery Communications (DISCA), Forest City Enterprises (FCE), CommScope (COMM) and Plains (PAA).

INVESTMENT MANAGER’S REPORT Brown Advisory American Fund (continued) For the six months ended 30th April, 2015

U.S. Large-Cap Growth (30%):

Volatility in the U.S. equity markets has increased over the course of this reporting period which has led to higher name turnover within the portfolio. Our investment process involves a defined valuation discipline and we are very sensitive as to how much we are willing to pay for even the best business models we can find. As such fluctuations in valuation give us the opportunity to refresh the portfolio with new ideas at attractive entry points. While relative performance has remained challenged over this period we have seen improvement over the course of the calendar year, and many of the headwinds that we have faced over recent periods have started to shift to some extent. While this has yet to lead to a dramatic rebound in relative performance for the strategy we are encouraged by the early results in several of the recent additions to the portfolio. A few of the recent additions are highlighted below:

We see Colfax (CFX) as an exceptionally well-managed industrial company. We have followed it for a number of years and initiated our position in the stock after a price correction caused by concerns over the pace of global economic growth. TripAdvisor (TRIP) is a premier online travel company which generates more web traffic than any other travel website in the world. We feel that the online travel market is still in the early innings, and TripAdvisor’s leading position gives it an attractive platform to capitalise on the market’s growth. Amazon (AMZN) is among the largest ecommerce companies in the world. While the company is well known to consumers, its underlying business model is not well understood by the market. In addition to the online retail business, Amazon is a leading provider of cloud computing services. Facebook (FB) enjoys a leadership position in mobile computing and is poised to capitalise on the secular shift in advertising spending towards mobile platforms. Facebook has built an impressive technology infrastructure, which provides a platform for further development and innovation. NXP Semiconductors (NXPI) is involved in several new and fast-growing segments of the semiconductor industry such as secure ID and connectivity, automotive, and many facets of the “Internet of Things” phenomenon, in which devices ranging from home thermostats to oil rig drills are equipped to send and receive data via the Internet. BROWN ADVISORY FUNDS PLC

INVESTMENT MANAGER’S REPORT Brown Advisory American Fund (continued) For the six months ended 30th April, 2015

Given our one in one out discipline, we sold several positions in order to provide capital for the aforementioned purchases:

We began selling Accenture (ACN) in the third quarter and fully exited our position in the fourth quarter. Accenture has been a fabulous investment for us over a nearly 10-year time horizon, but as the company grew, it became more difficult for it to maintain its historical growth rate and meet our 14% hurdle. Fluor (FLR) has continued to support investments in business lines outside its core competency, creating doubt about the focus of management. In November, Laboratory Corporation of America announced the acquisition of Covance (CVD). Covance gained 32% on the news, and we are pleased that in the five years we owned the stock, it more than doubled, fairly compensating us for the healthy amount of volatility it produced in our portfolio. Discovery Communications (DISCK) was a disappointment, and our investment thesis for it began to deteriorate over the last several months. It has become apparent that the cable TV landscape, in the U.S. and increasingly abroad, is changing rapidly, due in part to streaming online video offerings such as Netflix. We eliminated our position in Core Laboratories (CLB), in order to reduce our exposure to the energy sector. We held Core Labs for almost three-and-a-half years, and our investment thesis was built around a range of potential oil prices, bound by demand destruction at the high end and reduced production at the other extreme. OPEC’s decision in November to protect market share rather than defend price has kept global oil markets oversupplied in recent months, allowing for a prolonged period of low oil prices. We view Core Lab’s business model and valuation, compared with our other energy holdings, to be more susceptible should oil prices remain lower for longer. With so much uncertainty in the oil market, handicapping spot price movements went from extremely difficult to virtually impossible. The final full sales in the period were Fossil Group (FOSL) and QUALCOMM (QCOM). As the global smartphone market matures, Qualcomm’s growth rate is slowing, and NXP represents a better opportunity in faster growing end markets.

The largest stock contributions to return: we initiated a position in Amazon (AMZN) (+43.10%) in early January as the stock traded below $300 per share. The stock rallied sharply after reporting better-than-expected results, giving investors a taste of the imbedded operating leverage that exists in Amazon’s business model. The promise of improved transparency in the future provided additional support. The acquisition of Covance (CVD) (+34.08%) has been mentioned above, the stock returned slightly more than the 32% premium it was bought for. Genpact (G) (+24.56%) rebounded in response to accelerating fundamentals and strong bookings growth, while the fund’s largest holding, Visa (V) (+9.84%), rose on better-than-expected results and news that China may be forced by the World Trade Organization to open its credit-card processing market to foreign companies. And lastly, NXP Semiconductors (NXPI) (+25.81%) was rewarded after announcing the accretive acquisition of Freescale Semiconductor. Investors embraced the deal given the complementary nature of the two companies’ business lines and the ample opportunities to create synergies.

Energy stocks were the greatest detractors to returns for the period: FMC Technologies (FTI) (-21.31%), Core Laboratories (CLB) (-25.58%) and Schlumberger (SLB) (-3.09%) all slid as the price of oil declined precipitously. We reduced the long held overweight to energy with the sale of Core Labs and trimmed back Schlumberger on recent strength. Gilead (GILD) (-10.26%) which was one of our best-performing stocks in 2014, gave back some gains during the fourth quarter after ExpressScripts announced it was granting an exclusive arrangement to a competing hepatitis C drug. We don’t believe that this will dramatically impact overall sales for the drug. Similarly, NetSuite’s (N) (-12.05%) business results have been solid recently, however the stock traded a bit ahead of itself in the second half of 2014. The pullback in the first quarter of 2015 was driven more by investor profit taking than a reaction to new developments. And lastly, the disappointment of Discovery Communications (DISCK) (-17.78%) has already been mentioned. The stock was sold on the back of the gradual erosion of our investment thesis.

Changes with respect to sector positioning are driven by the bottom-up nature of our investment process. That said, energy stocks more so than many of the other industry sectors are subject to a direct relationship with underlying commodity prices. In recognition of this, we reduced our exposure to the energy sector, with oil trading near multiyear lows, and with equity valuations currently tethered to higher commodity-price expectations. Our current exposure to the sector reflects our belief that select companies will successfully navigate the downturn and generate strong earnings growth through the cycle. We continue to own two high-quality oilfield service companies that we believe offer potential upside should oil prices rebound, while having more defensible business models should low prices persist. BROWN ADVISORY FUNDS PLC

INVESTMENT MANAGER’S REPORT Brown Advisory American Fund (continued) For the six months ended 30th April, 2015

It is, in the long-run, the quality of business models that determines our success as investors. It has always been this way, and while we should never simply extrapolate the past into the future, the market’s regard for best-in- breed, sustainable growth companies rarely dwindles. That is why business models remain our most important focus as investors. One can potentially recover from many mistakes as an investor: paying too much for a stock, poor timing of a trade, even mediocre management teams. A terminal mistake in our view is buying businesses that cannot contend with impending competition or disruptive technology. Such mistakes can render an investment worthless. That is why we say that our most important technique with respect to protecting and growing our investor’s capital is owning leading businesses. We acknowledge that from time to time, the marginal investor will focus on other things: the strength of the dollar and how it effects translational accounting; the current interest rate environment and one’s desire to seek out yield; and the immediate gratification of owning a stock that’s going up. Those and other issues will catch the fancy of many investors. But for long-term investors such considerations fade away when compared with the overarching importance of sound businesses. Given the issues that we have faced over the last two years, we try mightily to remind ourselves of this truth.

U.S. Small-Cap Value (15%):

While it has not caused any great shift in the sector weightings over the period, there have been some significant additions and deletions in the portfolio:

Diamond Resorts International (DRII) is a timeshare and hospitality services company that makes money in three ways: managing resorts, selling vacation ownership interests (VOI timeshares), and financing the sales of the VOIs. We believe that the stock is undervalued at 7x EBITDA and a high-single-digit free cash flow yield. We believe that Diamond’s cash flows deserve a higher valuation due to the unique nature of its management contracts (cost-plus arrangements with HOAs, none of which have ever been terminated) and inventory\-light model (Diamond does not need to build new resorts to grow).

DelticTimber Corporation (DEL) is a vertically integrated forest products and real estate company. The company’s primary business is growing and harvesting timber and the manufacturing and marketing of lumber and medium density fiberboard (“MDF”). We believe DEL’s shares to be currently undervalued given the underlying value of the timber and real estate assets, and a saw mill operating in a very favorable environment of low input costs and rising lumber prices. When applying conservative valuation assumptions to the company’s manufacturing operations and Deltic’s real estate holdings, we believe we are buying the timberland at $1,180 per acre, or a 35% discount to fair value of $1,800 per acre. Management plans to use cash flows in a disciplined manner and recently increased the company’s share-buyback plan.

Cash America International (CSH) is one of the largest pawn lenders in the United States with nearly $265 million in pawn loan balances across 21 states and 860 lending locations. In October of 2014, the company announced its intention to spin out its legacy e-commerce lending segment ‘Enova’ into a separate publically traded company. We believe the spin-off created a near-pure-play pawn lender in CSH which, in our opinion, generates more stable free cash flow and faces less regulatory risk than its e-commerce counterpart. This follows several recent strategic exits from other non-core markets. At the time that we established our initial position, CSH was trading at less than 6x 2015E adjusted EBITDA, well below close peer comparables.

Federal Signal (FSS) is an interesting collection of niche businesses that enjoy either #1 or #2 market positions in their respective municipal and industrial markets. FSS’s unique set of assets has left it with very few if any direct public comps and minimal sell side coverage (two publishing analysts), leading us to believe that this story is still being overlooked by many small cap investors. Management has implemented a number of shareholder friendly actions over the last 12 months, including the reinstating (and then doubling) of the dividend and the repurchase of 10% of the market cap. We believe that the progress made over the last four years leaves FSS in a position to generate north of $1/share in FCF annually for the foreseeable future and management’s recent actions and conservatism regarding M&A should result in an increasing amount of excess capital to be returned to shareholders going forward. BROWN ADVISORY FUNDS PLC

INVESTMENT MANAGER’S REPORT Brown Advisory American Fund (continued) For the six months ended 30th April, 2015

Campus Crest Communities (CCG) is a student-housing REIT that owns a portfolio of 86 properties and 35,000 beds across the nation. It is one of three student housing REITs and its portfolio is on average made up of newer construction than the other REITs, with comparable rent levels and higher margins. However, due to several poorly executed investments since its IPO in 2010, it trades at a discount to both of its REIT peers and to its underlying property value (15%), which combined with current cash flow levels provides an attractive margin of safety.

Patriot National (PN) is a turn-key insurance outsourcing company in the workers’ compensation industry. Patriot National has a highly recurring revenue stream supported by retention rates of 80%+ on annual reference premium booked. We believe the company has the opportunity to grow reference premium by 50%+ in the coming months as several new carrier relationships that are currently in the pipeline materialise. High insider ownership—led by a CEO who will retain 60% of the company and take only $1 in annual salary—helps align management interests with our interests as shareholders.

Medley Management (MDLY) is an alternative credit-focused asset manager with roughly $3 billion in fee- earning assets under management. The stock was down more than 35% from its $18 IPO in September 2014, it trades at only 6x the run-rate EBITDA estimate by Brown Advisory, and our downside is protected by an 8% dividend yield.

Addus HomeCare (ADUS) is one the largest providers of non-medical home-based assisted daily-living and personal-care services targeting largely the Medicaid and dual-eligible populations across 22 states. The firm seeks to use strong cash flow generation to be a consolidator in the personal care market of roughly 12,000 personal care providers nationwide, the vast majority being small mom-and-pop operations servicing limited geographic locales. At approximately 7x forward EBITDA, Addus trades on par with the much-maligned medical home healthcare subsector within which it is often associated.

ElectroRent (ELRC) owns a fleet of test and measurement (T&M) and Data Processing (DP) equipment that it offers up for rental, lease and sale. The basic economics of ELRC’s business provides consistent cash flow and the ability to deploy incremental capital at 10-12% IRRs. Our bullish stance on the stock rest on a current valuation which we believe is a floor value with multiple paths to upside.

The stocks that were sold to make way for the aforementioned inclusions were: GFI Group (CFIG) and ORBCOMM (ORBC), both having gone well above our targeted valuations. We sold our remaining small position in Springleaf (LEAF) Financial, an investment we made a little over a year ago. The price moved sharply after commencing our investment, and while the absolute return was quite attractive for our strategy, the actual impact was muted, as we were unable to build out our position. We eliminated Kemper (KMPR) and Vishay Precision Group (VPG) because of concerns about capital allocation decisions. In each case, the company still trades at attractive valuations, and the business outlook is reasonably solid. However, we are concerned about the companies’ desire and ability to successfully integrate announced or potential M&A transactions.

Information technology (+14.31%) was the strongest sector for the strategy, followed by financials (+4.80%) and industrials (+3.65%). Energy was the largest detractor. Amid the decline in the overall sector, our two investments in the industry were harmed by concerns about the potential for cold-stacking expensive off-shore rigs.

On a stock specific basis, the largest contributor to return over the period was Broadridge (BR) (+24.14%), the stock is demonstrating accelerating revenues while maintaining an attractive valuation. Denny’s (DENN) (+20.77%) performed well after the company reported third-quarter results that were ahead of expectations, and it raised its same-store-sales and EBITDA outlook for the full year. Equally, Kadant (KAI) (+24.10%) posted positive quarterly results and a strong outlook for 2015. MAXIMUS (MMS) (+32.31%) reported double-digit growth driven by states moving their Medicaid programs from fee-for-service to managed care, as well as expanding Medicaid volumes driven by health care reform. BROWN ADVISORY FUNDS PLC

INVESTMENT MANAGER’S REPORT Brown Advisory American Fund (continued) For the six months ended 30th April, 2015

At the other end, Ascent Capital (ASCMA) (-37.73%) reported lower net subscriber growth and an increase in churn during the third quarter, this was followed by mixed earnings and the stock suffered as a result. Disappointing earnings was also a factor in the performance of Bristow (BRS) (-15.10%) and RigNet (RNET) (- 13.79%). And lastly, McGrath (MGRC) (-8.02%) fell during the quarter because of concern that steep declines in oil and gas drilling will have a negative impact on its Adler Tank division.

While we note the long-term rise in valuations, we also thought it was important to focus on the rapid ascent from the lows in the second half of 2014. Valuation multiples have expanded from less than 8.5x to nearly 10.0x. This is due to both a rise in the share prices (up 12% during the period), but also due to lower expectations of 2015 operating performance. As part of our portfolio management process, we remain mindful of the risks associated with higher valuations and are using the higher prices to actively harvest or trim positions, as appropriate. Despite the overall rise in the markets, our pipeline is strong and we find that we are still able to find attractive investment opportunities.

U.S. Small-Cap Growth (5%):

Cardiovascular Systems (CSII) is one of the new entries into the portfolio, it develops minimally invasive solutions for vascular disease. An extension of its leading position in peripheral arterial disease to coronary arterial disease should enable growth to continue at a robust pace, prompting a positive inflection in profitability levels. Other new additions in the healthcare sector are Coherus BioSciences (CHRS), a pure play on the burgeoning market for biosimilars, or medical products derived from genetic modification of previously approved products. Although an early-stage IPO, the potential size and growth of its end market is an exciting future call option that is being managed by a seasoned team with regulatory and development experience. Omeros (OMER) is supported by its FDA-approved Omidria for cataract surgery. The upside is not only in the developing market for Omidria, but also the relatively free call option on the company’s MASP antibody, which could compete with Alexion. Similarly, Medidata (MDSO) and Novadaq (NVDQ) are all healthcare stocks that have been added to the portfolio over the past six months.

INVESTMENT MANAGER’S REPORT Brown Advisory American Fund (continued) For the six months ended 30th April, 2015

Other additions include, 2U (TWOU), Cogent Communications (CCOI), Demandware (DWRE), Electronics for Imagine (EFII), Liberty TripAdvisor (LTRPA), M/A-COM (MTSI), Patriot National (PN) and SPS Commerce (SPSC).

BROWN ADVISORY FUNDS PLC

INVESTMENT MANAGER’S REPORT Brown Advisory US Equity Growth Fund For the six months ended 30th April, 2015

Over the reporting period, the U.S. Equity Growth Fund Class B USD returned 4.90% vs. 6.54% for the Russell 1000 Growth Index.

Given our one in one out discipline, we sold several positions in order to provide capital for the aforementioned purchases:

INVESTMENT MANAGER’S REPORT Brown Advisory US Equity Growth Fund (continued) For the six months ended 30th April, 2015

The promise of improved transparency in the future provided additional support. The acquisition of Covance (CVD) (+34.08%) has been mentioned above, the stock returned slightly more than the 32% premium it was bought for. Genpact (G) (+24.56%) rebounded in response to accelerating fundamentals and strong bookings growth, while the fund’s largest holding, Visa (V) (+9.84%), rose on better-than-expected results and news that China may be forced by the World Trade Organization to open its credit-card processing market to foreign companies. And lastly, NXP Semiconductors (NXPI) (+25.81%) was rewarded after announcing the accretive acquisition of Freescale Semiconductor. Investors embraced the deal given the complementary nature of the two companies’ business lines and the ample opportunities to create synergies.

BROWN ADVISORY FUNDS PLC

INVESTMENT MANAGER’S REPORT Brown Advisory US Flexible Equity SRI Fund For the six months ended 30th April, 2015

In the period from the end of October 2014 to end April 2015, the U.S. Flexible Equity SRI Fund Class B USD returned 3.68% vs. 4.40% for the S&P 500 Index.

The only exclusion from the U.S. Flexible Equity Fund as of 30th April 2015 is as follows:

United Technologies Corp for its involvement in controversial weapons.

In mid-April, this Fund underwent a change of name and investment policy. In consultation with shareholders and following their approval, the name was changed from American SRI Fund to U.S. Flexible Equity SRI Fund. The investment policy was also realigned to reflect the Brown Advisory U.S. Flexible Equity investment philosophy, and so this Fund is now managed by Hutch Vernon and Mike Foss.

The text below is a report on the last 6 months of the American Fund (to end April ’15) as the strategy only started to reflect the Flexible Equity Fund at the very end of the period.

U.S. Large-Cap Value (50%):

INVESTMENT MANAGER’S REPORT Brown Advisory US Flexible Equity SRI Fund (continued) For the six months ended 30th April, 2015

Philip Morris traded down on slowing volumes and the harm from the strong U.S. dollar on its 2015 earnings outlook. We believe that the stock offers significant value, while offering more than a 5% dividend yield, the highest of all our holdings.

Other inclusions include Abbvie (ABBV), Ameriprise Financial (AMP), Discovery Communications (DISCA), Forest City Enterprises (FCE), CommScope (COMM) and Plains (PAA).

U.S. Large-Cap Growth (30%):

INVESTMENT MANAGER’S REPORT Brown Advisory US Flexible Equity SRI Fund (continued) For the six months ended 30th April, 2015

In addition to the online retail business, Amazon is a leading provider of cloud computing services. Facebook (FB) enjoys a leadership position in mobile computing and is poised to capitalise on the secular shift in advertising spending towards mobile platforms. Facebook has built an impressive technology infrastructure, which provides a platform for further development and innovation. NXP Semiconductors (NXPI) is involved in several new and fast-growing segments of the semiconductor industry such as secure ID and connectivity, automotive, and many facets of the “Internet of Things” phenomenon, in which devices ranging from home thermostats to oil rig drills are equipped to send and receive data via the Internet.

Given our one in one out discipline, we sold several positions in order to provide capital for the aforementioned purchases:

INVESTMENT MANAGER’S REPORT Brown Advisory US Flexible Equity SRI Fund (continued) For the six months ended 30th April, 2015

U.S. Small-Cap Value (15%):

While it has not caused any great shift in the sector weightings over the period, there have been some significant additions and deletions in the portfolio:

INVESTMENT MANAGER’S REPORT Brown Advisory US Flexible Equity SRI Fund (continued) For the six months ended 30th April, 2015

Management has implemented a number of shareholder friendly actions over the last 12 months, including the reinstating (and then doubling) of the dividend and the repurchase of 10% of the market cap. We believe that the progress made over the last four years leaves FSS in a position to generate north of $1/share in FCF annually for the foreseeable future and management’s recent actions and conservatism regarding M&A should result in an increasing amount of excess capital to be returned to shareholders going forward.

INVESTMENT MANAGER’S REPORT Brown Advisory US Flexible Equity SRI Fund (continued) For the six months ended 30th April, 2015

MAXIMUS (MMS) (+32.31%) reported double-digit growth driven by states moving their Medicaid programs from fee-for-service to managed care, as well as expanding Medicaid volumes driven by health care reform.

U.S. Small-Cap Growth (5%):

Cardiovascular Systems (CSII) is one of the new entries into the portfolio, it develops minimally invasive solutions for vascular disease. An extension of its leading position in peripheral arterial disease to coronary arterial disease should enable growth to continue at a robust pace, prompting a positive inflection in profitability levels. Other new additions in the healthcare sector are Coherus BioSciences (CHRS), a pure play on the burgeoning market for biosimilars, or medical products derived from genetic modification of previously approved products. Although an early-stage IPO, the potential size and growth of its end market is an exciting future call option that is being managed by a seasoned team with regulatory and development experience. Omeros (OMER) is supported by its FDA-approved Omidria for cataract surgery. The upside is not only in the developing market for Omidria, but also the relatively free call option on the company’s MASP antibody, which could compete with Alexion. Similarly, Medidata (MDSO) and Novadaq (NVDQ) are all healthcare stocks that have been added to the portfolio over the past six months.

BROWN ADVISORY FUNDS PLC

INVESTMENT MANAGER’S REPORT Brown Advisory US Flexible Equity SRI Fund (continued) For the six months ended 30th April, 2015

BROWN ADVISORY FUNDS PLC

INVESTMENT MANAGER’S REPORT Brown Advisory US Small Cap Blend Fund For the six months ended 30th April, 2015

Over the reporting period, the U.S. Small-Cap Blend Fund Class B USD returned 5.03% vs. 4.65% for the Russell 2000 Index and 4.40% for the S&P 500.

Small Cap Growth (50%):

Smaller-capitalisation equities advanced solidly during the period after markedly underperforming large caps and spending most of last year consolidating the robust gains of 2013. The Russell 2000® Growth Index increased 7.25% compared with only 4.40% generated by large cap stocks. Within small caps, growth outperformed value. The portfolio’s lower beta, more risk-conscious approach and massive underweight to biopharma certainly left it vulnerable to a market surge within the small-growth universe. Fortunately, stock selection fueled the portfolio’s performance.

INVESTMENT MANAGER’S REPORT Brown Advisory US Small Cap Blend Fund (continued) For the six months ended 30th April, 2015

While positions such as Helix Energy (HLX), EXFO (EXFO), and Applied Micro Circuits (AMCC) were sold as our conviction waned, the following companies were acquired out of the portfolio: Concur (CNQR), Covance (CVD), E2open (EOPN), Rockwood (RNTL), Sapient (SAPE) and Riverbed (RVBD).

Small Cap Value (50%):

While it has not caused any great shift in the sector weightings over the period, there have been some significant additions and deletions in the portfolio:

INVESTMENT MANAGER’S REPORT Brown Advisory US Small Cap Blend Fund (continued) For the six months ended 30th April, 2015

BROWN ADVISORY FUNDS PLC

INVESTMENT MANAGER’S REPORT Brown Advisory US Flexible Equity Fund For the six months ended 30th April, 2015

In the period from the end of October 2014 to end April 2015, the U.S. Flexible Equity Fund Class B USD returned 3.97% vs. 4.40% for the S&P 500.

We repeat our message from previous communications that investors should temper their expectations for stock- market returns over the next five years, compared to what they experienced over the previous five. We set our expectations for annualised returns between 7% and 9%, based on the 7% long-term average earnings growth for S&P 500 Index companies, plus the Index’s current dividend yield of about 2%. Today’s starting conditions, though not excessive, are so different from those of 2009 in terms of valuation, economic activity and investor sentiment that moderation of future returns should be expected. This doesn’t make us bearish, however. The long- term record of innovation, economic development and adaptive change in the U.S., which our strategy roughly tracks, argues strongly for progress over time. Also, valuations on stocks, though higher than we prefer, are not excessive in our view, particularly relative to current interest rates.

We aim to do better than the market averages over time, though of course we do not expect to do so in every time period. Keeping several thoughts in mind helps us stay sharp in ever-changing investment markets. First, we try to keep things simple. We use a checklist to keep our focus and find new ideas to periodically freshen our portfolio. The checklist helps us know what we are looking for and looking to avoid in company attributes and then to spot the bargain-price moments to get involved in the stocks. Second, we stress ongoing learning about the business models that produce cash flows to business owners, as well as the market and human behaviors that set the prices for these business. Third, we work to transfer this knowledge across our investment team, from new to experienced and vice-versa. Lastly, we stay ready to swing at good investment pitches, but we try not to swing too often.

Our sector allocation is based on individual stock selection coupled with a reasonable balancing of economic exposures for risk management. Our motivations in portfolio decisions are primarily company-specific rather than a reflection of our views about an industry sector.

With that in mind, the only addition initiated in the period was Oceaneering International (OII), our first new holding in the energy sector since the price of oil dropped in the second half of 2014. OII provides services for offshore oil exploration and production, especially remotely operated vehicle services for installing, inspecting and maintaining equipment deep under water. The recurring nature of much of their business and their ability to get and hold price resulted in good business economics during a mostly expanding market in the last decade. However, OII has not really faced a down cycle. The cost position for oil produced from off shore production suggests off shore will continue to be a big part of oil production, but we will need recovery in oil prices and off shore activity to get the stock going. Still, our purchase price in the low $50s per share with the stock down from the mid $80s when oil was higher and at a moderate valuation on reduced earnings expectations suggests a bargain opportunity. Other top-ups included Priceline (PCLN), Copa Holdings (CPA), Anthem (ANTM), QUALCOMM (QCOM), United Rentals (URI), and Berkshire Hathaway (BRK.B).

Deleted from the fund in entirety were California Resources (CRC), NOW (NOW) and Time Warner Cable (TWC), with trimming in Edwards Lifesciences (EW), Apple (AAPL), Owens Corning (OC) and Best Buy (BBY).

The top contributor to return over the 6 months was Walt Disney (DIS) (+20.47%), first-quarter results exceeded analysts’ expectations, with all business segments performing well. Similarly, the retailers CarMax (KMX) (+21.82%) and Lowe’s (LOW) (+21.17%) reported strong sales results and improving business trends. Both benefited from increased economic activity and improved investor sentiment toward consumer stocks with the dramatic drop in oil prices. Following strong performance in 2013, both MasterCard (MA) and Visa (V) meaningfully underperformed the market for the first 10 months of 2014. At the end of October, MA & V reported better-than-expected quarterly revenues and earnings; the stocks rebounded sharply. Both are among the top 10 holdings in the portfolio, as we like their long-term growth prospects, competitive advantages, cash generation and capital allocation. And finally, the other notable contributor to return was managed care health benefit company Anthem (ANTM) (+20.05%), formerly WellPoint. They reported good member enrollment and improvement in its medical-loss ratio, and have ample cash for share repurchases, dividend increases and acquisitions.

BROWN ADVISORY FUNDS PLC

INVESTMENT MANAGER’S REPORT Brown Advisory US Flexible Equity Fund (continued) For the six months ended 30th April, 2015

At the other end, National Oilwell Varco (NOV) (-23.89%) and Occidental Petroleum (OXY) (-4.48%) shares fell with the continued decline in the price of oil. Qualcomm (QCOM) (-12.38%) resolved issues related to its operations in China, however, the company reported the loss of a significant customer and guided expectations to lower revenues and earnings for the rest of the year. In light of the positive moves in Visa and Mastercard, it was a disappointing 6 months for American Express (AXP) (-13.36%). Although investors had anticipated the termination of the American Express partnership with Costco for the co-branded card in the U.S., the shares fell on the announcement. Separately, the company lost a Department of Justice antitrust lawsuit allowing merchants tosteer American Express cardholder customers to use other credit cards for their purchases. Lastly, the shares of Google (GOOG and GOOGL) (-3.62% and -3.36%) declined amid concerns about its future revenue growth and its competitive position, as the firm’s share of global search and online advertising declined slightly with the increased use of mobile devices and utilisation of search apps.

We continue to look for bargains among long-term attractive businesses with shareholder-oriented managers. These bargains can arise due to short-term investor perceptions, temporary business difficulties that will improve, or as-yet undiscovered opportunities and unrecognised changes for the better. We remain optimistic about the long-term outlook for equities of good companies purchased at reasonable prices and our ability to find them.

BROWN ADVISORY FUNDS PLC

INVESTMENT MANAGER’S REPORT Brown Advisory Global Leaders Fund For the period ended 30th April, 2015

The Global Leaders Fund Y share class was launched on the 1st April 2015.

We believe that investing in the best companies globally in any sector or country can deliver superior long-term investment returns. At the heart of our approach is a shared belief that our job is to identify high-quality companies underpinned by structural long-term growth and strong management teams, and to purchase those companies at reasonable prices

Below are typical portfolio management parameters:

 Number of positions: max. 40  Position sizes: equal weight at purchase  Cash position: typically 0%-10%  ‘Benchmark aware, not benchmark driven’ – sector weights are typically 0-35% of portfolio  Low turnover  Active share: no set target, but generally >90%  Beta: no set target but outcome generally <0.95

Due to the short term period a more detailed investment manager’s report will be provided in the annual audited financial statements at financial year end.

BROWN ADVISORY FUNDS PLC

STATEMENT OF INVESTMENTS Brown Advisory US Equity Value Fund As at 30th April, 2015

Equities Fair Value % of Industry Holding Security Description US$ Fund

Consumer Discretionary 10.86% (31st October, 2014: 9.38%) 308,721 Best Buy Co Inc 10,697,183 1.75% 396,380 Coach Inc 15,145,680 2.47% 283,864 Discovery Communications Inc Class A 9,185,839 1.50% 402,999 GameStop Corp 15,527,551 2.53% 353,456 Garmin Ltd 15,969,142 2.61% 66,525,395 10.86% Consumer Staples 4.19% (31st October, 2014: 1.88%) 116,340 Philip Morris International Inc 9,710,900 1.58% 367,406 Unilever NV 15,971,139 2.61% 25,682,039 4.19% Energy 12.79% (31st October, 2014: 17.46%) 369,612 Ensco PLC 10,075,623 1.65% 239,446 National Oilwell Varco Inc 13,023,468 2.13% 171,789 Occidental Petroleum Corp 13,760,299 2.25% 272,539 Oceaneering International Inc 15,019,624 2.45% 432,121 Plains GP Holdings LP 12,695,715 2.07% 421,972 Suncor Energy Inc 13,747,848 2.24% 78,322,577 12.79% Financials 19.99% (31st October, 2014: 23.53%) 70,517 Ameriprise Financial Inc 8,834,370 1.44% 530,076 Charles Schwab Corp 16,156,716 2.64% 259,008 Forest City Enterprises Inc 6,154,030 1.00% 338,284 JPMorgan Chase & Co 21,399,846 3.49% 256,654 Northern Trust Corp 18,774,240 3.07% 1,790,106 Regions Financial Corp 17,578,841 2.87% 448,888 SunTrust Banks Inc 18,619,874 3.04% 539,636 Synovus Financial Corp 14,926,332 2.44% 122,444,249 19.99% Health Care 18.31% (31st October, 2014: 14.00%) 280,187 AbbVie Inc 18,111,287 2.96% 225,032 Baxter International Inc 15,468,700 2.53% 589,055 Hologic Inc 19,874,716 3.24% 147,815 Merck & Co Inc 8,803,861 1.44% 150,021 Novartis AG 15,272,138 2.49% 300,925 Sanofi 15,211,759 2.48% 321,863 Teva Pharmaceutical Industries Ltd 19,434,088 3.17% 112,176,549 18.31% Industrials 7.00% (31st October, 2014: 5.14%) 60,597 Copa Holdings SA 6,716,571 1.10% 323,282 General Electric Co 8,754,477 1.43% 381,084 Joy Global Inc 16,249,422 2.65% 170,760 PACCAR Inc 11,159,166 1.82% 42,879,636 7.00% Information Technology 20.27% (31st October, 2014: 21.50%) 144,874 Apple Inc 18,130,981 2.96%

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

BROWN ADVISORY FUNDS PLC

STATEMENT OF INVESTMENTS Brown Advisory US Equity Value Fund (continued) As at 30th April, 2015

Equities (continued) Fair Value % of Industry Holding Security Description US$ Fund

Information Technology 20.27% (31st October, 2014: 21.50%) (continued) 141,932 Check Point Software Technologies Ltd 11,848,484 1.93% 660,536 Cisco Systems Inc 19,043,253 3.11% 388,732 CommScope Holding Co Inc 11,467,594 1.87% 164,582 eBay Inc 9,588,547 1.57% 155,169 Microchip Technology Inc 7,393,803 1.21% 241,799 Microsoft Corp 11,761,103 1.92% 416,089 NetApp Inc 15,083,226 2.46% 291,954 QUALCOMM Inc 19,852,872 3.24% 124,169,863 20.27% Materials 2.76% (31st October, 2014: 4.85%) 516,986 Potash Corp of Saskatchewan Inc 16,874,423 2.76% 16,874,423 2.76%

Total Equities* 589,074,731 96.17%

Forward Foreign Currency Contracts 0.07% (31st October, 2014: (0.03%))

Amount Amount Unrealised Currency Currency Currency Currency Maturity Gain % of Bought Bought Sold Sold Date Counterparty US$ Fund

Brown Advisory US Equity Value Fund Sterling Class B Hedged Brown Brothers STG£ 16,935,614 US$ (25,632,204) 28/05/2015 Harriman 435,625 0.07%

Total Forward Foreign Currency Contracts∞ 435,625 0.07%

Fair Value % of US$ Fund

Total Financial Assets at Fair Value through Profit or Loss 589,510,356 96.24%

Other Net Assets 23,015,282 3.76%

Net Assets Attributable to Holders of Redeemable Participating Shares 612,525,638 100.00%

Portfolio Analysis Total Asset %

* Transferable securities admitted to an official stock exchange or traded on a 589,074,731 94.40% regulated market ∞ OTC financial derivative instruments 435,625 0.07%

Total Investments 589,510,356 94.47%

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

BROWN ADVISORY FUNDS PLC

STATEMENT OF INVESTMENTS Brown Advisory US Smaller Companies Fund As at 30th April, 2015

Equities Fair Value % of Industry Holding Security Description US$ Fund

Consumer Discretionary 5.56% (31st October, 2014: 6.37%) 39,175 2U Inc 1,042,055 0.59% 48,248 Ascent Media Corp 1,930,403 1.10% 70,773 Bright Horizons Family Solutions Inc 3,558,466 2.02% 87,566 Krispy Kreme Doughnuts Inc 1,558,675 0.89% 57,182 Liberty TripAdvisor Holdings Inc 1,698,877 0.96% 9,788,476 5.56% Consumer Staples 2.02% (31st October, 2014: 1.02%) 14,583 Pricesmart Inc 1,173,057 0.67% 29,355 TreeHouse Foods Inc 2,385,387 1.35% 3,558,444 2.02% Financials 5.86% (31st October, 2014: 5.58%) 49,648 City National Corp 4,627,194 2.63% 73,386 ConnectOne Bancorp Inc 1,410,479 0.80% 38,903 Patriot National Inc 524,023 0.30% 70,357 Prosperity Bancshares Inc 3,752,842 2.13% 10,314,538 5.86% Health Care 14.00% (31st October, 2014: 10.98%) 28,379 Acceleron Pharma Inc 784,679 0.45% 24,128 Cardiovascular Systems Inc 754,965 0.43% 53,647 Charles River Laboratories International Inc 3,710,227 2.11% 22,972 Coherus Biosciences Inc 500,100 0.28% 72,545 Dyax Corp 1,734,551 0.98% 22,672 Endologix Inc 352,776 0.20% 27,611 Henry Schein Inc 3,785,192 2.15% 21,748 IDEXX Laboratories Inc 2,726,329 1.55% 18,731 Incyte Corp Ltd 1,819,529 1.03% 7,801 Laboratory Corp of America Holdings 932,454 0.53% 38,453 Medidata Solutions Inc 2,054,544 1.17% 62,602 Novadaq Technologies Inc 676,102 0.38% 38,987 Omeros Corp 783,639 0.44% 11,916 Receptos Inc 1,755,465 1.00% 12,700 Ultragenyx Pharmaceutical Inc 716,661 0.41% 36,296 WuXi PharmaTech Cayman Inc 1,566,535 0.89% 24,653,748 14.00% Industrials 24.32% (31st October, 2014: 25.20%) 50,513 Advisory Board Co 2,621,120 1.49% 24,757 Colfax Corp 1,226,957 0.70% 53,422 Corporate Executive Board Co 4,478,366 2.54% 60,135 DigitalGlobe Inc 1,934,543 1.10% 55,839 ESCO Technologies Inc 2,049,291 1.16% 59,296 Healthcare Services Group Inc 1,794,890 1.02% 67,916 HEICO Corp 3,792,430 2.15% 78,830 Hexcel Corp 3,950,960 2.24% 41,839 IDEX Corp 3,138,343 1.78% 115,680 Knight Transportation Inc 3,341,995 1.90% 49,123 Landstar System Inc 3,060,854 1.74%

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

BROWN ADVISORY FUNDS PLC

STATEMENT OF INVESTMENTS Brown Advisory US Smaller Companies Fund (continued) As at 30th April, 2015

Equities (continued) Fair Value % of Industry Holding Security Description US$ Fund

Industrials 24.32% (31st October, 2014: 25.20%) (continued) 66,609 Roadrunner Transportation Systems Inc 1,628,590 0.92% 45,697 Team Inc 1,785,839 1.01% 125,841 Waste Connections Inc 5,963,605 3.39% 44,107 Woodward Inc 2,075,234 1.18% 42,843,017 24.32% Information Technology 39.54% (31st October, 2014: 39.96%) 153,520 Aruba Networks Inc 3,778,127 2.14% 55,019 Blackbaud Inc 2,779,560 1.58% 137,078 Broadridge Financial Solutions Inc 7,391,246 4.20% 131,906 BroadSoft Inc 4,173,506 2.37% 34,056 Cavium Inc 2,206,148 1.25% 82,484 CoreLogic Inc 3,225,949 1.83% 9,122 CoStar Group Inc 1,864,628 1.06% 15,389 Demandware Inc 947,962 0.54% 22,219 Electronics For Imaging Inc 926,977 0.53% 58,676 Fair Isaac Corp 5,190,479 2.95% 131,300 Genpact Ltd 2,868,905 1.63% 11,133 Global Payments Inc 1,116,417 0.63% 84,652 HomeAway Inc 2,365,177 1.34% 53,500 Informatica Corp 2,571,745 1.46% 127,011 Interactive Intelligence Group Inc 5,585,944 3.17% 73,635 M/A-COM Technology Solutions Holdings Inc 2,239,977 1.27% 82,261 MAXIMUS Inc 5,265,527 2.99% 115,119 Pegasystems Inc 2,479,663 1.41% 48,672 PROS Holdings Inc 1,081,978 0.61% 13,080 SPS Commerce Inc 853,601 0.48% 59,770 Synchronoss Technologies Inc 2,742,248 1.56% 21,002 Ultimate Software Group Inc 3,490,742 1.98% 20,775 WEX Inc 2,341,550 1.33% 122,472 Xoom Corp 2,164,080 1.23% 69,652,136 39.54% Telecommunication Services 1.02% (31st October, 2014: 0.00%) 51,605 Cogent Communications Holdings Inc 1,805,659 1.02% 1,805,659 1.02%

Total Equities 162,616,018 92.32%

Total Financial Assets at Fair Value through Profit or Loss 162,616,018 92.32%

Other Net Assets 13,534,673 7.68%

Net Assets Attributable to Holders of Redeemable Participating Shares 176,150,691 100.00%

All of the above securities are transferable securities listed on a recognised stock exchange and represent 91.83% of Total Assets. The accompanying notes form an integral part of the financial statements.

BROWN ADVISORY FUNDS PLC

STATEMENT OF INVESTMENTS Brown Advisory American Fund As at 30th April, 2015

Equities Fair Value % of Industry Holding Security Description US$ Fund

Consumer Discretionary 11.22% (31st October, 2014: 9.89%) 1,971 2U Inc 52,428 0.03% 4,844 Amazon.com Inc 2,042,618 1.19% 10,518 Ascent Media Corp 420,825 0.24% 43,944 Best Buy Co Inc 1,522,659 0.89% 3,518 Bright Horizons Family Solutions Inc 176,885 0.10% 9,699 Cato Corp 381,559 0.22% 56,422 Coach Inc 2,155,885 1.25% 14,377 Core-Mark Holding Co Inc 757,812 0.44% 10,064 Culp Inc 259,953 0.15% 85,761 Denny's Corp 892,772 0.52% 26,058 Destination Maternity Corp 307,224 0.18% 19,338 Diamond Resorts International Inc 619,009 0.36% 40,406 Discovery Communications Inc Class A 1,307,538 0.76% 57,364 GameStop Corp 2,210,235 1.28% 49,116 Garmin Ltd 2,219,061 1.29% 4,410 Krispy Kreme Doughnuts Inc 78,498 0.05% 2,877 Liberty TripAdvisor Holdings Inc 85,476 0.05% 41,596 Starbucks Corp 2,061,914 1.20% 10,428 Starz 410,133 0.24% 16,649 TripAdvisor Inc 1,340,078 0.78% 19,302,562 11.22% Consumer Staples 6.06% (31st October, 2014: 4.87%) 3,645 Casey's General Stores Inc 299,546 0.18% 8,796 Costco Wholesale Corp 1,258,268 0.73% 20,751 Estee Lauder Cos Inc 1,686,641 0.98% 17,717 Mead Johnson Nutrition Co 1,699,237 0.99% 16,560 Philip Morris International Inc 1,382,263 0.80% 718 Pricesmart Inc 57,756 0.03% 1,445 TreeHouse Foods Inc 117,421 0.07% 52,298 Unilever NV 2,273,394 1.32% 34,689 Whole Foods Market Inc 1,656,400 0.96% 10,430,926 6.06% Energy 8.55% (31st October, 2014: 12.61%) 8,606 Bristow Group Inc 534,691 0.31% 52,612 Ensco PLC 1,434,203 0.83% 25,727 FMC Technologies Inc 1,134,303 0.66% 34,084 National Oilwell Varco Inc 1,853,829 1.08% 24,453 Occidental Petroleum Corp 1,958,685 1.14% 38,794 Oceaneering International Inc 2,137,937 1.24% 61,510 Plains GP Holdings LP 1,807,164 1.05% 14,478 RigNet Inc 542,346 0.31% 14,380 Schlumberger Ltd 1,360,492 0.79% 60,065 Suncor Energy Inc 1,956,918 1.14% 14,720,568 8.55% Financials 16.41% (31st October, 2014: 17.60%) 50,622 American Capital Ltd 762,873 0.44% 14,073 American Equity Investment Life Holding Co 379,267 0.22%

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

BROWN ADVISORY FUNDS PLC

STATEMENT OF INVESTMENTS Brown Advisory American Fund (continued) As at 30th April, 2015

Equities (continued) Fair Value % of Industry Holding Security Description US$ Fund

Financials 16.41% (31st October, 2014: 17.60%) (continued) 11,263 Ameriprise Financial Inc 1,411,029 0.82% 6,540 Assurant Inc 401,948 0.23% 68,338 Campus Crest Communities Inc 432,580 0.25% 16,401 Capitol Federal Financial Inc 196,812 0.12% 24,197 Cash America International Inc 627,186 0.37% 147,059 Charles Schwab Corp 4,482,358 2.61% 2,641 City National Corp 246,141 0.14% 3,612 ConnectOne Bancorp Inc 69,423 0.04% 5,265 Farmers Capital Bank Corp 122,938 0.07% 65,824 Forest City Enterprises Inc 1,563,978 0.91% 48,152 JPMorgan Chase & Co 3,046,095 1.77% 18,933 Maiden Holdings Ltd 275,096 0.16% 9,018 Medley Management Inc 103,346 0.06% 67,226 MFA Financial Inc 521,674 0.30% 14,073 National General Holdings Corp 271,750 0.16% 36,533 Northern Trust Corp 2,672,389 1.55% 25,189 NorthStar Asset Management Group Inc 529,725 0.31% 10,529 OceanFirst Financial Corp 176,677 0.10% 19,135 Oritani Financial Corp 284,920 0.17% 8,909 Pacific Premier Bancorp Inc 139,159 0.08% 10,944 Patriot National Inc 147,416 0.09% 3,547 Prosperity Bancshares Inc 189,197 0.11% 256,129 Regions Financial Corp 2,515,187 1.46% 7,715 Renasant Corp 229,213 0.13% 63,896 SunTrust Banks Inc 2,650,406 1.54% 105,182 Synovus Financial Corp 2,909,334 1.69% 59,754 TFS Financial Corp 872,408 0.51% 28,230,525 16.41% Health Care 15.31% (31st October, 2014: 13.45%) 39,883 AbbVie Inc 2,578,037 1.50% 1,418 Acceleron Pharma Inc 39,208 0.02% 4,313 Addus HomeCare Corp 115,761 0.07% 14,579 Air Methods Corp 666,260 0.39% 32,032 Baxter International Inc 2,201,880 1.28% 19,351 Bristol-Myers Squibb Co 1,232,852 0.72% 1,211 Cardiovascular Systems Inc 37,892 0.02% 2,640 Charles River Laboratories International Inc 182,582 0.11% 1,125 Coherus Biosciences Inc 24,491 0.01% 19,297 DaVita HealthCare Partners Inc 1,564,987 0.91% 3,551 Dyax Corp 84,904 0.05% 26,775 Express Scripts Holding Co 2,313,360 1.34% 13,518 Gilead Sciences Inc 1,358,694 0.79% 1,359 Henry Schein Inc 186,305 0.11% 83,848 Hologic Inc 2,829,031 1.64% 1,070 IDEXX Laboratories Inc 134,135 0.08% 918 Incyte Corp Ltd 89,175 0.05% 3,801 Intuitive Surgical Inc 1,885,220 1.10% 384 Laboratory Corp of America Holdings 45,900 0.03% 1,897 Medidata Solutions Inc 101,357 0.06%

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

BROWN ADVISORY FUNDS PLC

STATEMENT OF INVESTMENTS Brown Advisory American Fund (continued) As at 30th April, 2015

Equities (continued) Fair Value % of Industry Holding Security Description US$ Fund

Health Care 15.31% (31st October, 2014: 13.45%) (continued) 21,041 Merck & Co Inc 1,253,202 0.73% 3,080 Novadaq Technologies Inc 33,264 0.02% 21,355 Novartis AG 2,173,939 1.26% 1,999 Omeros Corp 40,180 0.02% 583 Receptos Inc 85,888 0.05% 42,835 Sanofi 2,165,309 1.26% 46,478 Teva Pharmaceutical Industries Ltd 2,806,342 1.63% 640 Ultragenyx Pharmaceutical Inc 36,115 0.02% 1,786 WuXi PharmaTech Cayman Inc 77,084 0.04% 26,343,354 15.31% Industrials 10.77% (31st October, 2014: 9.97%) 2,751 Advisory Board Co 142,749 0.08% 23,387 Albany International Corp 916,770 0.53% 22,955 Colfax Corp 1,137,650 0.66% 8,626 Copa Holdings SA 956,106 0.56% 2,652 Corporate Executive Board Co 222,317 0.13% 21,151 Danaher Corp 1,731,844 1.01% 17,863 DigitalGlobe Inc 574,653 0.33% 16,199 EnPro Industries Inc 1,036,898 0.60% 2,794 ESCO Technologies Inc 102,540 0.06% 30,999 Fastenal Co 1,321,177 0.77% 8,480 Federal Signal Corp 133,306 0.08% 5,830 Fly Leasing Ltd 86,109 0.05% 46,017 General Electric Co 1,246,140 0.72% 2,974 Healthcare Services Group Inc 90,023 0.05% 3,343 HEICO Corp 186,673 0.11% 3,895 Hexcel Corp 195,217 0.11% 2,059 IDEX Corp 154,446 0.09% 54,245 Joy Global Inc 2,313,007 1.34% 12,858 Kadant Inc 655,244 0.38% 5,694 Knight Transportation Inc 164,500 0.10% 2,418 Landstar System Inc 150,666 0.09% 16,989 McGrath RentCorp 562,506 0.33% 24,307 PACCAR Inc 1,588,462 0.92% 3,278 Roadrunner Transportation Systems Inc 80,147 0.05% 13,693 Stericycle Inc 1,826,920 1.06% 2,289 Team Inc 89,454 0.05% 8,565 Thermon Group Holdings Inc 199,307 0.12% 9,152 TriMas Corp 257,812 0.15% 6,379 Waste Connections Inc 302,301 0.18% 2,206 Woodward Inc 103,792 0.06% 18,528,736 10.77% Information Technology 24.79% (31st October, 2014: 24.69%) 29,075 Amphenol Corp 1,609,883 0.94% 10,799 ANSYS Inc 926,986 0.54% 35,603 Apple Inc 4,455,716 2.59% 8,218 Aruba Networks Inc 202,245 0.12% 2,693 Blackbaud Inc 136,050 0.08%

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

BROWN ADVISORY FUNDS PLC

STATEMENT OF INVESTMENTS Brown Advisory American Fund (continued) As at 30th April, 2015

Equities (continued) Fair Value % of Industry Holding Security Description US$ Fund

Information Technology 24.79% (31st October, 2014: 24.69%) (continued) 25,773 Broadridge Financial Solutions Inc 1,389,680 0.81% 6,545 BroadSoft Inc 207,084 0.12% 1,701 Cavium Inc 110,191 0.06% 20,203 Check Point Software Technologies Ltd 1,686,546 0.98% 94,023 Cisco Systems Inc 2,710,683 1.58% 24,033 Cognizant Technology Solutions Corp 1,406,892 0.82% 55,333 CommScope Holding Co Inc 1,632,324 0.95% 14,306 CoreLogic Inc 559,508 0.33% 449 CoStar Group Inc 91,780 0.05% 24,602 CTS Corp 441,360 0.26% 757 Demandware Inc 46,631 0.03% 1,924 DST Systems Inc 221,414 0.13% 23,427 eBay Inc 1,364,857 0.79% 17,718 EchoStar Corp 885,723 0.51% 8,635 Electro Rent Corp 93,344 0.05% 1,094 Electronics For Imaging Inc 45,642 0.03% 22,111 Facebook Inc 1,741,462 1.01% 2,894 Fair Isaac Corp 256,003 0.15% 72,255 Genpact Ltd 1,578,772 0.92% 548 Global Payments Inc 54,953 0.03% 1,482 Google Inc Class A 813,277 0.47% 1,504 Google Inc Class C 808,159 0.47% 4,440 HomeAway Inc 124,054 0.07% 2,673 Informatica Corp 128,491 0.07% 6,401 Interactive Intelligence Group Inc 281,516 0.16% 3,744 M/A-COM Technology Solutions Holdings Inc 113,893 0.07% 12,108 MAXIMUS Inc 775,033 0.45% 22,087 Microchip Technology Inc 1,052,446 0.61% 34,419 Microsoft Corp 1,674,140 0.97% 4,961 MTS Systems Corp 350,147 0.20% 25,098 National Instruments Corp 717,803 0.42% 59,228 NetApp Inc 2,147,015 1.25% 7,441 NetSuite Inc 711,136 0.41% 15,701 NXP Semiconductors NV 1,509,180 0.88% 5,666 Pegasystems Inc 122,046 0.07% 2,996 PROS Holdings Inc 66,601 0.04% 41,558 QUALCOMM Inc 2,825,944 1.64% 23,896 Salesforce.com Inc 1,740,107 1.01% 645 SPS Commerce Inc 42,093 0.02% 2,942 Synchronoss Technologies Inc 134,979 0.08% 1,064 Ultimate Software Group Inc 176,847 0.10% 34,417 Visa Inc 2,271,866 1.32% 1,023 WEX Inc 115,302 0.07% 6,146 Xoom Corp 108,600 0.06% 42,666,404 24.79% Materials 3.69% (31st October, 2014: 4.38%) 10,474 Clearwater Paper Corp 670,022 0.39% 8,376 Deltic Timber Corp 536,064 0.31% 14,106 Ecolab Inc 1,579,590 0.92%

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

BROWN ADVISORY FUNDS PLC

STATEMENT OF INVESTMENTS Brown Advisory American Fund (continued) As at 30th April, 2015

Equities (continued) Fair Value % of Industry Holding Security Description US$ Fund

Materials 3.69% (31st October, 2014: 4.38%) (continued) 9,314 Innophos Holdings Inc 492,152 0.29% 4,718 KMG Chemicals Inc 138,143 0.08% 8,707 Neenah Paper Inc 526,512 0.31% 73,590 Potash Corp of Saskatchewan Inc 2,401,978 1.39% 6,344,461 3.69% Telecommunication Services 0.40% (31st October, 2014: 0.43%) 9,112 Atlantic Tele-Network Inc 601,392 0.35% 2,530 Cogent Communications Holdings Inc 88,525 0.05% 689,917 0.40%

Total Equities* 167,257,453 97.20%

Forward Foreign Currency Contracts 0.02% (31st October, 2014: (0.03%))

Amount Amount Unrealised Currency Currency Currency Currency Maturity Gain % of Bought Bought Sold Sold Date Counterparty US$ Fund

Brown Advisory American Fund Euro Class A Hedged Brown Brothers EUR€ 1,084,256 US$ (1,181,702) 28/05/2015 Harriman 40,161 0.02%

Brown Advisory American Fund Sterling Class B Hedged Brown Brothers STG£ 65,876 US$ (99,704) 28/05/2015 Harriman 1,694 0.00%

Total Forward Foreign Currency Contracts∞ 41,855 0.02%

Fair Value % of US$ Fund

Total Financial Assets at Fair Value through Profit or Loss 167,299,308 97.22%

Other Net Assets 4,773,264 2.78%

Net Assets Attributable to Holders of Redeemable Participating Shares 172,072,572 100.00%

Portfolio Analysis Total Asset %

* Transferable securities admitted to an official stock exchange or traded on a 167,257,453 91.64% regulated market ∞ OTC financial derivative instruments 41,855 0.02%

Total Investments 167,299,308 91.66%

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

BROWN ADVISORY FUNDS PLC

STATEMENT OF INVESTMENTS Brown Advisory US Equity Growth Fund As at 30th April, 2015

Equities Fair Value % of Industry Holding Security Description US$ Fund

Consumer Discretionary 10.55% (31st October, 2014: 7.88%) 85,610 Amazon.com Inc 36,100,025 3.96% 734,492 Starbucks Corp 36,408,768 3.99% 293,992 TripAdvisor Inc 23,663,416 2.60% 96,172,209 10.55% Consumer Staples 12.20% (31st October, 2014: 12.44%) 155,312 Costco Wholesale Corp 22,217,382 2.44% 366,416 Estee Lauder Cos Inc 29,782,292 3.26% 312,847 Mead Johnson Nutrition Co 30,005,156 3.29% 612,531 Whole Foods Market Inc 29,248,355 3.21% 111,253,185 12.20% Energy 4.83% (31st October, 2014: 9.53%) 454,284 FMC Technologies Inc 20,029,382 2.20% 253,912 Schlumberger Ltd 24,022,614 2.63% 44,051,996 4.83% Financials 4.23% (31st October, 2014: 4.40%) 1,265,261 Charles Schwab Corp 38,565,155 4.23% 38,565,155 4.23% Health Care 16.22% (31st October, 2014: 18.39%) 346,062 Bristol-Myers Squibb Co 22,047,610 2.42% 340,743 DaVita HealthCare Partners Inc 27,634,257 3.03% 473,293 Express Scripts Holding Co 40,892,515 4.49% 238,704 Gilead Sciences Inc 23,992,139 2.63% 67,117 Intuitive Surgical Inc 33,288,690 3.65% 147,855,211 16.22% Industrials 11.36% (31st October, 2014: 11.24%) 351,243 Colfax Corp 17,407,603 1.91% 373,471 Danaher Corp 30,579,805 3.35% 547,371 Fastenal Co 23,328,952 2.56% 241,787 Stericycle Inc 32,259,222 3.54% 103,575,582 11.36% Information Technology 33.36% (31st October, 2014: 31.28%) 513,397 Amphenol Corp 28,426,792 3.12% 190,678 ANSYS Inc 16,367,800 1.79% 264,525 Apple Inc 33,105,304 3.63% 424,372 Cognizant Technology Solutions Corp 24,842,737 2.72% 390,766 Facebook Inc 30,776,730 3.38% 940,174 Genpact Ltd 20,542,802 2.25% 26,177 Google Inc Class A 14,365,152 1.58% 26,575 Google Inc Class C 14,279,811 1.57% 443,167 National Instruments Corp 12,674,576 1.39% 131,388 NetSuite Inc 12,556,751 1.38% 264,219 NXP Semiconductors NV 25,396,730 2.78% 421,941 Salesforce.com Inc 30,725,744 3.37% 607,728 Visa Inc 40,116,125 4.40% 304,177,054 33.36%

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

BROWN ADVISORY FUNDS PLC

STATEMENT OF INVESTMENTS Brown Advisory US Equity Growth Fund (continued) As at 30th April, 2015

Equities (continued) Fair Value % of Industry Holding Security Description US$ Fund

Materials 3.06% (31st October, 2014: 3.24%) 249,080 Ecolab Inc 27,891,979 3.06% 27,891,979 3.06%

Total Equities* 873,542,371 95.81%

Forward Foreign Currency Contracts 0.65% (31st October, 2014: (0.26%))

Amount Amount Unrealised Currency Currency Currency Currency Maturity Gain % of Bought Bought Sold Sold Date Counterparty US$ Fund

Brown Advisory US Equity Growth Fund Euro Class A Hedged Brown Brothers EUR€ 120,398,741 US$ (131,293,526) 28/05/2015 Harriman 4,385,519 0.48%

Brown Advisory US Equity Growth Fund Sterling Class A Hedged Brown Brothers STG£ 161,645 US$ (244,651) 28/05/2015 Harriman 4,158 0.00%

Brown Advisory US Equity Growth Fund Sterling Class B Hedged Brown Brothers STG£ 59,611,101 US$ (90,221,937) 28/05/2015 Harriman 1,533,343 0.17%

Brown Advisory US Equity Growth Fund Euro Class P Hedged Brown Brothers EUR€ 591,263 US$ (644,402) 28/05/2015 Harriman 21,900 0.00%

Total Forward Foreign Currency Contracts∞ 5,944,920 0.65%

Fair Value % of US$ Fund

Total Financial Assets at Fair Value through Profit or Loss 879,487,291 96.46%

Other Net Assets 32,242,877 3.54%

Net Assets Attributable to Holders of Redeemable Participating Shares 911,730,168 100.00%

Portfolio Analysis Total Asset %

* Transferable securities admitted to an official stock exchange or traded on a 873,542,371 95.24% regulated market ∞ OTC financial derivative instruments 5,944,920 0.65%

Total Investments 879,487,291 95.89%

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

BROWN ADVISORY FUNDS PLC

STATEMENT OF INVESTMENTS Brown Advisory US Flexible Equity SRI Fund As at 30th April, 2015

Equities Fair Value % of Industry Holding Security Description US$ Fund

Consumer Discretionary 15.60% (31st October, 2014: 9.54%) 31,726 Best Buy Co Inc 1,099,306 2.39% 15,952 CarMax Inc 1,086,491 2.37% 18,768 Lowe's Cos Inc 1,291,989 2.82% 1,019 Priceline Group Inc 1,260,493 2.75% 12,946 TJX Cos Inc 835,405 1.82% 14,547 Walt Disney Co 1,581,550 3.45% 7,155,234 15.60% Consumer Staples 1.31% (31st October, 2014: 4.94%) 6,315 PepsiCo Inc 600,619 1.31% 600,619 1.31% Energy 8.62% (31st October, 2014: 13.10%) 37,407 Kinder Morgan Inc 1,605,883 3.50% 12,369 National Oilwell Varco Inc 672,750 1.47% 12,941 Occidental Petroleum Corp 1,036,574 2.26% 11,585 Oceaneering International Inc 638,449 1.39% 3,953,656 8.62% Financials 20.92% (31st October, 2014: 18.53%) 8,143 American Express Co 630,512 1.37% 24,953 Bank of America Corp 397,252 0.86% 15,528 Berkshire Hathaway Inc 2,192,709 4.78% 40,868 Charles Schwab Corp 1,245,657 2.71% 7,293 Crown Castle International Corp 609,184 1.33% 13,051 Franklin Resources Inc 672,909 1.47% 16,300 JPMorgan Chase & Co 1,031,138 2.25% 54,534 Regions Financial Corp 535,524 1.17% 3,722 T Rowe Price Group Inc 302,003 0.66% 35,948 Wells Fargo & Co 1,980,735 4.32% 9,597,623 20.92% Health Care 12.59% (31st October, 2014: 13.70%) 9,907 Anthem Inc 1,494,471 3.26% 6,887 Edwards Lifesciences Corp 872,170 1.90% 20,963 Express Scripts Holding Co 1,811,203 3.95% 7,596 Merck & Co Inc 452,418 0.98% 18,969 Teva Pharmaceutical Industries Ltd 1,145,348 2.50% 5,775,610 12.59% Industrials 9.85% (31st October, 2014: 10.01%) 24,891 Canadian National Railway Co 1,605,470 3.50% 2,544 Canadian Pacific Railway Ltd 484,836 1.06% 9,324 Copa Holdings SA 1,033,472 2.25% 14,780 Owens Corning 571,247 1.25% 8,508 United Rentals Inc 821,532 1.79% 4,516,557 9.85%

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

BROWN ADVISORY FUNDS PLC

STATEMENT OF INVESTMENTS Brown Advisory US Flexible Equity SRI Fund (continued) As at 30th April, 2015

Equities (continued) Fair Value % of Industry Holding Security Description US$ Fund

Information Technology 26.31% (31st October, 2014: 25.58%) 10,998 Accenture PLC 1,018,745 2.22% 10,270 Apple Inc 1,285,290 2.80% 17,762 eBay Inc 1,034,814 2.26% 1,645 Google Inc Class A 902,727 1.97% 1,649 Google Inc Class C 886,074 1.93% 2,954 International Business Machines Corp 505,991 1.10% 19,718 MasterCard Inc 1,778,366 3.88% 23,916 Microsoft Corp 1,163,274 2.54% 17,433 QUALCOMM Inc 1,185,444 2.58% 34,913 Visa Inc 2,304,607 5.03% 12,065,332 26.31%

Total Equities 43,664,631 95.20%

Total Financial Assets at Fair Value through Profit or Loss 43,664,631 95.20%

Other Net Assets 2,199,259 4.80%

Net Assets Attributable to Holders of Redeemable Participating Shares 45,863,890 100.00%

All the above securities are transferable securities listed on a recognised stock exchange and represent 94.83% of Total Assets. The accompanying notes form an integral part of the financial statements.

BROWN ADVISORY FUNDS PLC

STATEMENT OF INVESTMENTS Brown Advisory US Small Cap Blend Fund As at 30th April, 2015

Equities Fair Value % of Industry Holding Security Description US$ Fund

Consumer Discretionary 10.11% (31st October, 2014: 11.39%) 8,585 2U Inc 228,361 0.31% 21,456 Ascent Media Corp 858,455 1.19% 14,677 Bright Horizons Family Solutions Inc 737,960 1.02% 13,607 Cato Corp 535,299 0.74% 20,147 Core-Mark Holding Co Inc 1,061,948 1.47% 14,118 Culp Inc 364,668 0.50% 103,520 Denny's Corp 1,077,643 1.49% 28,053 Destination Maternity Corp 330,745 0.46% 27,130 Diamond Resorts International Inc 868,431 1.20% 18,398 Krispy Kreme Doughnuts Inc 327,484 0.45% 12,002 Liberty TripAdvisor Holdings Inc 356,580 0.49% 14,631 Starz 575,437 0.79% 7,323,011 10.11% Consumer Staples 1.59% (31st October, 2014: 1.05%) 5,112 Casey's General Stores Inc 420,104 0.58% 2,995 Pricesmart Inc 240,918 0.33% 6,028 TreeHouse Foods Inc 489,835 0.68% 1,150,857 1.59% Energy 2.08% (31st October, 2014: 3.94%) 12,047 Bristow Group Inc 748,480 1.03% 20,311 RigNet Inc 760,850 1.05% 1,509,330 2.08% Financials 18.35% (31st October, 2014: 16.70%) 71,016 American Capital Ltd 1,070,211 1.48% 19,743 American Equity Investment Life Holding Co 532,074 0.74% 9,231 Assurant Inc 567,337 0.78% 93,525 Campus Crest Communities Inc 592,013 0.82% 23,011 Capitol Federal Financial Inc 276,132 0.38% 33,995 Cash America International Inc 881,150 1.22% 10,474 City National Corp 976,177 1.35% 15,773 ConnectOne Bancorp Inc 303,157 0.42% 7,386 Farmers Capital Bank Corp 172,463 0.24% 40,622 Forest City Enterprises Inc 965,179 1.33% 26,560 Maiden Holdings Ltd 385,917 0.53% 12,162 Medley Management Inc 139,377 0.19% 94,272 MFA Financial Inc 731,551 1.01% 19,744 National General Holdings Corp 381,257 0.53% 35,339 NorthStar Asset Management Group Inc 743,179 1.03% 14,772 OceanFirst Financial Corp 247,874 0.34% 26,846 Oritani Financial Corp 399,737 0.55% 12,499 Pacific Premier Bancorp Inc 195,234 0.27% 21,667 Patriot National Inc 291,855 0.40% 14,800 Prosperity Bancshares Inc 789,432 1.09% 10,824 Renasant Corp 321,581 0.44% 39,799 Synovus Financial Corp 1,100,840 1.52%

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

BROWN ADVISORY FUNDS PLC

STATEMENT OF INVESTMENTS Brown Advisory US Small Cap Blend Fund (continued) As at 30th April, 2015

Equities (continued) Fair Value % of Industry Holding Security Description US$ Fund

Financials 18.35% (31st October, 2014: 16.70%) (continued) 83,827 TFS Financial Corp 1,223,874 1.69% 13,287,601 18.35% Health Care 8.66% (31st October, 2014: 6.50%) 5,918 Acceleron Pharma Inc 163,633 0.23% 6,238 Addus HomeCare Corp 167,428 0.23% 20,451 Air Methods Corp 934,611 1.29% 5,217 Cardiovascular Systems Inc 163,240 0.23% 11,017 Charles River Laboratories International Inc 761,936 1.05% 5,928 Coherus Biosciences Inc 129,052 0.18% 16,976 Dyax Corp 405,896 0.56% 4,783 Endologix Inc 74,423 0.10% 5,670 Henry Schein Inc 777,300 1.07% 4,466 IDEXX Laboratories Inc 559,858 0.77% 3,821 Incyte Corp Ltd 371,172 0.51% 1,645 Laboratory Corp of America Holdings 196,627 0.27% 7,913 Medidata Solutions Inc 422,792 0.59% 12,850 Novadaq Technologies Inc 138,780 0.19% 8,380 Omeros Corp 168,438 0.23% 2,434 Receptos Inc 358,577 0.50% 2,730 Ultragenyx Pharmaceutical Inc 154,054 0.21% 7,453 WuXi PharmaTech Cayman Inc 321,671 0.45% 6,269,488 8.66% Industrials 20.73% (31st October, 2014: 21.35%) 11,477 Advisory Board Co 595,542 0.82% 32,809 Albany International Corp 1,286,113 1.78% 5,084 Colfax Corp 251,963 0.35% 11,063 Corporate Executive Board Co 927,411 1.28% 33,256 DigitalGlobe Inc 1,069,846 1.48% 22,727 EnPro Industries Inc 1,454,755 2.01% 12,260 ESCO Technologies Inc 449,942 0.62% 11,365 Federal Signal Corp 178,658 0.25% 7,785 Fly Leasing Ltd 114,984 0.16% 12,407 Healthcare Services Group Inc 375,560 0.52% 13,947 HEICO Corp 778,801 1.07% 16,249 Hexcel Corp 814,400 1.12% 8,592 IDEX Corp 644,486 0.89% 18,039 Kadant Inc 919,267 1.27% 23,755 Knight Transportation Inc 686,282 0.95% 10,087 Landstar System Inc 628,521 0.87% 23,836 McGrath RentCorp 789,210 1.09% 13,678 Roadrunner Transportation Systems Inc 334,427 0.46% 9,552 Team Inc 373,292 0.51% 12,014 Thermon Group Holdings Inc 279,566 0.39% 12,842 TriMas Corp 361,759 0.50% 26,613 Waste Connections Inc 1,261,190 1.74% 9,203 Woodward Inc 433,001 0.60% 15,008,976 20.73%

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

BROWN ADVISORY FUNDS PLC

STATEMENT OF INVESTMENTS Brown Advisory US Small Cap Blend Fund (continued) As at 30th April, 2015

Equities (continued) Fair Value % of Industry Holding Security Description US$ Fund

Information Technology 27.62% (31st October, 2014: 28.13%) 32,387 Aruba Networks Inc 797,044 1.10% 11,237 Blackbaud Inc 567,693 0.78% 55,323 Broadridge Financial Solutions Inc 2,983,016 4.12% 28,218 BroadSoft Inc 892,817 1.23% 7,095 Cavium Inc 459,614 0.64% 31,661 CoreLogic Inc 1,238,262 1.71% 1,851 CoStar Group Inc 378,363 0.52% 34,567 CTS Corp 620,132 0.86% 3,328 Demandware Inc 205,005 0.28% 2,701 DST Systems Inc 310,831 0.43% 24,854 EchoStar Corp 1,242,451 1.72% 11,534 Electro Rent Corp 124,683 0.17% 4,563 Electronics For Imaging Inc 190,368 0.26% 12,056 Fair Isaac Corp 1,066,474 1.47% 26,963 Genpact Ltd 589,142 0.81% 2,259 Global Payments Inc 226,533 0.31% 17,412 HomeAway Inc 486,491 0.67% 11,154 Informatica Corp 536,173 0.74% 26,706 Interactive Intelligence Group Inc 1,174,530 1.62% 15,165 M/A-COM Technology Solutions Holdings Inc 461,319 0.64% 28,145 MAXIMUS Inc 1,801,561 2.49% 6,959 MTS Systems Corp 491,166 0.68% 23,640 Pegasystems Inc 509,206 0.70% 10,633 PROS Holdings Inc 236,372 0.33% 2,694 SPS Commerce Inc 175,810 0.24% 12,274 Synchronoss Technologies Inc 563,131 0.78% 4,319 Ultimate Software Group Inc 717,861 0.99% 4,465 WEX Inc 503,250 0.70% 25,643 Xoom Corp 453,112 0.63% 20,002,410 27.62% Materials 4.47% (31st October, 2014: 3.86%) 13,991 Clearwater Paper Corp 895,004 1.24% 11,187 Deltic Timber Corp 715,968 0.99% 13,061 Innophos Holdings Inc 690,143 0.95% 6,621 KMG Chemicals Inc 193,863 0.27% 12,214 Neenah Paper Inc 738,581 1.02% 3,233,559 4.47% Telecommunication Services 1.67% (31st October, 2014: 1.42%) 12,781 Atlantic Tele-Network Inc 843,546 1.16% 10,555 Cogent Communications Holdings Inc 369,320 0.51% 1,212,866 1.67%

Total Equities* 68,998,098 95.28%

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

BROWN ADVISORY FUNDS PLC

STATEMENT OF INVESTMENTS Brown Advisory US Small Cap Blend Fund (continued) As at 30th April, 2015

Forward Foreign Currency Contracts 0.02% (31st October, 2014: (0.01%))

Amount Amount Unrealised Currency Currency Currency Currency Maturity Gain % of Bought Bought Sold Sold Date Counterparty US$ Fund

Brown Advisory US Small Cap Blend Fund Euro Class A Hedged Brown Brothers EUR€ 164,846 US$ (179,906) 28/05/2015 Harriman 5,861 0.01%

Brown Advisory US Small Cap Blend Fund Euro Class B Hedged Brown Brothers EUR€ 165,451 US$ (180,569) 28/05/2015 Harriman 5,880 0.01%

Total Forward Foreign Currency Contracts∞ 11,741 0.02%

Fair Value % of US$ Fund

Total Financial Assets at Fair Value through Profit or Loss 69,009,839 95.30%

Other Net Assets 3,403,554 4.70%

Net Assets Attributable to Holders of Redeemable Participating Shares 72,413,393 100.00%

Portfolio Analysis Total Asset %

* Transferable securities admitted to an official stock exchange or traded on a 68,998,098 94.04% regulated market ∞ OTC financial derivative instruments 11,741 0.02%

Total Investments 69,009,839 94.06%

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

BROWN ADVISORY FUNDS PLC

STATEMENT OF INVESTMENTS Brown Advisory US Flexible Equity Fund As at 30th April, 2015

Equities Fair Value % of Industry Holding Security Description US$ Fund

Consumer Discretionary 15.21% (31st October, 2014: 14.76%) 113,077 Best Buy Co Inc 3,918,118 2.34% 56,856 CarMax Inc 3,872,462 2.31% 66,893 Lowe's Cos Inc 4,604,914 2.75% 3,632 Priceline Group Inc 4,492,748 2.68% 46,143 TJX Cos Inc 2,977,608 1.77% 51,847 Walt Disney Co 5,636,806 3.36% 25,502,656 15.21% Consumer Staples 1.28% (31st October, 2014: 1.35%) 22,506 PepsiCo Inc 2,140,546 1.28% 2,140,546 1.28% Energy 8.14% (31st October, 2014: 7.79%) 133,325 Kinder Morgan Inc 5,723,642 3.41% 44,086 National Oilwell Varco Inc 2,397,838 1.43% 46,123 Occidental Petroleum Corp 3,694,452 2.20% 33,353 Oceaneering International Inc 1,838,084 1.10% 13,654,016 8.14% Financials 20.38% (31st October, 2014: 20.67%) 29,022 American Express Co 2,247,173 1.34% 88,935 Bank of America Corp 1,415,845 0.84% 55,345 Berkshire Hathaway Inc 7,815,267 4.66% 145,039 Charles Schwab Corp 4,420,789 2.64% 25,992 Crown Castle International Corp 2,171,112 1.29% 46,517 Franklin Resources Inc 2,398,417 1.43% 58,095 JPMorgan Chase & Co 3,675,090 2.19% 194,368 Regions Financial Corp 1,908,694 1.14% 13,266 T Rowe Price Group Inc 1,076,403 0.64% 128,123 Wells Fargo & Co 7,059,577 4.21% 34,188,367 20.38% Health Care 12.27% (31st October, 2014: 12.10%) 35,311 Anthem Inc 5,326,664 3.18% 24,546 Edwards Lifesciences Corp 3,108,506 1.85% 74,716 Express Scripts Holding Co 6,455,462 3.85% 27,073 Merck & Co Inc 1,612,468 0.96% 67,609 Teva Pharmaceutical Industries Ltd 4,082,231 2.43% 20,585,331 12.27% Industrials 11.45% (31st October, 2014: 11.87%) 88,715 Canadian National Railway Co 5,722,117 3.41% 9,067 Canadian Pacific Railway Ltd 1,727,989 1.03% 33,233 Copa Holdings SA 3,683,546 2.20% 52,677 Owens Corning 2,035,966 1.21% 30,323 United Rentals Inc 2,927,989 1.75% 27,252 United Technologies Corp 3,099,915 1.85% 19,197,522 11.45% Information Technology 25.64% (31st October, 2014: 25.81%) 39,197 Accenture PLC 3,630,818 2.16%

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

BROWN ADVISORY FUNDS PLC

STATEMENT OF INVESTMENTS Brown Advisory US Flexible Equity Fund (continued) As at 30th April, 2015

Equities (continued) Fair Value % of Industry Holding Security Description US$ Fund

Information Technology 25.64% (31st October, 2014: 25.81%) (continued) 36,602 Apple Inc 4,580,740 2.73% 63,305 eBay Inc 3,688,149 2.20% 5,865 Google Inc Class A 3,218,536 1.92% 5,881 Google Inc Class C 3,160,098 1.88% 10,528 International Business Machines Corp 1,803,341 1.08% 70,277 MasterCard Inc 6,338,283 3.78% 85,241 Microsoft Corp 4,146,122 2.47% 62,133 QUALCOMM Inc 4,225,044 2.52% 124,435 Visa Inc 8,213,954 4.90% 43,005,085 25.64%

Total Equities* 158,273,523 94.37%

Forward Foreign Currency Contracts 0.02% (31st October, 2014: (0.02%))

Amount Amount Unrealised Currency Currency Currency Currency Maturity Gain % of Bought Bought Sold Sold Date Counterparty US$ Fund

Brown Advisory US Flexible Equity Fund Sterling Class B Hedged Brown Brothers STG£ 1,071,033 US$ (1,620,937) 28/05/2015 Harriman 27,630 0.02%

Total Forward Foreign Currency Contracts∞ 27,630 0.02%

Fair Value % of US$ Fund

Total Financial Assets at Fair Value through Profit or Loss 158,301,153 94.39%

Other Net Assets 9,414,917 5.61%

Net Assets Attributable to Holders of Redeemable Participating Shares 167,716,070 100.00%

Portfolio Analysis Total Asset %

* Transferable securities admitted to an official stock exchange or traded on a 158,273,523 94.22% regulated market ∞ OTC financial derivative instruments 27,630 0.02%

Total Investments 158,301,153 94.24%

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

BROWN ADVISORY FUNDS PLC

STATEMENT OF INVESTMENTS Brown Advisory Global Leaders Fund As at 30th April, 2015

Equities Fair Value % of Industry Holding Security Description US$ Fund

Consumer Discretionary 19.08% 966 Burberry Group PLC 25,831 2.71% 761 Fuji Heavy Industries Ltd 25,641 2.69% 245 Next PLC 27,623 2.90% 255 Nike Inc 25,204 2.64% 22 Priceline Group Inc 27,214 2.85% 529 Starbucks Corp 26,222 2.75% 376 TJX Cos Inc 24,263 2.54% 181,998 19.08% Consumer Staples 5.26% 259 Hershey Co 23,807 2.50% 598 Unilever PLC 26,308 2.76% 50,115 5.26%

Financials 15.21% 2,900 AIA Group Ltd 19,382 2.03% 205 Ameriprise Financial Inc 25,683 2.69% 25,588 Bank Rakyat Indonesia Persero Tbk PT 22,948 2.41% 838 Charles Schwab Corp 25,542 2.68% 962 Credit Suisse Group AG 25,572 2.68% 241 Moody's Corp 25,912 2.72% 145,039 15.21% Health Care 12.83% 140 Alexion Pharmaceuticals Inc 23,692 2.48% 193 Cigna Corp 24,048 2.52% 311 DaVita HealthCare Partners Inc 25,222 2.65% 180 Edwards Lifesciences Corp 22,795 2.39% 468 Novo Nordisk A/S 26,640 2.79% 122,397 12.83%

Industrials 13.13% 155 3M Co 24,240 2.54% 857 Atlas Copco AB 23,890 2.50% 569 Kone OYJ 24,572 2.58% 352 Verisk Analytics Inc 26,411 2.77% 210 WABCO Holdings Inc 26,120 2.74% 125,233 13.13% Information Technology 21.22% 201 Apple Inc 25,155 2.64% 409 Cognizant Technology Solutions Corp 23,943 2.51% 326 Facebook Inc 25,676 2.69% 255 NXP Semiconductors NV 24,511 2.57% 565 Omron Corp 26,120 2.74% 1,082 Taiwan Semiconductor Manufacturing Co Ltd 26,422 2.77% 558 United Internet AG 25,172 2.64% 385 Visa Inc 25,414 2.66% 202,413 21.22%

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

BROWN ADVISORY FUNDS PLC

STATEMENT OF INVESTMENTS Brown Advisory Global Leaders Fund (continued) As at 30th April, 2015

Equities (continued) Fair Value % of Industry Holding Security Description US$ Fund

Materials 5.17% 220 Ecolab Inc 24,635 2.58% 89 Sherwin-Williams Co 24,742 2.59% 49,377 5.17% Telecommunication Services 3.02% 1,436 MTN Group Ltd 28,850 3.02% 28,850 3.02%

Total Equities* 905,422 94.92%

Forward Foreign Currency Contracts 0.01%

Amount Amount Unrealised Currency Currency Currency Currency Maturity Gain % of Bought Bought Sold Sold Date Counterparty US$ Fund

Brown Brothers ZAR 68,808 US$ (5,681) 05/05/2015 Harriman 102 0.01%

Total Forward Foreign Currency Contracts∞ 102 0.01%

Fair Value % of US$ Fund

Total Financial Assets at Fair Value through Profit or Loss 905,524 94.93%

Other Net Assets 48,402 5.07%

Net Assets Attributable to Holders of Redeemable Participating Shares 953,926 100.00%

Portfolio Analysis Total Asset %

* Transferable securities admitted to an official stock exchange or traded on a 905,422 89.09% regulated market ∞ OTC financial derivative instruments 102 0.01%

Total Investments 905,524 89.10%

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

BROWN ADVISORY FUNDS PLC

STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory US Equity Value Fund As at 30th April, 2015

In accordance with the European Communities (Undertakings for Collective Investment in Transferable Securities) Regulations, 2011 (as amended), a statement of changes in the composition of the Statement of Investments during the reporting period is provided to ensure that Shareholders can identify changes in the investments held by the Company. These statements present the aggregate purchases and sales of transferable securities exceeding 1% of the total value of purchases and sales for the year. At a minimum the largest 20 purchases and sales must be given.

Aggregate purchases greater than 1% of the total cost of purchases

Units Security Description Cost US$

331,300 AbbVie Inc 19,137,329 539,079 Plains GP Holdings LP 13,143,112 539,478 CommScope Holding Co Inc 11,522,343 356,314 Discovery Communications Inc Class A 11,064,166 86,355 Ameriprise Financial Inc 10,900,122 124,099 Philip Morris International Inc 9,507,671 327,474 General Electric Co 8,852,080 324,571 Forest City Enterprises Inc 7,611,076 64,740 Copa Holdings SA 6,347,019 106,204 Garmin Ltd 5,160,372 69,395 eBay Inc 3,788,772 103,992 GameStop Corp 3,776,892 402,522 Regions Financial Corp 3,717,413 93,771 Unilever NV 3,712,069 111,975 Suncor Energy Inc 3,661,451 69,130 Oceaneering International Inc 3,632,178 108,384 Ensco PLC 3,269,109 51,822 Joy Global Inc 2,601,157 47,585 National Oilwell Varco Inc 2,426,420 75,021 Synovus Financial Corp 1,980,879 22,702 Baxter International Inc 1,545,512

BROWN ADVISORY FUNDS PLC

STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory US Equity Value Fund (continued) As at 30th April, 2015

Aggregate sales greater than 1% of the total value of sales

Units Security Description Proceeds US$

335,921 City National Corp 29,890,637 252,176 Schlumberger Ltd 20,776,549 349,094 Informatica Corp 15,439,541 120,630 M&T Bank Corp 14,354,547 116,596 Apple Inc 13,988,905 518,211 Freeport-McMoRan Copper & Gold Inc 13,407,222 380,392 Charles Schwab Corp 11,330,703 390,496 Canadian Natural Resources Ltd 11,234,254 240,798 Best Buy Co Inc 9,172,849 221,072 SunTrust Banks Inc 9,070,535 306,662 Ensco PLC 8,258,008 297,356 Cisco Systems Inc 8,208,618 828,801 Regions Financial Corp 7,896,874 108,437 Northern Trust Corp 7,578,985 169,718 Oracle Corp 6,860,867 95,921 Teva Pharmaceutical Industries Ltd 5,700,369 94,555 JPMorgan Chase & Co 5,632,980 82,545 PACCAR Inc 5,397,297 77,191 QUALCOMM Inc 5,385,260 164,650 Hologic Inc 5,130,504 144,506 Potash Corp of Saskatchewan Inc 5,090,440 106,354 Microsoft Corp 4,802,025 150,746 CommScope Holding Co Inc 4,536,102 106,443 Joy Global Inc 4,532,027 80,823 Garmin Ltd 4,471,186 110,795 Coach Inc 4,458,527 113,740 NetApp Inc 4,337,330 112,208 GameStop Corp 4,275,812 41,934 Novartis AG 4,226,334 98,425 Unilever NV 4,220,364 150,825 Synovus Financial Corp 4,167,937 84,114 Sanofi 4,115,191 73,581 Oceaneering International Inc 4,015,610 55,845 Baxter International Inc 3,878,455 48,018 Occidental Petroleum Corp 3,776,303 65,567 National Oilwell Varco Inc 3,493,017 110,502 Suncor Energy Inc 3,392,103 39,672 Check Point Software Technologies Ltd 3,203,722

BROWN ADVISORY FUNDS PLC

STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory US Smaller Companies Fund For the six months ended 30th April, 2015

Aggregate purchases greater than 1% of the total cost of purchases

Units Security Description Cost US$

73,635 M/A-COM Technology Solutions Holdings Inc 2,529,491 21,411 WEX Inc 2,175,742 25,193 TreeHouse Foods Inc 2,099,164 38,453 Medidata Solutions Inc 1,856,982 51,605 Cogent Communications Holdings Inc 1,796,731 57,182 Liberty TripAdvisor Holdings Inc 1,639,617 29,465 Interactive Intelligence Group Inc 1,249,543 41,235 BroadSoft Inc 1,166,035 29,724 Healthcare Services Group Inc 950,316 22,219 Electronics For Imaging Inc 896,728 62,602 Novadaq Technologies Inc 893,994 29,274 HomeAway Inc 876,400 21,305 Synchronoss Technologies Inc 871,288 38,987 Omeros Corp 816,298 13,080 SPS Commerce Inc 815,041 15,389 Demandware Inc 800,075 50,300 Xoom Corp 744,949 24,128 Cardiovascular Systems Inc 735,915 39,175 2U Inc 709,960 13,323 Broadridge Financial Solutions Inc 648,658 33,050 Krispy Kreme Doughnuts Inc 647,053 15,821 Acceleron Pharma Inc 625,594 12,952 Waste Connections Inc 606,310 12,700 Ultragenyx Pharmaceutical Inc 603,256 13,180 Hexcel Corp 551,114 6,902 Fair Isaac Corp 537,034 14,858 ESCO Technologies Inc 535,832 38,903 Patriot National Inc 524,455 28,113 ConnectOne Bancorp Inc 520,402 9,503 Woodward Inc 456,684 7,926 MAXIMUS Inc 449,905 5,848 Corporate Executive Board Co 439,691 11,508 WuXi PharmaTech Cayman Inc 395,053

BROWN ADVISORY FUNDS PLC

STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory US Smaller Companies Fund (continued) For the six months ended 30th April, 2015

Top Twenty Sales

Units Security Description Proceeds US$

92,594 HomeAway Inc 2,901,935 146,091 Helix Energy Solutions Group Inc 2,552,433 14,778 Harman International Industries Inc 1,826,244 46,493 CoreLogic Inc 1,630,434 39,794 ANN Inc 1,464,878 15,953 Fair Isaac Corp 1,433,163 67,902 Pegasystems Inc 1,405,378 18,908 Albemarle Corp 1,122,169 5,017 CoStar Group Inc 892,769 13,428 MAXIMUS Inc 819,252 7,103 United Rentals Inc 796,513 16,543 CommVault Systems Inc 766,507 134,049 Applied Micro Circuits Corp 751,302 20,310 Informatica Corp 748,759 6,576 Incyte Corp Ltd 629,767 11,285 Seattle Genetics Inc 382,191 5,947 Broadridge Financial Solutions Inc 283,104 1,675 Ultimate Software Group Inc 274,497 3,338 IDEX Corp 243,983 5,459 Waste Connections Inc 240,411

BROWN ADVISORY FUNDS PLC

STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory American Fund For the six months ended 30th April, 2015

Aggregate purchases greater than 1% of the total cost of purchases

Units Security Description Cost US$

64,959 AbbVie Inc 3,756,115 8,586 Amazon.com Inc 2,649,509 104,979 Plains GP Holdings LP 2,557,351 30,696 Facebook Inc 2,478,184 104,937 CommScope Holding Co Inc 2,230,968 30,058 TripAdvisor Inc 2,198,862 69,454 Discovery Communications Inc Class A 2,155,813 16,680 Ameriprise Financial Inc 2,105,410 33,827 Bristol-Myers Squibb Co 1,993,476 23,946 NXP Semiconductors NV 1,895,653 22,986 Philip Morris International Inc 1,761,040 63,330 Forest City Enterprises Inc 1,485,800 30,517 Colfax Corp 1,462,659 52,664 General Electric Co 1,424,413 11,790 Copa Holdings SA 1,155,875 43,305 Cash America International Inc 976,546 121,700 Campus Crest Communities Inc 895,782 25,101 Diamond Resorts International Inc 842,924 13,552 eBay Inc 740,273 14,601 Garmin Ltd 712,695 13,275 Oceaneering International Inc 688,382 73,047 Regions Financial Corp 670,462 20,255 Suncor Energy Inc 661,346 17,227 GameStop Corp 623,723 9,438 Deltic Timber Corp 617,602 20,805 Ensco PLC 617,259 15,060 Unilever NV 595,856 9,617 Joy Global Inc 480,214

BROWN ADVISORY FUNDS PLC

STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory American Fund (continued) For the six months ended 30th April, 2015

Aggregate sales greater than 1% of the total value of sales

Units Security Description Proceeds US$

53,392 Apple Inc 6,525,556 72,098 City National Corp 6,375,440 73,999 Schlumberger Ltd 6,223,300 80,268 QUALCOMM Inc 5,694,398 188,144 Charles Schwab Corp 5,641,253 76,812 Informatica Corp 3,350,685 74,978 SunTrust Banks Inc 3,098,422 25,005 M&T Bank Corp 2,986,394 104,535 Cisco Systems Inc 2,938,757 108,446 Freeport-McMoRan Copper & Gold Inc 2,817,816 39,145 Northern Trust Corp 2,756,276 280,741 Regions Financial Corp 2,717,787 71,056 Best Buy Co Inc 2,700,309 25,292 Gilead Sciences Inc 2,588,868 41,570 JPMorgan Chase & Co 2,567,459 92,832 Synovus Financial Corp 2,566,219 24,247 Covance Inc 2,514,753 28,749 Express Scripts Holding Co 2,448,347 40,123 Teva Pharmaceutical Industries Ltd 2,435,913 80,945 Canadian Natural Resources Ltd 2,352,589 86,977 Ensco PLC 2,318,728 72,385 Hologic Inc 2,286,726 19,727 Visa Inc 2,229,075 31,569 Starbucks Corp 2,220,864 41,862 Whole Foods Market Inc 2,201,372 63,528 Potash Corp of Saskatchewan Inc 2,168,546 41,023 Sanofi 2,026,624

BROWN ADVISORY FUNDS PLC

STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory US Equity Growth Fund For the six months ended 30th April, 2015

Aggregate purchases greater than 1% of the total cost of purchases

Units Security Description Cost US$

398,596 Facebook Inc 32,237,281 90,206 Amazon.com Inc 28,115,240 383,812 Bristol-Myers Squibb Co 22,876,757 303,213 TripAdvisor Inc 22,171,913 264,219 NXP Semiconductors NV 21,291,681 351,243 Colfax Corp 16,889,223 76,291 Cognizant Technology Solutions Corp 4,296,924 31,732 Stericycle Inc 4,139,679 91,418 Fastenal Co 4,032,393 42,118 Schlumberger Ltd 3,572,414 41,616 Express Scripts Holding Co 3,480,168 12,715 Visa Inc 3,322,505 109,785 Charles Schwab Corp 3,117,240 57,376 Whole Foods Market Inc 3,094,259 29,079 NetSuite Inc 2,966,074 5,618 Intuitive Surgical Inc 2,867,851 31,257 Danaher Corp 2,670,176 26,184 Mead Johnson Nutrition Co 2,662,458 42,967 Amphenol Corp 2,372,180 30,667 Estee Lauder Cos Inc 2,361,899 20,847 Ecolab Inc 2,246,805 28,517 DaVita HealthCare Partners Inc 2,133,199 35,314 Salesforce.com Inc 2,112,747

BROWN ADVISORY FUNDS PLC

STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory US Equity Growth Fund (continued) For the six months ended 30th April, 2015

Aggregate sales greater than 1% of the total value of sales

Units Security Description Proceeds US$

453,977 QUALCOMM Inc 32,516,968 231,781 Covance Inc 24,063,485 177,288 Core Laboratories NV 17,941,190 158,379 Gilead Sciences Inc 16,196,644 141,991 Fossil Group Inc 14,936,007 236,629 Fluor Corp 14,292,178 450,103 Discovery Communications Inc Class C 13,091,759 193,045 Whole Foods Market Inc 10,169,714 113,198 Schlumberger Ltd 9,470,965 80,644 Apple Inc 9,414,903 110,453 Express Scripts Holding Co 9,310,414 297,619 Discovery Communications Inc Class A 8,818,616 274,690 Charles Schwab Corp 7,830,822 85,389 Starbucks Corp 7,290,973 42,894 Visa Inc 6,958,530 11,411 Google Inc Class A 6,357,913 11,085 Google Inc Class C 6,103,330 11,676 Intuitive Surgical Inc 5,953,492 141,756 FMC Technologies Inc 5,831,010 42,236 Stericycle Inc 5,618,480 54,690 Mead Johnson Nutrition Co 5,531,549 64,974 Danaher Corp 5,445,675 63,747 Estee Lauder Cos Inc 4,890,002 89,318 Amphenol Corp 4,875,023 226,937 Genpact Ltd 4,767,028 43,333 Ecolab Inc 4,685,991 59,279 DaVita HealthCare Partners Inc 4,527,984 73,405 Salesforce.com Inc 4,436,527 27,019 Costco Wholesale Corp 3,875,462 87,923 Fastenal Co 3,856,487

BROWN ADVISORY FUNDS PLC

STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory US Flexible Equity SRI Fund For the six months ended 30th April, 2015

Aggregate purchases greater than 1% of the total cost of purchases

Units Security Description Cost US$

15,528 Berkshire Hathaway Inc 2,207,861 35,948 Wells Fargo & Co 1,959,152 19,718 MasterCard Inc 1,726,617 24,891 Canadian National Railway Co 1,691,996 37,407 Kinder Morgan Inc 1,640,484 24,693 Visa Inc 1,597,758 14,547 Walt Disney Co 1,578,233 9,907 Anthem Inc 1,517,313 18,768 Lowe's Cos Inc 1,366,344 1,019 Priceline Group Inc 1,216,276 13,787 Express Scripts Holding Co 1,182,508 15,952 CarMax Inc 1,132,710 18,728 AbbVie Inc 1,062,740 10,998 Accenture PLC 1,026,655 9,324 Copa Holdings SA 984,366 6,887 Edwards Lifesciences Corp 977,460 15,661 eBay Inc 866,397 12,946 TJX Cos Inc 848,265 8,508 United Rentals Inc 837,064 31,728 Plains GP Holdings LP 774,829 34,209 CommScope Holding Co Inc 731,403 2,348 Amazon.com Inc 724,687 19,538 Best Buy Co Inc 719,161 22,681 Discovery Communications Inc Class A 703,977 9,469 TripAdvisor Inc 692,343 13,051 Franklin Resources Inc 671,467 1,205 Google Inc Class A 655,081 5,313 Ameriprise Financial Inc 654,957 1,199 Google Inc Class C 640,488 7,293 Crown Castle International Corp 629,034 8,143 American Express Co 628,368 14,780 Owens Corning 616,722 14,345 Microsoft Corp 613,669 6,315 PepsiCo Inc 609,755 9,885 Bristol-Myers Squibb Co 580,296 6,544 Facebook Inc 531,738 6,696 NXP Semiconductors NV 520,910 6,141 Occidental Petroleum Corp 498,528 2,544 Canadian Pacific Railway Ltd 486,960 2,954 International Business Machines Corp 486,362 20,510 Forest City Enterprises Inc 480,836

BROWN ADVISORY FUNDS PLC

STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory US Flexible Equity SRI Fund (continued) For the six months ended 30th April, 2015

Aggregate sales greater than 1% of the total value of sales

Units Security Description Proceeds US$

26,438 Schlumberger Ltd 2,254,499 17,822 Apple Inc 2,198,352 22,813 City National Corp 2,027,090 26,286 QUALCOMM Inc 1,853,962 42,368 SunTrust Banks Inc 1,752,019 59,261 Charles Schwab Corp 1,736,454 60,576 Cisco Systems Inc 1,724,639 60,809 Synovus Financial Corp 1,686,739 23,090 Northern Trust Corp 1,610,395 47,667 Hologic Inc 1,527,055 32,073 Coach Inc 1,327,643 30,544 Joy Global Inc 1,289,928 33,316 GameStop Corp 1,286,332 29,433 Unilever NV 1,282,602 9,182 Stericycle Inc 1,245,675 14,589 Danaher Corp 1,243,816 24,755 Sanofi 1,240,845 33,314 NetApp Inc 1,239,890 17,748 Baxter International Inc 1,238,604 12,137 Novartis AG 1,234,577 24,490 Garmin Ltd 1,223,412 18,557 Starbucks Corp 1,215,716 22,141 Whole Foods Market Inc 1,168,651 18,728 AbbVie Inc 1,165,813 42,211 Ensco PLC 1,151,478 11,231 Gilead Sciences Inc 1,148,561 2,177 Intuitive Surgical Inc 1,147,480 33,428 Suncor Energy Inc 1,060,941 24,275 Informatica Corp 1,057,036 10,154 Mead Johnson Nutrition Co 1,032,160 108,403 Regions Financial Corp 1,031,897 16,019 PACCAR Inc 1,031,033 34,209 CommScope Holding Co Inc 1,026,710 31,443 Discovery Communications Inc Class A 999,310 18,780 Broadridge Financial Solutions Inc 980,921 15,199 Salesforce.com Inc 975,616 11,885 Estee Lauder Cos Inc 964,408 38,541 Forest City Enterprises Inc 962,596 11,485 Check Point Software Technologies Ltd 957,678

BROWN ADVISORY FUNDS PLC

STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory US Small Cap Blend Fund For the six months ended 30th April, 2015

Aggregate purchases greater than 1% of the total cost of purchases

Units Security Description Cost US$

27,130 Diamond Resorts International Inc 907,585 38,660 Cash America International Inc 869,806 99,773 Campus Crest Communities Inc 733,548 11,187 Deltic Timber Corp 731,817 15,165 M/A-COM Technology Solutions Holdings Inc 519,573 6,941 Clearwater Paper Corp 469,379 4,608 WEX Inc 466,444 5,408 TreeHouse Foods Inc 449,416 7,913 Medidata Solutions Inc 381,968 10,555 Cogent Communications Holdings Inc 367,507 12,002 Liberty TripAdvisor Holdings Inc 342,316 21,982 Patriot National Inc 296,494 5,901 Air Methods Corp 268,621 4,489 Broadridge Financial Solutions Inc 225,731 4,820 Interactive Intelligence Group Inc 204,803 7,294 BroadSoft Inc 201,818 4,772 Synchronoss Technologies Inc 193,920 5,879 McGrath RentCorp 190,729 11,365 Federal Signal Corp 187,470 4,563 Electronics For Imaging Inc 184,489 12,850 Novadaq Technologies Inc 183,105 8,755 Omeros Corp 181,356 6,101 HomeAway Inc 179,839 3,328 Demandware Inc 171,587 11,266 American Capital Ltd 167,676 2,918 Innophos Holdings Inc 164,044 2,694 SPS Commerce Inc 161,179 5,217 Cardiovascular Systems Inc 156,884 8,585 2U Inc 155,623 10,450 Xoom Corp 154,995 4,752 Healthcare Services Group Inc 151,680 7,633 Krispy Kreme Doughnuts Inc 148,426

BROWN ADVISORY FUNDS PLC

STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory US Small Cap Blend Fund (continued) For the six months ended 30th April, 2015

Aggregate sales greater than 1% of the total value of sales

Units Security Description Proceeds US$

20,630 Broadridge Financial Solutions Inc 1,007,078 27,342 CoreLogic Inc 944,702 15,005 Core-Mark Holding Co Inc 936,532 77,674 Denny's Corp 819,705 26,660 HomeAway Inc 817,862 36,078 Helix Energy Solutions Group Inc 641,294 8,989 MAXIMUS Inc 515,022 6,150 Fair Isaac Corp 512,300 3,632 Harman International Industries Inc 444,449 21,172 Pegasystems Inc 437,171 9,825 Kadant Inc 428,724 10,837 Kemper Corp 388,998 13,190 TriMas Corp 381,445 9,855 ANN Inc 361,649 41,241 MoneyGram International Inc 361,322 27,100 Maiden Holdings Ltd 353,574 7,453 Ascent Media Corp 340,969 5,230 EnPro Industries Inc 326,022 20,086 Vishay Precision Group Inc 316,271 5,075 Bristow Group Inc 304,645 5,580 EchoStar Corp 290,369 6,489 Waste Connections Inc 289,971 1,612 CoStar Group Inc 287,874 19,340 TFS Financial Corp 279,774 7,515 Albany International Corp 272,303 7,016 Informatica Corp 266,784 4,486 Albemarle Corp 266,239 8,534 DigitalGlobe Inc 248,015

BROWN ADVISORY FUNDS PLC

STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory US Flexible Equity Fund For the six months ended 30th April, 2015

Aggregate purchases greater than 1% of the total cost of purchases

Units Security Description Cost US$

2,460 Priceline Group Inc 2,605,316 14,680 Berkshire Hathaway Inc 2,155,455 33,353 Oceaneering International Inc 1,721,209 9,680 Visa Inc 1,497,198 13,216 Copa Holdings SA 1,357,885 23,427 Wells Fargo & Co 1,271,264 13,662 Express Scripts Holding Co 1,145,147 12,850 MasterCard Inc 1,119,426 16,221 Canadian National Railway Co 1,101,360 14,752 QUALCOMM Inc 1,018,278 24,378 Kinder Morgan Inc 1,001,130 9,480 Walt Disney Co 935,442 6,483 Anthem Inc 901,591 23,518 Best Buy Co Inc 873,112 14,564 Teva Pharmaceutical Industries Ltd 849,182 12,231 Lowe's Cos Inc 842,528 8,902 United Rentals Inc 825,571 6,652 Apple Inc 792,711 26,520 Charles Schwab Corp 779,061 15,586 Microsoft Corp 710,095 6,108 United Technologies Corp 707,000 8,434 Occidental Petroleum Corp 658,664 10,396 CarMax Inc 656,620 11,575 eBay Inc 653,912 10,623 JPMorgan Chase & Co 640,504 7,167 Accenture PLC 634,174 1,073 Google Inc Class A 585,083 1,073 Google Inc Class C 578,994 8,437 TJX Cos Inc 563,811 6,469 American Express Co 550,221 8,061 National Oilwell Varco Inc 474,131 8,505 Franklin Resources Inc 461,690 3,053 Edwards Lifesciences Corp 412,856 4,115 PepsiCo Inc 399,333 10,162 Owens Corning 383,305 35,540 Regions Financial Corp 347,261

BROWN ADVISORY FUNDS PLC

STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory US Flexible Equity Fund (continued) For the six months ended 30th April, 2015

Total of aggregate sales

Units Security Description Proceeds US$

13,279 Time Warner Cable Inc 1,965,075 33,275 Best Buy Co Inc 1,323,735 5,746 Edwards Lifesciences Corp 715,826 4,282 Apple Inc 466,296 8,314 Owens Corning 324,136 10,119 NOW Inc 256,338 16,793 California Resources Corp 112,661

BROWN ADVISORY FUNDS PLC

STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory Global Leaders Fund For the period ended 30th April, 2015

Aggregate purchases greater than 1% of the total cost of purchases

Units Security Description Cost US$

326 Facebook Inc 27,023 1,436 MTN Group Ltd 26,793 962 Credit Suisse Group AG 26,517 205 Ameriprise Financial Inc 26,314 22 Priceline Group Inc 26,281 468 Novo Nordisk A/S 26,064 376 TJX Cos Inc 25,781 425 Starbucks Corp 25,737 210 WABCO Holdings Inc 25,699 1,082 Taiwan Semiconductor Manufacturing Co Ltd 25,694 245 Next PLC 25,641 565 Omron Corp 25,625 180 Edwards Lifesciences Corp 25,619 838 Charles Schwab Corp 25,597 259 Hershey Co 25,584 25,588 Bank Rakyat Indonesia Persero Tbk PT 25,567 89 Sherwin-Williams Co 25,545 201 Apple Inc 25,540 598 Unilever PLC 25,537 569 Kone OYJ 25,529 311 DaVita HealthCare Partners Inc 25,512 385 Visa Inc 25,498 255 Nike Inc 25,497 857 Atlas Copco AB 25,490 558 United Internet AG 25,480 761 Fuji Heavy Industries Ltd 25,465 255 NXP Semiconductors NV 25,444 352 Verisk Analytics Inc 25,421 966 Burberry Group PLC 25,414 155 3M Co 25,398 241 Moody's Corp 25,363 220 Ecolab Inc 25,360 193 Cigna Corp 25,306 409 Cognizant Technology Solutions Corp 25,287 140 Alexion Pharmaceuticals Inc 25,032 2,900 AIA Group Ltd 19,872

BROWN ADVISORY FUNDS PLC

STATEMENT OF CHANGES IN THE PORTFOLIO Brown Advisory Global Leaders Fund (continued) For the period ended 30th April, 2015

There have been no sales during the period ended 30th April, 2015.

BROWN ADVISORY FUNDS PLC

CONDENSED BALANCE SHEET

Brown Advisory Brown Advisory Brown Advisory Brown Advisory US Equity US Equity US Smaller US SmallerBrown Advisory Brown Advisory Value Fund Value Fund Companies Companies American Fund American Fund As at As at Fund Fund As at As at 30th April, 31st October, As at As at 30th April, 31st October, 2015 2014 30th April, 2015 31st October, 2014 2015 2014 US$ US$ US$ US$ US$ US$

Assets Financial Assets at Fair Value through Profit or Loss 589,510,356 748,012,672 162,616,018 145,417,618 167,299,308 312,881,557 Cash at bank 20,506,574 19,639,693 12,253,414 9,791,620 4,866,116 9,263,520 Debtors - Amounts falling due within one year 13,987,020 7,063,094 2,219,832 1,450,369 10,359,355 16,241,171 Total Assets 624,003,950 774,715,459 177,089,264 156,659,607 182,524,779 338,386,248

Current Liabilities Financial Liabilities at Fair Value through Profit or Loss – (222,532) – – – (107,504) Creditors - Amounts falling due within one year (11,478,312) (9,167,693) (938,573) (967,652) (10,452,207) (18,643,400) Liabilities (excluding Net Assets Attributable to Holders of Redeemable Participating Shares) (11,478,312) (9,390,225) (938,573) (967,652) (10,452,207) (18,750,904)

Net Assets Attributable to Holders of Redeemable Participating Shares (at Bid Market Prices) 612,525,638 765,325,234 176,150,691 155,691,955 172,072,572 319,635,344

Adjustment from bid prices to last traded prices 104,153 236,554 20,941 50,789 27,619 115,985 Adjustment to fully write off establishment expenses – – – – – –

Net Assets Attributable to Holders of Redeemable Participating Shares (at Last Traded Market Prices) 612,629,791 765,561,788 176,171,632 155,742,744 172,100,191 319,751,329

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

BROWN ADVISORY FUNDS PLC

CONDENSED BALANCE SHEET (continued)

Brown Advisory Brown Advisory Brown Advisory Brown Advisory US Equity US Equity US Flexible US Flexible Brown Advisory Brown Advisory Growth Fund Growth Fund Equity SRI Equity SRI Fund US Small Cap US Small Cap As at As at Fund* As at Blend Fund Blend Fund 30th April, 31st October, As at 31st October, As at As at 2015 2014 30th April, 2015 2014 30th April, 2015 31st October, 2014 US$ US$ US$ US$ US$ US$

Assets Financial Assets at Fair Value through Profit or Loss 879,487,291 916,734,395 43,664,631 90,519,397 69,009,839 75,664,852 Cash at bank 26,662,645 29,521,040 2,318,560 2,771,138 3,066,062 4,206,159 Debtors - Amounts falling due within one year 11,020,916 5,860,398 61,391 273,999 1,293,680 639,846 Total Assets 917,170,852 952,115,833 46,044,582 93,564,534 73,369,581 80,510,857

Current Liabilities Financial Liabilities at Fair Value through Profit or Loss – (2,931,305) – – – (6,063) Creditors - Amounts falling due within one year (5,440,684) (17,546,325) (180,692) (832,240) (956,188) (299,464) Liabilities (excluding Net Assets Attributable to Holders of Redeemable Participating Shares) (5,440,684) (20,477,630) (180,692) (832,240) (956,188) (305,527)

Net Assets Attributable to Holders of Redeemable Participating Shares (at Bid Market Prices) 911,730,168 931,638,203 45,863,890 92,732,294 72,413,393 80,205,330

Adjustment from bid prices to last traded prices 116,167 385,726 9,236 32,918 11,289 29,542 Adjustment to fully write off establishment expenses – – 6,361 9,337 16,433 18,989

Net Assets Attributable to Holders of Redeemable Participating Shares (at Last Traded Market Prices) 911,846,335 932,023,929 45,879,487 92,774,549 72,441,115 80,253,861

* The Brown Advisory American SRI Fund changed its name to the Brown Advisory US Flexible Equity SRI Fund on 17th April, 2015.

The accompanying notes form an integral part of the financial statements. BROWN ADVISORY FUNDS PLC

CONDENSED BALANCE SHEET (continued)

Brown Brown Brown Advisory US Advisory US Advisory Flexible Flexible Global Leaders Equity Fund Equity Fund* Fund** Total Total As at As at As at As at As at 30th April, 31st October, 30th April, 30th April, 31st October, 2015 2014 2015 2015 2014 US$ US$ US$ US$ US$

Assets Financial Assets at Fair Value through Profit or Loss 158,301,153 123,336,712 905,524 2,070,794,120 2,412,567,203 Cash at bank 9,378,874 7,188,270 108,791 79,161,036 82,381,440 Debtors - Amounts falling due within one year 304,787 332,665 1,986 39,248,967 31,861,542 Total Assets 167,984,814 130,857,647 1,016,301 2,189,204,123 2,526,810,185

Current Liabilities Financial Liabilities at Fair Value through Profit or Loss – (25,704) ––(3,293,108) Creditors - Amounts falling due within one year (268,744) (110,393) (62,375) (29,777,775) (47,567,167) Liabilities (excluding Net Assets Attributable to Holders of Redeemable Participating Shares) (268,744) (136,097) (62,375) (29,777,775) (50,860,275)

Net Assets Attributable to Holders of Redeemable Participating Shares (at Bid Market Prices) 167,716,070 130,721,550 953,926 2,159,426,348 2,475,949,910

Adjustment from bid prices to last traded prices 32,905 62,132 201 322,511 913,646 Adjustment to fully write off establishment expenses 21,282 24,023 32,396 76,472 52,349

Net Assets Attributable to Holders of Redeemable Participating Shares (at Last Traded Market Prices) 167,770,257 130,807,705 986,523 2,159,825,331 2,476,915,905

* The Brown Advisory US Flexible Equity Fund launched on 7th March, 2014. ** The Brown Advisory Global Leaders Fund launched on 1st April, 2015.

The accompanying notes form an integral part of the financial statements. BROWN ADVISORY FUNDS PLC

CONDENSED BALANCE SHEET (continued)

As at 30th April, 2015

Sterling Class B Brown Advisory US Equity Value Fund Sterling Class A Dollar Class A Sterling Class B Hedged Dollar Class B Euro Class B

Net Assets† US$1,023,870 US$2,658,381 US$349,658,280 US$28,021,767 US$225,547,294 US$5,720,199 Number of Shares outstanding 39,108 184,406 12,199,515 966,241 17,616,569 246,219 Net Asset Value per Share (base currency) US$26.18 US$14.42 US$28.66 US$29.00 US$12.80 US$23.23 Net Asset Value per Share (class currency) GBP17.01 US$14.42 GBP18.62 GBP18.84 US$12.80 EUR20.62

Brown Advisory US Smaller Companies Fund Dollar Class A Dollar Class B Dollar Class C Euro Class B

Net Assets† US$42,594,071 US$8,956,958 US$101,084,621 US$23,535,982 Number of Shares outstanding 2,546,074 525,131 7,555,730 1,505,871 Net Asset Value per Share (base currency) US$16.73 US$17.06 US$13.38 US$15.63 Net Asset Value per Share (class currency) US$16.73 US$17.06 US$13.38 EUR13.92

Euro Class A Sterling Class B Brown Advisory American Fund Dollar Class B Sterling Class A Dollar Class A Euro Class B Hedged Sterling Class B Hedged

Net Assets† US$131,235,628 US$2,164,362 US$6,986,372 US$15,968,887 US$1,293,880 US$14,345,894 US$105,197 Number of Shares outstanding 8,130,180 51,259 385,344 684,597 72,281 539,122 4,375 Net Asset Value per Share (base currency) US$16.14 US$42.22 US$18.13 US$23.33 US$17.90 US$26.61 US$24.05 Net Asset Value per Share (class currency) US$16.14 GBP27.43 US$18.13 EUR20.70 EUR15.89 GBP17.28 GBP15.62

Dollar Class B Euro Class A Sterling Class A Sterling Class B Euro Class P Dollar Class B Brown Advisory US Equity Growth Fund (Distributing) Dollar Class A Hedged Euro Class B Hedged Hedged Hedged Dollar Class P (Accumulating)

Net Assets† US$442,724,436 US$77,647,545 US$140,498,514 US$1,986,499 US$264,924 US$95,904,460 US$707,494 US$18,948,052 US$133,164,411 Number of Shares outstanding 20,092,429 3,955,059 7,466,836 82,729 11,138 3,958,620 41,921 1,340,654 10,023,832 Net Asset Value per Share (base currency) US$22.03 US$19.63 US$18.82 US$24.01 US$23.79 US$24.23 US$16.88 US$14.13 US$13.28 Net Asset Value per Share (class currency) US$22.03 US$19.63 EUR16.70 EUR21.31 GBP15.45 GBP15.74 EUR14.98 US$14.13 US$13.28

† References amounts at Last Traded Market Prices.

The accompanying notes form an integral part of the financial statements. BROWN ADVISORY FUNDS PLC

CONDENSED BALANCE SHEET (continued)

As at 30th April, 2015

Brown Advisory US Flexible Equity SRI Fund1 Dollar Class B Dollar Class A

Net Assets† US$43,402,204 US$2,477,283 Number of Shares outstanding 2,866,918 168,277 Net Asset Value per Share (base currency) US$15.14 US$14.72 Net Asset Value per Share (class currency) US$15.14 US$14.72

Dollar Class B Euro Class A Euro Class B Sterling Class A Brown Advisory US Small Cap Blend Fund Dollar Class B Dollar Class C Dollar Class A (Distributing) Hedged Hedged (Distributing)

Net Assets† US$47,547,851 US$15,182,094 US$8,897,118 US$220,697 US$186,386 US$187,077 US$219,891 Number of Shares outstanding 3,855,173 1,356,735 861,201 20,001 14,958 14,958 11,877 Net Asset Value per Share (base currency) US$12.33 US$11.19 US$10.33 US$11.03 US$12.46 US$12.51 US$18.51 Net Asset Value per Share (class currency) US$12.33 US$11.19 US$10.33 EUR11.03 EUR11.06 EUR11.10 GBP12.03

Sterling Class B Brown Advisory US Flexible Equity Fund Dollar Class B Dollar Class C Hedged Dollar Class A2

Net Assets† US$12,753,978 US$153,150,738 US$1,710,429 US$155,112 Number of Shares outstanding 1,133,199 13,381,715 97,554 15,612 Net Asset Value per Share (base currency) US$11.25 US$11.44 US$17.53 US$9.94 Net Asset Value per Share (class currency) US$11.25 US$11.44 GBP11.39 US$9.94

Brown Advisory Global Leaders Fund3 Dollar Class Y4

Net Assets† US$986,523 Number of Shares outstanding 100,000 Net Asset Value per Share (base currency) US$9.87 Net Asset Value per Share (class currency) US$9.87

† References amounts at Last Traded Market Prices.

1 The Brown Advisory American SRI Fund changed its name to the Brown Advisory US Flexible Equity SRI Fund on 17th April, 2015.

2 Dollar Class A launched on 1st March, 2015. 3 The Brown Advisory Global Leaders Fund launched on 1st April, 2015.

4 Dollar Class Y launched on 1st April, 2015.

The accompanying notes form an integral part of the financial statements. BROWN ADVISORY FUNDS PLC

CONDENSED BALANCE SHEET (continued)

As at 31st October, 2014

Sterling Class B Brown Advisory US Equity Value Fund Sterling Class A Dollar Class A Sterling Class B Hedged Dollar Class B Euro Class B

Net Assets† US$1,094,387 US$3,876,573 US$403,462,883 US$32,892,655 US$308,925,795 US$15,309,495 Number of Shares outstanding 42,354 272,452 14,210,810 1,103,371 24,358,200 665,335 Net Asset Value per Share (base currency) US$25.84 US$14.23 US$28.39 US$29.81 US$12.68 US$23.01 Net Asset Value per Share (class currency) GBP16.15 US$14.23 GBP17.74 GBP18.63 US$12.68 EUR18.36

Brown Advisory US Smaller Companies Fund Dollar Class A2 Dollar Class B3 Dollar Class C Euro Class B1

Net Assets† US$23,451,883 US$12,177,790 US$94,121,744 US$25,991,327 Number of Shares outstanding 1,498,144 765,847 7,556,122 1,783,705 Net Asset Value per Share (base currency) US$15.65 US$15.90 US$12.46 US$14.57 Net Asset Value per Share (class currency) US$15.65 US$15.90 US$12.46 EUR11.63

Euro Class A Sterling Class B Brown Advisory American Fund Dollar Class B Sterling Class A Dollar Class A Euro Class B Hedged Sterling Class B Hedged Dollar Class P

Net Assets† US$240,612,077 US$2,495,922 US$20,656,284 US$15,477,405 US$3,030,250 US$28,502,725 US$8,753,931 US$222,735 Number of Shares outstanding 15,351,690 60,763 1,171,097 683,471 156,953 1,103,142 373,373 16,948 Net Asset Value per Share (base currency) US$15.67 US$41.08 US$17.64 US$22.65 US$19.31 US$25.84 US$23.45 US$13.14 Net Asset Value per Share (class currency) US$15.67 GBP25.67 US$17.64 EUR18.07 EUR15.41 GBP16.15 GBP14.65 US$13.14

Net Assets† US$543,020,462 US$78,001,591 US$129,652,247 US$13,975,862 US$1,575,712 US$113,190,714 US$1,633,577 US$22,502,340 US$28,471,424 Number of Shares outstanding 25,854,484 4,152,603 6,497,402 610,808 67,151 4,726,199 91,092 1,657,914 2,248,784 Net Asset Value per Share (base currency) US$21.00 US$18.78 US$19.95 US$22.88 US$23.47 US$23.95 US$17.93 US$13.57 US$12.66 Net Asset Value per Share (class currency) US$21.00 US$18.78 EUR15.93 EUR18.26 GBP14.67 GBP14.97 EUR14.31 US$13.57 US$12.66

† References amounts at Last Traded Market Prices. 1Euro Class B launched on 14th April, 2014. 2Dollar Class A changed its classification from distributing to accumulating on 22nd July, 2014. 3Dollar Class B changed its classification from distributing to accumulating on 22nd July, 2014.

The accompanying notes form an integral part of the financial statements. BROWN ADVISORY FUNDS PLC

CONDENSED BALANCE SHEET (continued)

As at 31st October, 2014

Brown Advisory American SRI Fund Dollar Class B Dollar Class A

Net Assets† US$80,342,388 US$12,432,161 Number of Shares outstanding 5,500,654 872,154 Net Asset Value per Share (base currency) US$14.61 US$14.25 Net Asset Value per Share (class currency) US$14.61 US$14.25

Dollar Class B Euro Class A Euro Class B Sterling Class A Brown Advisory US Small Cap Blend Fund Dollar Class B Dollar Class C1 Dollar Class A2 (Distributing)7 Hedged8 Hedged9 (Distributing)10

Net Assets† US$53,942,016 US$11,851,859 US$13,646,133 US$210,072 US$196,860 US$197,096 US$209,825 Number of Shares outstanding 4,594,679 1,115,496 1,383,843 20,001 14,958 14,958 11,877 Net Asset Value per Share (base currency) US$11.74 US$10.62 US$9.86 US$10.50 US$13.16 US$13.18 US$17.67 Net Asset Value per Share (class currency) US$11.74 US$10.62 US$9.86 US$10.50 EUR10.50 EUR10.52 GBP11.04

Sterling Class B Brown Advisory US Flexible Equity Fund3 Dollar Class B4 Dollar Class C5 Hedged6

Net Assets† US$15,837,621 US$111,011,980 US$3,958,104 Number of Shares outstanding 1,464,159 10,107,804 226,050 Net Asset Value per Share (base currency) US$10.82 US$10.98 US$17.51 Net Asset Value per Share (class currency) US$10.82 US$10.98 GBP10.94

† References amounts at Last Traded Market Prices. 1Dollar Class C launched on 6th November, 2013. 2Dollar Class A launched on 22nd January, 2014. 3The Brown Advisory US Flexible Equity Fund launched on 7th March, 2014. 4Dollar Class B launched on 7th March, 2014. 5Dollar Class C launched on 22nd April, 2014. 6Sterling Class B Hedged launched on 22nd May, 2014. 7Dollar Class B (Distributing) launched on 6th August, 2014. 8Euro Class A Hedged launched on 6th August, 2014. 9Euro Class B Hedged launched on 6th August, 2014. 10Sterling Class A (Distributing) launched on 6th August, 2014.

The accompanying notes form an integral part of the financial statements. BROWN ADVISORY FUNDS PLC

CONDENSED BALANCE SHEET (continued)

As at 31st October, 2013

Sterling Class B Brown Advisory US Equity Value Fund Sterling Class A Dollar Class A Sterling Class B Hedged Dollar Class B Euro Class B

Net Assets† US$951,206 US$5,099,629 US$264,410,800 US$29,878,765 US$223,981,433 US$14,679,165 Number of Shares outstanding 40,220 391,870 10,230,712 1,101,208 19,401,102 700,831 Net Asset Value per Share (base currency) US$23.65 US$13.01 US$25.84 US$27.13 US$11.54 US$20.95 Net Asset Value per Share (class currency) GBP14.75 US$13.01 GBP16.12 GBP16.93 US$11.54 EUR15.42

Brown Advisory US Smaller Companies Fund Dollar Class A Dollar Class B Dollar Class C1

Net Assets† US$8,714,364 US$55,584,967 US$81,186,889 Number of Shares outstanding 578,710 3,660,910 6,841,792 Net Asset Value per Share (base currency) US$15.06 US$15.18 US$11.87 Net Asset Value per Share (class currency) US$15.06 US$15.18 US$11.87

Euro Class A Sterling Class B Brown Advisory American Fund Dollar Class B Sterling Class A Dollar Class A Euro Class B Hedged Sterling Class B Hedged Dollar Class P

Net Assets† US$196,046,110 US$70,849,363 US$33,513,614 US$70,000,356 US$536,058 US$23,127,174 US$11,178,582 US$150,802 Number of Shares outstanding 13,510,479 1,855,906 2,037,081 3,337,569 27,525 966,811 514,337 12,205 Net Asset Value per Share (base currency) US$14.51 US$38.18 US$16.45 US$20.97 US$19.48 US$23.92 US$21.73 US$12.36 Net Asset Value per Share (class currency) US$14.51 GBP23.81 US$16.45 EUR15.44 EUR14.34 GBP14.92 GBP13.56 US$12.36

Net Assets† US$873,810,787 US$318,431,753 US$119,203,527 US$73,514,292 US$3,200,545 US$84,329,030 US$5,890,677 US$38,394,423 US$3,308,793 Number of Shares outstanding 45,424,156 18,370,272 5,991,793 3,507,337 147,480 3,839,903 326,118 3,042,509 285,485 Net Asset Value per Share (base currency) US$19.24 US$17.33 US$19.89 US$20.96 US$21.70 US$21.96 US$18.06 US$12.62 US$11.59 Net Asset Value per Share (class currency) US$19.24 US$17.33 EUR14.65 EUR15.43 GBP13.54 GBP13.70 EUR13.30 US$12.62 US$11.59

† References amounts at Last Traded Market Prices. 1Dollar Class P changed to Dollar Class C on 18th February, 2013.

The accompanying notes form an integral part of the financial statements. BROWN ADVISORY FUNDS PLC

CONDENSED BALANCE SHEET (continued)

As at 31st October, 2013

Brown Advisory American SRI Fund Dollar Class B Dollar Class A

Net Assets† US$70,825,146 US$11,403,047 Number of Shares outstanding 5,260,732 861,400 Net Asset Value per Share (base currency) US$13.46 US$13.24 Net Asset Value per Share (class currency) US$13.46 US$13.24

Brown Advisory US Small Cap Blend Fund1 Dollar Class B

Net Assets† US$1,208,798 Number of Shares outstanding 108,913 Net Asset Value per Share (base currency) US$11.10 Net Asset Value per Share (class currency) US$11.10

The accompanying notes form an integral part of the financial statements. BROWN ADVISORY FUNDS PLC

CONDENSED PROFIT AND LOSS ACCOUNT

Brown Brown Brown Brown Advisory US Brown Advisory US Advisory US Brown Advisory US Smaller Advisory US Smaller Equity Value Advisory US Equity Value Companies Smaller Companies Fund Equity Value Fund Fund Companies Fund Six Months Fund Six Months Six Months Fund Six Months Ended Year Ended Ended Ended Year Ended Ended 30th April, 31st October, 30th April, 30th April, 31st October, 30th April, 2015 2014 2014 2015 2014 2014 US$ US$ US$ US$ US$ US$

Income 8,452,586 15,067,737 7,104,422 428,197 647,287 345,241 Net gain/(loss) on Financial Assets at Fair Value through Profit or Loss 6,614,646 57,920,040 40,641,136 12,007,859 7,700,886 889,050

Total income/(loss) 15,067,232 72,987,777 47,745,558 12,436,056 8,348,173 1,234,291

Expenses (3,451,095) (6,649,497) (2,997,397) (835,769) (1,484,079) (749,074)

Net income/(loss) before finance costs 11,616,137 66,338,280 44,748,161 11,600,287 6,864,094 485,217

Finance Costs Dividend paid (5,869,601) (1,195,458) (1,195,458) – –– Interest expense – (5) – – ––

Profit/(Loss) for the period/year before taxation 5,746,536 65,142,817 43,552,703 11,600,287 6,864,094 485,217

Withholding taxes on dividends (2,013,097) (3,527,857) (1,695,961) (127,978) (192,092) (98,328)

Operating Profit/(Loss) 3,733,439 61,614,960 41,856,742 11,472,309 6,672,002 386,889

Adjustment from bid prices to last traded prices (132,401) 172,880 119,253 (29,848) 14,421 20,274 Adjustment to fully write off establishment expenses – ––– ––

Increase/(Decrease) in Net Assets for the period/year Attributable to Holders of Redeemable Participating Shares 3,601,038 61,787,840 41,975,995 11,442,461 6,686,423 407,163

The accompanying notes form an integral part of the financial statements. BROWN ADVISORY FUNDS PLC

CONDENSED PROFIT AND LOSS ACCOUNT (continued)

Brown Brown Brown Brown Advisory Brown Advisory Advisory US Brown Advisory US American Advisory American Equity Advisory US Equity Growth Fund American Fund Growth Fund Equity Growth Fund Six Months Fund Six Months Six Months Fund Six Months Ended Year Ended Ended Ended Year Ended Ended 30th April, 31st October, 30th April, 30th April, 31st October, 30th April, 2015 2014 2014 2015 2014 2014 US$ US$ US$ US$ US$ US$

Income 2,409,449 5,938,564 3,185,997 4,205,891 10,317,257 6,013,465 Net gain/(loss) on Financial Assets at Fair Value through Profit or Loss 9,511,062 30,861,477 17,565,051 28,875,219 103,686,054 53,153,209

Total income/(loss) 11,920,511 36,800,041 20,751,048 33,081,110 114,003,311 59,166,674

Expenses (1,516,709) (4,938,641) (2,612,126) (5,106,354) (15,416,717) (8,941,251)

Net income/(loss) before finance costs 10,403,802 31,861,400 18,138,922 27,974,756 98,586,594 50,225,423

Finance Costs Dividend paid (514,341) ––– –– Interest expense (227) (57) (62) – (17) –

Profit/(Loss) for the period/year before taxation 9,889,234 31,861,343 18,138,860 27,974,756 98,586,577 50,225,423

Withholding taxes on dividends (597,556) (1,446,581) (779,634) (1,143,398) (2,515,887) (1,479,113)

Operating Profit/(Loss) 9,291,678 30,414,762 17,359,226 26,831,358 96,070,690 48,746,310

Adjustment from bid prices to last traded prices (88,366) 60,009 68,052 (269,559) 256,980 187,916 Adjustment to fully write off establishment expenses – ––– ––

Increase/(Decrease) in Net Assets for the period/year Attributable to Holders of Redeemable Participating Shares 9,203,312 30,474,771 17,427,278 26,561,799 96,327,670 48,934,226

The accompanying notes form an integral part of the financial statements. BROWN ADVISORY FUNDS PLC

CONDENSED PROFIT AND LOSS ACCOUNT (continued)

Brown Brown Brown Brown Advisory Brown Advisory Brown Advisory Advisory US Advisory US Advisory US US Flexible Equity US Flexible US Flexible Small Cap Small Cap Small Cap SRI Fund* Equity SRI Equity SRI Blend Fund Blend Fund Blend Fund Six Months Fund Fund Six Months Fund Six Months Ended Year EndedSix Months Ended Ended Year Ended Ended 30th April, 31st October, 30th April, 30th April, 31st October, 30th April, 2015 2014 2014 2015 2014 2014 US$ US$ US$ US$ US$ US$

Income 667,255 1,218,957 621,730 375,064 424,292 105,326 Net gain/(loss) on Financial Assets at Fair Value through Profit or Loss 2,629,206 7,255,168 3,398,045 3,681,136 2,998,449 (877,728)

Total income/(loss) 3,296,461 8,474,125 4,019,775 4,056,200 3,422,741 (772,402)

Expenses (478,279) (1,059,152) (502,065) (497,441) (656,823) (156,035)

Net income/(loss) before finance costs 2,818,182 7,414,973 3,517,710 3,558,759 2,765,918 (928,437)

Finance Costs Dividend paid (44,005) ––– –– Interest expense – – (20) – ––

Profit/(Loss) for the period/year before taxation 2,774,177 7,414,973 3,517,690 3,558,759 2,765,918 (928,437)

Withholding taxes on dividends (157,078) (294,709) (147,714) (109,899) (120,779) (29,362)

Operating Profit/(Loss) 2,617,099 7,120,264 3,369,976 3,448,860 2,645,139 (957,799)

Adjustment from bid prices to last traded prices (23,682) 21,618 13,586 (18,253) 29,110 23,025 Adjustment to fully write off establishment expenses (2,976) (6,000) (2,976) (2,556) (5,153) (2,555)

Increase/(Decrease) in Net Assets for the period/year Attributable to Holders of Redeemable Participating Shares 2,590,441 7,135,882 3,380,586 3,428,051 2,669,096 (937,329)

*The Brown Advisory American SRI Fund changed its name to the Brown Advisory US Flexible Equity SRI Fund on 17th April, 2015.

The accompanying notes form an integral part of the financial statements. BROWN ADVISORY FUNDS PLC

CONDENSED PROFIT AND LOSS ACCOUNT (continued)

Brown Advisory Brown Advisory Brown Advisory Brown Advisory US Flexible US Flexible US Flexible Global Leaders Equity Fund Equity Equity Fund* Equity Fund** Six Months Fund* Period Period Ended Period Ended Ended Ended 30th April, 31st October, 30th April, 30th April, 2015 2014 2014 2015 US$ US$ US$ US$

Income 1,195,454 448,202 12,897 679 Net gain/(loss) on Financial Assets at Fair Value through Profit or Loss 5,679,759 4,845,583 (48,301) (13,230)

Total income/(loss) 6,875,213 5,293,785 (35,404) (12,551)

Expenses (568,365) (319,134) (40,669) (33,482)

Net income/(loss) before finance costs 6,306,848 4,974,651 (76,073) (46,033)

Finance Costs Dividend paid – –– – Interest expense – (52) – –

Profit/(Loss) for the period/year before taxation 6,306,848 4,974,599 (76,073) (46,033)

Withholding taxes on dividends (326,464) (117,862) (3,328) (41)

Operating Profit/(Loss) 5,980,384 4,856,737 (79,401) (46,074)

Adjustment from bid prices to last traded prices (29,227) 62,132 5,154 201 Adjustment to fully write off establishment expenses (2,741) 24,023 26,809 32,396

Increase/(Decrease) in Net Assets for the period/year Attributable to Holders of Redeemable Participating Shares 5,948,416 4,942,892 (47,438) (13,477)

* The Brown Advisory US Flexible Equity Fund launched on 7th March, 2014. ** The Brown Advisory Global Leaders Fund launched on 1st April, 2015.

The accompanying notes form an integral part of the financial statements. BROWN ADVISORY FUNDS PLC

CONDENSED PROFIT AND LOSS ACCOUNT (continued)

Total Total Total Six Months Year/Period Six Months/ Ended Ended Period Ended 30th April, 31st October, 30th April, 2015 2014 2014 US$ US$ US$

Income 17,734,575 34,062,296 17,389,078 Net gain/(loss) on Financial Assets at Fair Value through Profit or Loss 68,985,657 215,267,657 114,720,462

Total income/(loss) 86,720,232 249,329,953 132,109,540

Expenses (12,487,494) (30,524,043) (15,998,617)

Net income/(loss) before finance costs 74,232,738 218,805,910 116,110,923

Finance Costs Dividend paid (6,427,947) (1,195,458) (1,195,458) Interest expense (227) (131) (82)

Profit/(Loss) for the period/year before taxation 67,804,564 217,610,321 114,915,383

Withholding taxes on dividends (4,475,511) (8,215,767) (4,233,440)

Operating Profit/(Loss) 63,329,053 209,394,554 110,681,943

Adjustment from bid prices to last traded prices (591,135) 617,150 437,260 Adjustment to fully write off establishment expenses 24,123 12,870 21,278

Increase/(Decrease) in Net Assets for the period/year Attributable to Holders of Redeemable Participating Shares 62,762,041 210,024,574 111,140,481

All recognised gains and losses for both the current period and the previous year/period are included in the Profit and Loss Account. All gains and losses arise solely from continuing operations.

The accompanying notes form an integral part of the financial statements. BROWN ADVISORY FUNDS PLC

CONDENSED STATEMENT OF CHANGES IN NET ASSETS ATTRIBUTABLE TO HOLDERS OF REDEEMABLE PARTICIPATING SHARES

Brown Brown Brown Brown Brown Brown Advisory US Advisory US Advisory US Advisory US Advisory US Advisory US Smaller Smaller Smaller Equity Value Equity Value Equity Value Companies Companies Companies Fund Fund Fund Fund Fund Fund Six Months Year Six Months Six Months Year Six Months Ended Ended Ended Ended Ended Ended 30th April, 31st October, 30th April, 30th April, 31st October, 30th April, 2015 2014 2014 2015 2014 2014 US$ US$ US$ US$ US$ US$

Net Assets Attributable to Holders of Redeemable Participating Shares at the beginning of the period/year 765,561,788 539,000,998 539,000,998 155,742,744 145,486,220 145,486,220

Change in Net Assets Attributable to Holders of Redeemable Participating Shares 3,601,038 61,787,840 41,975,995 11,442,461 6,686,423 407,163

Capital transactions Proceeds from Redeemable Participating Shares issued 83,215,198 316,373,316 164,116,673 40,356,294 104,861,524 68,575,207 Distributions Reinvested 511,471 214,333 214,334 – –– Cost of Redeemable Participating Shares redeemed (240,259,704) (151,814,699) (46,504,936) (31,369,867) (101,291,423) (56,406,326)

Net proceeds from capital transactions (156,533,035) 164,772,950 117,826,071 8,986,427 3,570,101 12,168,881

Net Assets Attributable to Holders of Redeemable Participating Shares at the end of the period/year 612,629,791 765,561,788 698,803,064 176,171,632 155,742,744 158,062,264

The accompanying notes form an integral part of the financial statements. BROWN ADVISORY FUNDS PLC

CONDENSED STATEMENT OF CHANGES IN NET ASSETS ATTRIBUTABLE TO HOLDERS OF REDEEMABLE PARTICIPATING SHARES (continued)

Brown Brown Brown Brown Brown Brown Advisory Advisory Advisory Advisory US Advisory US Advisory US American American American Equity Equity Growth Equity Growth Fund Fund Fund Growth Fund Fund Fund Six Months Year Six Months Six Months Year Six Months Ended Ended Ended Ended Ended Ended 30th April, 31st October, 30th April, 30th April, 31st October, 30th April, 2015 2014 2014 2015 2014 2014 US$ US$ US$ US$ US$ US$

Net Assets Attributable to Holders of Redeemable Participating Shares at the beginning of the period/year 319,751,329 405,402,059 405,346,083 932,023,929 1,520,083,827 1,520,083,827

Change in Net Assets Attributable to Holders of Redeemable Participating Shares 9,203,312 30,474,771 17,427,278 26,561,799 96,327,670 48,934,226

Capital transactions Proceeds from Redeemable Participating Shares issued 22,818,161 169,517,382 136,746,218 270,077,211 464,364,260 321,378,343 Distributions Reinvested 124,142 ––– –– Cost of Redeemable Participating Shares redeemed (179,796,753) (285,642,883) (100,382,695) (316,816,604)(1,148,751,828) (425,420,526)

Net proceeds from capital transactions (156,854,450) (116,125,501) 36,363,523 (46,739,393) (684,387,568) (104,042,183)

Net Assets Attributable to Holders of Redeemable Participating Shares at the end of the period/year 172,100,191 319,751,329 459,192,860 911,846,335 932,023,929 1,464,975,870

The accompanying notes form an integral part of the financial statements. BROWN ADVISORY FUNDS PLC

CONDENSED STATEMENT OF CHANGES IN NET ASSETS ATTRIBUTABLE TO HOLDERS OF REDEEMABLE PARTICIPATING SHARES (continued)

Brown Brown Advisory US Brown Advisory US Brown Brown Brown Flexible Advisory US Flexible Advisory US Advisory US Advisory US Equity SRI Flexible Equity Equity SRI Small Cap Small Cap Small Cap Fund* SRI Fund Blend Fund Blend Fund Blend Fund Six Months Fund Six Months Six Months Six Months Ended Year Ended Ended Ended Year Ended Ended 30th April, 31st October, 30th April, 30th April, 31st October, 30th April, 2015 2014 2014 2015 2014 2014 US$ US$ US$ US$ US$ US$

Net Assets Attributable to Holders of Redeemable Participating Shares at the beginning of the period/year 92,774,549 82,228,193 82,228,193 80,253,861 1,208,798 1,208,798

Change in Net Assets Attributable to Holders of Redeemable Participating Shares 2,590,441 7,135,882 3,380,586 3,428,051 2,669,096 (937,329)

Capital transactions Proceeds from Redeemable Participating Shares issued 1,128,129 10,575,635 5,621,304 11,806,626 91,563,183 55,486,506 Distributions Reinvested 27,947 ––– –– Cost of Redeemable Participating Shares redeemed (50,641,579) (7,165,161) (1,303,751) (23,047,423) (15,187,216) (792,580)

Net proceeds from capital transactions (49,485,503) 3,410,474 4,317,553 (11,240,797) 76,375,967 54,693,926

Net Assets Attributable to Holders of Redeemable Participating Shares at the end of the period/year 45,879,487 92,774,549 89,926,332 72,441,115 80,253,861 54,965,395

*The Brown Advisory American SRI changed its name to the Brown Advisory US Flexible SRI on 17th April, 2015.

The accompanying notes form an integral part of the financial statements. BROWN ADVISORY FUNDS PLC

CONDENSED STATEMENT OF CHANGES IN NET ASSETS ATTRIBUTABLE TO HOLDERS OF REDEEMABLE PARTICIPATING SHARES (continued)

Brown Brown Brown Brown Advisory US Advisory US Advisory US Advisory Flexible Flexible Flexible Global Leaders Equity Fund Equity Equity Equity Fund** Six Months Fund* Fund* Period Ended Period Ended Period Ended Ended 30th April, 31st October, 30th April, 30th April, 2015 2014 2014 2015 US$ US$ US$ US$

Net Assets Attributable to Holders of Redeemable Participating Shares at the beginning of the period/year 130,807,705 –– –

Change in Net Assets Attributable to Holders of Redeemable Participating Shares 5,948,416 4,942,892 (47,438) (13,477)

Capital transactions Proceeds from Redeemable Participating Shares issued 53,615,161 135,670,864 14,959,439 1,000,000 Distributions Reinvested – –– – Cost of Redeemable Participating Shares redeemed (22,601,025) (9,806,051) (1,463,326) –

Net proceeds from capital transactions 31,014,136 125,864,813 13,496,113 1,000,000

Net Assets Attributable to Holders of Redeemable Participating Shares at the end of the period/year 167,770,257 130,807,705 13,448,675 986,523

*The Brown Advisory US Flexible Equity Fund launched on 7th March, 2014. **The Brown Advisory Global Leaders Fund launched on 1st April 2015.

The accompanying notes form an integral part of the financial statements. BROWN ADVISORY FUNDS PLC

CONDENSED STATEMENT OF CHANGES IN NET ASSETS ATTRIBUTABLE TO HOLDERS OF REDEEMABLE PARTICIPATING SHARES (continued)

Total Total Total Six Months Year/Period Six Months/ Ended Ended Period Ended 30th April, 31st October, 30th April, 2015 2014 2014 US$ US$ US$

Net Assets Attributable to Holders of Redeemable Participating Shares at the beginning of the period/year 2,476,915,905 2,693,410,095 2,693,410,095

Change in Net Assets Attributable to Holders of Redeemable Participating Shares 62,762,041 210,024,574 111,140,481

Capital transactions Proceeds from Redeemable Participating Shares issued 484,016,780 1,292,926,164 766,883,690 Distributions Reinvested 663,560 214,333 214,334 Cost of Redeemable Participating Shares redeemed (864,532,955)(1,719,659,261) (632,274,140)

Net proceeds from capital transactions (379,852,615) (426,518,764) 134,823,884

Net Assets Attributable to Holders of Redeemable Participating Shares at the end of the period/year 2,159,825,331 2,476,915,905 2,939,374,460

The accompanying notes form an integral part of the financial statements. BROWN ADVISORY FUNDS PLC

NOTES TO THE CONDENSED FINANCIAL STATEMENTS For the six months ended 30th April, 2015

1 Statement of Accounting Policies

The significant accounting policies adopted by Brown Advisory Funds plc (the “Company”), consisting of the eight sub-funds (the Brown Advisory US Equity Value Fund, the Brown Advisory US Smaller Companies Fund, the Brown Advisory American Fund, the Brown Advisory US Equity Growth Fund, the Brown Advisory US Flexible Equity SRI Fund, the Brown Advisory US Small Cap Blend Fund, the Brown Advisory US Flexible Equity Fund and the Brown Advisory Global Leaders Fund), (the “Funds”), are as follows: a) Basis of Preparation of Financial Statements The financial statements have been prepared in accordance with accounting standards generally accepted in Ireland and Irish statute comprising the Companies Act 2014, the European Communities (Undertakings for Collective Investment in Transferable Securities) Regulations 2011 (as amended) and the Listing Rules of the Irish Stock Exchange. Accounting standards generally accepted in Ireland in preparing financial statements giving a true and fair view are those published by the Institute of Chartered Accountants in Ireland and issued by the Financial Reporting Council (“FRC”).

The unaudited condensed financial statements have been prepared in accordance with the pronouncements on Half Yearly Reports issued by the FRC and should be read in conjunction with the audited financial statements for the year ended 31st October, 2014. There has been no significant change to the accounting policy or estimation techniques during the period.

The financial statements are prepared under the historical cost convention as modified by the revaluation of financial assets and financial liabilities at fair value through profit or loss. Valuation time is 5 p.m. (EST), on the relevant dealing day.

The information required by Financial Reporting Standard (“FRS”) 3: “Reporting Financial Performance”, to be included in a statement of total recognised gains and losses and a reconciliation of movements in shareholders’ funds is, in the opinion of the Directors, contained in the Profit and Loss Account and Statement of Changes in Net Assets Attributable to Holders of Redeemable Participating Shares. The Company has availed of the exemption available to open-ended investment funds under FRS 1: “Cash Flow Statements”, not to prepare a cash flow statement as substantially all of the entity’s investments are carried at market value and are highly liquid and a Statement of Changes in Net Assets is included as part of these financial statements.

Previously reported amounts have been updated in order to conform to current period presentation. Current period presentation no longer discloses the reconciliation to the shareholder dealing NAV in the primary financial statements. This had no material impact on reported net assets or net asset per unit. b) Valuation of Financial Assets and Financial Liabilities at Fair Value through Profit or Loss In accordance with FRS 26: “Financial Instruments: Measurement”, the Company has classified its investments as financial assets or financial liabilities at fair value through profit or loss.

Initial Measurement Purchases and sales of financial instruments are accounted for at trade date for financial statement purposes. Realised gains and losses on disposals of financial instruments are calculated using the first in first out (FIFO) method for the following sub-funds: Brown Advisory US Equity Growth Fund, Brown Advisory US Flexible Equity SRI Fund, Brown Advisory US Small Cap Blend Fund, Brown Advisory US Flexible Equity Fund and Brown Advisory Global Leaders Fund. The remaining sub-funds calculate realised gains and losses on disposals of financial instruments using the average cost method. Financial instruments categorised at fair value through profit or loss, are measured initially at fair value, with transaction costs for such instruments being recognised directly in the Profit and Loss Account.

Subsequent Measurement After initial measurement, the Company measures financial instruments which are classified at fair value through profit or loss, at their fair values. Fair value is the amount for which an asset could be exchanged, or a liability settled, between knowledgeable, willing parties in an arm's length transaction.

BROWN ADVISORY FUNDS PLC

NOTES TO THE CONDENSED FINANCIAL STATEMENTS (continued)

For the six months ended 30th April, 2015

1 Statement of Accounting Policies (continued) b) Valuation of Financial Assets and Financial Liabilities at Fair Value through Profit or Loss (continued) The fair value of financial instruments is based on their official quoted market prices on a recognised exchange or sourced from a reputable broker/counterparty in the case of non-exchange traded instruments, at the balance sheet date without any deduction for estimated future selling costs. Financial Assets are valued at their last quoted market price for pricing purposes and at their bid prices for financial reporting purposes.

If a quoted official market price is not available on a recognised stock exchange or from a broker/counterparty, the fair value of the financial instrument may be estimated by the Directors using valuation techniques, including use of recent arm’s length market transactions, reference to the current fair value of another instrument that is substantially the same, discounted cash flow techniques or any other technique that provides a reliable estimate of prices obtained in actual market transactions.

Excluding forward foreign currency contracts, there were no investments priced in this manner as at 30th April, 2015 or 31st October, 2014.

Subsequent changes in the fair value of financial instruments at fair value through profit or loss are recognised in the Profit and Loss Account. c) Forward Foreign Currency Contracts The Company may enter into forward foreign currency contracts. The fair value of open forward foreign currency contracts is calculated as the difference between the contractual rate and the current forward rate that would close out the contract on the valuation date. Net gains or losses on contracts which have been settled are included in the Profit and Loss Account. Gains or losses on open forward foreign currency exchange contracts are reported as Financial Assets or Liabilities at Fair Value through Profit or Loss as appropriate in the Balance Sheet. Gains or losses on forward currency contracts are recognised in the Profit and Loss Account. i) Dividend Policy The Articles of Association empower the Directors to declare dividends out of the profits of the relevant Fund being: (i) the accumulated revenue (consisting of all revenue accrued including interest and dividends) less expenses and/or (ii) realised and unrealised capital gains on the disposal/valuation of investments and other funds less realised and unrealised accumulated capital losses of the relevant Fund. The Directors may satisfy any dividend due to Shareholders in whole or in part by distributing to them in specie any of the assets of the relevant fund. A Shareholder may require the Company instead of transferring any assets in specie to him, to arrange for a sale of the assets and for payment to the Shareholder of the net proceeds of same.

The distributions on the distributing shares are recognised in the Profit and Loss Account as finance costs when they are declared by the Board of Directors.

j) Transaction Costs Transaction costs are the costs incurred in the acquisition, issue or disposal of financial assets and liabilities. Transaction costs include fees and commissions paid to agents, advisers, brokers and dealers, levies by regulatory agencies and securities exchanges, and transfer taxes and duties. Transaction costs do not include debt premiums or discounts, financing costs or internal administrative or holding costs. Transaction costs are recognised on the Profit and Loss Account in "Expenses". Transaction costs on trades charged by the Custodian are recognised on the Profit and Loss Account under "Expenses". l) Withholding Taxes Dividends, interest and capital gains (if any) received on investments made by the Company may be subject to withholding taxes imposed by the country from which the investment income/gains are received and such taxes may not be recoverable by the Company or its Shareholders.

Dividend and interest income is shown gross of any non-recoverable withholding taxes, which are disclosed separately in the Profit and Loss Account, net of any tax credits.

BROWN ADVISORY FUNDS PLC

NOTES TO THE CONDENSED FINANCIAL STATEMENTS (continued)

For the six months ended 30th April, 2015

2 Financial Risk Management

Strategy in Using Financial Instruments As an investment company, Brown Advisory Funds plc invests in equities and other investments so as to achieve its investment objectives.

The objective of the Funds, as set out in the General Information section, is to achieve capital appreciation by investing primarily in US equities. In pursuing its investment objective, the Company is exposed to a variety of financial risks: market risk (including market price risk, currency risk and interest rate risk), credit risk and liquidity risk that could result in a reduction in the Company’s net assets. The Company’s overall risk management programme focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the Funds’ financial performance.

The risks and the Directors’ approach to the management of the risks are as follows:

Market Risk The fair value or future cash flows of a financial instrument held by the Company may fluctuate because of changes in market prices. This market risk comprises three elements: market price risk, currency risk and interest rate risk. The Board of Directors reviews and agrees policies for managing these risks. The policies have remained substantially unchanged from those applying at the prior period end. The Company’s Investment Manager assesses the exposure to market risk when making each investment decision, and monitors the overall level of market risk on the whole of the investment portfolios on an ongoing basis.

The Company calculates its global risk exposure by using the commitment approach. Currency forwards will be used for hedging purposes only. Due to foreign exchange rate changes, changes to market values of underlying cash securities, or portfolio subscriptions/redemptions modest levels of inadvertent exposure may arise from time to time. In this case, the global exposures will be measured using the commitment approach based on the market value of the underlying assets i.e. the notional value of the currency leg(s). Exposures will be monitored on spreadsheets as at each valuation point.

It is not the Company’s intention to use netting or hedging within the meaning of UCITS Notice 10, paragraph 31 when calculating the commitment approach. Should the policy of any sub-fund of the Company change regarding such netting or hedging an amended or new Risk Management Process will be filed with the Central Bank satisfying the criteria as per paragraph 31 of UCITS Notice 10 and Appendix 2 thereto. Market Price Risk Market price risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. The Company’s assets consist principally of quoted equities, the values of which are determined by market forces. All security investments present a risk of loss of capital. The Investment Manager moderates this risk through a careful selection of securities within specified limits. The maximum risk resulting from financial instruments is determined by the fair value of the financial instruments. The Board of Directors manage the market price risks inherent in the investment portfolios by ensuring full and timely access to relevant information from the Investment Manager. The Board of Directors meets regularly and at each meeting reviews investment performance and overall market positions. They monitor the Investment Manager’s compliance with the Company’s objectives.

An analysis of each Fund’s investment portfolios are shown in the Statement of Investments. This shows the majority of the investments’ value is in equity securities of US companies. Accordingly, there is a concentration of exposure to that country, though it is recognised that an investment’s country of domicile or of listing does not necessarily equate to its exposure to the economic conditions in that country.

Currency Risk Currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates.

BROWN ADVISORY FUNDS PLC

NOTES TO THE CONDENSED FINANCIAL STATEMENTS (continued)

For the six months ended 30th April, 2015

2 Financial Risk Management (continued)

Market Risk (continued)

Currency Risk (continued) Most of the financial assets and financial liabilities of each Fund are denominated in the functional currency of the Fund, with the effect that the Company has no significant exposure to foreign currency risk. As such, no sensitivity analysis is disclosed. In accordance with Company policy, the Investment Manager monitors the Company’s currency position on a daily basis. The Board of Directors relies upon the Investment Manager to keep it informed of any material event. Interest Rate Risk The majority of the Funds financial assets and liabilities are non-interest bearing. As a result, the Company is not subject to significant amounts of risk due to fluctuations in the prevailing levels of market interest rates. Any excess cash and cash equivalents are invested at short-term market interest rates. In accordance with Company policy, the Investment Manager monitors the Funds’ overall interest sensitivity on a daily basis. The Board of Directors relies upon the Investment Manager to keep it informed of any material event.

Credit Risk The Company takes on exposure to credit risk, which is the risk that a counterparty or issuer will be unable to pay amounts in full when due.

The majority of the Funds’ financial assets are non-interest bearing equity securities. As a result, they are not subject to significant amounts of credit risk.

Credit risk is managed, in part, by the Funds’ investment restrictions, including that, subject to other provisions set forth in the Prospectus:

(a) each Fund may not invest more than 10% of Net Assets in transferable securities or money market instruments issued by the same body provided that; (b) the total value of transferable securities and money market instruments held in the issuing bodies in each of which it invests more than 5%, is less than 40%.

All transactions in listed securities are settled in a timely manner. The risk of default is considered minimal.

For cash accounts, funds deposited are liabilities of the banks, creating a debtor-creditor relationship between the bank and the Company. Cash accounts opened on the books of Brown Brothers Harriman & Co. are obligations of Brown Brothers Harriman & Co. while cash accounts opened on the books of a sub-custodian (agency accounts) are obligations of the sub-custodian. Accordingly, while Brown Brothers Harriman & Co. is responsible for exercising reasonable care in the administration of agency cash accounts, it is not liable for their repayment in the event the sub-custodian, by reason of its bankruptcy, insolvency or otherwise, fails to make repayment.

All cash at bank balances at the period end are held with Brown Brothers Harriman & Co., or with third party institutions approved by the Company on overnight deposit, or directly with a sub-custodian.

Brown Brothers Harriman & Co. performs both initial and ongoing due diligence on the sub-custodians in its global custody network. Such reviews include an assessment of the sub-custodian’s financial strength and general reputation and standing and, at a minimum, meet the due diligence requirements established by applicable law. The financial analysis is focused on the sub-custodian bank’s capital adequacy, asset quality, financial flexibility and strength, management expertise, earnings, and liquidity as key indicators of its financial standing in the market. These reviews are not audits.

BROWN ADVISORY FUNDS PLC

NOTES TO THE CONDENSED FINANCIAL STATEMENTS (continued)

For the six months ended 30th April, 2015

2 Financial Risk Management (continued)

Credit Risk (continued) In accordance with Company policy, the Investment Manager monitors the Funds’ credit position on a daily basis. The Board of Directors relies upon the Investment Manager to keep it informed of any material event. There were no material changes to the Company’s policies and processes for managing credit risk and the methods used to measure risk since the period end.

Liquidity Risk Liquidity risk is the risk that an entity will encounter difficultly in meeting obligations associated with financial liabilities.

The Funds are exposed to daily cash redemptions of Redeemable Participating Shares. The Funds invest the majority of their assets in equities that are traded in an active market and can be readily disposed of. The Funds’ listed securities are considered readily realisable as they are listed on a recognised stock exchange.

In accordance with Company policy, the Investment Manager monitors the Funds’ liquidity position on a daily basis. The Board of Directors relies upon the Investment Manager to keep it informed of any material event. There were no material changes to the Company’s policies and processes for managing liquidity risk and the methods used to measure risk since the period end.

3 Related Parties Transactions

Under FRS 8 “Related Party Transactions”, parties are related if one party has the ability to control the other party or exercise significant influence over the other party in making financial or operational decisions.

Mr. Michael D. Hankin is President and Chief Executive Officer of the Investment Manager. Mr. David M. Churchill is the treasurer of the Investment Manager. Mr. Clinton R. Daly is an officer of the Investment Manager. The Investment Manager earned a fee of US$9,791,159 for the six month period ended 30th April, 2015 (30th April, 2014: US$13,285,974 and 31st October, 2014: US$24,683,505). For the six month period ended 30th April, 2015 Mr. Michael D. Hankin, Mr. David M. Churchill and Mr. Clinton R. Daly waived their fees as Directors of Brown Advisory Funds plc.

Mr. Gordon F. Rainey Jr. is a director of Brown Investment Advisory & Trust Company an affiliate of the Investment Manager and Brown Advisory Incorporated, the parent of the Investment Manager and ultimate parent of the Brown Advisory Group.

Mr. Michael Hankin and Mr. David M. Churchill are directors of Brown Advisory Limited. Brown Advisory Limited provides consultancy services to the Company. Fees earned by Brown Advisory Limited for the six month period ended 30th April, 2015 amounted to EUR€10,500 (30th April, 2014: EUR€10,500 and 31st October, 2014: EUR€21,000).

Brown Advisory Limited acts as UK Facilities Agent and is contractually entitled to receive a fee for this service. For the six month period ended 30th April, 2015, this fee was waived by Brown Advisory Limited.

As at 30th April, 2015, Brown Advisory Limited held:

Sub-Fund Share class Shares as at Shares Shares Shares as at Value at 31st Value at 30th 31st October, Subscribed Redeemed 30th April, October, 2014 April, 2015 2014 2015 Brown Advisory Euro Class A 7,064 - 7,064 - EUR€109,133 - American Fund Hedged (US$136,760) - Brown Advisory Dollar Class Y - 12,041 - 12,041 - US$118,849 Global Leaders Fund

BROWN ADVISORY FUNDS PLC

NOTES TO THE CONDENSED FINANCIAL STATEMENTS (continued)

For the six months ended 30th April, 2015

3 Related Parties Transactions (continued)

As at 30th April, 2015, Brown Advisory LLC held: Sub-Fund Share class Shares as at Shares Shares Shares as at Value at 31st Value at 30th 31st October, Subscribed Redeemed 30th April, October, 2014 April, 2015 2014 2015 Brown Advisory US Euro Class B 14,493 - 14,493 EUR€168,992 EUR€201,746 Smaller Companies Fund (US$211,772) (US$226,531) Brown Advisory US Dollar Class B 19,217 19,217 - US$225,612 - Small Cap Blend Fund Brown Advisory US Dollar Class B 20,001 - 20,001 US$210,005 US$220,606 Small Cap Blend Fund (Distributing) Brown Advisory US Euro Class A 14,958 - 14,958 EUR€157,503 EUR€165,431 Small Cap Blend Fund Hedged (US$197,375) (US$185,754) Brown Advisory US Euro Class B 14,958 - 14,958 EUR€157,653 EUR€166,029 Small Cap Blend Fund Hedged (US$197,562) (US$186,426) Brown Advisory US Sterling Class A 11,877 - 11,877 STG£131,127 STG£142,886 Small Cap Blend Fund (Distributing) (US$209,765) (US$219,330) Brown Advisory Dollar Class Y - 87,959 - 87,959 - US$868,151 Global Leaders Fund

4 Connected Party Transactions

The Central Bank of Ireland UCITS Notice 14 - “Dealings by promoter, manager, trustee, investment adviser and group companies' states in paragraph 1 that, inter alia, any transaction carried out with a UCITS by a promoter, custodian, investment manager and/or associated or group companies of these (“connected parties”) must be carried out as if negotiated at arm's length. Transactions must be in the best interests of the Shareholders.

The Board of Directors of the Company are satisfied that:

(i) there are arrangements (evidenced by written procedures) in place, to ensure that the obligations set out in paragraph 1 of the Central Bank of Ireland UCITS Notice 14 are applied to all transactions with connected parties; and

(ii) transactions with connected parties entered into during the period complied with the obligations set out in paragraph 1 of the Central Bank of Ireland UCITS Notice 14.

5 Dividends

During the period ended 30th April, 2015 the Directors distributed substantially all of the net investment income of the Company for the year ended 31st October, 2014, US$6,427,948 (distributed during the year ended 31st October, 2014 for the year ended 31st October, 2013: US$1,195,458).

The following dividends per share of the Company were declared on 3rd November, 2014: 31st October, 2014 31st October, 2013 Sub-Fund Rate Per Share Rate Per Share US Equity Value Fund Sterling Class A STG£0.007 STG£Nil US Equity Value Fund Dollar Class A US$0.006 US$Nil US Equity Value Fund Dollar Class B US$0.098 US$0.027 US Equity Value Fund Sterling Class B STG£0.137 STG£0.038 US Equity Value Fund Sterling Class B Hedged STG£0.142 STG£0.007 US Equity Value Fund Euro Class B EUR€0.142 EUR€0.036 American Fund Dollar Class B US$0.028 US$Nil American Fund Euro Class B EUR€0.031 EUR€Nil American Fund Sterling Class B STG£0.029 STG£Nil American Fund Sterling Class B Hedged STG£0.012 STG£Nil US Flexible Equity SRI Fund Dollar Class B US$0.008 US$Nil

BROWN ADVISORY FUNDS PLC

NOTES TO THE CONDENSED FINANCIAL STATEMENTS (continued)

For the six months ended 30th April, 2015

6 Efficient Portfolio Management

The Company may employ techniques and instruments relating to transferable securities and/or other financial instruments in which it invests for investment purposes or hedging. Where a Fund invests in financial derivative instruments for such purposes, a risk management process will be submitted to the Central Bank of Ireland by the Company, prior to the Fund engaging in such transactions in accordance with the Central Bank’s requirements as such are set out in Guidance Note 3/03. The Company on behalf of the Funds, will on request, provide supplementary information to Shareholders relating to the risk management methods employed, including the quantitative limits that are applied and any recent developments in the risk and yield characteristics of the main categories of investments. During the year ended 31st October, 2014, the Company did not engage in any Efficient Portfolio Management Techniques.

7 Soft Commissions

During the period ended 30th April, 2015, the Investment Manager entered into soft commission arrangements with brokers/dealers whereby certain goods and services used by the Investment Manager are paid for by the commissions generated from trades executed under these arrangements. The goods and services are directly relevant and are used to assist in the provision to clients of investment management services or for valuation or performance measurement of portfolios. These arrangements do not affect a broker’s duty to provide best execution.

8 Exchange Rates The following exchange rates to US Dollar were used:

30th April, 2015 31st October, 2014 30th April, 2014 British Pound Sterling 1.535 1.600 1.688

Euro 1.123 1.253 1.387

9 Significant Events during the Period

On 3rd November, 2014 dividends were declared and distributed on 14th November, 2014. Details are presented in Note 5.

Effective 5th November, 2014 Charles E. Noell was appointed as an independent non-executive Director to Brown Advisory Funds plc.

A supplement to the prospectus dated 27th February 2014 was noted by the Central Bank on 31st March 2015 for Brown Advisory Global Leaders Fund.

On 17th April, 2015 the Brown Advisory American SRI Fund changed its name to the Brown Advisory US Flexible Equity SRI Fund.

A supplement to the prospectus dated 27th February 2014 was noted by the Central Bank on 17th April 2015 for Brown Advisory American SRI Fund.

On 1st March, 2015 Brown Advisory US Flexible Equity Fund Class Dollar A was launched.

On 2nd March, 2015 Brown Advisory American Fund Dollar Class P closed.

On 1st April, 2015 Brown Advisory Global Leaders Fund was launched.

On 1st April, 2015 Brown Advisory Global Leaders Fund Dollar Class Y was launched.

There have been no other significant events affecting the Company during the period.

BROWN ADVISORY FUNDS PLC

NOTES TO THE CONDENSED FINANCIAL STATEMENTS (continued)

For the six months ended 30th April, 2015

10 Events since the Period End

On 1st May, 2015 Brown Advisory Global Leaders Fund Dollar Class Y was closed and in its place Dollar Class C was launched.

There have been no other significant events affecting the Company since the period end.

11 Approval of Financial Statements

The Board of Directors approved the report and unaudited financial statements on 12th June, 2015.

BROWN ADVISORY FUNDS PLC

APPENDIX 1 - TOTAL EXPENSE RATIOS A

The total expense ratios (TERs) for the period are set out in the table below.

The annualised TER calculation includes all annual operating costs including performance fees (where applicable) and excludes bank interest, FX and dealing costs, and withdrawn taxes on dividends and interest in compliance with the guidelines set out by the Swiss Funds Association (SFA).The TERs are not required to be included in this Report by the Central Bank of Ireland or the Irish Stock Exchange. They are provided for information purpose only and are unaudited. Only Swiss registered Funds are presented in the table below.

For the period ended 30th April, 2015 and year ended 31st October, 2014:

30th April, 2015 31st October, 2014

Brown Advisory US Equity Value Fund Sterling Class A 1.63% 1.62% Dollar Class A 1.63% 1.61% Sterling Class B 0.88% 0.87% Sterling Class B Hedged 0.91% 0.91% Dollar Class B 0.88% 0.87% Euro Class B 0.88% 0.87%

Brown Advisory US Smaller Companies Fund Dollar Class A 1.69% 1.69% Dollar Class B 0.93% 0.93% Dollar Class C 0.69% 0.69% Euro Class B 0.94% 0.94%

Brown Advisory American Fund Dollar Class B 0.92% 0.90% Sterling Class A 1.63% 1.64% Dollar Class A 1.67% 1.65% Euro Class B 0.91% 0.89% Euro Class A Hedged 1.75% 1.75% Sterling Class B 0.92% 0.90% Sterling Class B Hedged 1.00% 1.00% Dollar Class P 2.42% 2.41%

Brown Advisory US Equity Growth Fund Dollar Class B (Distributing) 0.88% 0.87% Dollar Class A 1.63% 1.62% Euro Class A Hedged 1.64% 1.63% Euro Class B 0.88% 0.87% Sterling Class A Hedged 1.75% 1.68% Sterling Class B Hedged 0.89% 0.89% Euro Class P Hedged 2.50% 2.50% Dollar Class P 2.38% 2.37% Dollar Class B (Accumulating) 0.87% 0.88%

Brown Advisory US Flexible Equity SRI Fund Dollar Class B 1.01% 1.02% Dollar Class A 1.77% 1.77%

BROWN ADVISORY FUNDS PLC

APPENDIX 1 - TOTAL EXPENSE RATIOS (continued)

Brown Advisory US Small Cap Blend Fund Dollar Class B 1.25% 1.25% Dollar Class C 0.75% 0.75% Dollar Class A 1.75% 1.75% Dollar Class B (Distributing) 1.25% 1.25% Euro Class A Hedged 1.75% 1.75% Euro Class B Hedged 1.25% 1.25% Sterling Class A (Distributing) 1.75% 1.75%

Brown Advisory US Flexible Equity Fund Dollar Class B 0.95% 0.99% Dollar Class C 0.72% 0.75% Sterling Class B Hedged 1.00% 1.00% Dollar Class A 1.75% N/A

Brown Advisory Global Leaders Fund Dollar Class Y 0.25% N/A

Total Expense Ratios are based on the trailing 12 months preceding the dates listed above.

BROWN ADVISORY FUNDS PLC

APPENDIX 2 - PORTFOLIO TURNOVER RATES (A

For the period ended 30th April, 2015 and 31st October, 2014.

The portfolio turnover of the assets reflects the turnover ratio of the Funds’ assets during the period ended 30th April, 2015, expressed as a ratio on a twelve month period basis of the average net assets.

[(Total 1 - Total 2)/D multiplied by 100] Acquisitions of securities + Disposal of securities = Total 1 Subscriptions of Shares + Redemptions of Shares = Total 2 Average Net Assets (ie., average of daily net asset values) = D

30th April, 2015 31st October, 2014

Brown Advisory US Equity Value Fund 38.53% 46.65% Brown Advisory US Smaller Companies Fund 0.02% (21.43)% Brown Advisory American Fund 51.59% 43.10% Brown Advisory US Equity Growth Fund (25.17)% (26.03)% Brown Advisory US Flexible Equity SRI Fund 166.16% 83.18% Brown Advisory US Small Cap Blend Fund 9.46% 3.14% Brown Advisory US Flexible Equity Fund (51.70)% (36.45)% Brown Advisory Global Leaders Fund (8.05)% N/A

Portfolio Turnover Rates are based on the trailing 12 months preceding the dates listed above.

BROWN ADVISORY FUNDS PLC

MANAGEMENT AND ADMINISTRATION A

DIRECTORS REGISTERED OFFICE OF THE COMPANY Michael D. Hankin (American) c/o Dechert Secretarial Limited David M. Churchill (American) Ground Floor, Riverside Two Clinton R. Daly (American) Sir John Rogerson`s Quay Paul McNaughton (Irish)* Dublin 2 Paul Montgomery (Irish)* Ireland Gordon F. Rainey Jr. (American) Pierce Dunn (American)* Charles E. Noell (American)* (appointed on 5th November, 2014)

*Independent Non-Executive Director

ADMINISTRATOR AND REGISTRAR INVESTMENT MANAGER Brown Brothers Harriman Fund Administration Brown Advisory LLC Services (Ireland) Limited 901 South Bond Street 30 Herbert Street Suite 400 Dublin 2 Baltimore Ireland Maryland 21231 USA

CUSTODIAN INDEPENDENT AUDITORS Brown Brothers Harriman Trustee PricewaterhouseCoopers Services (Ireland) Limited One Spencer Dock 30 Herbert Street North Wall Quay Dublin 2 Dublin 1 Ireland Ireland

COMPANY SECRETARY LEGAL ADVISERS Dechert Secretarial Limited Dechert Ground Floor, Riverside Two Ground Floor, Riverside Two Sir John Rogerson`s Quay Sir John Rogerson`s Quay Dublin 2 Dublin 2 Ireland Ireland

SPONSORING BROKER UK FACILITIES AGENT A&L Listing Limited Brown Advisory Limited International Financial Services Centre 6-10 Bruton Street 25/28 North Wall Quay London W1J 6PX Dublin 1 United Kingdom Ireland

Swiss Representative and Paying Agent RBC Investor Services Bank S.A., Esch-sur-Alzette, Zurich Branch, Badenerstrasse 567 PO Box 1292 8048 Zurich Switzerland

Information for the Swiss Investors: The Fund’s Prospectus, Key Investor Information Documents (KIIDs), Instrument of Incorporation, annual and interim report and accounts may be obtained, free of charge, from the Swiss Representative and Paying Agent, RBC Investor Services Bank S.A., Esch-sur-Alzette, Zurich Branch, Badenerstrasse 567, PO Box 1292, 8048 Zurich. A copy of the full portfolio changes during the period/year under review is available free of charge from the Swiss Representative and Paying Agent.