# MORRIS GROUP, INC. X-17A-5 (2025-06-30) — Broker-dealer annual report - Company: MORRIS GROUP, INC. - Form: X-17A-5 - Filed: 2025-06-30 - Period: 2025-03-31 - Accession: 0000714551-25-000001 - CIK: 714551 - File #: 8-28916 - Type: Broker-dealer - Material weakness: No - Auditor: Thomas Faust - Auditor location: Lafayette, IN - Contact: John Simmons - Phone: 3172175440 - Email: mreynolds@bristallane.com - Website: bristallane.com - Signed by: John Simmons (President) Original filing: https://www.sec.gov/Archives/edgar/data/714551/000071455125000001/12024audit.pdf --- {0}------------------------------------------------ #### **UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549** OMB APPROVAL OMB Number: 3235-0123 Expires: Nov. 30, 2026 Estimated average burden hours per response: 12 > SEC FILE NUMBER 8-28916 # **ANNUAL REPORTS FORM X-17A-5 PART III** **FACING PAGE** | 04/01/2024 | 03/31/2025
FILING FOR THE PERIOD BEGINNING _____________________ AND ENDING ______________________ | | |------------|-------------------------------------------------------------------------------------------------------|--| | | | | MM/DD/YY MM/DD/YY # **A. REGISTRANT IDENTIFICATION** #### NAME OF FIRM: \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ Morris Group, Inc. TYPE OF REGISTRANT (check all applicable boxes): ☐ Broker-dealer ☐ Security-based swap dealer ☐ Major security-based swap participant ☐ Check here if respondent is also an OTC derivatives dealer ■ ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.) #### \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ 8445 Keystone Xing, Suite #240 | | (No. and Street) | | |------------------------------------------------------------------------------------------------------------------------|------------------------------------------------------------|-------------------------------------------------------------------------------------------------------------------------------------| | Indianapolis | IN | 46240
_____________________________________________________________________________________ | | (City) | (State) | (Zip Code) | | PERSON TO CONTACT WITH REGARD TO THIS FILING | | | | Matthew M. Reynolds | (312)-399-4932 | mreynolds@bristallane.com
_____________________________________________________________________________________ | | (Name) | (Area Code – Telephone Number) | (Email Address) | | | B. ACCOUNTANT IDENTIFICATION | | | Thomas Faust, CPA | (Name – if individual, state last, first, and middle name) | _____________________________________________________________________________________ | | 174 Coldbrook Ct. | Lafayette | IN
47909
_____________________________________________________________________________________ | | (Address) | (City) | (State)
(Zip Code) | | (Date of Registration with PCAOB)(if applicable) | | _____________________________________________________________________________________
(PCAOB Registration Number, if applicable) | | | FOR OFFICIAL USE ONLY | | | | | | | * Claims for exemption from the requirement that the annual reports be covered by the reports of an independent public | | | accountant must be supported by a statement of facts and circumstances relied on as the basis of the exemption. See 17 CFR 240.17a-5(e)(1)(ii), if applicable. **Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.** {1}------------------------------------------------ #### **OATH OR AFFIRMATION** I, \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_, swear (or affirm) that, to the best of my knowledge and belief, the John R. Simmons Morris Group, Inc. financial report pertaining to the firm of \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_, as of \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_, 2\_\_\_\_\_, is true and correct. I further swear (or affirm) that neither the company nor any 6/26 025 partner, officer, director, or equivalent person, as the case may be, has any proprietary interest in any account classified solely as that of a customer. ![](_page_1_Picture_4.jpeg) Electronically signed and notarized online using the Proof platform. # **This filing\*\* contains (check all applicable boxes):** - ☐ (a) Statement of financial condition. - ☐ (b) Notes to consolidated statement of financial condition. - ☐ (c) Statement of income (loss) or, if there is other comprehensive income in the period(s) presented, a statement of comprehensive income (as defined in § 210.1-02 of Regulation S-X). - ☐ (d) Statement of cash flows. - ☐ (e) Statement of changes in stockholders' or partners' or sole proprietor's equity. - ☐ (f) Statement of changes in liabilities subordinated to claims of creditors. - ☐ (g) Notes to consolidated financial statements. - ☐ (h) Computation of net capital under 17 CFR 240.15c3-1 or 17 CFR 240.18a-1, as applicable. - ☐ (i) Computation of tangible net worth under 17 CFR 240.18a-2. - ☐ (j) Computation for determination of customer reserve requirements pursuant to Exhibit A to 17 CFR 240.15c3-3. - ☐ (k) Computation for determination of security-based swap reserve requirements pursuant to Exhibit B to 17 CFR 240.15c3-3 or Exhibit A to 17 CFR 240.18a-4, as applicable. - ☐ (l) Computation for Determination of PAB Requirements under Exhibit A to § 240.15c3-3. - ☐ (m) Information relating to possession or control requirements for customers under 17 CFR 240.15c3-3. - ☐ (n) Information relating to possession or control requirements for security-based swap customers under 17 CFR 240.15c3-3(p)(2) or 17 CFR 240.18a-4, as applicable. - ☐ (o) Reconciliations, including appropriate explanations, of the FOCUS Report with computation of net capital or tangible net worth under 17 CFR 240.15c3-1, 17 CFR 240.18a-1, or 17 CFR 240.18a-2, as applicable, and the reserve requirements under 17 CFR 240.15c3-3 or 17 CFR 240.18a-4, as applicable, if material differences exist, or a statement that no material differences exist. - ☐ (p) Summary of financial data for subsidiaries not consolidated in the statement of financial condition. - ☐ (q) Oath or affirmation in accordance with 17 CFR 240.17a-5, 17 CFR 240.17a-12, or 17 CFR 240.18a-7, as applicable. - ☐ (r) Compliance report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - ☐ (s) Exemption report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - ☐ (t) Independent public accountant's report based on an examination of the statement of financial condition. - ☐ (u) Independent public accountant's report based on an examination of the financial report or financial statements under 17 CFR 240.17a-5, 17 CFR 240.18a-7, or 17 CFR 240.17a-12, as applicable. - ☐ (v) Independent public accountant's report based on an examination of certain statements in the compliance report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - ☐ (w) Independent public accountant's report based on a review of the exemption report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - ☐ (x) Supplemental reports on applying agreed-upon procedures, in accordance with 17 CFR 240.15c3-1e or 17 CFR 240.17a-12, as applicable. - ☐ (y) Report describing any material inadequacies found to exist or found to have existed since the date of the previous audit, or a statement that no material inadequacies exist, under 17 CFR 240.17a-12(k). - ☐ (z) Other: \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ - *\*\*To request confidential treatment of certain portions of this filing, see 17 CFR 240.17a-5(e)(3) or 17 CFR 240.18a-7(d)(2), as applicable.* {2}------------------------------------------------ **Morris Group, Inc.** **Report on Audit of Financial Statements** **March 31, 2025** ![](_page_2_Picture_3.jpeg) {3}------------------------------------------------ # **MORRIS GROUP, INC. TABLE OF CONTENTS** Report of Independent Registered Public Accounting Firm Financial Statements: Statement of Financial Condition Statement of Income Statement of Changes in Stockholder's Equity Statement of Cash Flows Notes to the Financial Statements Schedule l: Computation of Net Capital Under SEC Rule 15c3-1 Report of Independent Registered Public Accounting Firm Broker-Dealer's Exemption Report {4}------------------------------------------------ # **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM** To the Stockholder Morris Group, Inc. # **Opinion on the Financial Statements** I have audited the accompanying statement of financial condition of Morris Group, Inc., as of March 31, 2025, the related statements of income, changes in stockholder's equity, and cash flows for the year then ended, and the related notes and schedules (collectively referred to as the financial statements). In my opinion, the financial statements present fairly, in all material aspects, the financial position of Morris Group, Inc. as of March 31, 2025 and the results of its operations and its cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America. ### **Basis for Opinion** These financial statements are the responsibility of Morris Group, Inc.'s management. My responsibility is to express an opinion on Morris Group, Inc.'s financial statements based on my audit. I am a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and am required to be independent with respect to Morris Group, Inc. in accordance with the U.S. federal securities laws and the applicable rules and the regulations of the Securities and Exchange Commission and the PCAOB. I conducted my audit in accordance with the standards of the PCAOB. Those standards require that I 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. My audit 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. My audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. I believe that my audit provides a reasonable basis for my opinion. # **Supplemental Information** Schedule l, Computation of Net Capital Under SEC Rule 15c3-1, has been subjected to audit procedures performed in conjunction with the audit of Morris Group, Inc.'s financial statements. The supplemental information is the responsibility of Morris Group, Inc.'s management. My audit procedures included determining whether the supplemental information reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental information. In forming my opinion on the supplemental information, I evaluated whether the supplemental information, including its form and content, is presented in conformity with 17 C.F.R. §240.17a-5. In my opinion, Schedule l, Computation of Net Capital Under SEC Rule 15c3-1, is fairly stated, in all material respects, in relation to the financial statements as a whole. {5}------------------------------------------------ Thomas Faust, CPA, LLC d/b/a Thomas Faust, CPA I have served as the Company's auditor since 2018. Lafayette, Indiana June 27, 2025 {6}------------------------------------------------ # **MORRIS GROUP, INC. STATEMENT OF FINANCIAL CONDITION AS OF MARCH 31, 2025** | ASSETS | | |------------------------------------------------------------------------------|---------------| | ASSETS | | | Cash | \$
73,208 | | Commissions receivable | 9,768 | | Marketable securities | 47,916 | | Right of use lease | 21,008 | | Prepaid Rent | 1,013 | | TOTAL CURRENT ASSETS | 152,913 | | TOTAL ASSETS | 152,913 | | LIABILITIES AND STOCKHOLDER'S EQUITY | | | LIABILITIES | | | Commissions payable | 12,658 | | Accrued and withheld liabilities | 6,913 | | Lease obligation payable | 21,008 | | TOTAL CURRENT LIABILITIES | 40,579 | | STOCKHOLDER'S EQUITY | | | Common stock, Par value \$1; 1,000 shares authorized, issued and outstanding | 1,000 | | Retained earnings | 111,334 | | TOTAL STOCKHOLDER'S EQUITY | 112,334 | | TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY | \$
152,913 | {7}------------------------------------------------ #### **REVENUE** | Revenue from sale of insurance company shares of annuities | \$
100,115 | |--------------------------------------------------------------------------------|---------------| | Revenue from sale of investment company shares of mutual funds | 338,363 | | Fees from account supervision, investment advisory and administrative services | 31,259 | | Other Revenue | 8,943 | | TOTAL REVENUE | 478,680 | | EXPENSES | | | Commissions | 309,840 | | Employee compensation and benefits | 81,876 | | Occupancy expenses | 11,963 | | Communications | 3,659 | | Professional fees | 16,050 | | Other expenses | 35,568 | | TOTAL EXPENSES | 458,956 | | NET INCOME | \$
19,724 | {8}------------------------------------------------ # **MORRIS GROUP, INC. STATEMENT OF CHANGES IN STOCKHOLDER'S EQUITY FOR THE YEAR ENDED MARCH 31, 2025** | | Common
Stock | Retained
Earnings | Total
Stockholder's
Equity | |--------------------------------------|-----------------|----------------------|----------------------------------| | BALANCE AT THE BEGINNING OF THE YEAR | \$
1,000 | \$
96,610 | \$
97,610 | | Net Income | - | 19,724 | 19,724 | | Stockholder's distributions | - | (5,000) | (5,000) | | BALANCE AT THE END OF THE YEAR | \$
1,000 | \$
111,334 | \$
112,334 | {9}------------------------------------------------ ### **CASH FLOWS FROM OPERATING ACTIVITIES** | Net Income | \$
19,724 | |-------------------------------------------------------------|--------------| | Adjustments to reconcile net income to net cash provided by | | | Operating activities: | | | (Increase) decrease in operating assets: | | | Commissions receivable | (1,397) | | Marketable Securities | (5,892) | | Right of Use Lease | 9,061 | | Prepaid Rent | 12 | | Increase (decrease) in operating liabilities: | | | Commissions payable | 5,139 | | Accrued and withheld liabilities | 6,220 | | Lease obligation payable | (9,061) | | Net Cash Provided by Operating Activities | 23,806 | | CASH FLOWS FROM FINANCING ACTIVITIES | | | Stockholder's distributions | (5,000) | | Net Cash Used in Financing Activities | (5,000) | | NET INECREASE IN CASH | 18,806 | | CASH AT BEGINNING OF YEAR | 54,402 | | CASH AT END OF YEAR | \$
73,208 | #### **SUPPLEMENTAL CASH FLOWS DISCLOSURES** Cash paid during the year for: Income Taxes - Interest - {10}------------------------------------------------ #### **NOTE 1: ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES** A summary of the Firm's significant accounting policies consistently applied in the preparation of the accompanying financial statements are as follows: - a. Nature of Operations—Morris Group, Inc. (the Firm) was incorporated on October 22, 1982 under the Indiana General Corporation Act, as amended, for the primary purpose of engaging in the sale of Direct Participation Programs and doing business as a \$5,000 broker-dealer. The Firm is registered with the Securities and Exchange Commission and is a member of the Financial Industry Regulatory Authority (FINRA), and the Securities Investor Protection Corporation (SIPC). - b. Cash Equivalents—For purposes of the statements of cash flows, the Firm considers all highly liquid debt instruments with maturities of three months or less when purchased to be cash equivalents. There were no cash equivalents at March 31, 2025. - c. Use of Estimates—The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. - d. Concentrations of Credit Risk—The Firm places its cash in accounts with a local financial institution. At times, balances in these accounts may exceed FDIC insured limits. - e. Accounts Receivable—Accounts Receivable consists of commissions, fees and other amounts owed to the Firm. The Firm considers accounts receivable to be fully collectible. Uncollectible accounts receivable are charged directly against operations when they are determined to be uncollectible. Use of this method does not result in a material difference from the valuation method required by accounting principles generally accepted in the United States of America. No allowance for expected credit loss was considered necessary at March 31, 2025. - f. Leases—The Firm adopted FASB ASC 842, "Leases", effective April 1, 2019. The Firm is a lessee in one operating lease for office space. The Firm recognizes a lease liability and a right of use (ROU) asset at the commencement date of the lease. The lease liability is initially and subsequently recognized based on the present value of its future lease payments. The discount rate is the Firm's incremental borrowing rate. - g. Revenue Recognition—The revenue of the Firm is derived primarily from commissions earned on the sale of mutual funds, annuities, life insurance products and 12b-1 fees. Commission income is recorded based on the trade date of the mutual fund transactions and purchase date of annuity and other insurance product transactions. In May 2014, FASB issued ASU 2014-09, "Revenue from Contracts with Customers: Topic 606" which supersedes nearly all existing revenue recognition guidance under generally accepted accounting principles. The Firm's revenue recognition policy conforms with the pronouncement by recognizing revenue in accordance with the five components of the pronouncement. - Identify the contract with the customer - Identify the performance obligation - Determine the transaction price - Allocate the transaction price to the performance obligation - Recognize the revenue when the performance obligation is met {11}------------------------------------------------ ### **NOTE 1: ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)** h. Recently Issued Accounting Pronouncement Adopted - In November 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2023-07, "Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures," which expands annual and interim disclosure requirements for reportable segments, primarily through enhanced disclosures about significant segment expenses. The Firm adopted this standard effective April 1, 2024. For further information, refer to Note 8. #### **NOTE 2: MARKETABLE SECURITIES** The Firm has marketable securities which are stated at fair value. Fair value is defined as the price that would be received to sell an asset or the price paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value measurement accounting guidance describes the fair value hierarchy for disclosing assets and liabilities measured at fair value based on the inputs used to value them. The fair value hierarchy maximizes the use of observable inputs and minimizes the use of unobservable inputs. Observable inputs are based on market pricing data obtained from sources independent of the Firm. A quoted price in an active market provides the most reliable evidence of fair value and is generally used to measure fair value whenever available. Unobservable inputs reflect management's judgment about the assumptions market participants would use in pricing the asset or liability. Where inputs used to measure fair value of an asset or liability are from different levels of the hierarchy, the asset or liability is categorized based on the lowest level input that is significant to the fair value measurement in its entirety. Assessing the significance of a particular input requires judgment. The fair value hierarchy includes three levels based on the objectivity of the inputs as follows: - Level 1 inputs are quoted prices in active markets as of the measurement date for identical assets or liabilities that the Firm has the ability to access. - Level 2 inputs are inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 inputs include quoted prices for similar assets and liabilities in active markets, and inputs other than quoted prices that are observable for the asset or liability, such as interest rates, benchmark yields, issuer spreads, new issue data, and collateral performance. - Level 3 inputs are unobservable inputs for the asset or liability, and include situations where there is little, if any, market activity for the asset or liability. These marketable securities are equity securities and are classified as Level 1 assets in the fair value hierarchy established in FASB 157. Increases or decreases in market value are reflected in the income statement. There were no transfers between levels during the year. The Fair Value of these marketable securities at March 31, 2025, is \$47,916. The original cost was \$35,231 with a total unrealized gain of \$12,685. {12}------------------------------------------------ #### **NOTE 3: COMMISSIONS RECEIVABLE AND PAYABLE FROM AND TO BROKERS** Receivables from brokers represent commissions due and accrued to the Firm from their correspondents. The payable to brokers are commissions due to the brokers. As of March 31, 2025, there were commissions receivable of \$9,768 and accrued commissions payable of \$12,658. #### **NOTE 4: INCOME TAX EXPENSE** The Firm has elected to be treated as an S Corporation for tax purposes. In lieu of corporate income taxes, the shareholders of an S Corporation are taxed on their proportionate share of the Firm's taxable income. Therefore, no provision or liability for income taxes has been included in these financial statements. Accounting principles generally accepted in the United States of America require the Firm to examine its tax positions for uncertain positions. Management is not aware of any tax positions that are more likely than not to change in the next twelve months or that would not sustain an examination by applicable taxing authorities. The Firm's policy is to recognize penalties and interest as incurred in its Statement of Income, there were none for 2025. The firm's federal and state income tax returns for 2022 through 2024 are subject to examination by the applicable tax authorities, generally for three years after the later of the original or extended due date. #### **NOTE 5: ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES** In June 2006, the Financial Accounting Standards Board (FASB) issued FASB Interpretation Number 48 (FIN 48), Accounting for Uncertainty in Income Taxes - an Interpretation of FASB Statement No. 109 (SFAS 109). The interpretation contains a two-step approach to recognizing and measuring uncertain tax positions accounted for in accordance with SFAS 109. The Firm has elected to defer the adoption of FIN 48 as allowed in FASB Staff Position (FSP-48-3) issued December 30, 2008. The adoption of this standard is not currently anticipated to have a material impact on the Firm's financial position, results of operations, or cash flows; however, the effect on future financial statements of this pronouncement cannot be determined at this time. Management will continue to evaluate any uncertain tax positions, if any, during the deferral period. #### **NOTE 6: NET CAPITAL REQUIREMENTS** The Firm is required to maintain minimum net capital under Rule 15c3-1 of the Securities and Exchange Commission. Net capital required under the rule is the greater of \$5,000 or 6 2/3 percent of the aggregate indebtedness of the Firm. As of March 31, 2025, net capital as defined by the rules, equaled \$105,601 which was \$100,601 in excess of its required net capital of \$5,000 and \$99,601 in excess of its minimum net capital requirement. The ratio of aggregate indebtedness to net capital was 18.53% at March 31, 2025. {13}------------------------------------------------ # **NOTE 7: LEASE EXPENSE AND FUTURE OBLIGATIONS** The Firm leases the office in which it operates and recognizes and measures its leases in accordance with FASB ASC 842, Leases. The Firm recognizes a lease liability and a right of use asset at the commencement date of the lease. The lease liability is initially and subsequently recognized based on the present value of its future lease payments. For the year ended March 31, 2025, the Firm had rent expense of \$11,927, which consisted of operating lease costs. Lease cost for these lease payments is recognized on a straight-line basis over the lease term. The current lease is a three-year lease. The future payments due under this operating lease as of March 31, 2025: | Year ended March 31, 2025: | 22,600 | |-----------------------------|--------------| | Less effects of discounting | 1,592 | | Lease liability recorded | \$
21,008 | #### **NOTE 8: SEGMENT REPORTING** The Firm is engaged in a single line of business as a securities broker-dealer which is comprised of investment services described in Note 1. The Firm has identified its President as the chief operating decision maker ("CODM"), who uses net income to evaluate the results of the business, predominantly in the forecasting process, to manage the Firm. Additionally, the CODM uses excess net capital (see Note 6), which is not a measure of profit and loss, to make operational decisions while maintaining capital adequacy, such as whether to maintain profits or pay distributions. The Firm's operations constitute a single operating segment and therefore, a single reportable segment, because the CODM manages the business activities using information of the Firm as a whole. The accounting policies used to measure the profit and loss of the segment are the same as those described in the policies listed in Note 1. #### **NOTE 9: FILING REQUIREMENTS** There were no liabilities subordinated to claims of creditors during the year ended March 31, 2025. Accordingly, no Statement of Changes in Liabilities Subordinated to Claims of Creditors has been included in these financial statements as required by rule 17a-5 of the Securities and Exchange Commission. #### **NOTE 10: COMMITMENTS AND CONTINGENCIES** Management has evaluated possible commitments and contingencies at March 31, 2025. They concluded that there were no commitments or contingencies that would require recognition in the financial statements or disclosure in the related notes to the financial statements. #### **NOTE 11: SUBSEQUENT EVENTS** Management has evaluated subsequent events through the date of this report, the date on which the financial statements are available to be issued. Management concluded that no subsequent events have occurred that would require recognition in the financial statements or disclosure in the related notes to the financial statements. {14}------------------------------------------------ | COMPUTATION OF NET CAPITAL | | |--------------------------------------------------------------------------------|---------------| | Total ownership equity from Statement of Financial Condition | \$
112,334 | | Less nonallowable assets from Statement of Financial Condition | (1,013) | | Net capital before haircuts on securities positions | 111,321 | | Less haircuts on securities | (5,720) | | Net Capital | \$
105,601 | | COMPUTATION OF BASIC NET CAPITAL REQUIREMENT | | | Minimum net capital required based on 6-2/3% of aggregate indebtedness | 1,305 | | Minimum dollar net capital requirement of reporting broker or dealer | 5,000 | | Excess Net Capital | \$
100,601 | | (A)-10% of total aggregate indebtedness | 1,957 | | (B)-120% of minimum net capital requirement | 6,000 | | Net capital less greater of (A) or (B) | \$
99,601 | | COMPUTATION OF AGGREGATE INDEBTEDNESS | | | Total Aggregate Indebtedness liabilities from Statement of Financial Condition | \$
19,571 | | Adjustments for Aggregate Indebtedness | - | | Total Aggregate Indebtedness | \$
19,571 | | Percentage of Aggregate Indebtedness to Net Capital | 18.53% | #### **FOCUS PART llA RECONCILIATION BETWEEN AUDITED AND UNAUDITED NET CAPITAL** As of March 31, 2025, there were no material differences between audited net capital above, and net capital as reported on Part llA of the Firm's most recently filed (unaudited) FOCUS report. {15}------------------------------------------------ # **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING COMPANY** To the Stockholder Morris Group, Inc. I have reviewed management's statements, included in the accompanying Rule15c3-3 Exemption Report pursuant to SEC Rule17a-5, in which (1) Morris Group, Inc., (the Firm) did not claim an exemption under paragraph (k) of 17 C.F.R. § 15c3-3, and (2) The Firm is filing this Exemption Report relying Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5 because the Firm limits its business activities exclusively to effecting securities transactions via subscriptions on a subscription way basis where the funds are payable to the issuer or its agent and not to the Firm. In addition, the Firm did not directly or indirectly receive, hold, or otherwise owe funds or securities for or to customers, other than money or other consideration received and promptly transmitted in compliance with paragraph (a) or (b)(2) of Rule 15c2-4 and/or funds received and promptly transmitted for effecting transactions via subscriptions on a subscription way basis where the funds are payable to the issuer or its agent and not to the Firm; did not carry accounts of or for customers; and did not carry PAB accounts (as defined in Rule 15c3-3) throughout the most recent fiscal year without exception. Morris Group, Inc.'s management is responsible for compliance with the exemption provisions and its statements. My review was conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States) and accordingly included inquiries and other required procedures to obtain evidence about the Firm's compliance with the exemption provisions. A review is substantially less in scope than an examination, the objective of which is the expression of an opinion on management's statements. Accordingly, I do not express such an opinion. Based on my review, I am not aware of any material modifications that should be made to management's statements referred to above for them to be fairly stated, in all material respects, based on the Firm's business activities contemplated by Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5, and related SEC Staff Frequently Asked Questions. Thomas Faust, CPA, LLC d/b/a Thomas Faust, CPA Lafayette, Indiana June 27, 2025 MORRIS GROUP, INC. {16}------------------------------------------------ - - Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.