The Advisors’ Inner Circle Fund III

Rayliant Quantamental China Equity ETF

Rayliant Quantamental Emerging Market Equity ETF

Rayliant Quantitative Developed Market Equity ETF

ANNUAL REPORT

SEPTEMBER 30, 2022

Investment Adviser:

Rayliant Asset Management

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT FUNDS

SEPTEMBER 30, 2022

TABLE OF CONTENTS

Letter to Shareholders	1
Schedules of Investments	16
Statements of Assets and Liabilities	33
Statements of Operations	35
Statements of Changes in Net Assets	37
Financial Highlights	40
Notes to Financial Statements	43
Report of Independent Registered Public Accounting Firm	63
Disclosure of Fund Expenses	65
Trustees and Officers of the Advisors’ Inner Circle Fund III	68
Approval of Investment Advisory Agreement	76
Notice to Shareholders	80

The Funds file their complete schedules of investments with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Funds’ Form N-PORT reports are available on the SEC’s website at http://www.sec.gov, and may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330

A description of the policies and procedures that the Funds use to determine how to vote proxies relating to fund securities, as well as information relating to how the Funds voted proxies relating to fund securities during the most recent 12-month period ended June 30, is available (i) without charge, upon request, by calling 1- 866-392-2626; and (ii) on the SEC’s website at http://www.sec.gov.

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTAMENTAL

CHINA EQUITY ETF

SEPTEMBER 30, 2022
(UNAUDITED)

Letter to Shareholders

Dear Shareholders,

We are pleased to provide the second annual report for the Rayliant Quantamental China Equity Fund, covering the period October 1, 2021 to September 30, 2022.

Anyone reading 2022 financial news knows this has been a volatile year to invest in any asset class. The macroeconomic shocks of the Russia-Ukraine war, slowing growth, high inflation and rising interest rates have proven too much for equities markets. Unfortunately, Chinese equities have been no exception. However, with respect to the Fund, it is notable that offshore China equities¹ declined more sharply than A-shares, which are listed in mainland China.

Headline-grabbing hurdles in China—some of the government’s own making—drove this decline. China’s dogged zero-Covid policy and increased regulatory oversight didn’t help an economy already coping with rising food, energy and materials prices. And the challenges facing China’s economy only mounted throughout the third quarter. One can understanding why the country’s National Bureau of Statistics abruptly delayed a report on GDP growth and other key economic indicators a day before their scheduled release. Indeed, entering Q4, the government’s 5.5% target for full-year GDP growth seems unlikely, with economists polled by Bloomberg forecasting a weaker 3.3% expansion. With a global recession looking likely, a 3.3% expansion may still sound encouraging to foreign investors. But the conditions that weighed on China’s growth this year are still stifling the usual exuberance of domestic stock traders.

Amidst this lackluster news, state-owned enterprises (“SOEs”) were a relative bright spot among onshore China stocks for the period, finding themselves in line for a much bigger share of China’s growing fiscal stimulus. Indeed, much of the nearly US$150 billion in new policy support announced in Q3 was directed toward infrastructure spending, which tends to benefit larger state-owned firms. Outperformance by SOEs is typical in years featuring a National Congress, and by the end of Q3, investors were looking ahead to China’s 20th National Congress of the Chinese Communist Party—the once-every-five-years meeting of policymakers to appoint a new government and set an agenda for the next half-decade, which kicked off on October 16th—widely expected to be a major driving force behind Chinese stocks through the end of 2022.

As we approach the end of Q4, we are encouraged by the recent meeting between President Biden and President Xi at the G20 Conference, which may signal a period of relative calm and de-escalation between the two countries. This will be good for equities markets in both countries, as China remains the world’s factory and the US still needs cheap goods to drive its own economic engine. And like the US, China has proven effective in navigating its macroeconomic challenges over a long time horizon. We believe this

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTAMENTAL

CHINA EQUITY ETF

SEPTEMBER 30, 2022
(UNAUDITED)

is reflected in forward-looking price-to-earnings ratios for Chinese A-shares, as falling Chinese interest rates and improving sentiment present an encouraging backdrop for 2023.

Against 2022’s challenging backdrop, the Fund’s strategy did what it was designed to do: (1) identify and invest in high-quality companies² and (2) exploit mispricings that arise from the behavioral bias of investors in China’s retail-dominated market. Indeed, the very events that prompted anxiety on the part of those tracking Chinese equities throughout 2022 created opportunity for the Fund. For example, fear-based selling of offshore-listed Chinese equities inevitably spilled into China’s mainland market, resulting in attractive valuations for A-shares in the tech sector. Bargains included domestic chip makers who will benefit from state support as policymakers push semiconductor self-sufficiency in the nation’s ongoing technological competition with the United States.

The benchmark CSI 300 Index, which tracks onshore Chinese equities, is off by –27.23% fiscal year ending September 30, 2022. The Fund has underperformed this drop, falling -27.93%. The Fund’s experience underscores the opportunity offered by Chinese stocks—not just as a source of growth and diversification for global investors, but also as a market in which stock pickers with a systematic approach, built on an understanding of investor behavior and informed by local fundamental insights, can continue to add value³.

Since the Fund’s inception, although allocation decisions have added modestly to outperformance, the greatest driver of the Fund’s gains over the benchmark has been strong stock selection, with picks among Industrials, Consumer Staples, and Materials sectors adding the most value, consistent with the most attractive opportunities in China often arising in what individual investors would likely regard as ‘boring’ segments of the market. At the factor level, exposure to stocks with favorable sentiment and quality growth provided the greatest contribution to outperformance through October. By contrast, signals related to quality struggled, particularly in the third quarter, when we observed the highest-quality firms by our models actually underperforming their low-quality counterparts. Of course, this has only made those high-quality stocks better bargains and, to the extent fundamentals prevail in the long run—which investment theory, our experience, and our data suggests they will—this ultimately positions the portfolio well to capture behavioral mispricings in the days to come.

Along those lines, looking ahead, we expect positions established during 2022 dislocations to outperform next year as markets have time to process China’s ongoing story. We believe 2022’s market shocks, while frustrating in the short run, create mispricings that ultimately reward investors in high-quality firms whose valuations are misunderstood by domestic retail traders and foreign fund managers who lack local

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTAMENTAL

CHINA EQUITY ETF

SEPTEMBER 30, 2022
(UNAUDITED)

knowledge. We thank you for your allocation to the Fund and look forward to continuing as your trusted partner in China equity investing.

1 Offshore equities include those Chinese companies listed in Hong Kong (“H-Shares) and those equities listed as ADRs in the United States.

2 We consider companes to be “high-quality” if they have solid fundamentals and strong growth at reasonable valuations.

3 Note: Diversification does not ensure a profit or guarantee against a loss. The performance data quoted here represent past performance, and are not indicative of future results. The CSI 300 benchmark is a capitalization-weighted index designed to track the performance of the largest 300 stocks traded on the Shanghai and Shenzhen Stock Exchanges, represented here by the China AMC CSI 300 Index ETF (510330.SH). Indices are unmanaged, it is not possible to invest directly in an index, and index performance returns do not reflect any management fees, transaction costs or expenses.

Sincerely,

Jason Hsu, PhD

Phillip Wool, PhD

Chairman & CIO

Managing Director

Rayliant Global Advisors

Head of Investment Solutions

Rayliant Global Advisors

Mark Schlarbaum

Managing Director

Head of Trading & Capital Markets

Rayliant Global Advisors

Definition of the Comparative Indices

CSI 300 Index is a capitalization-weighted index designed to track the performance of the largest 300 stocks traded on the Shanghai and Shenzhen Stock Exchanges.

The MSCI China All Shares Index captures large and mid-cap representation across China A-shares, B-shares, H-shares, Redchips, P-chips and foreign listings (e.g. ADRs). The index aims to reflect the opportunity set of China share classes listed in Hong Kong, Shanghai, Shenzhen and outside of China. It is based on the concept of the integrated MSCI China equity universe with China A-shares included.

Comparison of Change in the Value of a $10,000 Investment in the Rayliant Quantamental China Equity ETF versus the CSI 300 Index (USD) (TR) and MSCI China All Shares Index (Net) (USD).

AVERAGE ANNUAL TOTAL RETURN FOR THE YEAR ENDED SEPTEMBER 30, 2022
	One Year Return	Annualized to Inception Date*
Rayliant Quantamental China Equity ETF	-27.93%		-17.24%
CSI 300 Index (USD) (TR)	-27.23%		-17.69%
MSCI China All Shares Index (Net) (USD)	-31.75%		-24.21%

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTAMENTAL

CHINA EQUITY ETF

SEPTEMBER 30, 2022
(UNAUDITED)

* The Rayliant Quantamental China Equity ETF commenced operations on December 30, 2020.

Fee waivers were in effect during the period; if they had not been in effect, performance would have been lower.

The performance data quoted herein represents past performance and the return and value of an investment in the Fund will fluctuate so that, when redeemed, may be worth less than its original cost.

The Fund’s performance assumes the reinvestment of dividends and capital gains. Index returns assume reinvestment of dividends and, unlike a fund’s returns, do not reflect any fees or expenses. If such fees and expenses were included in the index returns, the performance would have been lower.

Please note that one cannot invest directly in an unmanaged index.

There are no assurances that the Fund will meet its stated objectives.

The Fund’s holdings and allocations are subject to change because it is actively managed and should not be considered recommendations to buy individual securities.

Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTAMENTAL

CHINA EQUITY ETF

SEPTEMBER 30, 2022
(UNAUDITED)

See definition of comparative index on page 3.

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTAMENTAL

EMERGING MARKET EQUITY ETF

SEPTEMBER 30, 2022
(UNAUDITED)

Letter to Shareholders

Dear Shareholders,

We are pleased to provide the first annual report for the Rayliant Quantamental Emerging Market Equity Fund, covering the period from December 15, 2021 to September 30, 2022.

Growth in emerging markets in 2022 has been constrained by deteriorating global economic conditions. The downward pressure has come from multiple directions, including a stronger US dollar, higher inflation, and tighter monetary policies. Investors have been rightfully wary of these trends. Emerging Markets funds across the world also experienced an almost total write-down of their Russia exposure as a result of sanctions stemming from the conflict in Ukraine. As a result, the benchmark MSCI EM Index, which tracks large and mid-cap emerging market equities, is off by -25.98% for the period ended September 30, 2022.

Over the same period, the Fund’s NAV fell just -20.97%, outperforming the MSCI EM Index by 5.01%, with significant outperformance in Indonesia, India, UAE and Cyprus. European emerging markets were among the biggest losers due to unexpected conflict between Russia and Ukraine and the worsening energy crisis. The weakening outlook for global demand also hit commodity prices hard, delivering a blow to net resource exporters; South Korea and Taiwan suffered similar as trade expectations softened. Turkey, by contrast, experienced impressive growth over the last ten months on the back of larger-than-expected rate cuts.

Against 2022’s challenging backdrop, the Fund’s strategy did what it was designed to do: (1) identify and invest in high-quality companies¹ and (2) exploit mispricings that arise from the behavioral bias of investors in China’s retail-dominated market. Indeed, the very events that prompted anxiety on the part of those tracking emerging markets equities throughout 2022 created opportunity for the Fund. For example, although the energy crisis put pressure on European countries, it created investing opportunities in the sector for high-quality companies with depressed valuations. And with the election of a new British prime minister, uncertainty and persistent fear across Europe has been somewhat relieved. At the same time, with President Xi re-elected for a third term in China, we expect a meaningful rally in the China A-shares market with expected loosening of the COVID policies over the next year—a rally which may already be underway.

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTAMENTAL

EMERGING MARKET EQUITY ETF

SEPTEMBER 30, 2022
(UNAUDITED)

Since inception, the Fund has invested in a diversified portfolio² of emerging market stocks with broad sector exposure. As of September 30, 2022, the portfolio was 4.5x cheaper than the benchmark on a price-to-earnings basis, a modest 0.1x less expensive on price-to-book ratio, and offered a higher dividend yield of 7.46% compared to 3.78% for the benchmark. On average, the largest sector overweights during the third quarter were Industrials, Energy, and Health Care; the largest underweights were to Financials, Consumer Discretionary, and Communication Services. On average, the largest region overweights during the third quarter were to the UAE and China³; the largest underweights were once again to Saudi Arabia, South Korea, and India. At the region level, the biggest boost to relative performance came from China, South Africa, and the UAE; Brazil, Russia, and Saudi Arabia were the greatest detractors; at the sector level, Consumer Discretionary, Energy, and Industrials provided the most alpha, while Financials and Materials stocks created the greatest drag on performance.

At the factor level, exposure to stocks with favorable sentiment and quality growth provided the greatest contribution to outperformance through October. By contrast, signals related to quality struggled, particularly when we observe the highest-quality firms by our models actually underperforming their low-quality counterparts. Of course, this has only made those high-quality stocks better bargains and, to the extent fundamentals prevail in the long run—which investment theory, our experience, and our data suggests they will—this ultimately positions the portfolio well to capture behavioral mispricings in the days to come.

Looking ahead, we expect emerging market stocks—including a meaningful exposure to onshore China within EM—will continue to represent an important source of growth and diversification for global investors. We further believe 2022’s market shocks, while frustrating in the short run, create mispricings that ultimately reward investors in high-quality firms whose valuations are misunderstood by domestic retail traders and foreign fund managers who lack local knowledge. We thank you for your allocation to the Fund and look forward to continuing as your trusted partner in emerging markets equity investing.

1 We consider companies to be “high-quality” if they have solid fundamentals and strong growth at reasonable valuations.

2 Note: Diversification does not ensure a profit or guarantee against a loss. The performance data quoted here represent past performance, and are not indicative of future results. The CSI 300 benchmark is a capitalization-weighted index designed to track the performance of the largest 300 stocks traded on the Shanghai and Shenzhen Stock Exchanges, represented here by the China AMC CSI 300 Index ETF (510330.SH). Indices are unmanaged, it is not possible to invest directly in an index, and index performance returns do not reflect any management fees, transaction costs or expenses.

3 The Fund also held an overweight to Russia prior to the conflict in Ukraine. That overweight persists given the ongoing restrictions and limitations regarding the trading of Russian securities.

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTAMENTAL

EMERGING MARKET EQUITY ETF

SEPTEMBER 30, 2022
(UNAUDITED)

Sincerely,

Jason Hsu, PhD

Phillip Wool, PhD

Chairman & CIO

Managing Director

Rayliant Global Advisors

Head of Investment Solutions

Rayliant Global Advisors

Mark Schlarbaum

Managing Director

Head of Trading & Capital Markets

Rayliant Global Advisors

Definition of the Comparative Index

The MSCI Emerging Markets Index captures large and mid cap representation across 24 Emerging Markets (EM) countries. With 1,387 constituents, the index covers approximately 85% of the free float-adjusted market capitalization in each country. EM countries include: Brazil, Chile, China, Colombia, Czech Republic, Egypt, Greece, Hungary, India, Indonesia, Korea, Kuwait, Malaysia, Mexico, Peru, Philippines, Poland, Qatar, Saudi Arabia, South Africa, Taiwan, Thailand, Turkey and United Arab Emirates.

Comparison of Change in the Value of a $10,000 Investment in the Rayliant Quantamental Emerging Market Equity ETF versus the MSCI Emerging Markets Index (Net) (USD).

TOTAL RETURN FOR THE PERIOD ENDED SEPTEMBER 30, 2022*
	Cumulative Inception to Date*
Rayliant Quantamental Emerging Market Equity ETF		-20.97%
MSCI Emerging Markets Index (Net) (USD)		-25.98%

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTAMENTAL

EMERGING MARKET EQUITY ETF

SEPTEMBER 30, 2022
(UNAUDITED)

* The Rayliant Quantamental Emerging Market Equity ETF commenced operations on December 15, 2021.

Fee waivers were in effect during the period; if they had not been in effect, performance would have been lower.

The performance data quoted herein represents past performance and the return and value of an investment in the Fund will fluctuate so that, when redeemed, may be worth less than its original cost.

Please note that one cannot invest directly in an unmanaged index.

There are no assurances that the Fund will meet its stated objectives.

The Fund’s holdings and allocations are subject to change because it is actively managed and should not be considered recommendations to buy individual securities.

Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTAMENTAL

EMERGING MARKET EQUITY ETF

SEPTEMBER 30, 2022
(UNAUDITED)

See definition of comparative index on page 8.

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTITATIVE

DEVELOPED MARKET EQUITY ETF

SEPTEMBER 30, 2022
(UNAUDITED)

Letter to Shareholders

Dear Shareholders,

We are pleased to provide the first annual report for the Rayliant Quantitative Developed Equity Fund, covering the period December 15, 2021 to September 30, 2022.

Even before Russia invaded Ukraine, fears of monetary tightening were weighing on equities—especially growth stocks, which are most sensitive to interest rates. Then the West’s response to Russia’s attack stoked fear that global growth may take a more acute hit. At the same time, the shock to commodity prices and supply chains complicated the Fed’s work, making it difficult to engineer a ‘soft landing’ for the economy. Unsurprisingly, all this has manifested in the market.

European shares in the Euro Stoxx 50 Index slipped –1.9% in Q1, driven largely by their exposure to Russian energy. (Prior to the invasion, Russian oil, gas, and coal accounted for 35%, 55%, and 50% of German imports, respectively.) Meanwhile, UK stocks tracked by the FTSE All Share Index posted a modest gain of 0.5% for the quarter, driven by low valuations and the market’s sector composition: underweight tech, and heavy on energy, mining, and financials. This mix outperformed in a climate of geopolitical stress and rising rates. Japanese stocks in the Nikkei 225 Index, which had relatively little exposure to Russia-Ukraine, declined –2.5% for the quarter, with value meaningfully outperforming growth.

Sadly, the challenges that began in Q1 have persisted. In Q2, equities were red across the board, falling as unabated inflation eventually prompted the Fed—fighting what chair Jerome Powell called an “unconditional” battle against rising prices—and other central banks to overshoot and send the global economy into a recession. Headline CPI in the US dipped slightly in April, from 8.5% to 8.3%, before posting progressive increases to 8.6% and then 9.1%, respectively in the follow months. This last figure marked the worst year-over-year jump in prices in over four decades. Equities follows suit, with the S&P 500 Index down –16.1% for the quarter. UK equities, whose sector composition is naturally somewhat defensive, suffered less, with the FTSE All Share Index declining–5%, while European shares in the Euro Stoxx 50 Index fell –5.7%. Japanese stocks in the Nikkei 225 index slid –5% in Q2, as Fed policy pushed the yen to its lowest level against the dollar in two decades.

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTITATIVE

DEVELOPED MARKET EQUITY ETF

SEPTEMBER 30, 2022
(UNAUDITED)

Investors eventually gathered at Jackson Hole, Wyoming in August, hoping for good news from the Fed. They were disappointed. At the meeting, Fed Chair Jerome Powell reaffirmed the bank’s commitment to keeping rates high in its battle against inflation, predicting that hawkish policy required to tame rising prices would “bring pain to households and businesses.” But markets are forward looking, and investors had already been feeling the pain all year.

Accordingly, the “bear rally” in US stocks that began at the end of the second quarter fizzled out shortly ahead of Powell’s Jackson Hole appearance, and equities sold off through the remainder of Q3, as it became increasingly clear that policymakers have accepted global recession, significant job loss, and falling asset values as a fair price to pay for keeping inflation in check, and that they see high interest rates over an extended period as the surest way to cool things down.

In light of everything above, it’s no surprise that from December 15, 2021 to September 30, 2022, the MSCI World Index was down -24.06%. The positive news is that, during this same period, RAYD was only down -18.47%. The Fund’s outperformance relative to its benchmark during this period was mostly a result of positive stock selection.

RAYD’s performance is an example of how our systematic approach creates an opportunity to identify compelling investments in the US and other developed stock markets around the world, achieving broad equity exposure, but with lower risk and enhanced returns relative to a traditional passive portfolio. During the first 10 months of the year, the Fund invested in a diversified portfolio¹ of developed market stocks with broad sector exposure, selected with the objective of capturing mispricings through a focus on, among other things, companies with strong growth and quality fundamentals at a reasonable price, positive sentiment, and favorable risk characteristics.

Looking ahead, we expect positions established during 2022 dislocations to outperform as markets have time to process rising rates and the central banks’ effort to combat inflation and engineer a soft landing. Only time will tell whether such a landing is possible. But in the meantime, we believe 2022’s market shocks will create mispricings that ultimately reward investors. We thank you for your allocation to the Fund, and we look forward to continuing as your trusted partner in developed equity investing.

1 Note: Diversification does not ensure a profit or guarantee against a loss. The performance data quoted here represent past performance, and are not indicative of future results. The CSI 300 benchmark is a capitalization-weighted index designed to track the performance of the largest 300 stocks traded on the Shanghai and Shenzhen Stock Exchanges, represented here by the China AMC CSI 300 Index ETF (510330.SH). Indices are unmanaged, it is not possible to invest directly in an index, and index performance returns do not reflect any management fees, transaction costs or expenses.

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTITATIVE

DEVELOPED MARKET EQUITY ETF

SEPTEMBER 30, 2022
(UNAUDITED)

Sincerely,

Jason Hsu, PhD

Phillip Wool, PhD

Chairman & CIO

Managing Director

Rayliant Global Advisors

Head of Investment Solutions

Rayliant Global Advisors

Mark Schlarbaum

Managing Director

Head of Trading & Capital Markets

Rayliant Global Advisors

Definition of the Comparative Index

The MSCI World Index captures large and mid cap representation across 23 Developed Markets (DM) countries. With 1,517 constituents, the index covers approximately 85% of the free float-adjusted market capitalization in each country. DM countries include: Australia, Austria, Belgium, Canada, Denmark, Finland, France, Germany, Hong Kong, Ireland, Israel, Italy, Japan, Netherlands, New Zealand, Norway, Portugal, Singapore, Spain, Sweden, Switzerland, the UK and the US.

Comparison of Change in the Value of a $10,000 Investment in the Rayliant Quantitative Developed Market Equity versus the MSCI World Index (Net) (USD).

TOTAL RETURN FOR THE PERIOD ENDED SEPTEMBER 30, 2022*
	Cumulative Inception to Date*
Rayliant Quantitative Developed Market Equity		-18.47%
MSCI World Index (Net) (USD)		-24.06%

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTITATIVE

DEVELOPED MARKET EQUITY ETF

SEPTEMBER 30, 2022
(UNAUDITED)

* The Rayliant Quantitative Developed Market Equity commenced operations on December 15, 2021.

Fee waivers were in effect during the period; if they had not been in effect, performance would have been lower.

The performance data quoted herein represents past performance and the return and value of an investment in the Fund will fluctuate so that, when redeemed, may be worth less than its original cost.

Please note that one cannot invest directly in an unmanaged index.

There are no assurances that the Fund will meet its stated objectives.

The Fund’s holdings and allocations are subject to change because it is actively managed and should not be considered recommendations to buy individual securities.

Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTITATIVE

DEVELOPED MARKET EQUITY ETF

SEPTEMBER 30, 2022
(UNAUDITED)

See definition of comparative index on page 13.

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTAMENTAL

CHINA EQUITY ETF

SEPTEMBER 30, 2022

SECTOR WEIGHTINGS (Unaudited)^†

^†	Percentages are based on total investments.

SCHEDULE OF INVESTMENTS
COMMON STOCK — 99.9%
	Shares		Value
CHINA — 99.9%
Communication Services — 3.8%
37 Interactive Entertainment Network Technology Group, Cl A		305,268	$	745,919
G-bits Network Technology Xiamen, Cl A		7,200		250,980
Kingnet Network, Cl A *		2,977,615		2,735,723
Three's Media Group Co, Cl A		10,900		121,795
				3,854,417
Consumer Discretionary — 2.2%
AIMA Technology Group, Cl A		134,381		941,533
Fuyao Glass Industry Group, Cl A		30,000		150,691
Huizhou Desay Sv Automotive, Cl A		54,618		1,056,866
Zhejiang Supor, Cl A		19,200		124,236
				2,273,326
Consumer Staples — 16.0%
Anhui Gujing Distillery, Cl A		103,625		3,952,900
Chongqing Fuling Zhacai Group, Cl A		65,400		249,339
Henan Shuanghui Investment & Development, Cl A		880,374		3,020,549
Jiangsu King's Luck Brewery JSC, Cl A		120,700		776,771
Kweichow Moutai, Cl A		13,550		3,558,962
Luzhou Laojiao, Cl A		17,300		559,733
Sanquan Food, Cl A		268,330		611,624
Tongwei, Cl A		468,900		3,088,663
Yankershop Food, Cl A		13,400		170,499
				15,989,040
Energy — 5.9%
China Petroleum & Chemical, Cl A		330,800		199,060
Guanghui Energy, Cl A		506,550		872,535
Offshore Oil Engineering, Cl A		375,400		234,324
PetroChina, Cl A		4,608,049		3,315,864

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

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTAMENTAL

CHINA EQUITY ETF

SEPTEMBER 30, 2022

SCHEDULE OF INVESTMENTS
COMMON STOCK (continued)
	Shares		Value
CHINA (continued)
Energy (continued)
Shaanxi Coal Industry, Cl A		396,700	$	1,267,032
				5,888,815
Financials — 19.3%
Bank of Chengdu, Cl A		273,500		627,629
Bank of China, Cl A		1,297,000		562,161
Bank of Communications, Cl A		1,426,100		924,175
Bank of Hangzhou, Cl A		358,240		716,063
Bank of Jiangsu, Cl A		1,433,930		1,496,453
Bank of Nanjing, Cl A		401,200		592,023
Bank of Suzhou, Cl A		100,760		94,271
China CITIC Bank, Cl A		394,000		252,013
China Merchants Bank, Cl A		1,100,500		5,194,424
China Zheshang Bank, Cl A		253,800		106,089
Huaxia Bank, Cl A		486,700		343,393
Jiangsu Changshu Rural Commercial Bank, Cl A		339,600		379,178
People's Insurance Group of China, Cl A		320,400		225,161
Ping An Bank, Cl A		633,800		1,052,607
Ping An Insurance Group of China, Cl A		1,009,100		5,885,467
Postal Savings Bank of China, Cl A		1,281,000		801,394
				19,252,501
Health Care — 12.0%
Asymchem Laboratories Tianjin, Cl A		7,755		150,876
Beijing Wantai Biological Pharmacy Enterprise, Cl A		113,222		1,816,850
Dian Diagnostics Group, Cl A		452,824		1,843,271
Guangdong Hybribio Biotech, Cl A		437,900		1,100,716
Guangzhou Kingmed Diagnostics Group, Cl A		124,800		1,109,504
Jiangsu Bioperfectus Technologies, Cl A		214,532		3,159,684
Jiangzhong Pharmaceutical, Cl A		923,070		1,867,077
Porton Pharma Solutions, Cl A		107,538		702,927
Shandong WIT Dyne Health, Cl A		29,400		170,689
				11,921,594
Industrials — 16.9%
Beijing United Information Technology, Cl A		80,443		1,218,185
China State Construction Engineering, Cl A		3,906,880		2,822,276
Contemporary Amperex Technology, Cl A		13,936		783,656
COSCO SHIPPING Holdings, Cl A		396,317		612,613
Daqin Railway, Cl A		1,966,300		1,867,242
Ginlong Technologies, Cl A *		27,000		836,797
Sichuan Road & Bridge, Cl A		563,290		807,505
TBEA, Cl A		1,180,358		3,587,855
Tian Di Science & Technology, Cl A		1,180,900		790,121

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

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTAMENTAL

CHINA EQUITY ETF

SEPTEMBER 30, 2022

SCHEDULE OF INVESTMENTS
COMMON STOCK (continued)
	Shares		Value
CHINA (continued)
Industrials (continued)
Wuxi Shangji Automation, Cl A		88,600	$	1,676,517
Xiamen C & D, Cl A		489,800		951,548
YTO Express Group, Cl A		326,100		949,142
				16,903,457
Information Technology — 10.2%
Amlogic Shanghai, Cl A *		45,400		413,871
China Zhenhua Group Science & Technology, Cl A		19,700		320,488
Digital China Group, Cl A		166,616		374,872
Glodon, Cl A		67,872		434,413
Guangzhou Shiyuan Electronic Technology, Cl A		352,350		2,950,604
Qingdao Gaoce Technology, Cl A		159,400		1,823,816
Quectel Wireless Solutions, Cl A		44,745		716,068
SG Micro, Cl A		122,686		2,424,585
StarPower Semiconductor, Cl A		8,009		363,987
Thunder Software Technology, Cl A		20,051		296,948
Universal Scientific Industrial Shanghai, Cl A		106,768		225,842
				10,345,494
Materials — 13.6%
Anhui Guangxin Agrochemical, Cl A		299,524		1,082,700
Asia - Potash International Investment Guangzhou, Cl A *		176,268		722,464
Jiangsu Yangnong Chemical, Cl A		103,400		1,450,528
Suzhou TA&A Ultra Clean Technology, Cl A		233,300		2,168,672
Tianqi Lithium, Cl A		124,500		1,753,337
Tibet Mineral Development, Cl A *		107,005		626,347
YongXing Special Materials Technology, Cl A		200,386		3,491,011
Zangge Mining, Cl A		491,100		1,963,256
Zhejiang Jiahua Energy Chemical Industry, Cl A		266,200		340,911
				13,599,226
TOTAL COMMON STOCK
(Cost $112,945,410)				100,027,870

TOTAL INVESTMENTS— 99.9%
(Cost $112,945,410)			$	100,027,870

	Percentages are based on Net Assets of $100,139,500.
*	Non-income producing security.

Cl — Class

JSC — Joint Stock Company

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

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTAMENTAL

CHINA EQUITY ETF

SEPTEMBER 30, 2022

As of September 30, 2022, all of the Fund's investments were considered Level 1, in accordance with the authoritative guidance on fair value measurements and disclosure under U.S. generally accepted accounting principles.

For more information on valuation inputs, see Note 2 — Significant Accounting Policies in the Notes to Financial Statements.

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

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTAMENTAL

EMERGING MARKET EQUITY ETF
SEPTEMBER 30, 2022

SECTOR WEIGHTINGS (Unaudited)^†

^†	Percentages are based on total investments.

SCHEDULE OF INVESTMENTS
COMMON STOCK — 94.4%
	Shares		Value
BRAZIL — 4.6%
Banco do Brasil		18,900	$	134,355
BB Seguridade Participacoes		76,200		374,319
CCR		138,700		322,078
Petroleo Brasileiro		4,300		26,457
				857,209

CHILE — 0.2%
Cia Sud Americana de Vapores		661,706		46,074

CHINA — 33.2%
Agricultural Bank of China, Cl H		238,000		71,249
Bank of China, Cl H		335,000		109,677
Bank of Communications, Cl H		233,000		122,883
Beijing Enterprises Holdings		12,000		33,707
China Cinda Asset Management, Cl H		435,000		48,211
China CITIC Bank, Cl H		180,000		71,542
China Coal Energy, Cl H		47,000		42,630
China Galaxy Securities, Cl H		416,500		192,600
China National Building Material, Cl H		100,000		76,562
China Overseas Property Holdings		40,000		34,803
China Railway Group, Cl H		113,000		55,421
China Shenhua Energy, Cl H		47,500		141,897
China State Construction International Holdings		38,000		38,485
China Taiping Insurance Holdings		37,400		31,493
China Tower, Cl H		3,870,000		414,120
CITIC		129,000		121,607
COSCO SHIPPING Holdings, Cl H		86,500		101,487
Daqo New Energy ADR *		2,048		108,708
Dian Diagnostics Group, Cl A		168,000		683,863
Kingboard Holdings		20,500		57,975

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

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTAMENTAL

EMERGING MARKET EQUITY ETF
SEPTEMBER 30, 2022

SCHEDULE OF INVESTMENTS
COMMON STOCK (continued)
	Shares		Value
CHINA (continued)
Kingnet Network, Cl A *		712,600	$	654,711
Lenovo Group		144,000		100,159
Nongfu Spring, Cl H		86,400		501,346
People's Insurance Group of China, Cl H		200,000		58,090
PICC Property & Casualty, Cl H		460,000		477,000
Qingdao Gaoce Technology, Cl A		24,791		283,653
Quectel Wireless Solutions, Cl A		4,800		76,816
Sinopharm Group, Cl H		191,600		384,181
SITC International Holdings		253,000		467,975
Tencent Holdings		3,300		111,991
TravelSky Technology, Cl H		114,000		174,560
Yadea Group Holdings		82,000		131,619
Yankuang Energy Group, Cl H		14,000		50,918
YongXing Special Materials Technology, Cl A		4,000		69,686
Yuexiu Property		84,000		101,443
				6,203,068

COLOMBIA — 0.3%
Bancolombia		7,210		48,810

CZECH REPUBLIC — 1.3%
CEZ		7,020		240,699

GREECE — 1.1%
JUMBO		11,533		154,222
OPAP		4,657		56,025
				210,247

HONG KONG — 1.8%
Orient Overseas International		19,500		341,565

HUNGARY — 0.4%
MOL Hungarian Oil & Gas		14,319		79,774

INDIA — 11.8%
ABB India		3,509		133,215
Adani Green Energy *		1,295		35,989
Coal India		54,618		142,501
Hindustan Aeronautics		28,000		807,066
ITC		11,491		46,924
Page Industries		702		437,211
Tata Elxsi		933		98,132
Tube Investments of India		4,382		147,825
Varun Beverages		24,099		309,327

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

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTAMENTAL

EMERGING MARKET EQUITY ETF
SEPTEMBER 30, 2022

SCHEDULE OF INVESTMENTS
COMMON STOCK (continued)
	Shares		Value
INDIA (continued)
WNS Holdings ADR *		547	$	44,766
				2,202,956

INDONESIA — 4.4%
Adaro Energy Indonesia		855,200		222,400
Astra International		341,500		148,576
Sumber Alfaria Trijaya		396,200		62,185
Unilever Indonesia		274,800		87,163
United Tractors		137,000		295,322
				815,646

MALAYSIA — 0.4%
AMMB Holdings		41,300		34,736
Nestle Malaysia		1,700		47,843
				82,579

MEXICO — 2.6%
Alpek, Cl A		134,200		174,996
Prologis Property Mexico ^‡		122,400		310,329
				485,325

POLAND — 1.4%
Polskie Gornictwo Naftowe i Gazownictwo		266,981		263,684

RUSSIA — 0.0%
Gazprom Neft PJSC (A)		111,970		–
Novolipetsk Steel PJSC (A)		98,630		–
PhosAgro PJSC GDR Reg. S (A)		22,787		–
PhosAgro PJSC GDR (A)		146		–
Severstal PAO (A)		11,625		–
				–

SOUTH AFRICA — 3.5%
Thungela Resources		35,266		653,812

SOUTH KOREA — 6.1%
DB Insurance		5,442		209,966
E-MART		512		30,025
Hyundai Glovis		391		44,410
KT		14,307		362,000
LG		1,357		70,188
LG Innotek		1,599		305,673
Samsung Electronics		1,311		48,657
SK Hynix		1,097		63,718
				1,134,637

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

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTAMENTAL

EMERGING MARKET EQUITY ETF
SEPTEMBER 30, 2022

SCHEDULE OF INVESTMENTS
COMMON STOCK (continued)
	Shares		Value
TAIWAN — 13.0%
Lotes		35,000	$	842,231
Novatek Microelectronics		48,000		331,097
Realtek Semiconductor		11,000		93,546
Silicon Motion Technology ADR		7,136		465,196
SinoPac Financial Holdings		890		485
Taiwan Business Bank		664,000		263,517
Taiwan Semiconductor Manufacturing		33,000		438,628
				2,434,700

THAILAND — 1.2%
Bumrungrad Hospital		25,700		154,663
Krung Thai Bank		140,300		62,116
				216,779

TURKEY — 0.4%
Haci Omer Sabanci Holding		22,895		31,838
Turkiye Petrol Rafinerileri *		2,423		37,851
				69,689

UNITED ARAB EMIRATES — 6.0%
Fertiglobe		135,961		212,101
Ghitha Holding PJSC *		3,074		61,512
International Holding PJSC *		8,841		856,889
				1,130,502

UNITED STATES — 0.7%
JBS		18,300		85,396
Parade Technologies		2,000		37,292
				122,688

TOTAL COMMON STOCK
(Cost $20,399,696)				17,640,443

PREFERRED STOCK — 4.6%

BRAZIL — 0.9%
Cia Energetica de Minas Gerais (B)		50,600		100,941
Gerdau (B)		16,500		74,556
				175,497

CHILE — 3.3%
Sociedad Quimica y Minera de Chile (B)		6,535		614,659

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

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTAMENTAL

EMERGING MARKET EQUITY ETF
SEPTEMBER 30, 2022

SCHEDULE OF INVESTMENTS
PREFERRED STOCK (continued)
	Shares		Value
COLOMBIA — 0.4%
Bancolombia (B)		13,128	$	80,071

TOTAL PREFERRED STOCK
(Cost $846,337)				870,227

TOTAL INVESTMENTS— 99.0%
(Cost $21,246,033)			$	18,510,670

	Percentages are based on Net Assets of $18,695,541.
*	Non-income producing security.
^‡	Real Estate Investment Trust.
(A)	Level 3 security in accordance with fair value hierarchy.
(B)	There is currently no rate available.

ADR — American Depositary Receipt

Cl — Class

GDR — Global Depositary Receipt

PJSC — Public Joint Stock Company

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

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTAMENTAL

EMERGING MARKET EQUITY ETF
SEPTEMBER 30, 2022

The following is a summary of the inputs used as of September 30, 2022 when valuing the Fund’s investments:

Investments in Securities	Level 1		Level 2		Level 3^{^†}			Total
Common Stock
Brazil	$	857,209	$	—	$	—		$	857,209
Chile		46,074		—		—			46,074
China		6,203,068		—		—			6,203,068
Colombia		48,810		—		—			48,810
Czech Republic		240,699		—		—			240,699
Greece		210,247		—		—			210,247
Hong Kong		341,565		—		—			341,565
Hungary		79,774		—		—			79,774
India		2,202,956		—		—			2,202,956
Indonesia		815,646		—		—			815,646
Malaysia		82,579		—		—			82,579
Mexico		485,325		—		—			485,325
Poland		263,684		—		—			263,684
Russia^{^‡}		—		—		—	^		—
South Africa		653,812		—		—			653,812
South Korea		1,134,637		—		—			1,134,637
Taiwan		2,434,700		—		—			2,434,700
Thailand		216,779		—		—			216,779
Turkey		69,689		—		—			69,689
United Arab Emirates		1,130,502		—		—			1,130,502
United States		122,688		—		—			122,688
Total Common Stock		17,640,443		—		—			17,640,443
Preferred Stock
Brazil		175,497		—		—			175,497
Chile		614,659		—		—			614,659
Colombia		80,071		—		—			80,071
Total Preferred Stock		870,227		—		—			870,227
Total Investments in Securities	$	18,510,670	$	—	$	—		$	18,510,670

^† A reconciliation of Level 3 investments and disclosures of significant unobservable inputs are presented when the Portfolio has a significant amount of Level 3 investments at the beginning and/or end of the period in relation to net assets. Management has concluded that Level 3 investments are not material in relation to net assets.

^‡ For the period ended September 30, 2022, there were no significant changes into/out of Level 3. The transfer into Level 3 investments for the Fund were immaterial, although the unrealized appreciation/(depreciation) on these investments was $(1,352,976). These securities were impacted by the invasion of Ukraine and sanctions on market conditions in Russia. From the start of the conflict in Ukraine until September 30, 2022, Russian-held investments were deemed to be worthless due to sanctions and inaccessibility of the market.

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

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTAMENTAL

EMERGING MARKET EQUITY ETF
SEPTEMBER 30, 2022

^ Includes Securities in which the fair value is $0 or has been rounded to $0.

For more information on valuation inputs, see Note 2 — Significant Accounting Policies in the Notes to Financial Statements.

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

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTITATIVE

DEVELOPED MARKET EQUITY ETF
SEPTEMBER 30, 2022

SECTOR WEIGHTINGS (Unaudited)^†

^†	Percentages are based on total investments.

SCHEDULE OF INVESTMENTS
COMMON STOCK — 98.3%
	Shares		Value
AUSTRALIA — 3.3%
AGL Energy		129,459	$	569,332
APA Group		15,545		95,849
Capricorn Metals *		49,177		94,855
Computershare		6,796		108,188
Endeavour Group		16,636		74,873
Rio Tinto		5,065		304,129
Tabcorp Holdings		172,214		103,528
Woolworths Group		14,979		326,964
				1,677,718

AUSTRIA — 0.4%
Strabag		5,059		191,304

CANADA — 3.7%
Algoma Steel Group		22,295		143,580
Andlauer Healthcare Group		3,204		110,877
CF Industries Holdings		2,646		254,677
CGI, Cl A *		2,652		200,707
Dollarama		3,448		198,993
Interfor *		4,976		87,566
International Petroleum *		88,343		710,883
Loblaw		2,039		162,313
				1,869,596

DENMARK — 1.5%
AP Moller - Maersk, Cl A		31		55,058
AP Moller - Maersk, Cl B		65		118,740
D/S NORDEN		5,898		249,755
Novo Nordisk, Cl B		3,400		341,079
				764,632

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

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTITATIVE

DEVELOPED MARKET EQUITY ETF
SEPTEMBER 30, 2022

SCHEDULE OF INVESTMENTS
COMMON STOCK (continued)
	Shares		Value
FRANCE — 0.7%
TotalEnergies		7,616	$	360,181

GERMANY — 4.3%
ADVA Optical Networking *		10,102		187,043
Hapag-Lloyd		2,035		348,280
Merck KGaA		1,598		261,123
PNE		62,209		1,078,695
RWE		8,393		310,718
				2,185,859

HONG KONG — 0.2%
Kerry Properties		65,900		125,086

INDONESIA — 1.4%
First Pacific		2,338,628		712,024

ISAREL — 0.3%
Check Point Software Technologies *		1,285		143,946

ITALY — 1.7%
Atlantia		6,885		152,503
Sanlorenzo		5,413		174,729
Saras *		579,964		554,527
				881,759

JAPAN — 4.6%
Bandai Namco Holdings		1,464		95,409
Central Glass		8,284		190,295
Inpex		12,600		118,301
Japan Display *		276,620		87,910
Japan Petroleum Exploration		17,528		419,597
Kissei Pharmaceutical		21,620		384,319
Nippon Telegraph & Telephone		15,439		416,627
Ono Pharmaceutical		4,420		103,244
Sankyo		7,344		222,484
Sumitomo		14,126		175,910
Toho Holdings		10,300		137,907
				2,352,003

NETHERLANDS — 0.7%
Adyen *		44		56,114
Aegon		22,729		91,337
ASML Holding		187		79,434
NN Group		3,606		141,199
				368,084

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

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTITATIVE

DEVELOPED MARKET EQUITY ETF
SEPTEMBER 30, 2022

SCHEDULE OF INVESTMENTS
COMMON STOCK (continued)
	Shares		Value
NIGERIA — 0.3%
Airtel Africa		96,577	$	139,289

NORWAY — 0.2%
Grieg Seafood		18,438		124,530

SWEDEN — 0.8%
HMS Networks		3,250		88,326
Scandic Hotels Group		56,387		162,594
Swedish Match		14,027		139,038
				389,958

SWITZERLAND — 2.7%
Kuehne + Nagel International		790		162,133
Mobilezone Holding		6,846		103,638
u-blox Holding		6,402		784,436
Valora Holding		1,293		341,560
				1,391,767

UNITED KINGDOM — 2.3%
Centrica		181,144		143,246
Drax Group		22,002		147,487
Firstgroup		268,341		315,124
Go-Ahead Group *		6,550		113,039
Renewi		27,648		174,378
Telecom Plus		14,082		271,322
				1,164,596

UNITED STATES — 69.2%
AbbVie		10,193		1,368,003
Alleghany *		162		135,978
Amazon.com *		1,569		177,297
American International Group		4,847		230,136
AmerisourceBergen, Cl A		1,165		157,659
Amgen		2,739		617,371
Amphastar Pharmaceuticals *		8,229		231,235
Aon, Cl A		2,684		718,963
Apple		20,569		2,842,636
Arista Networks *		3,065		346,008
Arthur J Gallagher		1,109		189,883
Autodesk *		2,714		506,975
Automatic Data Processing		3,126		707,070
AutoZone *		231		494,786
Axcelis Technologies *		1,863		112,823
Blucora *		5,361		103,682
Box, Cl A *		8,131		198,315

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

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTITATIVE

DEVELOPED MARKET EQUITY ETF
SEPTEMBER 30, 2022

SCHEDULE OF INVESTMENTS
COMMON STOCK (continued)
	Shares		Value
UNITED STATES (continued)
Bristol-Myers Squibb		1,413	$	100,450
Broadcom		2,679		1,189,503
Cadence Design Systems *		3,416		558,277
Cardinal Health		3,404		226,979
Carlisle		672		188,435
Centene *		7,333		570,581
CH Robinson Worldwide		1,210		116,535
Clearfield *		1,793		187,619
ConocoPhillips		1,113		113,904
Costco Wholesale		2,162		1,021,048
Coterra Energy		7,550		197,206
Dillard's, Cl A		560		152,746
Dollar Tree *		2,830		385,163
Electronic Arts		3,479		402,555
Elevance Health		1,612		732,235
Eli Lilly		1,121		362,475
EQT		4,329		176,407
Everest Re Group		518		135,944
Expeditors International of Washington		2,320		204,879
FactSet Research Systems		374		149,641
Fair Isaac *		372		153,268
GoDaddy, Cl A *		2,002		141,902
Group 1 Automotive		538		76,864
Humana		562		272,677
Ingles Markets, Cl A		5,721		453,160
Intercontinental Exchange		4,702		424,826
International Money Express *		37,078		845,008
iTeos Therapeutics *		10,600		201,930
Jack Henry & Associates		731		133,239
KLA		882		266,920
Live Nation Entertainment *		2,376		180,671
Loews		2,634		131,279
LPL Financial Holdings		1,029		224,816
Marathon Petroleum		5,221		518,602
Marcus & Millichap		26,438		866,638
Mastercard, Cl A		584		166,055
McKesson		235		79,869
Mettler-Toledo International *		276		299,217
Microsoft		5,822		1,355,944
Molina Healthcare *		746		246,061
MongoDB, Cl A *		852		169,173
Mueller Industries		4,622		274,732

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

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTITATIVE

DEVELOPED MARKET EQUITY ETF
SEPTEMBER 30, 2022

SCHEDULE OF INVESTMENTS
COMMON STOCK (continued)
	Shares		Value
UNITED STATES (continued)
Murphy USA		4,134	$	1,136,478
NRG Energy		3,115		119,211
O'Reilly Automotive *		276		194,125
Otis Worldwide		5,411		345,222
Palo Alto Networks *		3,309		541,981
Paychex		2,931		328,887
PepsiCo		1,110		181,219
Pfizer		15,844		693,333
Pilgrim's Pride *		5,660		130,293
Procter & Gamble		3,510		443,137
QIAGEN *		2,827		116,699
QUALCOMM		2,140		241,777
Robert Half International		1,532		117,198
Sealed Air		1,877		83,545
Steel Dynamics		2,370		168,151
Stellantis		33,055		397,397
Syndax Pharmaceuticals *		11,411		274,206
Synopsys *		1,892		578,025
Sysco		4,000		282,840
Tesla *		1,878		498,139
Texas Pacific Land		72		127,961
Travelers		3,017		462,204
Tyson Foods, Cl A		4,102		270,445
UGI		2,767		89,457
UnitedHealth Group		1,407		710,591
Valero Energy		1,097		117,214
Veeva Systems, Cl A *		1,301		214,509
VeriSign *		1,225		212,782
Verisk Analytics, Cl A		1,475		251,532
Vertex Pharmaceuticals *		3,176		919,579
Vistra		5,072		106,512
VMware, Cl A		2,609		277,754
W R Berkley		2,680		173,074
WW Grainger		568		277,860

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

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTITATIVE

DEVELOPED MARKET EQUITY ETF
SEPTEMBER 30, 2022

SCHEDULE OF INVESTMENTS
COMMON STOCK (continued)
	Shares		Value
UNITED STATES (continued)
Yum! Brands		3,433	$	365,065
				35,242,655

TOTAL COMMON STOCK
(Cost $55,662,735)				50,084,987

TOTAL INVESTMENTS— 98.3%
(Cost $55,662,735)			$	50,084,987

	Percentages are based on Net Assets of $50,947,093.
*	Non-income producing security.

Cl — Class

For more information on valuation inputs, see Note 2 — Significant Accounting Policies in the Notes to Financial Statements.

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

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT FUNDS
SEPTEMBER 30, 2022

STATEMENTS OF ASSETS AND LIABILIITES

		Rayliant Quantamental China Equity ETF			Rayliant Quantamental Emerging Market Equity ETF			Rayliant Quantitative Developed Market Equity ETF

Assets:
Investments, at Value (Cost $112,945,410, $21,246,033 and $55,662,735)	$	100,027,870		$	18,510,670		$	50,084,987
Foreign Currency, at Value (Cost $1,184,501, $1,171 and $3,914)		1,184,524			1,166			532
Cash		–			198,771			242,419
Receivable for Capital Shares Sold		960,071			–			–
Unrealized Gain on Forward Foreign Currency Contracts		30			6			–
Dividend and Interest Receivable		–			101,784			92,501
Reclaim Receivable		–			–			772
Receivable from Investment Adviser		–			12,696			–
Receivable for Investment Securities Sold		–			–			629,900
Total Assets		102,172,495			18,825,093			51,051,111
Liabilities:
Payable for Investment Securities Purchased		1,171,799			–			–
Due to Custodian		711,576			–			–
Custody Fees Payable		39,567			14,749			3,749
Payable to Investment Adviser		31,989			–			18,853
Audit Fees Payable		26,380			26,380			26,380
Payable to Administrator		11,754			9,041			9,041
Transfer Agent Fees Payable		10,000			9,500			9,500
Registration Fees Payable		4,306			2,301			6,972
Legal Fees Payable		3,485			667			1,797
Chief Compliance Officer Fees Payable		2,120			406			1,093
Payable to Trustees		22			4			11
Payable for Foreign Capital Gains Tax		–			45,334			–
Offering Cost Payable		–			15,497			15,497
Other Accrued Expenses and Other Payables		19,997			5,673			11,125
Total Liabilities		2,032,995			129,552			104,018
Net Assets	$	100,139,500		$	18,695,541		$	50,947,093
Net Assets Consist of:
Paid-in Capital	$	124,168,916		$	25,283,404		$	64,828,967
Total Accumulated Losses		(24,029,416	)		(6,587,863	)		(13,881,874	)

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

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT FUNDS
SEPTEMBER 30, 2022

STATEMENTS OF ASSETS AND LIABILIITES -(continued)

		Rayliant Quantamental China Equity ETF		Rayliant Quantamental Emerging Market Equity ETF		Rayliant Quantitative Developed Market Equity ETF

Net Assets	$	100,139,500	$	18,695,541	$	50,947,093
Outstanding Shares of beneficial interest (unlimited authorization — no par value)		5,625,000		950,000		2,500,000
Net Asset Value, Offering and Redemption Price Per Share	$	17.80	$	19.68	$	20.38

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

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT FUNDS

FOR THE YEAR/PERIOD ENDED

SEPTEMBER 30, 2022

Statements of Operations

		Rayliant Quantamental China Equity ETF			Rayliant Quantamental Emerging Market Equity ETF	*		Rayliant Quantitative Developed Market Equity ETF	*

Investment Income:
Dividends	$	2,519,256		$	1,316,106		$	1,381,625
Less: Foreign Taxes Withheld		(251,716	)		(143,805	)		(130,992	)
Total Investment Income		2,267,540			1,172,301			1,250,633
Expenses:
Investment Advisory Fees (Note 5)		418,276			120,341			411,711
Administration Fees (Note 4)		127,867			88,296			88,637
Trustees' Fees		14,543			3,070			12,924
Chief Compliance Officer Fees (Note 3)		7,787			1,648			3,171
Custodian Fees		51,911			14,749			3,749
Legal Fees		41,580			9,527			23,840
Printing Fees		31,231			3,049			8,465
Insurance Fees		30,291			8,204			19,027
Audit Fees		25,850			26,380			26,380
Registration and Filing Fees		14,909			11,801			17,348
Offering Costs (Note 2)		12,978			38,785			38,785
Transfer Agent Fees		5,000			9,500			9,500
Pricing Fees		4,087			2,564			2,161
Total Expenses		786,310			337,914			665,698
Less:
Waiver of Investment Advisory Fees		(228,587	)		(120,341	)		(158,971	)
Waiver - Reimbursement from Adviser		–			(69,452	)		–
Net Expenses		557,723			148,121			506,727
Net Investment Income		1,709,817			1,024,180			743,906
Net Realized Loss on:
Investments		(10,465,175	)		(4,649,128	)		(8,702,108	)
Capital Gains Tax		–			(52,272	)		–
Foreign Currency Transactions		(173,603	)		(119,875	)		(84,065	)
Net Realized Loss		(10,638,778	)		(4,821,275	)		(8,786,173	)
Net Change in Unrealized Appreciation (Depreciation) on:
Investments		(11,403,431	)		(2,735,363	)		(5,577,748	)
Capital Gains Tax		–			(45,334	)		–
Foreign Currency Translation		40			(291	)		(3,698	)
Net Change in Unrealized Depreciation		(11,403,391	)		(2,780,988	)		(5,581,446	)
Net Realized and Unrealized Loss		(22,042,169	)		(7,602,263	)		(14,367,619	)

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

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT FUNDS

FOR THE YEAR/PERIOD ENDED

SEPTEMBER 30, 2022

Statements of Operations -(continued)

		Rayliant Quantamental China Equity ETF			Rayliant Quantamental Emerging Market Equity ETF	*		Rayliant Quantitative Developed Market Equity ETF	*

Net Decrease in Net Assets Resulting from Operations	$	(20,332,352	)	$	(6,578,083	)	$	(13,623,713	)

Commenced operations on December 15, 2021.

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

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTAMENTAL

CHINA EQUITY ETF

SEPTEMBER 30, 2022

STATEMENTS OF CHANGES IN NET ASSETS

	Year Ended September 30, 2022			Period Ended September 30, 2021*
Operations:
Net Investment Income	$	1,709,817		$	325,631
Net Realized Loss on Investments, and Foreign Currency Transactions		(10,638,778	)		(2,151,154	)
Net Change in Unrealized Depreciation on Investments, and Foreign Currency Transactions		(11,403,391	)		(1,514,096	)
Net Decrease in Net Assets Resulting From Operations		(20,332,352	)		(3,339,619	)
Distributions		(357,445	)		–
Capital Share Transactions:
Shares
Issued		86,856,354			43,194,027
Redeemed		(5,881,465	)		–
Net Increase in Net Assets From Capital Share Transactions		80,974,889			43,194,027
Total Increase in Net Assets		60,285,092			39,854,408
Net Assets:
Beginning of Year		39,854,408			–
End of Year	$	100,139,500		$	39,854,408
Shares Transactions:
Shares
Issued		4,300,000			1,600,000
Redeemed		(275,000	)		–
Net Increase in Shares Outstanding From Share Transactions		4,025,000			1,600,000

Commenced operations on December 30, 2020.

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

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTAMENTAL

EMERGING MARKET EQUITY ETF

SEPTEMBER 30, 2022

STATEMENTS OF CHANGES IN NET ASSETS

	Year Ended September 30, 2022*
Operations:
Net Investment Income	$	1,024,180
Net Realized Loss on Investments and Foreign Currency Transactions		(4,821,275	)
Net Change in Unrealized Depreciation on Investments and Foreign Currency Transactions		(2,780,988	)
Net Decrease in Net Assets Resulting From Operations		(6,578,083	)
Distributions		(9,780	)
Capital Share Transactions:
Shares
Issued		33,933,341
Redeemed		(8,649,937	)
Net Increase in Net Assets From Capital Share Transactions		25,283,404
Total Increase in Net Assets		18,695,541
Net Assets:
Beginning of Year		–
End of Year	$	18,695,541
Shares Transactions:
Shares
Issued		1,350,000
Redeemed		(400,000	)
Net Increase in Shares Outstanding From Share Transactions		950,000

Commenced operations on December 15, 2021^.

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

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTITATIVE

DEVELOPED MARKET EQUITY ETF

SEPTEMBER 30, 2022

STATEMENTS OF CHANGES IN NET ASSETS

	Period Ended September 30, 2022*
Operations:
Net Investment Income	$	743,906
Net Realized Loss on Investments, and Foreign Currency Transactions		(8,786,173	)
Net Change in Unrealized Depreciation on Investments, and Foreign Currency Transactions		(5,581,446	)
Net Decrease in Net Assets Resulting From Operations		(13,623,713	)
Distributions		(12,688	)
Capital Share Transactions:
Shares
Issued		96,498,794
Redeemed		(31,915,300	)
Net Increase in Net Assets From Capital Share Transactions		64,583,494
Total Increase in Net Assets		50,947,093
Net Assets:
Beginning of Period		–
End of Period	$	50,947,093
Shares Transactions:
Shares
Issued		3,950,000
Redeemed		(1,450,000	)
Net Increase in Shares Outstanding From Share Transactions		2,500,000

Commenced operations on December 15, 2021.

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

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTAMENTAL

CHINA EQUITY ETF

SEPTEMBER 30, 2022

FINANCIAL HIGHLIGHTS

Selected Per Share Data & Ratios

For a Share Outstanding

Throughout the Year/Period

	Year Ended September 30, 2022			Period Ended September 30, 2021*
Net Asset Value, Beginning of Year	$	24.91		$	25.00
Income (Loss) from Investment Operations:
Net Investment Income^†		0.52			0.39
Net Realized and Unrealized Loss		(7.42	)		(0.48	)
Total from Investment Operations		(6.90	)		(0.09	)
Dividends and Distributions:
Net Investment Income		(0.21	)		—
Net Asset Value, End of Year	$	17.80		$	24.91
Total Return^‡		(27.93	)%		(0.36	)%
Ratios and Supplemental Data
Net Assets, End of Year (Thousands)	$	100,140		$	39,854
Ratio of Expenses to Average Net Assets		0.80	%		0.80	%^†^†
Ratio of Expenses to Average Net Assets (Excluding Waivers and Reimbursements)		1.13	%		2.43	%^†^†
Ratio of Net Investment Loss to Average Net Assets		2.45	%		1.97	%^†^†
Portfolio Turnover Rate		255	%		199§	%

*	Commenced operations on December 30, 2020.
^†	Per share calculations were performed using average shares for the period.
^†^†	Annualized.
^‡	Total return is for the period indicated and has not been annualized. Returns shown do not reflect the deductions of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.
§	Portfolio turnover is for the period indicated and has not been annualized.
	Amounts designated as “—” are either not applicable, $0 or have been rounded to $0.

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

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTAMENTAL

EMERGING MARKET EQUITY ETF

SEPTEMBER 30, 2022

FINANCIAL HIGHLIGHTS

Selected Per Share Data & Ratios

For a Share Outstanding

Throughout the Period

	Period Ended September 30, 2022*
Net Asset Value, Beginning of Year	$	25.00
Income (Loss) from Investment Operations:
Net Investment Income^†		0.98
Net Realized and Unrealized Loss		(6.20	)
Total from Investment Operations		(5.22	)
Dividends and Distributions:
Net Investment Income		(0.10	)
Net Asset Value, End of Year	$	19.68
Total Return^‡		(20.97	)%
Ratios and Supplemental Data
Net Assets, End of Year (Thousands)	$	18,696
Ratio of Expenses to Average Net Assets		0.80	%††
Ratio of Expenses to Average Net Assets (Excluding Waivers and Reimbursements)		1.83	%††
Ratio of Net Investment Loss to Average Net Assets		5.53	%††
Portfolio Turnover Rate§		295	%

*	Commenced operations on December 15, 2021.
^†	Per share calculations were performed using average shares for the period.
^†^†	Annualized.
^‡	Total return is for the period indicated and has not been annualized. Returns shown do not reflect the deductions of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.
§	Portfolio turnover is for the period indicated and has not been annualized.
	Amounts designated as “—” are either not applicable, $0 or have been rounded to $0.

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

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT QUANTITATIVE

DEVELOPED MARKET EQUITY ETF

SEPTEMBER 30, 2022

FINANCIAL HIGHLIGHTS

Selected Per Share Data & Ratios

For a Share Outstanding

Throughout the Period

	Period Ended September 30, 2022*
Net Asset Value, Beginning of Year	$	25.00
Income (Loss) from Investment Operations:
Net Investment Income^†		0.21
Net Realized and Unrealized Loss		(4.83	)
Total from Investment Operations		(4.62	)
Dividends and Distributions:
Net Investment Income		—	^
Net Asset Value, End of Year	$	20.38
Total Return^‡		(18.47	)%
Ratios and Supplemental Data
Net Assets, End of Year (Thousands)	$	50,947
Ratio of Expenses to Average Net Assets		0.80	%††
Ratio of Expenses to Average Net Assets (Excluding Waivers and Reimbursements)		1.05	%††
Ratio of Net Investment Loss to Average Net Assets		1.17	%††
Portfolio Turnover Rate§		235	%

*	Commenced operations on December 15, 2021.
^†	Per share calculations were performed using average shares for the period.
^†^†	Annualized.
^‡	Total return is for the period indicated and has not been annualized. Returns shown do not reflect the deductions of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.
^	Amount represents less than $0.005 per share.
§	Portfolio turnover is for the period indicated and has not been annualized.
	Amounts designated as “—” are either not applicable, $0 or have been rounded to $0.

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

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT FUNDS

SEPTEMBER 30, 2022

NOTES TO FINANCIAL STATEMENTS

1. Organization:

The Advisors’ Inner Circle Fund III (the “Trust”) is organized as a Delaware statutory trust under a Declaration of Trust dated December 4, 2013. The Trust is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company with 65 funds. The financial statements herein are those of the Rayliant Quantamental China Equity ETF, the Rayliant Quantamental Emerging Market Equity ETF, and the Rayliant Quantitative Developed Market Equity ETF (the “Funds”). The investment objective of each of the Funds is to seek long-term capital appreciation. Each of the Funds is classified as a non-diversified investment company. Rayliant Asset Management serves as the investment adviser (the “Adviser”) to each of the Funds. The Adviser has registered with the National Futures Association as a “Commodity Pool Operator” under the Commodities Exchange Act with respect to each of the Funds. The Rayliant Quantamental China Equity ETF commenced operations on December 30, 2020; the Rayliant Quantamental Emerging Market Equity ETF and the Rayliant Quantitative Developed Market Equity ETF each commenced operations on December 15, 2021. The financial statements of the remaining funds of the Trust are presented separately. The assets of each fund are segregated, and a shareholder’s interest is limited to the funds in which shares are held.

2. Significant Accounting Policies:

The following are significant accounting policies, which are consistently followed in the preparation of the financial statements of the Funds. The Funds are each investment companies that apply the accounting and reporting guidance issued in Topic 946 by the U.S. Financial Accounting Standards Board (“FASB”).

Use of Estimates — The preparation of financial statements, in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates and such differences could be material.

Security Valuation — Securities listed on a securities exchange, market or automated quotation system for which quotations are readily available (except for securities traded on NASDAQ), including securities traded over the counter, are valued at the last quoted sale price on an exchange or market (foreign or domestic) on which they are traded or, if there is no such reported sale on the valuation date, at the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ official closing

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT FUNDS

SEPTEMBER 30, 2022

price will be used. The prices for foreign securities are reported in local currency and converted to U.S. dollars using currency exchange rates. Prices for most securities held in the Funds are provided daily by recognized independent pricing agents. If a security price cannot be obtained from an independent, third-party pricing agent, the Funds seeks to obtain a bid price from at least one independent broker.

Securities for which market prices are not “readily available” are required to be fair valued under the 1940 Act.

In December 2020, the SEC adopted Rule 2a-5 under the 1940 Act, establishing requirements to determine fair value in good faith for purposes of the 1940 Act. The rule permits fund boards to designate a fund's investment adviser to perform fair-value determinations, subject to board oversight and certain other conditions. The rule also defines when market quotations are "readily available" for purposes of the 1940 Act and requires a fund to fair value a portfolio investment when a market quotation is not readily available. The SEC also adopted new Rule 31a-4 under the 1940 Act, which sets forth recordkeeping requirements associated with fair-value determinations. The compliance date for Rule 2a-5 and Rule 31a-4 was September 8, 2022.

Effective September 8, 2022, and pursuant to the requirements of Rule 2a-5, the Trust’s Board of Trustees designated the Adviser as the Board’s valuation designee to perform fair-value determinations for the Funds through a Fair Value Committee established by the Adviser and approved new Adviser Fair Value Procedures for the Funds. Prior to September 8, 2022, fair-value determinations were performed in accordance with the Trust’s Fair Value Procedures established by the Funds’ Board of Trustees and were implemented through a Fair Value Committee designated by the Board.

Some of the more common reasons that may necessitate that a security be valued using Fair Value Procedures include: the security’s trading has been halted or suspended; the security has been de-listed from a national exchange; the security’s primary trading market is temporarily closed at a time when under normal conditions it would be open; the security has not been traded for an extended period of time; the security’s primary pricing source is not able or willing to provide a price; or trading of the security is subject to local government imposed restrictions. When a security is valued in accordance with the Fair Value Procedures, the Committee will determine the value after taking into consideration relevant information reasonably available to the Committee.

For securities that principally trade on a foreign market or exchange, a significant gap in time can exist between the time of a particular security’s last trade and the time at which the Funds calculate its net asset value. The closing prices of such

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RAYLIANT FUNDS

SEPTEMBER 30, 2022

securities may no longer reflect their market value at the time the Funds calculate its net asset value if an event that could materially affect the value of those securities (a “Significant Event”) has occurred between the time of the security’s last close and the time that the Funds calculate net asset value. A Significant Event may relate to a single issuer or to an entire market sector. If the Adviser of the Funds become aware of a Significant Event that has occurred with respect to a security or group of securities after the closing of the exchange or market on which the security or securities principally trade, but before the time at which the Funds calculate its net asset value, it may request that a Committee meeting be called.

In accordance with U.S. GAAP, the Funds disclose fair value of its investments in a hierarchy that prioritizes the inputs to valuation techniques used to measure the fair value. The objective of a fair value measurement is to determine the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price).
Accordingly, the fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below:

●

Level 1 — Unadjusted quoted prices in active markets for identical, unrestricted assets or liabilities that the Funds have the ability to access at the measurement date;

●

Level 2 — Other significant observable inputs (includes quoted prices for similar securities, interest rates, prepayment speeds, credit risk, referenced indices, quoted prices in inactive markets, adjusted quoted prices in active markets, adjusted quoted prices on foreign equity securities that were adjusted in accordance with pricing procedures approved by the Board, etc.); and

●

Level 3 — Prices, inputs or exotic modeling techniques which are both significant to the fair value measurement and unobservable (supported by little or no market activity).

Investments are classified within the level of the lowest significant input considered in determining fair value. Investments classified within Level 3 whose fair value measurement considers several inputs may include Level 1 or Level 2 inputs as components of the overall fair value measurement.

Federal Income Taxes — It is the Funds’ intention to continue to qualify as a regulated investment company for Federal income tax purposes by complying with the appropriate provisions of Subchapter M of the Internal Revenue Code of 1986,

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT FUNDS

SEPTEMBER 30, 2022

as amended. Accordingly, no provision for Federal income taxes has been made in the financial statements.

The Funds evaluate tax positions taken or expected to be taken in the course of preparing the Funds’ tax returns to determine whether it is “more-likely than-not” (i.e., greater than 50-percent) that each tax position will be sustained upon examination by a taxing authority based on the technical merits of the position. Tax positions not deemed to meet the more-likely-than-not threshold are recorded as a tax benefit or expense in the current year. The Funds did not record any tax provision in the current period. However, management’s conclusions regarding tax positions taken may be subject to review and adjustment at a later date based on factors including, but not limited to, examination by tax authorities (i.e., from commencement of operations, as applicable), on-going analysis of and changes to tax laws, regulations and interpretations thereof.

As of and during the year or period ended September 30, 2022, the Funds did not have a liability for any unrecognized tax benefits. The Funds recognize interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the Statement of Operations. During the period, the Funds did not incur any interest or penalties.

Security Transactions and Investment Income — Security transactions are accounted for on the trade date. Costs used in determining realized gains and losses on the sale of investment securities are based on the specific identification method. Dividend income and expense are recorded on the ex-dividend date. Dividend income is recorded net of unrecoverable withholding tax. Interest income is recognized on the accrual basis from settlement date. Certain dividends and expenses from foreign securities will be recorded as soon as the Funds are informed of the dividend if such information is obtained subsequent to the ex-dividend date.

Foreign Currency Translation — The books and records of the Funds are maintained in U.S. dollars. Investment securities and other assets and liabilities denominated in a foreign currency are translated into U.S. dollars on the date of valuation. The Funds do not isolate that portion of realized or unrealized gains and losses resulting from changes in the foreign exchange rate from fluctuations arising from changes in the market prices of the securities. These gains and losses are included in net realized and unrealized gains and losses on investments on the Statement of Operations. Net realized and unrealized gains and losses on foreign currency transactions represent net foreign exchange gains or losses from foreign currency exchange contracts, disposition of foreign currencies, currency gains or losses realized between trade and settlement dates on securities transactions and the difference between the amount of the investment income and foreign withholding

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT FUNDS

SEPTEMBER 30, 2022

taxes recorded on the Funds’ books and the U.S. dollar equivalent of the amounts actually received or paid.

Classes — Class specific expenses are borne by that class of shares. Income, realized and unrealized gains (losses), and non-class specific expenses are allocated to the respective class on basis of relative daily net assets.

Expenses — Most expenses of the Trust can be directly attributed to a particular fund. Expenses which cannot be directly attributed to a particular fund are apportioned among the funds of the Trust based on the number of funds and/or relative net assets.

Cash — Idle cash may be swept into various time deposit accounts and is classified as cash on the Statement of Assets and Liabilities. The Fund maintains cash in bank deposit accounts which, at times may exceed United States federally insured limits. Amounts invested are available on the same business day.

Dividends and Distributions to Shareholders — Any net realized capital gains are distributed annually. All distributions are recorded on ex-dividend date.

Offering Costs — For the year ended September 30, 2022, the Rayliant Quantamental China Equity ETF incurred $0 in deferred offering costs and expensed $12,978. During the period ended September 30, 2022, the Rayliant Quantamental Emerging Market Equity ETF and Rayliant Quantitative Developed Market Equity ETF commenced operations and had each incurred, or expect to incur, offering costs in the amount of $48,985, and each had expensed $38,785, which are being amortized to expense over a twelve month period. As of September 30, 2022, the Rayliant Quantamental China Equity ETF had $0 remaining to be amortized; the Rayliant Quantamental Emerging Market Equity ETF and Rayliant Quantitative Developed Market Equity ETF each had $10,200 remaining to be amortized.

Creation Units — The Funds issue and redeems Shares at NAV and only in large blocks of Shares (each block of Shares for the Funds are a Creation Unit of 25,000, 50,000 and 25,000 Shares for Rayliant Quantamental China Equity ETF, Rayliant Quantamental Emerging Market Equity ETF and Rayliant Quantitative Developed Market Equity ETF, respectively or multiples thereof). Except when aggregated in Creation Units, Shares are not redeemable securities of the Funds. Shares of Funds may only be purchased or redeemed by certain Authorized Participants. An Authorized Participant is either (i) a broker-dealer or other participant in the clearing process through the Continuous Net Settlement System of the National Securities Clearing Corporation or (ii) a Depository Trust Company (‘‘DTC’’) participant and, in each case, must have executed a Participant Agreement with the Distributor. Most retail investors will not qualify as Authorized Participants or have the resources to

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RAYLIANT FUNDS

SEPTEMBER 30, 2022

buy and sell whole Creation Units. Therefore, they will be unable to purchase or redeem the Shares directly from Funds. Rather, most retail investors will purchase Shares in the secondary market with the assistance of a broker and will be subject to customary brokerage commissions or fees when buying or selling Shares. If a Creation Unit is purchased or redeemed for cash, a higher transaction fee will be charged.

The following table discloses Creation Unit breakdown as of September 30, 2022:

	Creation Unit Shares		Creation Transaction Fee		Value		Redemption Transaction Fee
Rayliant Quantamental China Equity ETF		25,000	$	1,000	$	445,000	$	1,000
Rayliant Quantamental Emerging Market Equity ETF		50,000	$	2,500	$	984,000	$	2,500
Rayliant Quantitative Developed Market Equity ETF		25,000	$	1,000	$	509,500	$	1,000

3. Transactions with Affiliates:

Certain officers of the Trust are also employees of SEI Investments Global Funds Services (the “Administrator”), a wholly owned subsidiary of SEI Investments Company, and/or SEI Investments Distribution Co. (the “Distributor”). Such officers are paid no fees by the Trust, other than the Chief Compliance Officer (“CCO”) as described below, for serving as officers of the Trust.

The services provided by the CCO and his staff are paid for by the Trust as incurred. The services include regulatory oversight of the Trust’s Advisors and service providers as required by SEC regulations. The CCO’s services and fees have been approved by and are reviewed by the Board.

4. Administration, Distribution, Custodian, and Transfer Agent Agreements:

The Funds and the Administrator are parties to an Administration Agreement under which the Administrator provides administration services to the Funds. For these services, the Administrator is paid an asset-based fee, which will vary depending on the number of share classes and the average daily net assets of the Funds. For the year or period ended September 30, 2022, for the Rayliant Quantamental China Equity ETF, the Rayliant Quantamental Emerging Market Equity ETF, and the Rayliant Quantitative Developed Market Equity ETF incurred $127,867, $88,296, and $88,637, respectively, for these services.

The Trust has adopted a Distribution Plan (the “Plan”) applicable to the Funds in accordance with the provisions of Rule 12b-1 under the 1940 Act, which regulates

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circumstances under which an investment company may directly or indirectly bear expenses relating to the distribution of its shares.

Under the Plan, the Distributor or financial intermediaries may receive up to 0.25% of the average daily net assets of each Fund as compensation for distribution and shareholder services. For the year or period ended September 30, 2022, the Funds did not incur any fees for these services.

Brown Brothers Harriman & Co. acts as custodian (the “Custodian”) for each of the Funds. The Custodian plays no role in determining the investment policies of any of the Funds or which securities are to be purchased or sold by the Funds.

Brown Brothers Harriman & Co. also serves as the transfer agent and dividend disbursing agent for each of the Funds under a transfer agency agreement with the Trust.

5. Investment Advisory Agreement:

Under the terms of an investment advisory agreement between the Trust, on behalf of the Funds, and the Adviser, the Adviser provides investment advisory services to Rayliant Quantamental China Equity ETF, Rayliant Quantamental Emerging Market Equity ETF and Rayliant Quantitative Developed Market Equity ETF at a fee calculated at an annual rate of 0.60%, 0.65% and 0.65%, respectively, of the Fund’s average daily net assets. The Adviser contractually has agreed to reduce fees and to reimburse expenses for each of the Funds to the extent necessary to keep total annual fund operating expenses after fee reductions and/or expense reimbursements (excluding any class specific expenses, dividend and interest expenses on securities sold short, interest, taxes, acquired fund fee expenses and non-routine expenses) from exceeding 0.80% with respect to the Fund’s’ average daily net assets until January 31, 2023 (the “Expense Limitation”). The Adviser may recover all or a portion of the Adviser’s fee reductions or expense reimbursements in regard to each of the Funds, up to the expense cap in place at the time the expenses were waived, within a three-year period from the year in which the Adviser reduced the Adviser’s fee or reimbursed expenses if the Fund’s total annual funds operating expenses are below the Expense Limitation. This agreement may be terminated by the Board for any reason at any time, or by the Adviser, upon ninety (90) days’ prior written notice to the Trust, effective as of the close of business on January 31, 2023.

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As of September 30, 2022, the following amounts of waivers/reimbursements are subject to recoupment:

Period	Subject to Repayment until September 30:			Rayliant Quantamental China Equity ETF		Rayliant Quantamental Emerging Market Equity ETF		Rayliant Quantitative Developed Market Equity ETF
2021		2024	$	269,626	$	—	$	—
2022		2025	$	228,587	$	189,793	$	158,971
			$	498,213	$	189,793	$	158,971

6. Investment Transactions:

For the year ended September 30, 2022, the Rayliant Quantamental China Equity ETF made purchases of $257,512,068 and sales of $175,406,776 in investment securities other than long-term U.S. Government and short-term securities.

For the year or period ended September 30, 2022, the Rayliant Quantamental Emerging Market Equity ETF made purchases of $95,934,508 and sales of $70,040,567 in investment securities other than long-term U.S. Government and short-term securities.

For the year or period ended September 30, 2022, the Rayliant Quantitative Developed Market Equity ETF made purchases of $281,643,889 and sales of $217,274,017 in investment securities other than long-term U.S. Government and short-term securities. The purchase and sales balances include the effect of securities received or delivered from processing in-kind creations of $94,305,530 and redemptions of $31,520,100 respectively, and have been properly excluded from the calculation of portfolio turnover within the Fund’s financial highlights. Realized gains on in-kind redemptions were $245,473.

7. Federal Tax Information:

The amount and character of income and capital gain distributions to be paid, if any, are determined in accordance with Federal income tax regulations, which may differ from U.S. GAAP. As a result, net investment income (loss) and net realized gain/(loss) on investment transactions for a reporting period may differ significantly from distributions during the year. Book/tax differences may be temporary or permanent.

The permanent differences are primary attributed to different treatment for gains and losses on REIT adjustments, PFIC adjustments, India capital gains tax and foreign currency transactions.

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At September 30, 2022, the fund reclassifed the following permanent amount between capital paid-in and distributable earnings (accumulated losses), the reclassification is primarily related to In-Kind Redemptions:

		Distributable Earnings (Accumulated Loss)				Paid-in Capital
Rayliant Quantitative Developed Market Equity ETF		$	(245,473	)		$	245,473

The tax character of dividends and distributions paid during the year or period ended September 30, 2022 are as follows:

	Ordinary Income			Long-Term Capital Gain		Total
Rayliant Quantamental China Equity ETF	$	(357,445	)	$	—	$	(357,445	)
Rayliant Quantamental Emerging Market Equity ETF		(9,780	)		—		(9,780	)
Rayliant Quantitative Developed Market Equity ETF		(12,688	)		—		(12,688	)

As of September 30, 2022, the components of Distributable Earnings on a tax basis for the Funds were as follows:

		Rayliant Quantamental China Equity ETF			Rayliant Quantamental Emerging Market Equity ETF			Rayliant Quantitative Developed Market Equity ETF
Undistributed Ordinary Income	$	1,556,476		$	871,026		$	661,438
Post October Capital Losses Deferred – Short-Term		(9,434,893	)		–			–
Capital Loss Carryforwards - Short-Term		(1,456,302	)		(4,557,288	)		(8,920,494	)
Unrealized Depreciation		(14,694,696	)		(2,901,599	)		(5,622,819	)
Other Temporary Differences		(1	)		(2	)		1
Total Accumulated Losses	$	(24,029,416	)	$	(6,587,863	)	$	(13,881,874	)

Post-October capital losses represent capital losses realized on investment transactions from November 1, 2021 through September 30, 2022, that, in accordance with Federal income tax regulations, the Funds may elect to defer and treat as having arisen in the following fiscal year.

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The fund has capital losses carried forward as follows:

	Short-Term Loss		Long-Term Loss		Total
Rayliant Quantamental China Equity ETF	$	1,456,302	$	—	$	1,456,302
Rayliant Quantamental Emerging Market Equity ETF		4,557,288		—		4,557,288
Rayliant Quantitative Developed Market Equity ETF		8,920,494		—		8,920,494

For Federal income tax purposes, the difference between Federal tax cost and book cost primarily relates to wash sales and former PFIC MTM adjustments. The Federal tax cost and aggregate gross unrealized appreciation and depreciation for investments held by the Fund at September 30, 2022 were as follows:

	Federal Tax Cost		Aggregate Gross Unrealized Appreciation		Aggregate Gross Unrealized Depreciation			Net Unrealized Depreciation
Rayliant Quantamental China Equity ETF	$	114,722,589	$	1,706,255	$	(16,400,951	)	$	(14,694,696	)
Rayliant Quantamental Emerging Market Equity ETF		21,366,644		1,257,503		(4,159,102	)		(2,901,599	)
Rayliant Quantitative Developed Market Equity ETF		55,704,108		980,106		(6,602,925	)		(5,622,819	)

8. Concentration of Risks:

As with all ETFs, there is no guarantee that the Funds will achieve its investment objective. A Fund share is not a bank deposit and it is not insured or guaranteed by the FDIC or any government agency. Each Fund is subject to certain of the principal risks noted below. A more complete description of principal risks is included in each Fund’s prospectus under the heading “Principal Ricks”.

Risk of Investing in China - Since 1978, the Chinese government has been, and is expected to continue, reforming its economic policies, which has resulted in less direct central and local government control over the business and production activities of Chinese enterprises and companies. Notwithstanding the economic reforms instituted by the Chinese government and the Chinese Communist Party, actions of the Chinese central and local government authorities continue to have a substantial effect on economic conditions in China, which could affect the public and private sector companies in which the Fund invests. In the past, the Chinese government has from

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time to time taken actions that influence the prices at which certain goods may be sold, encourage companies to invest or concentrate in particular industries, induce mergers between companies in certain industries and induce private companies to publicly offer their securities to increase or continue the rate of economic growth, control the rate of inflation or otherwise regulate economic expansion. It may do so in the future as well. Such actions and a variety of other centrally planned or determined activities by the Chinese government could have a significant adverse effect on economic conditions in China, the economic prospects for, and the market prices and liquidity of, the securities of Chinese companies and the payments of dividends and interest by Chinese companies.

Risk of Investing in Russia - Russia's military invasion of Ukraine in February 2022, the resulting responses by the United States and other countries, and the potential for wider conflict have had, and could continue to have, severe adverse effects on regional and global economies and could further increase volatility and uncertainty in the financial markets. The United States and other countries have imposed broad-ranging economic sanctions on Russia and certain Russian individuals, banking entities and corporations as a response to its invasion of Ukraine.

The United States and other countries have also imposed economic sanctions on Belarus and may impose sanctions on other countries that provide military or economic support to Russia. These sanctions, as well as any other economic consequences related to the invasion, such as additional sanctions, boycotts or changes in consumer or purchaser preferences or cyberattacks on governments, companies or individuals, may further decrease the value and liquidity of certain Russian securities and securities of issuers in other countries that are subject to economic sanctions related to the invasion. To the extent that a Fund has exposure to Russian investments or investments in countries affected by the invasion, the Fund's ability to price, buy, sell, receive or deliver such investments may be impaired. In addition, any exposure that a Fund may have to counterparties in Russia or in countries affected by the invasion could negatively impact the Fund's investments. The extent and duration of military actions and the repercussions of such actions (including any retaliatory actions or countermeasures that may be taken by those subject to sanctions) are impossible to predict. These events have resulted in, and could continue to result in, significant market disruptions, including in certain industries or sectors such as the oil and natural gas markets, and may further strain global supply chains and negatively affect inflation and global growth. These and any related events could significantly impact a Fund's performance and the value of an investment in a Fund beyond any direct exposure a Fund may have to Russian issuers or issuers in other countries affected by the invasion.

Equity Market Risk - Because a Fund may invest in equity securities, the Fund is subject to the risk that stock prices will fall over short or extended periods of time. Historically, the equity markets have moved in cycles, and the value of the Fund’s securities may fluctuate drastically from day to day. Individual companies may report poor results or be

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negatively affected by industry and/or economic trends and developments. The prices of securities issued by such companies may suffer a decline in response. The market as a whole may not favor the types of investments a Fund makes. Many factors can adversely affect a security’s performance, including both general financial market conditions and factors related to a specific company, industry or geographic region. In addition, the impact of any epidemic, pandemic or natural disaster, or widespread fear that such events may occur, could negatively affect the global economy, as well as the economies of individual countries, the financial performance of individual companies and sectors, and the markets in general in significant and unforeseen ways. Any such impact could adversely affect the prices and liquidity of the securities and other instruments in which a Fund invests, which in turn could negatively impact the Fund’s performance and cause losses on your investment in the Fund. Recent examples include pandemic risks related to COVID-19 and aggressive measures taken worldwide in response by governments, including closing borders, restricting international and domestic travel, and the imposition of prolonged quarantines of large populations, and by businesses, including changes to operations and reducing staff. The impact of the COVID-19 pandemic may be short-term or may last for an extended period of time, and in either case could result in a substantial economic downturn or recession. During a general economic downturn in the securities markets, multiple asset classes may be negatively affected. In the case of foreign stocks, these fluctuations will reflect international economic and political events, as well as changes in currency valuations relative to the U.S. dollar. These factors contribute to price volatility, which is a principal risk of investing in a Fund.

Stock Connect Investing Risk - Fund purchases of China A Shares through Stock Connect involve ownership rights that are exercised differently than those involved in U.S. securities markets. When the Fund buys a Shanghai Stock Exchange-listed or Shenzhen Stock Exchange-listed stock through Stock Connect, the Fund is purchasing a security registered under the name of the Hong Kong Securities Clearing Company Limited (“HKSCC”) that acts as a nominee holder for the beneficial owner of the Shanghai Stock Exchange-listed or Shenzhen Stock Exchange-listed stock. The Fund as the beneficial owner of the Shanghai Stock Exchange-listed or Shenzhen Stock Exchange-listed stock can exercise its rights through its nominee HKSCC. However, due to the indirect nature of holding its ownership interest through a nominee holder, the Fund might encounter difficulty in exercising or timely exercising its rights as the beneficial owner when trading through HKSCC under Stock Connect, and such difficulty may expose the Fund to risk of loss.

Foreign Securities Risk - Investments in securities of foreign companies (including direct investments as well as investments through certain depositary receipts) can be more volatile than investments in U.S. companies. Diplomatic, political, or economic developments, including nationalization or appropriation, could affect investments in foreign companies. Foreign securities markets generally have less trading volume and less liquidity than U.S. markets. In addition, the value of securities denominated

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in foreign currencies, and of dividends from such securities, can change significantly when foreign currencies strengthen or weaken relative to the U.S. dollar. Financial statements of foreign issuers are governed by different accounting, auditing, and financial reporting standards than the financial statements of U.S. issuers. Thus, there may be less information publicly available about foreign issuers than about most U.S. issuers. Some foreign governments levy withholding taxes against dividend and interest income. Although in some countries a portion of these taxes are recoverable, the non-recovered portion will reduce the income received from the securities comprising a Fund’s portfolio. Any spread of an infectious illness, public health threat or similar issue could reduce consumer demand or economic output, result in market closures, travel restrictions or quarantines, and generally have a significant impact on the economies of the affected country and other countries with which it does business, which in turn could adversely affect a Fund's investments in that country and other affected countries. Additionally, periodic U.S. Government restrictions on investments in issuers from certain foreign countries may result in a Fund having to sell such prohibited securities at inopportune times. Such prohibited securities may have less liquidity as a result of such U.S. Government designation and the market price of such prohibited securities may decline, which may cause the Fund to incur losses.

Foreign Currency Risk - As a result of a Fund's investments in securities or other investments denominated in, and/or receiving revenues in, foreign currencies, the Fund will be subject to currency risk. Currency risk is the risk that foreign currencies will decline in value relative to the U.S. dollar, in which case the dollar value of an investment in a Fund would be adversely affected. Currency exchange rates may fluctuate in response to, among other things, changes in interest rates, intervention (or failure to intervene) by U.S. or foreign governments, central banks or supranational entities, or by the imposition of currency controls or other political developments in the United States or abroad.

Large Capitalization Risk - If valuations of large capitalization companies appear to be greatly out of proportion to the valuations of small or medium capitalization companies, investors may migrate to the stocks of small and medium-sized companies. Additionally, larger, more established companies may be unable to respond quickly to new competitive challenges such as changes in technology and consumer tastes. Larger companies also may not be able to attain the high growth rates of successful smaller companies.

Small and Medium Capitalization Issuers Risk - Investing in equity securities of small and medium capitalization companies often involves greater risk than is customarily associated with investments in larger capitalization companies. This increased risk may be due to the greater business risks of smaller size companies, limited markets and financial resources, narrow product lines and the frequent lack of depth of management. Stock prices of smaller companies may be based in substantial part on future expectations rather than current achievements. The securities of smaller companies are often traded over-the-counter and, even if listed on a national securities

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exchange, may not be traded in volumes typical for that exchange. Consequently, the securities of smaller companies may be less liquid, may have limited market stability and may be subject to more severe, abrupt or erratic market movements than securities of larger, more established companies or the market averages in general. Further, smaller companies may have less publicly available information and, when available, it may be inaccurate or incomplete.

Emerging Market Company Risk - Investments in emerging market companies are considered speculative and subject to heightened risks in addition to the general risks of investing in foreign companies. Unlike more established markets, emerging markets may have governments that are less stable and economies that are less developed. Furthermore, future economic or political crises could lead to price controls, forced mergers, expropriation or confiscatory taxation, seizure, nationalization or creation of government monopolies.

Depositary Receipts Risk - American Depositary Receipts (“ADRs”) are typically trust receipts issued by a U.S. bank or trust company that evidence an indirect interest in underlying securities issued by a foreign entity. Global Depositary Receipts (“GDRs”), European Depositary Receipts (“EDRs”), and other types of depositary receipts (collectively, “Depositary Receipts”) are typically issued by non-U.S. banks or financial institutions to evidence an interest in underlying securities issued by either a U.S. or a non-U.S. entity. Investments in non-U.S. issuers through ADRs, GDRs, EDRs, and other types of Depositary Receipts generally involve risks applicable to other types of investments in non-U.S. issuers. Investments in Depositary Receipts may be less liquid and more volatile than the underlying securities in their primary trading market. If a Depositary Receipt is denominated in a different currency than its underlying securities, a Fund will be subject to the currency risk of both the investment in the Depositary Receipt and the underlying security. The values of Depositary Receipts may decline for a number of reasons relating to the issuers or sponsors of the Depositary Receipts, including, but not limited to, insolvency of the issuer or sponsor. Holders of Depositary Receipts may have limited or no rights to take action with respect to the underlying securities or to compel the issuer of the receipts to take action. The prices of Depositary Receipts may differ from the prices of securities upon which they are based. In addition, there is risk involved in investing in unsponsored depositary receipts, as there may be less information available about the underlying issuer than there is about an issuer of sponsored depositary receipts and the prices of unsponsored depositary receipts may be more volatile than those of sponsored depositary receipts.

Management Risk - Each Fund is subject to the risk that the Adviser’s judgments about the attractiveness, value, or potential appreciation of the Fund’s investments may prove to be incorrect. In addition, the prices of common stocks move up and down in response to corporate earnings and developments, economic and market conditions and anticipated events. Individual issuers may report poor results or be negatively

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affected by industry and/or economic trends and developments. A Fund’s investment success depends on the skill of the Adviser in evaluating, selecting and monitoring the portfolio assets. If the Adviser’s conclusions about growth rates or securities values are incorrect, the Fund may not perform as anticipated.

Quantitative Investing Risk - A quantitative investment style generally involves the use of computers to implement a systematic or rules-based approach to selecting investments based on specific measurable factors. Due to the significant role technology plays in such strategies, they carry the risk of unintended or unrecognized issues or flaws in the design, coding, implementation or maintenance of the computer programs or technology used in the development and implementation of the quantitative strategy. These issues or flaws, which can be difficult to identify, may result in the implementation of a portfolio that is different from that which was intended, and could negatively impact investment returns. Such risks should be viewed as an inherent element of investing in an investment strategy that relies heavily upon quantitative models and computerization.

ETF Risks - The Funds are ETFs and, as a result of this structure, they are exposed to the following risks:

Trading Risk - Although Fund shares are listed for trading on a listing exchange, there can be no assurance that an active trading market for such shares will develop or be maintained. Secondary market trading in a Fund’s shares may be halted by a listing exchange because of market conditions or for other reasons. In addition, trading in a Fund’s shares is subject to trading halts caused by extraordinary market volatility pursuant to “circuit breaker” rules. There can be no assurance that the requirements necessary to maintain the listing of a Fund’s shares will continue to be met or will remain unchanged.

Shares of a Fund may trade at, above or below their most recent NAV. The per share NAV of a Fund is calculated at the end of each business day and fluctuates with changes in the market value of a Fund’s holdings since the prior most recent calculation. The trading prices of a Fund’s shares will fluctuate continuously throughout trading hours based on market supply and demand. The trading prices of a Fund’s shares may deviate significantly from NAV during periods of market volatility. These factors, among others, may lead to a Fund’s shares trading at a premium or discount to NAV. However, given that shares can be created and redeemed only in Creation Units at NAV, the Adviser does not believe that large discounts or premiums to NAV will exist for extended periods of time. While the creation/redemption feature is designed to make it likely that a Fund’s shares normally will trade close to a Fund’s NAV, exchange prices are not expected to correlate exactly with a Fund’s NAV due to timing reasons as well as market supply and demand factors. In addition, disruptions to creations and redemptions or the existence of extreme volatility may result in trading prices that differ significantly from NAV. If a shareholder purchases

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at a time when the market price of a Fund is at a premium to its NAV or sells at time when the market price is at a discount to the NAV, the shareholder may sustain losses.

Where all or a portion of a Fund’s underlying securities trade in a market that is closed when the market in which the Fund’s shares are listed and trading in that market is open, there may be changes between the last quote from its closed foreign market and the value of such security during the Fund’s domestic trading day. This in turn could lead to differences between the market price of the Fund’s shares and the underlying value of those shares.

Investors buying or selling shares of a Fund in the secondary market will pay brokerage commissions or other charges imposed by brokers as determined by that broker. Brokerage commissions are often a fixed amount and may be a significant proportional cost for investors seeking to buy or sell relatively small amounts of shares. In addition, secondary market investors will also incur the cost of the difference between the price that an investor is willing to pay for shares (the “bid” price) and the price at which an investor is willing to sell shares (the “ask” price). This difference in bid and ask prices is often referred to as the “spread” or “bid/ask spread.” The bid/ask spread varies over time for shares based on trading volume and market liquidity, and is generally lower if a Fund’s shares have more trading volume and market liquidity and higher if a Fund’s shares have little trading volume and market liquidity. Further, increased market volatility may cause increased bid/ask spreads. Due to the costs of buying or selling shares of a Fund, including bid/ask spreads, frequent trading of such shares may significantly reduce investment results and an investment in a Fund’s shares may not be advisable for investors who anticipate regularly making small investments.

Cash Transactions Risk - Like other ETFs, a Fund sells and redeems its shares only in large blocks called Creation Units and only to “Authorized Participants.” Unlike many other ETFs, however, a Fund expects to effect its creations and redemptions at least partially for cash, rather than in-kind securities. Thus, an investment in a Fund may be less tax-efficient than an investment in other ETFs as a Fund may recognize a capital gain that it could have avoided by making redemptions in-kind. As a result, a Fund may pay out higher capital gains distributions than ETFs that redeem in-kind. Further, paying redemption proceeds at least partially in cash rather than through in-kind delivery of portfolio securities may require a Fund to dispose of or sell portfolio investments to obtain the cash needed to distribute redemption proceeds at an inopportune time.

Limited Authorized Participants, Market Makers and Liquidity Providers Risk - Only an Authorized Participant may engage in creation or redemption transactions directly with a Fund. A Fund has a limited number of financial institutions that

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may act as Authorized Participants. In addition, there may be a limited number of market makers and/or liquidity providers in the marketplace. To the extent either of the following events occur, Fund shares may trade at a material discount to NAV and possibly face delisting: (i) Authorized Participants exit the business or otherwise become unable to process creation and/or redemption orders and no other Authorized Participants step forward to perform these services, or (ii) market makers and/or liquidity providers exit the business or significantly reduce their business activities and no other entities step forward to perform their functions. An active trading market for shares of a Fund may not develop or be maintained, and, particularly during times of market stress, Authorized Participants or market makers may step away from their respective roles in making a market in shares of a Fund and in executing purchase or redemption orders. This could, in turn, lead to variances between the market price of a Fund’s shares and the value of its underlying securities.

Investments in Investment Companies Risk - A Fund may purchase shares of investment companies. When a Fund invests in an investment company, it will bear a pro rata portion of the investment company’s expenses in addition to directly bearing the expenses associated with its own operations. Such expenses may make owning shares of an investment company more costly than owning the underlying securities directly. In part because of these additional expenses, the performance of an investment company may differ from the performance a Fund would achieve if it invested directly in the underlying investments of the investment company. In addition, while the risks of owning shares of an investment company generally reflect the risks of owning the underlying investments of the investment company, a Fund may be subject to additional or different risks than if the Fund had invested directly in the underlying investments.

ETFs - ETFs are pooled investment vehicles whose shares are listed and traded on U.S. and non-U.S. stock exchanges. To the extent that a Fund invests in ETFs, the Fund will be subject to substantially the same risks as those associated with the direct ownership of the securities in which the ETF invests, and the value of the Fund’s investment will fluctuate in response to the performance of the ETF’s holdings. ETFs typically incur fees that are separate from those of the Fund. Accordingly, a Fund’s investments in ETFs will result in the layering of expenses such that shareholders will indirectly bear a proportionate share of the ETFs’ operating expenses, in addition to paying Fund expenses. Because the value of ETF shares depends on the demand in the market, shares may trade at a discount or premium to their NAV and the Adviser may not be able to liquidate the Fund’s holdings at the most optimal time, which could adversely affect the Fund’s performance.

Portfolio Turnover Risk - Due to each Fund’s investment strategy, the Fund may buy and sell securities frequently. This may result in higher transaction costs and additional capital gains tax liabilities, which may affect a Fund’s performance.

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Geographic Focus Risk - To the extent that it focuses its investments in a particular country or geographic region, a Fund may be more susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries within that country or geographic region. As a result, a Fund may be subject to greater price volatility and risk of loss than a fund holding more geographically diverse investments.

Liquidity Risk - Liquidity risk exists when particular investments are difficult to purchase or sell. The market for certain investments may become illiquid due to specific adverse changes in the condition of a particular issuer or under adverse market or economic conditions independent of the issuer. A Fund’s investments in illiquid securities may reduce the returns of the Fund because it may be unable to sell the illiquid securities at an advantageous time or price. Further, transactions in illiquid securities may entail transaction costs that are higher than those for transactions in liquid securities.

Valuation Risk - The risk that a security may be difficult to value. A Fund may value certain securities at a price higher than the price at which they can be sold. This risk may be especially pronounced for investments that are illiquid or may become illiquid.

Sector Focus Risk - Because the Fund may, from time to time, be more heavily invested in particular sectors, the value of its shares may be especially sensitive to factors and economic risks that specifically affect those sectors. As a result, the Fund’s share price may fluctuate more widely than the value of shares of a mutual fund that invests in a broader range of sectors.

Financials Sector Risk - Performance of companies in the financials sector may be adversely impacted by many factors, including, among others, government regulations, economic conditions, credit rating downgrades, changes in interest rates, and decreased liquidity in credit markets. The impact of more stringent capital requirements, recent or future regulation of any individual financial company, or recent or future regulation of the financials sector as a whole cannot be predicted. In recent years, cyber attacks and technology malfunctions have become increasingly frequent in this sector and have caused significant losses to companies in this sector, which may negatively impact the Fund.

Consumer Discretionary Sector Risk - Companies in the consumer discretionary sector are subject to the performance of the overall international economy, interest rates, competition and consumer confidence. Success depends heavily on disposable household income and consumer spending. The impact of any epidemic, pandemic or natural disaster, or widespread fear that such events may occur, could negatively affect the overall international economy and, in turn, negatively affect companies in the consumer discretionary sector.

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Preferred Stock Risk - Preferred stocks in which the Fund may invest are sensitive to interest rate changes, and are also subject to equity risk, which is the risk that stock prices will fall over short or extended periods of time. The rights of preferred stocks on the distribution of a company’s assets in the event of a liquidation are generally subordinate to the rights associated with a company’s debt securities.

REIT Risk - REITs are susceptible to the risks associated with direct ownership of real estate, such as the following: declines in property values; increases in property taxes, operating expenses, interest rates or competition; overbuilding; zoning changes; and losses from casualty or condemnation.

Leverage Risk - The Fund's use of derivatives may result in the Fund's total investment exposure substantially exceeding the value of its portfolio securities and the Fund's investment returns depending substantially on the performance of securities that the Fund may not directly own. The use of leverage can amplify the effects of market volatility on the Fund's share price and may also cause the Fund to liquidate portfolio positions when it would not be advantageous to do so in order to satisfy its obligations. The Fund's use of leverage may result in a heightened risk of investment loss.

Non-Diversification Risk - The Fund is classified as “non-diversified,” which means it may invest a larger percentage of its assets in a smaller number of issuers than a diversified fund. To the extent that the Fund invests its assets in a smaller number of issuers, the Fund will be more susceptible to negative events affecting those issuers than a diversified fund. The Fund intends to satisfy the diversification requirements necessary to qualify as a regulated investment company (“RIC”) under the Internal Revenue Code of 1986, as amended (the “Code”).

New Fund Risk - Because the Fund is new, investors in the Fund bear the risk that the Fund may not be successful in implementing its investment strategy, may not employ a successful investment strategy, or may fail to attract sufficient assets under management to realize economies of scale, any of which could result in the Fund being liquidated at any time without shareholder approval and at a time that may not be favorable for all shareholders. Such liquidation could have negative tax consequences for shareholders and will cause shareholders to incur expenses of liquidation.

9. Other:

At September 30, 2022, the records of the trust reflected the following with respect to the number of Authorized Participants and the percentage of shares outstanding held by the Authorized Participants:

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT FUNDS

SEPTEMBER 30, 2022

	Authorized Participants	% Ownership
Rayliant Quantamental China Equity ETF	6	100.0%
Rayliant Quantamental Emerging Market Equity ETF	3	100.0%
Rayliant Quantitative Developed Market Equity ETF	2	100.0%

Fund’s total shares outstanding were held in the form of Creation Units. However, the individual shares comprising such Creation Units are listed and traded on the Exchange and have been purchased and sold by persons other than Authorized Participants.

10. Subsequent Events:

On September 7, 2021, Brown Brothers Harriman & Co. (“BBH”), the Funds’ custodian, announced that it had entered into an agreement with State Street Bank and Trust Company (“State Street”) to sell BBH’s Investor Services business to State Street (the “Transaction”). The Transaction is subject to certain closing conditions, including regulatory and customary approvals, and it is expected to be consummated in the first quarter of 2023 or it may be delayed until a later date (the “Closing Date”). In addition, there is an increasing potential that the Transaction may be cancelled altogether. Assuming the Transaction is consummated, it is expected that State Street will replace BBH as the Funds’ custodian effective as of the Closing Date.

The Funds have evaluated the need for additional disclosures (other than what is disclosed in the preceding paragraph) and/or adjustments resulting from subsequent events through the date the financial statements were issued. Based on this evaluation, no additional disclosures and/or adjustments were required to the financial statements as of September 30, 2022.

THE ADVISORS INNER CIRCLE FUND III

RAYLIANT FUNDS

SEPTEMBER 30, 2022

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of The Advisors’ Inner Circle Fund III and

Shareholders of Rayliant Quantamental China Equity ETF, Rayliant Quantamental

Emerging Market Equity ETF and Rayliant Quantitative Developed Market Equity ETF

Opinion on the Financial Statements

We have audited the accompanying statements of assets and liabilities of Rayliant Quantamental China Equity ETF, Rayliant Quantamental Emerging Market Equity ETF and Rayliant Quantitative Developed Market Equity ETF (collectively referred to as the “Funds”) (three of the series constituting The Advisors’ Inner Circle Fund III (the “Trust”)), including the schedules of investments, as of September 30, 2022, and the related statements of operations, and changes in net assets, and the financial highlights for each of the periods indicated in the table below 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 each of the Funds (three of the series constituting The Advisors’ Inner Circle Fund III) at September 30, 2022, and the results of their operations, changes in net assets and financial highlights for each of the periods indicated in the table below, in conformity with U.S. generally accepted accounting principles.

Individual fund constituting The Advisors’ Inner Circle Fund III	Statement of operations	Statements of changes in net assets	Financial highlights
Rayliant Quantamental China Equity ETF	For the year ended September 30, 2022	For the year ended September 30, 2022 and the period from December 30, 2020 (commencement of operations) through September 30, 2021
Rayliant Quantamental Emerging Market Equity ETF	For the period from December 15, 2021 (commencement of operations) through September 30, 2022
Rayliant Quantitative Developed Market Equity ETF	For the period from December 15, 2021 (commencement of operations) through September 30, 2022

THE ADVISORS INNER CIRCLE FUND III

RAYLIANT FUNDS

SEPTEMBER 30, 2022

Basis for Opinion

These financial statements are the responsibility of the Trust’s management. Our responsibility is to express an opinion on each of the Funds’ 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 Trust 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 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 Trust is not required to have, nor were we engaged to perform, an audit of the Trust’s 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 Trust’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 procedures included confirmation of securities owned as of September 30, 2022, by correspondence with the custodians and brokers; when replies were not received from brokers, we performed other auditing procedures. 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. We believe that our audits provide a reasonable basis for our opinion.

We have served as the auditor of one or more Rayliant Asset Management companies since 2021.

Philadelphia, Pennsylvania

November 28, 2022

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT FUNDS

SEPTEMBER 30, 2022

DISCLOSURE OF FUND EXPENSES (Unaudited)

All mutual funds have operating expenses. As a shareholder of a mutual fund, your investment is affected by these ongoing costs, which include (among others) costs for Fund management, administrative services, and shareholder reports like this one. It is important for you to understand the impact of these costs on your investment returns.

Operating expenses such as these are deducted from the mutual fund’s gross income and directly reduce your final investment return. These expenses are expressed as a percentage of the mutual fund’s average net assets; this percentage is known as the mutual fund’s expense ratio.

The following examples use the expense ratio and are intended to help you understand the ongoing costs (in dollars) of investing in your Fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period from April 1, 2022 to September 30, 2022.

The table on the next page illustrates your Fund’s costs in two ways:

● Actual Fund Return. This section helps you to estimate the actual expenses after fee waivers that your Fund incurred over the period. The “Expenses Paid During Period” column shows the actual dollar expense cost incurred by a $1,000 investment in the Fund, and the “Ending Account Value” number is derived from deducting that expense cost from the Fund’s gross investment return.

You can use this information, together with the actual amount you invested in the Fund, to estimate the expenses you paid over that period. Simply divide your ending starting account value by $1,000 to arrive at a ratio (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply that ratio by the number shown for your Fund under “Expenses Paid During Period.”

● Hypothetical 5% Return. This section helps you compare your Fund’s costs with those of other mutual funds. It assumes that the Fund had an annual 5% return before expenses during the year, but that the expense ratio (Column 3) for the period is unchanged. This example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to make this 5% calculation. You can assess your Fund’s comparative cost by comparing the hypothetical result for your Fund in the “Expenses Paid During Period” column with those that appear in the same charts in the shareholder reports for other mutual funds.

THE ADVISORS’ INNER CIRCLE FUND III

RAYLIANT FUNDS

SEPTEMBER 30, 2022

DISCLOSURE OF FUND EXPENSES (Unaudited) (Continued)

Note: Because the return is set at 5% for comparison purposes — NOT your Fund’s actual return — the account values shown may not apply to your specific investment

	Beginning Account Value 4/01/22		Ending Account Value 9/30/22		Annualized Expense Ratios			Expenses Paid During Period^*
Rayliant Quantamental China Equity ETF
Actual Fund Return	$	1,000.00	$	789.00		0.80	%	$	3.59
Hypothetical 5% Return		1,000.00		1,021.06		0.80			4.05

Rayliant Quantamental Emerging Market Equity ETF
Actual Fund Return	$	1,000.00	$	847.90		0.80	%	$	3.71
Hypothetical 5% Return		1,000.00		1,021.06		0.80			4.05

Rayliant Quantitative Developed Market Equity ETF