# BROOKLIGHT PLACE SECURITIES, INC. X-17A-5 (2021-03-04) — Broker-dealer annual report

- Company: BROOKLIGHT PLACE SECURITIES, INC.
- Form: X-17A-5
- Filed: 2021-03-04
- Period: 2020-12-31
- Accession: 0000753853-21-000003
- CIK: 753853
- File #: 8-32673
- Material weakness: No
- Auditor: FGMK, LLC
- Auditor location: Chicago, IL
- Contact: Charles R. Brettell
- Phone: 8168243980
- Signed by: Charles R. Brettell (President)

Original filing: https://www.sec.gov/Archives/edgar/data/753853/000075385321000003/brooklightaudit2020print.pdf

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**UNITEDSTATES SECURITIESANDEXCHANGECOMMISSION Washington, D.C. 20549** 

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*\*Claims for exemption from the requirement that the annual report be covered by the opinion of an independent public accountant must be supported by a statement of facts and circumstances relied on as the basis for the exemption. See Section 240.17a-5(e)(2)*

**Potential persons who are to respond to the collection of information contained in this form are not required to respond** SEC 1410 () **unless the form displays a currently valid OMB control number.** 

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|                                         |                                                                                       | VOLU VIS CLE UNITE LIVE                                                                                           |
|-----------------------------------------|---------------------------------------------------------------------------------------|-------------------------------------------------------------------------------------------------------------------|
| T Charles R. Brettell                   |                                                                                       | should and the became and the more and swear (or affirm) that, to the best of                                     |
| Brooklight Place Securities, Inc.       |                                                                                       | my knowledge and belief the accompanying financial statement and supporting schedules pertaining to the firm of   |
| of December 31                          |                                                                                       | , 20 20 , are true and correct. I further swear (or affirm) that                                                  |
|                                         |                                                                                       | neither the company nor any partner, principal officer or director has any proprietary interest in any account    |
|                                         | classified solely as that of a customer, except as follows:                           |                                                                                                                   |
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|                                         |                                                                                       | Signature                                                                                                         |
|                                         |                                                                                       | President                                                                                                         |
|                                         |                                                                                       | Title                                                                                                             |
|                                         |                                                                                       | MATTHEW STEINBOCK                                                                                                 |
| Notary Public                           |                                                                                       | Notary Public-State of Kansas                                                                                     |
|                                         | This report ** contains (check all applicable boxes):                                 | My Appt. Expires //                                                                                               |
| (a) Facing Page.                        |                                                                                       |                                                                                                                   |
| V (b) 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 Changes in Financial Condition.                                      | (e) Statement of Changes in Stockholders' Equity or Partners' or Sole Proprietors' Capital.                       |
|                                         | (f) Statement of Changes in Liabilities Subordinated to Claims of Creditors.          |                                                                                                                   |
| (g) Computation of Net Capital.         |                                                                                       |                                                                                                                   |
|                                         | (h) Computation for Determination of Reserve Requirements Pursuant to Rule 15c3-3.    |                                                                                                                   |
|                                         | (i) Information Relating to the Possession or Control Requirements Under Rule 15c3-3. |                                                                                                                   |
|                                         |                                                                                       | () A Reconciliation, including appropriate explanation of Net Capital Under Rule 15c3-1 and the                   |
|                                         |                                                                                       | Computation for Determination of the Reserve Requirements Under Exhibit A of Rule 15c3-3.                         |
| consolidation.                          |                                                                                       | (k) A Reconciliation between the audited Statements of Financial Condition with respect to methods of             |
| (I) An Oath or Affirmation.             |                                                                                       |                                                                                                                   |
|                                         | (m) A copy of the SIPC Supplemental Report.                                           |                                                                                                                   |
|                                         |                                                                                       | (n) A report describing any material inadequacies found to existed since the date of the previous audit.          |

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Financial Report with Supplementary Information December 31, 2020

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### Contents

| Report of Independent Registered Public Accountant |                                                                                               | 1    |
|----------------------------------------------------|-----------------------------------------------------------------------------------------------|------|
|                                                    | Financial Statements                                                                          |      |
|                                                    | Statement of Financial Condition                                                              | 2    |
|                                                    | Statement of Operations                                                                       | 3    |
|                                                    | Statement of Changes in Stockholders' Equity                                                  | 4    |
|                                                    | Statement of Cash Flows                                                                       | 5    |
|                                                    | Notes to Financial Statements                                                                 | 6-12 |
|                                                    | Supplementary Information                                                                     | 13   |
|                                                    | Schedule I - Computation of Net Capital Under SEC Rule 15c3-1                                 | 14   |
|                                                    | Schedule II - Computation for Determination of Reserve Requirements<br>Under SEC Rule 15c3-3  | 15   |
|                                                    | Schedule III - Information Relating to Possession or Control Requirements<br>Under SEC 15c3-3 | 16   |
|                                                    | Report of Independent Registered Public Accounting Firm                                       | 17   |
|                                                    | Exemption Report as Required by Rule 17a-5<br>Under the Securities Exchange Act of 1934       | 18   |

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![](_page_4_Picture_0.jpeg)

#### **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM**

To the Board of Directors and Shareholders of Brooklight Place Securities, Inc.

#### *Opinion on the Financial Statements*

We have audited the accompanying statement of financial condition of Brooklight Place Securities, Inc. (the "Company") as of December 31, 2020, and the related statements of operations, changes in stockholders' equity, and cash flows for the year ended December 31, 2020, and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2020, and the results of its operations and its cash flows for the year ended December 31, 2020, in conformity with accounting principles generally accepted in the United States of America.

#### *Basis for Opinion*

These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audit. 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 Company 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 audit 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 Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion.

Our 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. Our 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. We believe that our audit provides a reasonable basis for our opinion.

#### *Supplementary Information*

The supplementary information contained in Schedules I, II, and III required by Rule 17a-5 under the Securities Exchange Act of 1934 has been subjected to audit procedures performed in conjunction with the audit of Company's financial statements. This supplementary information is the responsibility of Company's management. Our audit procedures included determining whether the supplementary 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 supplementary information presented in the supplementary information. In forming our opinion, we evaluated whether the supplementary information in Schedules I, II, and III, including its form and content, are presented in conformity with 17 C.F.R. § 240.17a-5. In our opinion, the supplementary information in Schedules I, II, and III is fairly stated, in all material respects, in relation to the financial statements as a whole.

We have served as the Company's auditor since 2019. W h d th C '

Chicago, Illinois March 1, 2021

FGMK, LLC fgmk.com

333 W. Wacker Drive, 6th Floor Chicago, IL 60606 312.818.4300

2801 Lakeside Drive, 3rd Floor Bannockburn, IL 60015 847.374.0400

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# Statement of Financial Condition December 31, 2020

| Assets                                                                                                                                                     |                                                      |
|------------------------------------------------------------------------------------------------------------------------------------------------------------|------------------------------------------------------|
| Cash and cash equivalents<br>Commissions receivable<br>Prepaid expenses<br>Broker deposits<br>Right-of-use asset, net                                      | \$<br>591,407<br>90,280<br>62,993<br>25,000<br>4,378 |
| Total assets                                                                                                                                               | \$<br>774,058                                        |
|                                                                                                                                                            |                                                      |
| Liabilities and Stockholders' Equity<br>Liabilities                                                                                                        |                                                      |
| Commissions payable<br>Related party payable<br>Income taxes payable<br>Other accounts payable and accrued expenses<br>Lease liability                     | \$<br>136,579<br>21,737<br>55,518<br>43,878<br>4,773 |
| Total liabilities                                                                                                                                          | 262,485                                              |
| Stockholders' Equity<br>Common stock, \$1 par value:<br>1,000 shares authorized, issued and outstanding<br>Additional paid-in capital<br>Retained earnings | 1,000<br>289,356<br>221,217                          |
| Total stockholders' equity                                                                                                                                 | 511,573                                              |
| Total liabilities and stockholders' equity                                                                                                                 | \$<br>774,058                                        |

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### Statement of Operations Year Ended December 31, 2020

| Revenues                                   |    |           |
|--------------------------------------------|----|-----------|
| Commissions:                               |    |           |
| Security transactions                      | \$ | 4,730     |
| Mutual fund                                |    | 895,812   |
| Variable annuity                           |    | 951,645   |
| Miscellaneous income                       |    | 90,665    |
| Total revenues                             |    | 1,942,852 |
| Expenses                                   |    |           |
| Commissions                                |    | 1,134,328 |
| Employee compensation and related benefits |    | 114,413   |
| Other general and administrative expenses  |    | 511,106   |
| Total expenses                             |    | 1,759,847 |
| Other Income                               |    |           |
| SBA loan forgiveness                       |    | 54,962    |
| Income Before Income Taxes                 |    | 237,967   |
| Income Tax Expense                         |    | 55,518    |
| Net Income                                 | \$ | 182,449   |

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# Statement of Changes in Stockholders' Equity Year Ended December 31, 2020

|                                         | Additional<br>Common<br>Paid-in<br>Stock<br>Capital |                    | Retained<br>Earnings |                   | Total<br>Stockholders'<br>Equity |                    |
|-----------------------------------------|-----------------------------------------------------|--------------------|----------------------|-------------------|----------------------------------|--------------------|
| Balance - January 1, 2020<br>Net Income | \$<br>1,000<br>-                                    | \$<br>289,356<br>- | \$                   | 38,768<br>182,449 | \$                               | 329,124<br>182,449 |
| Balance - December 31, 2020             | \$<br>1,000                                         | \$ 289,356         | \$                   | 221,217           | \$                               | 511,573            |

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# Statement of Cash Flows Year Ended December 31, 2020

| Cash Flows from Operating Activities                        |               |
|-------------------------------------------------------------|---------------|
| Net Income                                                  | \$<br>182,449 |
| Adjustments to reconcile net income to net cash provided by |               |
| operating activities:                                       |               |
| Depreciation and amortization expense                       | 1,573         |
| Loss on the sale of furniture, computer hardware and        |               |
| software                                                    | 1,073         |
| Forgivess of SBA loan                                       | (54,962)      |
| Non-cash lease payments                                     | 23,099        |
| Payments made on lease liabilities                          | (23,099)      |
| Changes in operating assets and liabilities:                |               |
| Decrease in receivables                                     | 47,647        |
| Decrease in prepaid expenses                                | 9,299         |
| Increase in commissions payable                             | 12,367        |
| Decrease in related party payable                           | (10,263)      |
| Increase in taxes payable                                   | 49,109        |
| Increase in accounts payable and accrued expenses           | 31,420        |
| Net cash provided by operating activities                   | 269,712       |
| Cash Flows from Investing Activities                        |               |
| Procceds from the sale of furniture computer hardware and   |               |
| software                                                    | 1,080         |
| Proceeds from SBA loan                                      | 54,962        |
| Net cash provided by investing activities                   | 56,042        |
| Net Increase in Cash and Cash Equivalents                   | 325,754       |
| Cash and Cash Equivalents - Beginning of year               | 265,653       |
| Cash and Cash Equivalents - End of year                     | \$<br>591,407 |

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#### Note 1 - Industry Operations

Brooklight Place Securities, Inc. (the "Company") was incorporated in 1984 as MTL Equity Products, Inc. All of the issued and outstanding stock in the Company was acquired by Crabtree Holdings, LLC after the close of business on February 28, 2013. The Company was renamed Brooklight Place Securities, Inc. as of March 1, 2013.

The Company acts as an insurance agent, broker, producer, and intermediary in the solicitation of purchases of insurance and the solicitation of purchases and sales of securities.

As of December 31, 2020, all 1,000 issued shares are outstanding. Crabtree Holdings, LLC ("Crabtree") which is owned by Charles R. Brettell owns 999 shares while TRAC Enterprises, LLC ("TRAC") which is owned 50% by Charles Truhlar and 50% by David Racich owns 1 share. TRAC has been granted an option to acquire up to a 50% ownership stake in the Company.

Certain insurance companies require that certain fixed annuity products be sold by registered representatives and offered through broker/dealer firms and, as such, the Company also offers fixed annuity products for these insurance companies.

The Company requires that equity indexed annuities ("EIAs") be sold by registered representatives. The Company works with several field marketing organizations to determine suitable products to provide access and service in selling EIAs.

The Company clears its securities transactions on a fully disclosed basis through The Royal Bank of Canada (the clearing broker/dealer). The Company operates under the provisions of Paragraph (k)(2)(ii) of Rule 15c3-3 of the Securities and Exchange Commission ("SEC") and, accordingly, is exempt from the remaining provisions of that Rule. Essentially, the requirements of Paragraph (k)(2)(ii) provide that the Company clear all transactions on behalf of customers on a fully disclosed basis with a clearing broker/dealer, and promptly transmit all customer funds and securities to the clearing broker/dealer. The clearing broker/dealer carries all of the accounts of the customers and maintains and preserves all related books and records as are customarily kept by a clearing broker/dealer.

#### Note 2 - Summary of Significant Accounting Policies

Basis of Accounting: The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP").

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Use of Estimates - The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of the assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Future events and their effects cannot be predicted with certainty; accordingly, accounting estimates require the exercise of judgement.

Leases - The Company recognizes and measures its leases in accordance with Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 842, Leases. The Company is a lessee in a non-cancelable operating lease for office space. The Company determines if an arrangement is a lease, or contains a lease, at inception of a contract and when the terms of an existing contract are changed. The Company 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. Variable payments are included in the future lease payments when those variable payments depend on an index or a rate. The discount rate is the implicit rate if it is readily determinable or otherwise the Company uses its incremental borrowing rate. The implicit rates of our leases are not readily determinable and accordingly, we use our incremental borrowing rate based on the information available at the commencement date for all leases. The Company's incremental borrowing rate for a lease is the rate of interest it would have to pay on a collateralized basis to borrow an amount equal to the lease payments under similar terms and in a similar economic environment. The ROU asset is subsequently measured throughout the lease term at the amount of the remeasured lease liabilities (i.e., present value of the remaining lease payments), plus unamortized initial direct costs, plus (minus) any prepaid (accrued) lease payments, less the unamortized balance of lease incentives received, and any impairment recognized. Lease cost for lease payments is recognized on a straight-line basis over the lease term.

Revenue Recognition – Revenue from contracts with customers is recognized when, or as, the Company satisfies its performance obligations by transferring the promised goods or services to its customers. A good or service is transferred to a customer when, or as, the customer obtains control of that good or service. The amount of revenue recognized reflects the consideration to which the Company expects to be entitled in exchange for these promised goods or services.

Significant Judgments - Revenue from contracts with customers includes commission income and fees. The recognition and measurement of revenue is based on the assessment of individual contact terms. Significant judgment is required to determine whether performance obligations are satisfied at a point in time or over time; how to

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allocate transaction prices where multiple performance obligations are identified; when to recognize revenue based on the appropriate measure of the Company's progress under the contract; and whether constraints on variable consideration should be applied due to uncertain future events.

Sales-based commission revenue is recognized at the point in time at which the sale of an insurance product or investment security occurs on a trade date basis. The commission is based on a percentage of the value of the product sold as of the transaction date.

Trailing commission revenue is recognized over a period of time as earned. Trailing commission revenue is generally based on a percentage of the current market value of a client's investment holding in trail-eligible investments, and is recognized over the period during which services, such as on-going support, are performed. Trailing commissions are based on a percentage of the monthly or quarterly market value of such a client's investment holdings, therefore such revenue is not recognized until such market value can be determined.

The Company earns commission revenue from the sale of securities in an agency capacity. Commission expenses are recorded at the same time as related commission revenue.

| For the Year Ended December 31, 2020 |   | Sales-Based |   | Trailing<br>Commissions |   | Total     |
|--------------------------------------|---|-------------|---|-------------------------|---|-----------|
| Security transactions                | 5 | 4.730       | 5 |                         | ട | 4,730     |
| Mutual fund                          |   | 142.290     |   | 753,522                 |   | 895,812   |
| Variable annuity                     |   | 287,535     |   | 664,110                 |   | 951,645   |
|                                      | S | 434,555     | S | 1,417,632               | S | 1,852,187 |

Disaggregation of Revenue – In the following table, revenue from contracts with customers is disaggregated by insurance produce or investment security:

Cash and Cash Equivalents - Cash and cash equivalents consist of short-term highly liquid investments with original maturities of less than three months at the time of the purchase, including the Company's investment in money market funds. The carrying value of cash equivalents approximates fair value. The Company regularly maintains cash balances that exceed Federal Deposit Insurance Corporation limits.

Furniture, Computer Hardware and Software - Fixed assets are recognized and subsequently measured at cost less accumulated depreciation and amortization and any accumulated impairment losses. Cost includes expenditures that are directly attributable to the acquisition of the asset to prepare the asset for its intended use.

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Depreciation and amortization commence when the assets are available for use and is expensed on a straight-line basis to depreciate and amortize the cost of these assets to their estimated residual value over their estimated useful lives. Depreciation and amortization methods, useful lives, and residual values are reviewed at each financial year end and are adjusted if appropriate. Estimated useful lives are five years for furniture, computer hardware and software. The Company disposed of all furniture, computer hardware and software during the year resulting in a loss of \$1,073.

Miscellaneous Income – Miscellaneous income includes approximately \$43,000 of fees received from a registered investment advisor. Under the terms of the agreement, fees are credited to the Company on a monthly basis for investment holdings introduced to the registered investment advisor by the Company.

Paycheck Protection Program – The Company has applied for and received funding of \$54,962 from a Paycheck Protection Program ("PPP") loan through the Small Business Administration ("SBA") that was made available under the CARES Act passed by Congress in response to the COVID-19 pandemic. As the Company has met all of the SBA conditions for forgiveness of the PPP loan proceeds, the PPP loan proceeds have been recorded as other income for the year ended December 31, 2020. Final approval of the PPP loan forgiveness has not been received as of the date the accompanying financial statements were available to be issued.

#### Note 3 - Income Taxes

Deferred income tax assets and liabilities are computed annually for differences between the financial statement and tax bases of assets and liabilities that will result in taxable or deductible amounts in the future based on enacted tax laws and rates applicable to the period in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. Income tax expense is the tax payable or refundable for the period, plus or minus the change during the period in deferred tax assets and liabilities. The Company had taxes payable of \$55,518 as of December 31, 2020.

Management believes the Company has no material unrecognized income tax benefits or significant tax positions.

#### Note 4 - Commitments and Contingencies

In the ordinary course of business, the Company may be subject to various claims, litigation, regulatory and arbitration matters. Although the effects of these matters cannot be determined, the Company's management believes that their ultimate

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outcome will not have a material effect on the Company's financial position, results of operations, or net cash flows.

In the normal course of business, the Company enters into contracts that contain a variety of representations and warranties that provide indemnification under certain circumstances. The Company's maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Company that have not yet occurred. The Company expects the risk of future obligations under these indemnification to be remote.

#### Note 5 – Leases

The Company has a lease asset for office space with initial non-cancelable terms in excess of one year. The Company classified its lease as an operating lease. The Company's lease contains a conditional right to terminate any time after August 31, 2019 with six (6) months' notice, which must be accompanied by a \$10,000 termination payment. The Company exercised the right to terminate the lease in November 2020, effective January 31, 2021. The lease termination payment was waived. Payments due under the lease contract include fixed payments plus variable payments. The Company's office space lease requires it to make variable payments for the Company's proportionate share of the building's property tax, insurance, and operating expenses. These variable lease payments are not included in lease payments used to determine lease liability and are recognized as variable costs when incurred.

The components of lease cost for the year ended December 31, 2020 are as follows:

| Operating lease cost | \$24,270 |
|----------------------|----------|
| Variable cost        | \$14,694 |
| Total lease cost     | \$38,964 |

Amounts reported in the balance sheet as of December 31, 2020 were as follows: Operating lease ROU asset \$4,378 Operating lease liability \$4,773

Other information related to leases as of December 31, 2020 were as follows: Supplemental cash flow information:

 Cash paid for amounts included in the measurement of lease liability: Operating cash flow from operating lease \$23,099

Reduction to ROU asset resulting from reductions to lease obligations: Operating lease \$23,099

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| Weighted average remaining lease term:<br>Operating lease | 1 month |
|-----------------------------------------------------------|---------|
| Weighted average discount rate:<br>Operating lease        | 4.75%   |

Amount disclosed for ROU assets obtained in exchange for lease obligation and reductions to ROU assets resulting from reductions to lease obligations include amounts added to or reduced from carrying amount of ROU assets resulting from new leases, lease modifications or reassessments.

Maturities of the lease liability under the non-cancellable operating lease as of December 31, 2020 are as follows:

| 2021                  | \$ 4,822 |
|-----------------------|----------|
| Less imputed interest | (\$ 49)  |
| Total lease liability | \$ 4,773 |

#### Note 6 - Related Party Transactions

The Company retains certain consulting and management services from Prosody Consulting, LLC (owned by Charles R. Brettell, owner of Crabtree). Prosody Consulting, LLC was paid \$33,600 during the year ended December 31, 2020 for consulting and management services which is included in other general and administrative expenses in the accompanying statement of operations.

TRAC owner David Racich was paid \$53,500 and Charles Truhlar was paid \$71,658 during the year ended December 31, 2020 for consulting and management services which is included in other general and administrative expenses in the accompanying statement of operations.

Related party payables on the statement of financial condition include \$12,737 payable to Charles R. Brettell for reimbursement of business expenses and \$6,500 payable to Charles Truhlar and \$2,500 payable to David Racich for services rendered during 2020. These balances are unsecured, non-interest bearing and due on demand.

#### Note 7 - Net Capital Requirements

{15}------------------------------------------------

Pursuant to the net capital provisions of Rule 15c3-1 under the Securities Exchange Act of 1934, the Company is required to maintain a minimum amount of net capital as defined under such provisions. Net capital and the related net capital ratio may fluctuate on a daily basis. The Company is required to maintain minimum net capital equal to the greater of 6-2/3 percent of aggregate indebtedness, as defined, or \$50,000. At December 31, 2020, the Company had net capital of \$421,944, exceeding the required net capital of \$50,000 by \$371,944. At December 31, 2020, the ratio of aggregate indebtedness to net capital was .61 to 1. The net capital rules may effectively restrict the payment of advances, dividends, or other equity withdrawals.

#### Note 8 - Subsequent Events

The Company has evaluated subsequent events through March 1, 2021, the date the financial statements were issued.

{16}------------------------------------------------

Supplementary Information

{17}------------------------------------------------

| Schedule I - Computation of Net Capital |
|-----------------------------------------|
| Under SEC Rule 15c3-1                   |
| December 31, 2020                       |

| Aggregate Indebtedness                               |               |
|------------------------------------------------------|---------------|
| Total liabilities                                    | \$<br>258,107 |
|                                                      |               |
| Net Capital                                          |               |
| Stockholders' equity                                 | \$<br>511,573 |
| Less nonallowable assets:                            |               |
| Prepaid expenses                                     | (62,993)      |
| Nonallowable receivables                             | (26,636)      |
|                                                      |               |
| Total nonallowable assets                            | (89,629)      |
|                                                      |               |
| Net capital under Rule 15c3-1, December 31, 2020     | \$<br>421,944 |
|                                                      |               |
| Capital Requirements                                 |               |
| Minimum net capital requirement (greater of          |               |
| 6 2/3 percent of aggregate indebtedness or \$50,000) | \$<br>50,000  |
| Net capital in excess of requirement                 | 371,944       |
|                                                      |               |
| Net capital as above                                 | \$<br>421,944 |
|                                                      |               |
| Ratio of aggregate indebtedness to net capital       | .61 to 1      |

Note: There are no material differences between the above computation and the Company's corresponding unaudited amended FOCUS report, Part II of Form X-17A-5 as of December 31, 2020.

{18}------------------------------------------------

 Schedule II - Computation for Determination of Reserve Requirements Under SEC Rule 15c3-3 December 31, 2020

Brooklight Place Securities, Inc. is exempt from the provision of Rule 15c3-3 pursuant to Section (k)(2)(ii) of such Rule, and was in compliance with the conditions of the exemption at December 31, 2020.

{19}------------------------------------------------

 Schedule III - Information Relating to Possession or Control Requirements Under SEC 15c3-3 December 31, 2020

Brooklight Place Securities, Inc. is exempt from the provision of Rule 15c3-3 pursuant to Section (k)(2)(ii) of such Rule, and was in compliance with the conditions of the exemption at December 31, 2020.

{20}------------------------------------------------

![](_page_20_Picture_0.jpeg)

#### **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM**

To the Board of Directors and Shareholders of Brooklight Place Securities, Inc.

We have reviewed management's statements, included in the accompanying Exemption Report, in which (1) Brooklight Place Securities, Inc. identified the following provisions of 17 C.F.R. §15c3-3(k) under which Brooklight Place Securities, Inc. claimed an exemption from 17 C.F.R. §240.15c3-3(k)(2)(ii) (the "exemption provisions") and (2) Brooklight Place Securities, Inc. stated that Brooklight Place Securities, Inc. met the identified exemption provisions throughout the most recent fiscal year without exception. Brooklight Place Securities, Inc.'s management is responsible for compliance with the exemption provisions and its statements.

Our 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 Brooklight Place Securities, Inc.'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, we do not express such an opinion.

Based on our review, we are 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 provisions set forth in paragraph (k)(2)(ii) of Rule 15c3-3 under the Securities Exchange Act of 1934.

Chicago, Illinois March 1, 2021

FGMK, LLC fgmk.com

333 W. Wacker Drive, 6th Floor Chicago, IL 60606 312.818.4300

2801 Lakeside Drive, 3rd Floor Bannockburn, IL 60015 847.374.0400

{21}------------------------------------------------

#### BROOKLIGHT PLACE SECURITIES, INC. EXEMPTION REPORT

Brooklight Place Securities, Inc. (the "Company") is a registered broker-dealer subject to Rule 17a-5 promulgated by the Securities and Exchange Commission (17 C.F.R. Section 240.17a-5, "Reports to be made by certain brokers and dealers"). This Exemption Report was prepared as required by 17 C.F.R Section 240.17a-5(d)(1) and (4). To the best of its knowledge and belief, the Company states the following:

The Company claimed an exemption from 17 C.F.R. Section 240.15c3-3 under the following provisions of 17 C.F.R 240.15c-3(k): (2)(ii).

The Company met the identified exemption provisions in 17 C.F.R. Section 240.15c3-3(k) throughout the most recent fiscal year, without exception.

Brooklight Place Securities, Inc.

I, Charles R. Brettell, swear that, to my best knowledge and belief, the Exemption Report is true and correct.

Title: President

 DĂƌĐŚϭ͕ϮϬϮϭ

Date

{22}------------------------------------------------

![](_page_22_Picture_0.jpeg)

#### **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM ON APPLYING AGREED-UPON PROCEDURES**

To the Board of Directors and Shareholders of Brooklight Place Securities, Inc.

We have performed the procedures included in Rule 17a-5(e)(4) under the Securities Exchange Act of 1934 and in the Securities Investor Protection Corporation (SIPC) Series 600 Rules, which are enumerated below and were agreed to by Brooklight Place Securities, Inc. (the "Company") and the SIPC, solely to assist you and SIPC in evaluating the Company's compliance with the applicable instructions of the General Assessment Reconciliation (Form SIPC-7) for the year ended December 31, 2020. The Company's management is responsible for its Form SIPC-7 and for its compliance with those requirements. This agreed-upon procedures engagement was conducted in accordance with standards established by the Public Company Accounting Oversight Board (United States) and in accordance with attestation standards established by the American Institute of Certified Public Accountants. The sufficiency of these procedures is solely the responsibility of those parties specified in this report. Consequently, we make no representation regarding the sufficiency of the procedures described below either for the purpose for which this report has been requested or for any other purpose. The procedures we performed and our findings are as follows:

- 1. Compared the listed assessment payments in Form SIPC-7 with respective cash disbursement records entries, noting no differences;
- 2. Compared the Total Revenue amounts reported on the Annual Audited Report Form X-17A-5 Part III for the year ended December 31, 2020 with the Total Revenue amount reported in Form SIPC-7 for the year ended December 31, 2020, noting no differences;
- 3. Compared any adjustments reported in Form SIPC-7 with supporting schedules and working papers, noting no differences;
- 4. Recalculated the arithmetical accuracy of the calculations reflected in Form SIPC-7 and in the related schedules and working papers supporting the adjustments, noting no differences; and
- 5. Compared the amount of any overpayment applied to the current assessment with the Form SIPC-7 on which it was originally computed, noting no differences.

We were not engaged to, and did not conduct an examination or review, the objective of which would be the expression of an opinion or conclusion, respective, on the Company's compliance with the applicable instructions of the Form SIPC-7 for the year ended December 31, 2020. Accordingly, we do not express such an opinion or conclusion. Had we performed additional procedures, other matters might have come to our attention that would have been reported to you.

This report is intended solely for the information and use of the Company and the SIPC and is not intended to be and should not be used by anyone other than these specified parties.

Chicago, Illinois March 1, 2021 Chicago Illinois

FGMK, LLC fgmk.com

333 W. Wacker Drive, 6th Floor Chicago, IL 60606 312.818.4300

2801 Lakeside Drive, 3rd Floor Bannockburn, IL 60015 847.374.0400

{23}------------------------------------------------

| SIPC-7         |  |
|----------------|--|
| (36-REV 12/18) |  |

**SIPC-7 SIPC-7** SECURITIES INVESTOR PROTECTION CORPORATION P.O. Box 92185 Washington, D.C. 20090-2185 202-371-8300

(36-REV 12/18) (36-REV 12/18) **General Assessment Reconciliation** 

For the fiscal year ended **\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_** (Read carefully the instructions in your Working Copy before completing this Form)

### **TO BE FILED BY ALL SIPC MEMBERS WITH FISCAL YEAR ENDINGS**

1. Name of Member, address, Designated Examining Authority, 1934 Act registration no. and month in which fiscal year ends for purposes of the audit requirement of SEC Rule 17a-5:

| %URRNOLJKW<br>3ODFH<br>6HFXULWLHV<br>,QF<br><br>(<br>3DOLVDGHV<br>%OYG<br>6XLWH<br>'                                        | Note: If any of the information shown on the<br>mailing label requires correction, please e-mail<br>any corrections to form@sipc.org and so<br>indicate on the form filed. |
|-----------------------------------------------------------------------------------------------------------------------------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| )RXQWDLQ<br>+LOOV<br>\$=<br>                                                                                                | Name and telephone number of person to<br>contact respecting this form.                                                                                                    |
|                                                                                                                             | &KDUOHV<br>%UHWWHOO<br><br>                                                                                                                                                |
| 2. A. General Assessment (item 2e from page 2)<br>B. Less payment made with SIPC-6 filed (exclude interest)                 | <br>\$<br><br>(<br>)                                                                                                                                                       |
| -XO\<br>Date Paid<br>C. Less prior overpayment applied                                                                      | <br>(<br>)                                                                                                                                                                 |
| D. Assessment balance due or (overpayment)                                                                                  |                                                                                                                                                                            |
| E. Interest computed on late payment (see instruction E) for______days at 20% per annum                                     |                                                                                                                                                                            |
| F. Total assessment balance and interest due (or overpayment carried forward)                                               | <br>\$                                                                                                                                                                     |
| r the box<br>G. PAYMENT:<br>✔<br>Check mailed to P.O. Box T Funds Wired TACH T<br><br>\$<br>Total (must be same as F above) |                                                                                                                                                                            |
| \$(<br>H. Overpayment carried forward                                                                                       | )                                                                                                                                                                          |
| 3. Subsidiaries (S) and predecessors (P) included in this form (give name and 1934 Act registration number):                |                                                                                                                                                                            |

| The SIPC member submitting this form and the<br>person by whom it is executed represent thereby<br>that all information contained herein is true, correct | %URRNOLJKW<br>3ODFH<br>6HFXULWLHV<br>,QF                                                                                   |
|-----------------------------------------------------------------------------------------------------------------------------------------------------------|----------------------------------------------------------------------------------------------------------------------------|
| and complete.                                                                                                                                             | (Name of Corporation, Partnership or other organization)                                                                   |
| )HEUXDU\<br><br>WK<br>Dated the<br>day of<br>, 20                                                                                                         | (Authorized Signature)<br>3UHVLGHQW                                                                                        |
|                                                                                                                                                           | (Title)                                                                                                                    |
| for a period of not less than 6 years, the latest 2 years in an easily accessible place.                                                                  | This form and the assessment payment is due 60 days after the end of the fiscal year. Retain the Working Copy of this form |

| WER        | Dates:       | Postmarked                 | Received | Reviewed      |              |
|------------|--------------|----------------------------|----------|---------------|--------------|
| SIPC REVIE | Calculations |                            |          | Documentation | Forward Copy |
|            | Exceptions:  |                            |          |               |              |
|            |              | Disposition of exceptions: |          |               |              |

{24}------------------------------------------------

#### **DETERMINATION OF "SIPC NET OPERATING REVENUES" AND GENERAL ASSESSMENT**

Amounts for the fiscal period beginning and ending 

| Item No.<br>2a. Total revenue (FOCUS Line 12/Part IIA Line 9, Code 4030)                                                                                                                                                                                                                                                                                                                      | Eliminate cents<br><br>\$ |
|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|---------------------------|
| 2b. Additions:<br>(1) Total revenues from the securities business of subsidiaries (except foreign subsidiaries) and<br>predecessors not included above.                                                                                                                                                                                                                                       |                           |
| (2) Net loss from principal transactions in securities in trading accounts.                                                                                                                                                                                                                                                                                                                   |                           |
| (3) Net loss from principal transactions in commodities in trading accounts.                                                                                                                                                                                                                                                                                                                  |                           |
| (4) Interest and dividend expense deducted in determining item 2a.                                                                                                                                                                                                                                                                                                                            |                           |
| (5) Net loss from management of or participation in the underwriting or distribution of securities.                                                                                                                                                                                                                                                                                           |                           |
| (6) Expenses other than advertising, printing, registration fees and legal fees deducted in determining net<br>profit from management of or participation in underwriting or distribution of securities.                                                                                                                                                                                      |                           |
| (7) Net loss from securities in investment accounts.                                                                                                                                                                                                                                                                                                                                          |                           |
| Total additions                                                                                                                                                                                                                                                                                                                                                                               |                           |
| 2c. Deductions:<br>(1) Revenues from the distribution of shares of a registered open end investment company or unit<br>investment trust, from the sale of variable annuities, from the business of insurance, from investment<br>advisory services rendered to registered investment companies or insurance company separate<br>accounts, and from transactions in security futures products. |                           |
| (2) Revenues from commodity transactions.                                                                                                                                                                                                                                                                                                                                                     |                           |
| (3) Commissions, floor brokerage and clearance paid to other SIPC members in connection with<br>securities transactions.                                                                                                                                                                                                                                                                      |                           |
| (4) Reimbursements for postage in connection with proxy solicitation.                                                                                                                                                                                                                                                                                                                         |                           |
| (5) Net gain from securities in investment accounts.                                                                                                                                                                                                                                                                                                                                          |                           |
| (6) 100% of commissions and markups earned from transactions in (i) certificates of deposit and<br>(ii) Treasury bills, bankers acceptances or commercial paper that mature nine months or less<br>from issuance date.                                                                                                                                                                        |                           |
| (7) Direct expenses of printing advertising and legal fees incurred in connection with other revenue<br>related to the securities business (revenue defined by Section 16(9)(L) of the Act).                                                                                                                                                                                                  |                           |
| (8) Other revenue not related either directly or indirectly to the securities business.                                                                                                                                                                                                                                                                                                       |                           |
| (See Instruction C):                                                                                                                                                                                                                                                                                                                                                                          |                           |
| (Deductions in excess of \$100,000 require documentation)                                                                                                                                                                                                                                                                                                                                     |                           |
| (9) (i) Total interest and dividend expense (FOCUS Line 22/PART IIA Line 13,<br>Code 4075 plus line 2b(4) above) but not in excess<br>of total interest and dividend income.                                                                                                                                                                                                                  | \$                        |
| (ii) 40% of margin interest earned on customers securities<br>accounts (40% of FOCUS line 5, Code 3960).                                                                                                                                                                                                                                                                                      | \$                        |
| Enter the greater of line (i) or (ii)                                                                                                                                                                                                                                                                                                                                                         |                           |
| Total deductions                                                                                                                                                                                                                                                                                                                                                                              |                           |
| 2d. SIPC Net Operating Revenues                                                                                                                                                                                                                                                                                                                                                               | <br>\$                    |
| 2e. General Assessment @ .0015                                                                                                                                                                                                                                                                                                                                                                | <br>\$                    |
|                                                                                                                                                                                                                                                                                                                                                                                               | (to page 1, line 2.A.)    |

{25}------------------------------------------------

# **SIPC-7 Instructions**

This form is to be filed by all members of the Securities Investor Protection Corporation whose fiscal years end in 2011 and an nually thereafter. The form together with the payment is due no later than 60 days after the end of the fiscal year, or after membersh ip termination. Amounts reported herein must be readily reconcilable with the member's records and the Securities and Exchange Commission Rule 17a-5 report filed. Questions pertaining to this form should be directed to SIPC via e-mail at form@sipc.org or by telephoning 202-371-8300.

 A . For the pur poses of this form, the term " SIPC Net O perating Revenues" shall mean gross revenues from the securities business as defined in or pursuant to the ap plic able sec tions of the Securities Investor Protec tion Ac t of 1970 ("Ac t ") and Ar ticle 6 of SIPC's bylaws (see page 4), less item 2c(9) on page 2.

 B. Gross revenues of subsidiaries, except foreign subsidiaries, are required to be included in SIPC Net O perating Revenues on a c onsolidated basis except for a subsidiary filing separately as explained hereinafter.

 If a subsidiar y was required to file a Rule 17a-5 annual audited statement of inc ome separately and is also a SIPC member, then such subsidiar y must itself file SIPC-7, pay the assessment, and should not be consolidated in your SIPC-7.

 SIPC Net O perating Revenues of a predecessor member which are not included in item 2a, were not repor ted separately and the SIPC assessments were not paid thereon by such predecessor, shall be included in item 2b(1).

C. Your General Assessment should be computed as follows:

- (1) *Line 2a* For the ap plic able period enter total revenue based upon amounts repor ted in your Rule 17a-5 Annual Audited Statement of Inc ome prepared in c onformit y with generally ac cepted ac c ounting principles applic able to securities brokers and dealers. or if exempted from that rule, use X-17A-5 (FOCUS Report) Line 12, Code 4030.
- (2) *Adjustments* The pur pose of the adjustments on page 2 is to determine SIPC Net Operating Revenues.
	- (a) *Additions* Lines 2b(1) through 2b(7) assure that assessable inc ome and gain items of SIPC Net O perating Revenues are totaled, unreduc ed by any losses (e.g., if a net loss was incurred for the period from all transac tions in trading ac c ount securities, that net loss does not reduce other assessable revenues). Thus, line 2b(4) would include all shor t dividend and interest payments including those incurred in reverse c onversion ac c ounts, rebates on stoc k loan positions and repo interest which have been net ted in determining line 2(a).
	- (b) *Deductions* Line 2c(1) through line 2c(9) are either provided for in the statue, as in deduc tion 2c(1), or are allowed to arrive at an assessment base c onsisting of net operating revenues from the securities business. For example, line 2c(9) allows for a deduc tion of either the total of interest and dividend expense (not to exceed interest and dividend inc ome), as repor ted on FOCUS line 22 /PART IIA line 13 (Code 4075), plus line 2b(4) or 40% of interest earned on customers' securities ac c ounts (40% of FOCUS Line 5 Code 3960). Be cer tain to c omplete both line (i) and (ii), entering the greater of the t wo in the far right c olumn. Dividends paid to shareholders are not c onsidered "Expense" and thus are not to be included in the deduc tion. Likewise, interest and dividends paid to par tners pursuant to the par tnership agreements would also not be deducted.

 *If the amount repor ted on line 2c (8) aggregates to \$100,000 or greater, suppor ting documentation must accompany the form that identifies these deductions. Examples of suppor t information include; contractual agreements, prospectuses, and limited partnership documentation.*

- (i) Determine your SIPC Net O perating Revenues, item 2d, by adding to item 2a, the total of item 2b, and deducting the total of item 2c.
- (ii) Multiply SIPC Net O perating Revenues by the ap plic able rate. Enter the resulting amount in item 2e and on line 2A of page 1.
- (iii) Enter on line 2B the assessment due as reflec ted on the SIPC-6 previously filed.
- (iv) Subtrac t line 2B and 2C from line 2A and enter the dif ference on line 2D. This is the balance due for the period.
- (v) Enter interest c omputed on late payment (if applicable) on line 2E.
- (vi) Enter the total due on line 2F and the payment of the amount due on line 2G.
- (v ii) Enter over payment c arr ie d for ward (if any) on line 2H.

 D. Any SIPC member which is also a bank (as defined in the Securities Exchange Ac t of 1934) may exclude from SIPC Net O perating Revenues dividends and interest received on securities in its investment ac c ounts to the ex tent that it c an demonstrate to SIPC's satisfac tion that such securities are held, and such dividends and interest are received, solely in c onnec tion with its operations as a bank and not in c onnec tion with its operations as a broker, dealer or member of a national securities exchange. Any member who excludes from SIPC Net O perating Revenues any dividends or interest pursuant to the preceding sentence shall file with this form a sup plementar y statement set ting for th the amount so excluded and proof of its entitlement to such exclusion.

 E. *Interest on Assessments.* If all or any par t of assessment paya ble under Se c tion 4 of the Ac t has not b een p ostmar ke d within 15 days af ter the due date thereof, the member shall pay, in addition to the amount of the assessment, interest at the rate of 20% per annum on the unpaid por tion of the assessment for each day it has been overdue.

 F. Se curities and Exchange Commission Rule 17a-5(e) (4) requires those who are not exempted from the audit requirement of the rule and whose gross revenues are in excess of \$500,000 to file a sup plemental independent public ac c ountants repor t c overing this SIPC-7 no later than 60 days after their fiscal year ends.

**Mail this completed form to SIPC together with a check for the amount due, made payable to SIPC, using the enclosed return PO BOX envelope, pay via ACH Debit Authorization through SIPC's ACH system at www.sipc.org/for-members/assessments or wire the payment to:**

**On the wire identify the name of the firm and its SEC Registration 8-# and label it as "for assessment." Please fax a copy of the assessment form to (202)-223-1679 or e-mail a copy to form@sipc.org on the same day as the wire.**

{26}------------------------------------------------

### **From Section 16(9) of the Act:**

The term "gross revenues from the securities business" means the sum of (but without duplication)—

(A) commissions earned in connection with transactions in securities effected for customers as agent (net of commissions paid to other brokers and dealers in connection with such transactions) and markups with respect to purchases or sales of securities as principal;

(B) charges for executing or clearing transactions in securities for other brokers and dealers;

- (C) the net realized gain, if any, from principal transactions in securities in trading accounts;
- (D) the net profit, if any, from the management of or participation in the underwriting or distribution of securities;
- (E) interest earned on customers' securities accounts;

(F) fees for investment advisory services (except when rendered to one or more registered investment companies or insurance company separate accounts) or account supervision with respect to securities;

- (G) fees for the solicitation of proxies with respect to, or tenders or exchanges of, securities;
- (H) income from service charges or other surcharges with respect to securities;

(I) except as otherwise provided by rule of the Commission, dividends and interest received on securities in investment accounts of the broker or dealer;

(J) fees in connection with put, call, and other options transactions in securities;

(K) commissions earned for transactions in (i) certificates of deposit, and (ii) Treasury bills, bankers acceptances, or commercial paper which have a maturity at the time of issuance of not exceeding nine months, exclusive of days of grace, or any renewal thereof, the maturity of which is likewise limited, except that SIPC shall by bylaw include in the aggregate of gross revenues only an appropriate percentage of such commissions based on SIPC's loss experience with respect to such instruments over at least the preceding five years; and

(L) fees and other income from such other categories of the securities business as SIPC shall provide by bylaw.

Such term includes revenues earned by a broker or dealer in connection with a transaction in the portfolio margining account of a customer carried as securities accounts pursuant to a portfolio margining program approved by the Commission. Such term does not include revenues received by a broker or dealer in connection with the distribution of shares of a registered open end inve stment company or unit investment trust or revenues derived by a broker or dealer from the sales of variable annuities, the business of insurance, or transactions in security futures products.

#### **From Section 16(14) of the Act:**

The term "Security" means any note, stock, treasury stock, bond, debenture, evidence of indebtedness, any collateral trust cert ificate, preorganization certificate or subscription, transferable share, voting trust certificate, certificate of deposit, certificate of deposit for a security, or any security future as that term is defined in section 78c(a)(55)(A) of this title, any investment contract or c ertificate of interest or participation in any profit-sharing agreement or in any oil, gas or mineral royalty or lease (if such investment contract or interest is the subject of a registration statement with the Commission pursuant to the provisions of the Securities Act of 1933 [15 U.S.C. 77a et seq.]), any put, call, straddle, option, or privilege on any security, or group or index of securities (including any interest therein or based on the value thereof), or any put, call, straddle, option, or privilege entered into on a national securities exchange relating to foreign currency, any certificate of interest or participation in, temporary or interim certificate for, receipt fo r, guarantee of, or warrant or right to subscribe to or purchase or sell any of the foregoing, and any other instrument commonly known as a security. Except as specifically provided above, the term "security" does not include any currency, or any commodity or related con tract or futures contract, or any warrant or right to subscribe to or purchase or sell any of the foregoing.

#### **From SIPC Bylaw Article 6 (Assessments): Section 1(f):**

The term "gross revenues from the securities business" includes the revenues in the definition of gross revenues from the securities business set forth in the applicable sections of the Act.

#### **Section 3:**

For purpose of this article:

(a) The term "securities in trading accounts" shall mean securities held for sale in the ordinary course of business and not id entified as having been held for investment.

(b) The term "securities in investment accounts" shall mean securities that are clearly identified as having been acquired for investment in accordance with provisions of the Internal Revenue Code applicable to dealers in securities.

(c) The term "fees and other income from such other categories of the securities business" shall mean all revenue related eithe r directly or indirectly to the securities business except revenue included in Section 16(9)(A)-(L) and revenue specifically exce pted in Section 4(c)(3)(C)[Item 2c(1), page 2].

Note: If the amount of assessment entered on line 2e of SIPC-7 is greater than 1/2 of 1% of "gross revenues from the securities business" as defined above, you may submit that calculation along with the SIPC-7 form to SIPC and pay the smaller amount, subject to review by your Examining Authority and by SIPC.

SIPC Examining Authorities:

| ASE | American Stock Exchange, LLC |  |
|-----|------------------------------|--|
|     |                              |  |

CBOE Chicago Board Options Exchange, Incorporated CHX Chicago Stock Exchange, Incorporated

**4**

FINRA Financial Industry Regulatory Authority NYSE Arca, Inc. NASDAQ OMX PHLX SIPC Securities Investor Protection Corporation


Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.
