Close

Form N-CSR KIRR MARBACH PARTNERS For: Sep 30

December 7, 2022 10:11 AM EST

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES




Investment Company Act file number 811-09067



Kirr, Marbach Partners Funds, Inc.
(Exact name of registrant as specified in charter)



621 Washington Street, Columbus, IN 47201
(Address of principal executive offices) (Zip code)



Kirr, Marbach & Company, LLC, 621 Washington Street, Columbus, IN 47201
(Name and address of agent for service)



(812) 376-9444
Registrant's telephone number, including area code



Date of fiscal year end: September 30, 2022



Date of reporting period:  September 30, 2022





Item 1. Report to Stockholders.

(a)




Kirr, Marbach Partners
Value Fund















 
Annual Report
   
wwwkmpartnersfundscom
September 30, 2022



KIRR, MARBACH PARTNERS

VALUE FUND

“Long as I remember, the rain been comin’ down. Clouds of mystery pourin’, confusion on the ground.
Good men through the ages, tryin’ to find the sun. And I wonder, still I wonder. Who’ll stop the rain?”
— Creedence Clearwater Revival
 
November 16, 2022
 
Dear Fellow Shareholders:
 
The financial markets and economy have been hit by their own metaphorical Hurricane Ian in 2022. Following a brief respite in July, stocks ended the fiscal year ending September 30, 2022 firmly in “bear market” territory (down more than 20%). Bonds, historically considered “safe” investments compared with stocks, have also been crushed, as the yield on the 10-year U.S. Treasury Bond (UST) more than doubled from about 1.5% at the start of the year to almost 4%. Mortgage rates track the UST, so the average interest rate on 30-year mortgages has surged from about 3.1% at the start of 2022 to 6.7% (highest since 2007), slamming the brakes on housing and refinancing.
 
The root cause of this pain has been inflation, which we have all been encountering in our daily lives, whether it’s at the grocery store or gas pump. The inflation the Federal Reserve (Fed) confidently forecast was “transitory” (i.e. soon to self-correct) in 2021 soared to levels not seen in 40-years in 2022, compelling the Fed to violently reverse course by raising its target for short-term interest rates from around 0% at the start of the year to 3.00%-3.25% (in increments of 0.25% (March), 0.5% (May), 0.75% (June), 0.75% (July) and 0.75% (September)), while signaling more increases to come (possibly peaking as high as 4.6% in 2023). The Fed also reversed course from its policy of “quantitative easing” (massive purchases of bonds, which held down long-term interest rates) to “quantitative tightening.”
 
 
 
When the inevitable storm hits, rely on your plan—not unreliable forecasts
 
In stressful and frightening times like these, it’s natural investors hunger for certainty to important questions like 1) how much lower will stocks go, 2) how much higher will interest rates go, 3) how much will the Fed have to raise interest rates to tame inflation and 4) are we in or headed for a recession and how deep will it be.
 
Unfortunately, the financial media was built to satiate this appetite as an “all-you-can-eat” buffet of forecasts offered by a veritable army of financial “experts,” pundits, carnival barkers and soothsayers. Forecasters know fear sells and their forecasts are “click bait” to be monetized. Competing for eyeballs, an outlandish, but seemingly well-reasoned doomsday prediction is catnip to the fearful.
 
It’s almost enough to cause you to abandon your long-term plan. Don’t do it! Two of the greatest minds in investing believe economic and market forecasts offer only the illusion of certainty and you should never base your decisions on them.
 
Howard Marks is Co-Founder/Co-Chair of Oaktree Capital Management. His memo The Illusion of Knowledge started with a quote from famed economist John Kenneth Galbraith: “There are two kinds of forecasters: those who don’t know and those who don’t know they don’t know.”
 
 
1

KIRR, MARBACH PARTNERS

VALUE FUND

According to Marks, the trouble with trying to model the economy or financial markets is they are incredibly complex. There are literally a million moving pieces which are both interdependent and can change in importance depending on the mood of the day. The law of gravity says an apple falling from a tree drops down, not up or sideways (ask Sir Isaac Newton). 1+1=2, every time. If the economy and markets moved based strictly on data, they might be easier to understand and predict. Unfortunately, while NASA can land a spacecraft on a moving object a billion miles away, nobody can model or consistently and accurately predict the economy or markets.
 
Marks referred to the Fed as the “home of more than 400 Ph.D. economists” and one of the world’s biggest producers of economic forecasts. Marks cited economist Gary Shilling, who wrote: “The Federal Reserve’s forward guidance program has been a disaster, so much that it has strained the central bank’s credibility. Chair Jerome Powell seems to agree that providing estimates of where the Fed sees interest rates, economic growth and inflation at different points in the future should be junked.”
 
In short, the Fed has shifted its focus 180 degrees, from not worrying about inflation to only worrying about inflation. That doesn’t exactly lead to confidence the Fed’s apparent current belief inflation can be bludgeoned into submission by an unrelenting series of massive rate hikes without simultaneously crushing the economy.
 
Marks believes it’s better to acknowledge “you can’t know the future; you don’t have to know the future; and the proper goal is to do the best possible job of investing in the absence of knowledge.” Navigate, don’t predict.
 
According to Warren Buffett, in addition to economists being lousy forecasters, “something different happens all the time. And that’s one reason economic predictions just don’t enter into our decisions. Charlie Munger – my partner – and I in 54 years now never made a decision based on an economic prediction. We make business predictions about what individual businesses will do over time, and we compare that to what we had to pay for them.
 
“But we have never said “yes” to something because we thought the economy was going to do well in the next year or two years. And we have never said “no” to anything because we were right in the middle of a panic. There’ are so many variables. I mean, in the hard sciences, you know that if an apple falls from a tree, that it isn’t going to change over the centuries because of anything or political developments or 400 other variables that go in. But when you get into economics, there’s so many variables, and the truth is, you’ve got to expect good times and bad times in business.”
 
Buffett buys “great businesses with great managers,” who will be able to succeed during difficult times just as they would during good times. “We’re going to have good years, bad years, in-between years and maybe a disastrous year some year,” he said. “We care a lot about the price. We do not care about the next 12 months.”
 
For us, this means we invest in businesses, not stock ticker symbols. Although stock prices are driven by fear and greed and are very volatile, the value of the underlying businesses don’t change that much from day-to-day. The businesses we own are profitable now, generate more cash than they consume and generally have “pricing power.” They also generally have “clean” balance sheets with lower-than-average debt levels. We believe stocks of companies with these characteristics will fare much better in an environment of higher inflation/interest rates than those whose eventual profitability is many years down the road (if at all) and were dependent on an endless stream of cheap credit.
 
“Fear of loss” is human nature, as is the primal instinct to “flee to safety” in times of danger. We understand the uneasiness and are impacted by those same feelings. However, if you’ve built and own a great business, would you sell it just because there might be tough economic times ahead? We think the answer is a resounding “no.”
 


2

KIRR, MARBACH PARTNERS

VALUE FUND

That’s why it’s critically important to distinguish between a “permanent” loss (caused by company’s business prospects suffering a mortal blow) versus a “temporary” loss (caused by stock market volatility).
 
Temporary losses are an unpleasant, but normal part of investing in stocks. Unfortunately, many investors turn temporary losses into permanent losses by selling during downdrafts. Our primary charge as your investment adviser is to navigate and guide you through the inevitable short-term storms that appear along your long-term investment journey and encourage you to stay the course and stick to your plan.
 
Looking Forward
 
1.
Anticipating what we may experience and how we may feel can help investors make better decisions. We should expect the media will promote every piece of negative news they can (fear sells). We should expect to get concerned and perhaps feel some fear about the future. It’s perfectly normal. In fact, the more we tune in to the media and look at account values, the more fear we can expect to feel. And the more fear we feel, the more we may be tempted to make a very unwise decision.
   
2.
We can also learn from history. Remember back to March of 2009. It was ultimate despair after going through over two years of a Global Financial Crisis with little hope things would improve. There was nothing positive to look forward to. And yet, that was when the market hit bottom. Since March 9, 2009, the SPX compounded at a whopping 15.3% annually (at that rate you double your money every 4.7 years) through September 30, 2022 (even with the current swoon). Those investors who stayed in the market reaped the benefit.
   
3.
During these times, the best thing to do is focus on what you control. You control your spending. You control what you pay attention to. You control your investment allocation, which was constructed with the expectation that recessions and bear markets will occur. You have a choice whether you want to experience the stress of every market move and negative news story to choose to ignore them while the economy and markets work their way through these challenges. While it can be uncomfortable to live through, none of this is unexpected nor outside the realm of what happens in healthy capital markets.

 

 
For illustrative purposes only and not indicative of fund performance.

 
3

KIRR, MARBACH PARTNERS

VALUE FUND

Periods ending September 30, 2022(2)
(Total Returns-Dividends Reinvested in Index-Annualized)

 
KM Value Fund(1)
S&P 500 Index(3)
Six-months
-20.68%
-20.20%
One-year
-15.80%
-15.47%
Two-years
   9.01%
   4.83%
Three-years
   2.04%
   8.16%
Five-years
   1.77%
   9.24%
Ten-Years
   6.03%
 11.70%
Since Inception (December 31, 1998)
   6.32%
   6.59%

The Fund’s Gross Expense Ratio and Net Expense Ratio were 1.60% and 1.45%, respectively, according to the Prospectus dated January 27, 2022. Contractual fee waivers are in effect until February 28, 2023.
 
Performance data quoted represents past performance; past performance is no guarantee of future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the fund may be lower or higher than the performance quoted. Performance data current to the most recent month-end may be obtained by calling 1-800-870-8039. The fund imposes a 1.00% redemption fee on shares held less than 30 days. Performance data quoted does not reflect the redemption fee. If reflected, total returns would be reduced.
 
(1)
The performance data quoted assumes the reinvestment of capital gains and income distributions. The performance does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.
(2)
One-year, two-years, three-years, five-years, ten-years and Since Inception returns are Average Annualized Returns.
(3)
The S&P 500 Index is an unmanaged, capitalization-weighted index generally representative of the U.S. market for large capitalization stocks. This Index cannot be invested in directly.

Percent Change in Top Ten Holdings from Book Cost (as of 9/30/2022)
 
1.
AutoZone, Inc.
+1892.7%
 
6.
 
Alphabet, Inc.
+58.8%
2.
Dollar Tree, Inc.
+1867.5%
 
7.
 
Aon Plc.
+172.3%
3.
Colliers International Group, Inc.
+141.1%
 
8.
 
Canadian Pacific Railway Ltd.
+2142.7%
4.
Republic Services, Inc.
+66.4%
 
9.
 
MasTec, Inc.
+266.2%
5.
EMCOR Group, Inc.
+2751.4%
 
10.
 
Broadcom, Inc.
+87.0%

Performance quoted represents past performance and is no guarantee of future results.
 
Fund holdings and sector allocations are subject to change and are not recommendations to buy or sell any security.
 
Regards,
 
Mark D. Foster, CFA
Mickey Kim, CFA
President
Vice-President, Treasurer and Secretary

Past performance is not a guarantee of future results.
 
Mutual fund investing involves risk. Principal loss is possible.
 
Value Fund invests in foreign securities, which involves greater volatility and political, economic and currency risks and differences in accounting methods. Value Fund may also invest in small- and medium-capitalization companies, which tend to have more limited liquidity and greater price volatility than large-capitalization companies.
 
Please refer to the Schedule of Investments for complete fund holdings information.
 
The information provided herein represents the opinion of Value Fund’s investment adviser and is not intended to be a forecast of future events, a guarantee of future results, nor investment advice.
 
This material must be preceded or accompanied by a current Prospectus.
 
Quasar Distributors, LLC is the Distributor for Value Fund.
 

4

KIRR, MARBACH PARTNERS

VALUE FUND

Value of $10,000 Investment (Unaudited)



This chart assumes an initial investment of $10,000. Performance reflects fee waivers in effect. In the absence of fee waivers, total return would be reduced. Past performance is not predictive of future performance. Investment return and principal value will fluctuate, so that your shares, when redeemed maybe worth more or less than their original cost. Performance assumes the reinvestment of capital gains and income distributions. The performance does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.
 
 
Average Annual Rate of Return (%)
   
 
One Year Ended
Five Years Ended
Ten Years Ended
Since Inception* to
 
September 30, 2022
September 30, 2022
September 30, 2022
September 30, 2022
Kirr Marbach Partners Value Fund
-15.80%
1.77%
  6.03%
6.32%
S&P 500 Index**
-15.47%
9.24%
11.70%
6.59%

*
 
December 31, 1998.
**
 
The Standard & Poor’s 500 Index (S&P 500) is an unmanaged, capitalization-weighted index generally representative of the U.S. market for large capitalization stocks. This Index cannot be invested in directly.




5

KIRR, MARBACH PARTNERS

VALUE FUND

Expense Example
September 30, 2022 (Unaudited)

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, which may include redemption fees; and exchange fees; and (2) ongoing costs, including management fees; distribution fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (April 1, 2022 - September 30, 2022).
 
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. Although the Fund charges no sales load or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services, the Fund’s transfer agent. If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Fund’s transfer agent. You will be charged a transaction fee equal to 1.00% of the net amount of the redemption if you redeem your shares within 30 days of purchase. IRA accounts will be charged a $15.00 annual maintenance fee. To the extent the Fund invests in shares of other investment companies as part of its investment strategy, you will indirectly bear your proportionate share of any fees and expenses charged by the underlying funds in which the Fund invests in addition to the expenses of the Fund. Actual expenses of the underlying funds are expected to vary among the various underlying funds. These expenses are not included in the example below. The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody and transfer agent fees. However, the example below does not include portfolio trading commissions and related expenses, interest expense and other extraordinary expenses as determined under generally accepted accounting principles. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example For Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as redemption fees, or exchange fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
 
 
Beginning
Ending
Expense Paid
 
Account Value
Account Value
During Period
 
4/1/22
9/30/22
4/1/22 – 9/30/22(1)
Actual
$1,000.00
$   793.20
$6.52
Hypothetical (5% return before expenses)
  1,000.00
  1,017.80
  7.33

(1)
Expenses are equal to the Fund’s annualized expense ratio after reimbursement of 1.45% multiplied by the average account value over the period, multiplied by 183/365 to reflect the one-half year period.  The annualized expense ratio prior to reimbursement was 1.66%.




6

KIRR, MARBACH PARTNERS

VALUE FUND

Allocation of Portfolio Net Assets (Unaudited)
September 30, 2022





Top Ten Equity Holdings (Unaudited)
as of September 30, 2022
(% of net assets)

AutoZone, Inc.
6.3%
Dollar Tree, Inc
5.3%
Colliers International Group, Inc
4.7%
Republic Services, Inc
4.5%
Emcor Group, Inc
4.4%
Alphabet, Inc. - Class A
4.3%
Aon Plc - Class A
4.2%
Canadian Pacific Railway Ltd.
4.1%
MasTec, Inc.
3.8%
Broadcom, Inc.
3.7%






7

KIRR, MARBACH PARTNERS

VALUE FUND

Schedule of Investments
September 30, 2022

Number
         
of Shares
     
Value
 
   
COMMON STOCKS – 93.2%
     
           
   
Basic Materials – 2.4%
     
 
16,507
 
Innospec, Inc.
 
$
1,414,155
 
               
     
Communications – 8.8%
       
 
26,480
 
Alphabet, Inc. – Class A*
   
2,532,812
 
 
13,190
 
Anterix, Inc.*
   
471,147
 
 
23,150
 
eBay, Inc.
   
852,152
 
 
5,350
 
Liberty SiriusXM Group – Class A*
   
203,674
 
 
30,880
 
Liberty SiriusXM Group – Class C*
   
1,164,485
 
           
5,224,270
 
     
Consumer Cyclical – 17.2%
       
 
1,733
 
AutoZone, Inc.*
   
3,711,965
 
 
23,019
 
Dollar Tree, Inc.*
   
3,132,886
 
 
65,790
 
Ford Motor Co.
   
736,848
 
 
50,380
 
The Shyft Group, Inc.
   
1,029,263
 
 
15,043
 
Visteon Corp.*
   
1,595,460
 
           
10,206,422
 
     
Consumer Non Cyclical – 13.3%
       
 
36,980
 
API Group Corp.*
   
490,725
 
 
30,611
 
Colliers International Group, Inc.
   
2,805,804
 
 
20,654
 
GXO Logistics, Inc.*
   
724,129
 
 
20,690
 
Horizon Therapeutics Plc*
   
1,280,504
 
 
4,675
 
ICU Medical, Inc.*
   
704,055
 
 
20,590
 
Stride, Inc.*
   
865,398
 
 
9,923
 
Zimmer Biomet Holdings, Inc.
   
1,037,450
 
           
7,908,065
 
     
Energy – 4.9%
       
 
43,825
 
Coterra Energy, Inc.
   
1,144,709
 
 
17,723
 
Marathon Petroleum Corp.
   
1,760,426
 
           
2,905,135
 
     
Financial – 12.2%
       
 
9,300
 
Aon Plc – Class A
   
2,491,191
 
 
27,285
 
Brookfield Asset
       
     
  Management, Inc. – Class A
   
1,115,684
 
 
1,816
 
Markel Corp.*
   
1,968,943
 
 
27,024
 
Voya Financial, Inc.
   
1,634,952
 
           
7,210,770
 
     
Industrials – 18.2%
       
 
36,270
 
Canadian Pacific Railway Ltd.
   
2,419,934
 
 
22,393
 
EMCOR Group, Inc.
   
2,585,944
 
 
35,164
 
MasTec, Inc.*
   
2,232,914
 
 
19,485
 
Republic Services, Inc.
   
2,650,739
 
 
20,654
 
XPO Logistics, Inc.*
   
919,516
 
           
10,809,047
 
     
Technology – 14.0%
       
 
4,908
 
Broadcom, Inc.
   
2,179,201
 
 
20,885
 
Cognizant Technology
       
     
  Solutions Corp. – Class A
   
1,199,634
 
 
1,465
 
Constellation Software, Inc.
   
2,038,485
 
 
54,055
 
Dropbox, Inc. – Class A*
   
1,120,020
 
 
33,582
 
SS&C Technologies Holdings, Inc.
   
1,603,541
 
 
2,725
 
Topicus.com, Inc.*
   
131,027
 
           
8,271,908
 
     
Utilities – 2.2%
       
 
62,769
 
Vistra Energy Corp.
   
1,318,149
 
     
TOTAL COMMON STOCKS
       
     
  (Cost $30,199,289)
   
55,267,921
 
               
     
MONEY MARKET FUND – 6.9%
       
 
4,082,250
 
First American Government
       
     
  Obligations Fund –
       
     
  Class X, 2.77%**
       
     
  (Cost $4,082,250)
   
4,082,250
 
     
Total Investments
       
     
  (Cost $34,281,539) – 100.1%
   
59,350,171
 
     
Other Assets and
       
     
  Liabilities, Net – (0.1)%
   
(78,219
)
     
TOTAL NET ASSETS – 100.0%
 
$
59,271,952
 

*
 
Non-income producing security.
**
 
Rate in effect as of September 30, 2022


See Notes to the Financial Statements

8

KIRR, MARBACH PARTNERS

VALUE FUND

Statement of Assets and Liabilities
September 30, 2022


ASSETS:
     
Investments, at current value
     
  (cost $34,281,539)
 
$
59,350,171
 
Dividends receivable
   
18,269
 
Prepaid expenses
   
16,507
 
Interest receivable
   
6,079
 
Receivable for Fund shares sold
   
3,693
 
Total Assets
   
59,394,719
 
         
LIABILITIES:
       
Payable to Adviser
   
45,578
 
Payable for legal fees
   
25,000
 
Payable for audit fees
   
22,200
 
Accrued expenses
   
26,109
 
Accrued distribution fees
   
3,880
 
Total liabilities
   
122,767
 
         
NET ASSETS
 
$
59,271,952
 
         
NET ASSETS CONSIST OF:
       
Capital Stock
   
32,087,027
 
Total Distributable Earnings
   
27,184,925
 
Total Net Assets
 
$
59,271,952
 
         
Shares outstanding (500,000,000 shares
       
  of $0.01 par value authorized)
   
2,725,668
 
Net asset value and offering price per share(1)
 
$
21.75
 

(1)
A redemption fee is assessed against shares redeemed within 30 days of purchase.



Statement of Operations
Year Ended September 30, 2022


INVESTMENT INCOME:
     
Dividend income
     
  (net of withholding of $6,626)
 
$
414,293
 
Interest income
   
18,600
 
Total Investment Income
   
432,893
 
         
EXPENSES:
       
Investment Adviser fees
   
713,315
 
Legal fees
   
190,264
 
Distribution fees
   
58,487
 
Administration fees
   
57,971
 
Transfer agent fees
   
39,697
 
Fund accounting fees
   
27,029
 
Audit fees
   
22,378
 
Federal & state registration fees
   
20,731
 
Custody fees
   
15,548
 
Postage & printing fees
   
13,564
 
Directors fees
   
12,100
 
Other
   
15,855
 
Total expenses before reimbursement
   
1,186,939
 
Less: Reimbursement from Investment Adviser
   
(152,632
)
Net Expenses
   
1,034,307
 
         
NET INVESTMENT LOSS
   
(601,414
)
         
REALIZED AND UNREALIZED
       
  GAIN (LOSS) ON INVESTMENTS:
       
Net realized gains on investments
   
1,901,816
 
Net change in unrealized
       
  appreciation on investments
   
(12,429,724
)
         
Net realized and unrealized
       
  loss on investments
   
(10,527,908
)
         
NET DECREASE IN NET ASSETS
       
  RESULTING FROM OPERATIONS
 
$
(11,129,322
)


See Notes to the Financial Statements

9

KIRR, MARBACH PARTNERS

VALUE FUND

Statements of Changes in Net Assets

   
Year ended
   
Year ended
 
   
September 30, 2022
   
September 30, 2021
 
OPERATIONS:
           
Net investment loss
 
$
(601,414
)
 
$
(398,811
)
Net realized gain on investments
   
1,901,816
     
3,367,821
 
Net change in unrealized appreciation (depreciation) on investments
   
(12,429,724
)
   
18,953,737
 
Net increase (decrease) in net assets resulting from operations
   
(11,129,322
)
   
21,922,747
 
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares sold
   
2,696,741
     
2,339,933
 
Proceeds from reinvestment of distributions
   
2,717,301
     
842,586
 
Payments for shares redeemed
   
(4,107,579
)
   
(6,437,968
)
Redemption fees
   
1
     
10
 
Net increase (decrease) in net assets resulting from capital share transactions
   
1,306,464
     
(3,255,439
)
                 
DISTRIBUTIONS TO SHAREHOLDERS
   
(2,823,959
)
   
(872,132
)
                 
TOTAL INCREASE (DECREASE) IN NET ASSETS
   
(12,646,817
)
   
17,795,176
 
                 
NET ASSETS:
               
Beginning of year
   
71,918,769
     
54,123,593
 
End of year
 
$
59,271,952
   
$
71,918,769
 
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold
   
101,382
     
90,952
 
Shares issued to holders in reinvestment of dividends
   
98,275
     
36,428
 
Shares redeemed
   
(154,546
)
   
(255,550
)
Net increase (decrease) in shares outstanding
   
45,111
     
(128,170
)


See Notes to the Financial Statements

10

KIRR, MARBACH PARTNERS

VALUE FUND

Financial Highlights

For a Fund share outstanding throughout the year.

   
Year Ended September 30,
 
   
2022
   
2021
   
2020
   
2019
   
2018
 
PER SHARE DATA:
                             
                               
Net asset value, beginning of year
 
$
26.83
   
$
19.27
   
$
22.01
   
$
25.49
   
$
25.03
 
                                         
Investment operations:
                                       
Net investment loss
   
(0.22
)
   
(0.14
)
   
(0.08
)
   
(0.05
)
   
(0.10
)
Net realized and unrealized gain (loss) on investments
   
(3.79
)
   
8.01
     
(2.18
)
   
(1.71
)
   
2.27
 
Total from investment operations
   
(4.01
)
   
7.87
     
(2.26
)
   
(1.76
)
   
2.17
 
                                         
Less distributions:
                                       
Dividends from net investment income
   
     
     
     
     
 
Dividends from net capital gains
   
(1.07
)
   
(0.31
)
   
(0.48
)
   
(1.72
)
   
(1.71
)
Total distributions
   
(1.07
)
   
(0.31
)
   
(0.48
)
   
(1.72
)
   
(1.71
)
                                         
Paid in capital from redemption fees
   
(1) 
   
(1) 
   
     
(1) 
   
 
                                         
Net asset value, end of year
 
$
21.75
   
$
26.83
   
$
19.27
   
$
22.01
   
$
25.49
 
                                         
TOTAL RETURN
   
-15.80
%
   
41.12
%
   
-10.59
%
   
-5.53
%
   
8.80
%
                                         
SUPPLEMENTAL DATA AND RATIOS:
                                       
Net assets, end of year (in millions)
 
$
59.3
   
$
71.9
   
$
54.1
   
$
68.2
   
$
79.8
 
Ratio of expenses to average net assets:
                                       
Before expense reimbursement/recoupment
   
1.66
%
   
1.60
%
   
1.64
%
   
1.54
%
   
1.46
%
After expense reimbursement/recoupment
   
1.45
%
   
1.45
%
   
1.45
%
   
1.45
%
   
1.45
%
Ratio of net investment income (loss) to average net assets:
                                       
Before expense reimbursement/recoupment
   
(1.06
)%
   
(0.73
)%
   
(0.65
)%
   
(0.34
)%
   
(0.37
)%
After expense reimbursement/recoupment
   
(0.84
)%
   
(0.58
)%
   
(0.46
)%
   
(0.25
)%
   
(0.36
)%
Portfolio turnover rate
   
14
%
   
9
%
   
23
%
   
22
%
   
14
%

(1)
Less than $0.01 per share.


See Notes to the Financial Statements

11

KIRR, MARBACH PARTNERS

VALUE FUND

Notes to the Financial Statements
September 30, 2022
 
1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
 
Kirr, Marbach Partners Funds, Inc. (the “Corporation”) was organized as a Maryland corporation on September 23, 1998 and is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end diversified management investment company issuing its shares in series, each series representing a distinct portfolio with its own investment objective and policies. The Fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 “Financial Services-Investment Companies.” The one series presently authorized is Kirr, Marbach Partners Value Fund (the “Fund”). The investment objective of the Fund is to seek long-term capital growth. The Fund commenced operations on December 31, 1998.
 
The following is a summary of significant accounting policies consistently followed by the Fund. These policies are in conformity with generally accepted accounting principles in the United States of America (“GAAP”).
 
 
a)
Investment Valuation – Securities listed on the Nasdaq National Market are valued at the Nasdaq Official Closing Price (“NOCP”). Other securities traded on a national securities exchange (including options on indices so traded) are valued at the last sales price on the exchange where the security is primarily traded. Exchange-traded securities for which there were no transactions and Nasdaq-traded securities for which there is no NOCP are valued at the mean of the bid and asked prices. Securities for which market quotations are not readily available are valued at fair value as determined in good faith under the supervision of the Board of Directors. Foreign securities have been issued by foreign private issuers registered on United States exchanges in accordance with Section 12 of the Securities Exchange Act of 1934. Debt securities, including short-term debt instruments having maturities less than 60 days, are valued at the mean between the bid and asked prices as reported by an approved pricing service.
     
   
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination. Various inputs are used in determining the value of each of the Fund’s investments. These inputs are summarized in the following three broad categories:

   
Level 1 –
Unadjusted quoted prices in active markets for identical assets or liabilities that the company has the ability to access.
       
   
Level 2 –
Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability either directly or indirectly. These inputs may include quoted prices for the identical instruments on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates, and similar data.
       
   
Level 3 –
Unobservable inputs for the asset or liability to the extent that relevant observable inputs are not available, representing the company’s own assumptions about the assumptions that a market participant would use in valuing the asset or liability, and that would be based on the best information available.

   
The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or


12

KIRR, MARBACH PARTNERS

VALUE FUND

Notes to the Financial Statements (Continued)
September 30, 2022

   
unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.
     
   
The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.
     
   
The inputs or methodology used for valuing securities are not an indication of the risk associated with investing in those securities. The following is a summary of the inputs used to value the Fund’s investments as of September 30, 2022:

     
Level 1
   
Level 2
   
Level 3
   
Total
 
 
Common Stocks
 
$
55,267,921
   
$
   
$
   
$
55,267,921
 
 
Short-Term Investment
   
4,082,250
     
     
     
4,082,250
 
 
Total Investments
 
$
59,350,171
   
$
   
$
   
$
59,350,171
 

   
Refer to the Schedule of Investments for industry classifications.
     
 
b)
Federal Income Taxes – A provision, for federal income taxes or excise taxes, has not been made since the Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. There is no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on the tax return for the fiscal year ended September 30, 2022, or for any other tax years which are open for exam. As of September 30, 2022, open tax years include the tax years ended September 30, 2019 through 2022. The Fund is also not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund recognizes interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the Statement of Operations. During the year ended September 30, 2022, the Fund did not incur any interest or penalties.
     
 
c)
Income and Expenses – The Fund is charged for those expenses that are directly attributable to the Fund, such as advisory, administration and certain shareholder service fees.
     
 
d)
Distributions to Shareholders – Dividends from net investment income and distributions of net realized capital gains, if any, will be declared and paid at least annually. The character of distributions made during the year from net investment income or net realized gains may differ from the characterization for federal income tax purposes due to differences in the recognition of income, expense and gain items for financial statement and tax purposes. All short term capital gains are included in ordinary income for tax purposes.
     
 
e)
Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting year. Actual results could differ from those estimates.


13

KIRR, MARBACH PARTNERS

VALUE FUND

Notes to the Financial Statements (Continued)
September 30, 2022

 
f)
Repurchase Agreements – The Fund may enter into repurchase agreements with certain banks or non-bank dealers. The Adviser will monitor, on an ongoing basis, the value of the underlying securities to ensure that the value always equals or exceeds the repurchase price plus accrued interest.
     
 
g)
Security Transactions and Investment Income – The Fund follows industry practice and records security transactions on the trade date. Realized gains and losses on sales of securities are calculated on the basis of identified cost. Dividend income is recorded on the ex-dividend date and interest income is recorded on an accrual basis. Withholding taxes on foreign dividends have been provided for in accordance with the Fund’s understanding of the applicable country’s tax rules and regulations. Discounts and premiums on securities purchased are amortized over the expected life of the respective securities.
     
   
The Fund distributes all net investment income, if any, and net realized capital gains, if any, annually. Distributions to shareholders are recorded on the ex-dividend date. The treatment for financial reporting purposes of distributions made to shareholders during the year from net investment income or net realized capital gains may differ from their ultimate treatment for federal income tax purposes. These differences are caused primarily by differences in the timing of the recognition of certain components of income, expense or realized capital gain for federal income tax purposes. Where such differences are permanent in nature, GAAP requires that they be reclassified in the components of the net assets based on their ultimate characterization for federal income tax purposes. Any such reclassifications will have no effect on net assets, results of operations or net asset values per share of the Fund.
     
   
For the year ended September 30, 2022, the following table shows the reclassifications made:

   
Distributable Earnings
Paid In Capital
 
   
$163,133
$(163,133)
 

 
h)
Recent Market Events Risk – U.S. and international markets have experienced significant periods of volatility in recent years and months due to a number of economic, political and global macro factors including the impact of COVID-19 as a global pandemic, which has resulted in a public health crisis, disruptions to business operations and supply chains, stress on the global healthcare system, growth concerns in the U.S. and overseas, staffing shortages and the inability to meet consumer demand, and widespread concern and uncertainty. The global recovery from COVID-19 is proceeding at slower than expected rates due to the emergence of variant strains and may last for an extended period of time. Continuing uncertainties regarding interest rates, rising inflation, political events, rising government debt in the U.S. and trade tensions also contribute to market volatility. As a result of continuing political tensions and armed conflicts, including the war between Ukraine and Russia, the U.S. and the European Union imposed sanctions on certain Russian individuals and companies, including certain financial institutions, and have limited certain exports and imports to and from Russia. The war has contributed to recent market volatility and may continue to do so.
     
 
i)
Subsequent Events – Management has evaluated Fund related events and transactions that occurred subsequent to September 30, 2022 through the date of issuance of the Fund’s financial statements.


14

KIRR, MARBACH PARTNERS

VALUE FUND

Notes to the Financial Statements (Continued)
September 30, 2022

2. INVESTMENT TRANSACTIONS
 
The aggregate purchases and sales of securities, excluding short-term investments, by the Fund for the period ended September 30, 2022, were as follows:
 
   
Purchases
   
Sales
 
U.S. Government
 
$
   
$
 
Other
   
9,687,677
     
14,080,260
 

At September 30, 2022, the components of distributable earnings on a tax basis were as follows:
 
Cost of Investments
 
$
33,628,673
 
Gross unrealized appreciation
 
$
27,858,813
 
Gross unrealized depreciation
 
$
(2,137,403
)
Net unrealized appreciation
 
$
25,721,410
 
Undistributed ordinary income
 
$
 
Undistributed long-term capital gain
 
$
1,901,674
 
Total distributable earnings
 
$
1,901,674
 
Other accumulated losses
 
$
(438,159
)
Total accumulated earnings
 
$
27,184,925
 

As of September 30, 2022, the Fund did not have any capital loss carryovers. A regulated investment company may elect for any taxable year to treat any portion of any qualified late year loss as arising on the first day of the next taxable year. Qualified late year losses are certain capital, and ordinary losses which occur during the portion of the Fund’s taxable year subsequent to October 31. For the taxable year ended September 30, 2022, the Fund had $438,159 in qualified late year losses.
The tax character of distributions paid during the year ended September 30, 2022, were as follows:
 
 
Ordinary Income*
Long Term Capital Gains**
Total
 
 
$1,002,133
$1,821,826
$2,823,959
 

The tax character of distributions paid during the year ended September 30, 2021, were as follows:
 
 
Ordinary Income*
Long Term Capital Gains**
Total
 
 
$—
$872,132
$1,413,526
 

*
For Federal income tax purposes, distributions of short-term capital gains are treated as ordinary income.
**
The Fund also designates as distributions of long-term gains, to the extent necessary to fully distribute such capital gains, earnings and profits distributed to shareholders on the redemption of shares.

3. AGREEMENTS
 
The Fund has entered into an Investment Advisory Agreement with Kirr, Marbach & Company, LLC (the “Investment Adviser”). Pursuant to its advisory agreement with the Fund, the Investment Adviser is entitled to receive a fee, calculated daily and payable monthly, at the annual rate of 1.00% as applied to the Fund’s daily net assets.
 

15

KIRR, MARBACH PARTNERS

VALUE FUND

Notes to the Financial Statements (Continued)
September 30, 2022

The Investment Adviser has contractually agreed to waive its management fee and/or reimburse the Fund’s other expenses to the extent necessary to ensure that the Fund’s total annual operating expenses (excluding acquired fund fees and expenses, interest, taxes, brokerage commissions and extraordinary expenses) do not exceed 1.45% of its average daily net assets until February 28, 2023. The Investment Adviser may decide to continue the agreement, or revise the total annual operating expense limitations after February 28, 2023. Any waiver or reimbursement is subject to later adjustment to allow the Investment Adviser to recoup amounts waived or reimbursed to the extent actual fees and expenses for a period are less than the expense limitation cap of 1.45%, provided, however, that the Investment Adviser shall only be entitled to recoup such amounts for a period of thirty-six months following the date on which such fee waiver or expense reimbursement was made. Waived/reimbursed fees and expenses subject to potential recovery by month of expiration are as follows:
 
Year of expiration
 
Amount
 
October 2022 – September 2023
 
$
111,816
 
October 2023 – September 2024
   
104,719
 
October 2024 – September 2025
   
152,632
 
   
$
369,167
 

As of September 30, 2022, it was possible, but not probable, those amounts would be recovered by the Investment Adviser. At the end of each fiscal year in the future, the Fund will continue to assess the potential recovery of waived/reimbursed fees and expenses for financial reporting purposes.
 
Quasar Distributors, LLC, (the “Distributor”), a wholly-owned broker-dealer subsidiary of Foreside serves as principal underwriter of the shares of the Fund and is not affiliated with U.S. Bancorp. The Fund’s shares are sold on a no-load basis and, therefore, the Distributor receives no sales commission or sales load for providing services to the Fund. The Corporation has adopted a plan pursuant to Rule 12b-1 under the 1940 Act (the “12b-1 Plan”), which authorizes the Corporation to pay the Distributor and certain financial intermediaries who assist in distributing the Fund shares or who provided shareholder services to Fund shareholders a distribution and shareholder servicing fee of up to 0.25% of the Fund’s average daily net assets (computed on an annual basis). All or a portion of the fee may be used by the Fund or the Distributor to pay its distribution fee and costs of printing reports and prospectuses for potential investors and the costs of other distribution and shareholder servicing expenses. During the year ended September 30, 2022, the Fund incurred expenses of $58,487 pursuant to the 12b-1 Plan.
 
U.S Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (the “Administrator”), serves as transfer agent, administrator and accounting services agent for the Fund. U.S. Bank, N.A. serves as custodian for the Fund.
 
The Fund imposes a 1.00% redemption fee on shares held 30 days or less. For the year ended September 30, 2022 and the year ended September 30, 2021, the Fund collected $1 and $0, respectively, in redemption fees.
 


16

KIRR, MARBACH PARTNERS

VALUE FUND

Report of Independent Registered Public Accounting Firm


To the Shareholders and Board of Directors of Kirr, Marbach Partners Value Fund
 
Opinion on the Financial Statements
 
We have audited the accompanying statement of assets and liabilities of Kirr, Marbach Partners Value Fund (the “Fund”), including the schedule of investments, as of September 30, 2022, the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, financial highlights for each of the five years in the period then ended, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of September 30, 2022, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
 
Basis for Opinion
 
These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We have served as the Fund’s auditor since 2006.
 
We conducted our audits in accordance with the standards of the PCAOB.  Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.
 
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of September 30, 2022 by correspondence with the custodian.  We believe that our audit provides a reasonable basis for our opinion.
 
 
TAIT, WELLER & BAKER LLP
 
Philadelphia, Pennsylvania
November 16, 2022
 

17

KIRR, MARBACH PARTNERS

VALUE FUND

Additional Information
September 30, 2022 (Unaudited)

AVAILABILITY OF FUND PORTFOLIO INFORMATION
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Part F of Form N-PORT, which is available on the SEC’s website at www.sec.gov. The Fund’s Part F of Form N-PORT may be reviewed and copied at the SEC’s Public Reference Room in Washington D.C. For information on the Public Reference Room call 1-800-SEC-0330.
 
 
AVAILABILITY OF PROXY VOTING INFORMATION
 
Both a description of the Fund’s Proxy Voting Policies and Procedures and information about the Fund’s proxy voting record will be available (1) without charge, upon request, by calling 1-800-870-8039, and (2) on the SEC’s website at www.sec.gov.
 
 
QUALIFIED DIVIDEND INCOME/DIVIDENDS RECEIVED DEDUCTION
 
For the fiscal year ended September 30, 2022, certain dividends paid by the Fund may be reported as qualified dividend income (QDI) and may be eligible for taxation at capital gains rates. The percentage of dividends declared from ordinary income designated as QDI was 59.77% for the Fund.
 
For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended September 30, 2022, was 40.27% for the Fund.
 




18

KIRR, MARBACH PARTNERS

VALUE FUND

Additional Information (Continued)
September 30, 2022 (Unaudited)

 
Position
Term of Office
Principal Occupation
Other
Number of
Name, Address
with the
and Length
During Past
Directorships
Funds Overseen
and Age
Corporation
of Time Served
Five Years
Held
in Complex
INTERESTED DIRECTORS
           
Mark D. Foster*
Director,
Indefinite term
Chief Investment
None
1
Born 1958
Chairman
since 1998
Officer, Kirr, Marbach &
   
 
and
 
Company, LLC
   
 
President
       
           
Mickey Kim*
Director,
Indefinite term
Chief Compliance
Director,
1
Born 1958
Vice
since 1998;
Officer and Chief
CrossAmerica
 
 
President,
Chief
Operating Officer,
Partners LP
 
 
Secretary,
Compliance
Kirr, Marbach &
   
 
Treasurer,
Officer
Company, LLC
   
 
and Chief
since 2004
     
 
Compliance
       
 
Officer
       
DIS-INTERESTED DIRECTORS
Jeffrey N. Brown*
Director
Indefinite term
President, Travel Indiana,
None
1
Born 1959
 
since 1998
LLC (2016 – present);
   
     
President, Home News
   
     
Enterprises (1998 – 2016)
   
           
John A.
Director
Indefinite term
President, Elwood
None
1
Elwood*
 
since 2018
Staffing Services,
   
Born 1971
   
Inc. (1996 – present)
   
           
Thomas J.
Director
Indefinite term
LLC Member, CEO,
None
1
Thornburg*
 
since 2022
Sacoma Specialty,
   
Born 1967
   
Products, LLC (2020 –
   
     
present) LLC Manager,
   
     
Brown Hill Landscape,
   
     
LLC (2020 – present) LLC
   
     
Manager, Value Creation
   
     
Advising (2017 – present)
   

*
The address for all directors is Kirr, Marbach & Company, LLC, 621 Washington Street, Columbus, Indiana 47201.


19










(This Page Intentionally Left Blank.)
 











Directors
Mark Foster, CFA
Mickey Kim, CFA
Jeffrey N. Brown
John Elwood
Tom J. Thornburg

Principal Officers
Mark D. Foster, CFA, President
Mickey Kim, CFA, Vice President, Treasurer and Secretary

Investment Adviser
Kirr, Marbach & Company, LLC
621 Washington Street
Columbus, IN 47201

Distributor
Quasar Distributors, LLC
111 East Kilbourn Ave., Suite 2200
Milwaukee, WI 53202

Custodian
U.S. Bank, N.A.
1555 North RiverCenter Drive, Suite 302
Milwaukee, WI 53212

Administrator, Transfer Agent and
Dividend – Disbursing Agent
U.S. Bancorp Fund Services, LLC
615 East Michigan Street
Milwaukee, WI 53202

Independent Registered Public Accounting Firm
Tait, Weller & Baker LLP
Two Liberty Place
50 South 16th Street, Suite 2900
Philadelphia, PA 19102

Legal Counsel
Kirkland & Ellis LLP
300 North LaSalle
Chicago, IL 60654




This report should be accompanied or preceded by a prospectus.

The Fund’s Statement of Additional Information contains additional information about the
Fund’s directors and is available without charge upon request by calling 1-800-808-9444.

The Fund’s Proxy Voting Policies and Procedures are available without charge upon request by calling 1-800-808-9444. A description of the
Fund’s proxy voting policies and procedures is available on the Fund’s website, www.kmpartnersfunds.com, or on the SEC’s website, at
www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the twelve months ended June 30,
is available without charge upon request by calling 1-800-808-9444 or on the SEC’s website, at www.sec.gov.















Annual Report

September 30, 2022



(b)
Not applicable.

Item 2. Code of Ethics.

The registrant has adopted a code of ethics that applies to the registrant’s principal executive officer and principal financial officer.  The registrant has not made any substantive amendments to its code of ethics during the period covered by this report.  The registrant has not granted any waivers from any provisions of the code of ethics during the period covered by this report.

File:  A copy of the registrant’s Code of Ethics is filed herewith..

Item 3. Audit Committee Financial Expert.

The registrant’s board of directors has determined that it does not have an audit committee financial expert serving on its audit committee.  At this time, the registrant believes that the experience provided by each member of the audit committee together offers the registrant adequate oversight for the registrant’s level of financial complexity.

Item 4. Principal Accountant Fees and Services.

The registrant has engaged its principal accountant to perform audit services, audit-related services, tax services and other services during the past two fiscal years.  “Audit services” refer to performing an audit of the registrant's annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for the past fiscal year.  “Audit-related services” refer to the assurance and related services by the principal accountant that are reasonably related to the performance of the audit.  “Tax services” refer to professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning; including reviewing the Funds’ tax returns and distribution calculations. There were no “other services” provided by the principal accountant.  For the fiscal years ended September 30, 2022 and September 30, 2021, the Fund’s principal accountant was Tait Weller. The following table details the aggregate fees billed or expected to be billed for each of the last two fiscal years for audit fees, audit-related fees, tax fees and other fees by the principal accountant.

 
FYE  09/30/2022
FYE  09/30/2021
Audit Fees
$19,000
$19,000
Audit-Related Fees
$0
$0
Tax Fees
$3,200
$3,200
All Other Fees
$0
$0

The audit committee has adopted pre-approval policies and procedures that require the audit committee to pre‑approve all audit and non‑audit services of the registrant, including services provided to any entity affiliated with the registrant.

The percentage of fees billed by Tait, Weller applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows:

 
FYE  09/30/2022
FYE  09/30/2021
Audit-Related Fees
0%
0%
Tax Fees
0%
0%
All Other Fees
0%
0%

All of the principal accountant’s hours spent on auditing the registrant’s financial statements were attributed to work performed by full‑time permanent employees of the principal accountant.

The following table indicates the non-audit fees billed or expected to be billed by the registrant’s accountant for services to the registrant and to the registrant’s investment adviser (and any other controlling entity, etc.—not sub-adviser) for the last fiscal year.  The audit committee of the board of trustees has considered whether the provision of non-audit services that were rendered to the registrant's investment adviser is compatible with maintaining the principal accountant's independence and has concluded that the provision of such non-audit services by the accountant has not compromised the accountant’s independence.

Non-Audit Related Fees
FYE  09/30/2022
FYE  09/30/2021
Registrant
$0
$0
Registrant’s Investment Adviser
$0
$0

The registrant has not been identified by the U.S. Securities and Exchange Commission as having filed an annual report issued by a registered public accounting firm branch or office that is located in a foreign jurisdiction where the Public Company Accounting Oversight Board is unable to inspect or completely investigate because of a position taken by an authority in that jurisdiction

The registrant is not a foreign issuer.

Item 5. Audit Committee of Listed Registrants.

Not applicable to registrants who are not listed issuers (as defined in Rule 10A-3 under the Securities Exchange Act of 1934).

(b) Not applicable.

Item 6. Schedule of Investments.

(a)
Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this Form.
(b)
Not applicable

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable to open-end investment companies.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable to open-end investment companies.

Item 9. Purchases of Equity Securities by Closed‑End Management Investment Company and Affiliated Purchases.

Not applicable to open-end investment companies.

Item 10. Submission of Matters to a Vote of Security Holders.

There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s board of trustees.

Item 11. Controls and Procedures.

(a)
The Registrant’s President and Treasurer have reviewed the Registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d‑15(b) under the Securities Exchange Act of 1934.  Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the Registrant and by the Registrant’s service provider.

(b)
There were no significant changes in the Registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting.

Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies

Not applicable to open-end investment companies.

Item 13. Exhibits.



(3) Any written solicitation to purchase securities under Rule 23c‑1 under the Act sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons.  Not applicable to open-end investment companies.

(4) Change in the registrant’s independent public accountant.  There was no change in the registrant’s independent public accountant for the period covered by this report.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


(Registrant)   Kirr, Marbach Partners Funds, Inc. 

By (Signature and Title)*    /s/Mr. Mark Foster
Mr. Mark Foster, President

Date    December 6, 2022



Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By (Signature and Title)*    /s/Mr. Mark Foster
Mr. Mark Foster, President

Date    December 6, 2022

By (Signature and Title)*    /s/Mr. Mickey Kim
Mr. Mickey Kim, Treasurer

Date    December 6, 2022

* Print the name and title of each signing officer under his or her signature.












ATTACHMENTS / EXHIBITS

CODE OF ETHICS

CERTIFICATION 302

CERTIFICATION 906



Serious News for Serious Traders! Try StreetInsider.com Premium Free!

You May Also Be Interested In





Related Categories

SEC Filings