# SOGOTRADE, INC. X-17A-5 (2019-04-29) — Broker-dealer annual report

- Company: SOGOTRADE, INC.
- Form: X-17A-5
- Filed: 2019-04-29
- Period: 2016-12-31
- Accession: 0000792092-19-000001
- CIK: 792092
- File #: 8-35930
- Material weakness: No
- Auditor: VB&T Certified Public Accountants, PLLC
- Auditor location: New York, NY
- Contact: Dennis Maloney
- Phone: 212.425.9264
- Signed by: Dennis W,  Maloney (President)

Original filing: https://www.sec.gov/Archives/edgar/data/792092/000079209219000001/SogoTradePublic2016.pdf

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# **SOGOTRADE, INC**

STATEMENT OF FINANCIAL CONDITION

DECEMBER 31, 2016

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UNITEDSTATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

OMB APPROVAL OMB Number: 3235-0123 Expires: May 31, 2017 Estimated average burden hours per resoonse ...... 12.00

# **ANNUAL AUDITED REPORT FORM X-17A-5 PART Ill**

| SEC FILE NUMBER |
|-----------------|
| 8- 35930        |

FACING PAGE Information Required of Brokers and Dealers Pursuant to Section 17 of the Securities Exchange Act of 1934 and Rule 17a-5 Thereunder

| REPORT FOR THE PERIOD BEGINNING                                                              | ____ 0<br>16 ___<br>1_<br>10_1_<br>1_<br>_              | AND ENDING    | ___<br>1_2_13_1_11_6 ___<br>_                   |
|----------------------------------------------------------------------------------------------|---------------------------------------------------------|---------------|-------------------------------------------------|
|                                                                                              | MM/DD YY                                                |               | MM/DDNY                                         |
|                                                                                              | A. REGISTRANT IDENTIFICATION                            |               |                                                 |
| NAME OF BROKER-DEALER: SogoTrade, Inc.                                                       |                                                         |               | OFFICIAL USE ONLY                               |
| ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use P.O. Box No.)<br>11 Broadway, Suite 514  |                                                         | FIRM 1.0. NO. |                                                 |
|                                                                                              | (No. and Street)                                        |               |                                                 |
| New York                                                                                     | NY                                                      |               | 10004                                           |
| (City)                                                                                       | (State)                                                 |               | (Zip Code)                                      |
| NAME AND TELEPHONE NUMBER OF PERSON TO CONTACT IN REGARD TO THIS REPORT<br>Dennis W. Malonev |                                                         |               | 212 425 9264<br>(Area Code - Telephone ' umber) |
|                                                                                              | B. ACCOUNTANT IDENTIFICATION                            |               |                                                 |
| INDEPENDENT PUBLIC ACCOUNTANT whose opinion is contained in this Report*                     |                                                         |               |                                                 |
| VB& T Certified Public Accountants, PLLC                                                     |                                                         |               |                                                 |
|                                                                                              | (Name - if i11dividual, stale last, firs/. middle name) |               |                                                 |
| 250 W 57th Street, Suite 162                                                                 | New York                                                | NY            | 10107                                           |
| (Address)                                                                                    | (City)                                                  | (State)       | (Zip Code)                                      |
| CHECK ONE:                                                                                   |                                                         |               |                                                 |
| I./ I<br>Certified Public Accountant                                                         |                                                         |               |                                                 |
| Public Accountant                                                                            |                                                         |               |                                                 |
| B<br>Accountant not resident in United States or any of its possessions.                     |                                                         |               |                                                 |
|                                                                                              | FOR OFFICIAL USE ONLY                                   |               |                                                 |
|                                                                                              |                                                         |               |                                                 |
|                                                                                              |                                                         |               |                                                 |

*\*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* 011 *as the basis for the exemption. See SecJion 240. I 7a-5(e)(2)* 

> Potential 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.

SEC 1410 (06-02)

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#### **OATH OR AFFIRMATION**

r, Dennis W. Maloney , swear (or affirm) that, to the best of my knowledge and belief the accompanying financial statement and supporting schedules pertaining to the firm of ~~~~~~~~~~~~~~~~~~~~~~~~~~~ SogoTrade, Inc. ~~~~~~~~~~~~~~~ as ,

of December 31 20 16 arc true and correct. I further swear (or affirm) that

neither the company nor any partner, proprietor, principal officer or director has any proprietary interest in any account classified solely as that of a customer, except as follows:

Title

Notary Public

This report •• contains (check all applicable boxes):

- IZl (a) Facing Page.
- IZl (b) Statement of Financial Condition.
- **D** (c) Statement oflncome (Loss).
- **D** (d) Statement of Changes in Financial Condition.
- **CJ** (e) Statement of Changes in Stockholders' Equity or Partners' or Sole Proprietors' Capital.
- **D** (f) Statement of Changes in Liabilities Subordinated to Claims of Creditors.
- **CJ** (g) Computation of Net Capital.
- [] (h) Computation for Determination of Reserve Requirements Pursuant to Rule I 5c3-3.
- [] (i) Information Relating to the Possession or Control Requirements Under Rule I 5c3-3.
- **D** G) A Reconciliation, including appropriate explanation of the Computation of Net Capital Under Rule 15c3- l and the Computation for Determination of the Reserve Requirements Under Exhibit A of Rule l 5c3-3.
- [] (k) A Reconciliation between the audited and unaudited Statements of Financial Condition with respect to methods of consolidation.
- **0** (I) An Oath or Affirmation.
- **0** (m) A copy of the SIPC Supplemental Report.
- **D** (n) A report describing any material inadequacies found to exist or found to have existed since the date of the previous audit.

,,.. *For conditions of confidential treatment of certain portions of this filing, see section 240. 17a-5(e)(3).* 

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| Independent Auditors' Report  1     | Page |
|-------------------------------------|------|
| Statement of Financial Condition  2 |      |
| Notes to Financial Statement  3-5   |      |

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![](_page_4_Picture_0.jpeg)

250 W 57th Street Suite 1632 New York, NY 10107 T:l.212.448.0010 F: 1.888.997.2262

E-mail: fvb@getcpa.com rtse@getcpa.com info@getcpa.com www .getcpa.com

### REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors of SogoTrade Inc

We have audited the accompanying statement of financial condition of SogoTrade Inc, (the Company) as of December 31, 2016, and the related notes to the financial statements. This financial statement is the responsibility of Company's management. Our responsibility is to express an opinion on this financial statement based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the statement of financial condition is free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the statement of financial position. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall statement of financial position presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the statement of financial condition referred to above presents fairly, in all material respects, the financial position of So go Trade Inc, as of December 31, 2016 m accordance with accounting principles generally accepted in the United States of America.

New York, NY February 10, 2017

> Registered with the Public Company Accounting Oversight Board Member of the American Institute of Certified Public Accountants

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# **SOGOTRADE, INC STATEMENT OF FINANCIAL CONDITION DECEMBER 31, 2016**

#### **ASSETS**

| Cash                                            | \$<br>210,692 |
|-------------------------------------------------|---------------|
| Due from clearing broker                        | 925,336       |
| Prepaid expenses                                | 35,137        |
| Furniture and equipment, net                    | 37,627        |
| Other assets                                    | 28,275        |
| Total assets                                    | \$ 1,237,067  |
| LIABILITIES AND STOCKHOLDERS' EQUITY            |               |
| Liabilities:                                    |               |
| Accounts payable and accrued expenses           | 350,013<br>\$ |
| Stockholders' equity:                           |               |
| no par value<br>Preferred stoclc Series A -     |               |
| 4,000 shares authorized                         |               |
| No shares outstanding                           |               |
| Common stock: no par value                      |               |
| 1,000 shares authorized, issued and outstanding | 1,153,730     |
| Accumulated (deficit)                           | (266,676)     |
| Stockhold<br>ers' equity                        | 887,054       |
| Total liabilities and stockholders' equity      | \$ 1,237,067  |

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# **SOGOTRADE, INC NOTES TO THE FINANCIAL STATEMENT DECEMBER 31, 2016**

#### **1. ORGANIZATION AND DESCRIPTION OF BUSINESS**

SogoTrade, Inc. (formerly known as Wang Investment Associates, Inc.) (the "Company") was formed on March 27, 1986 in the State of South Carolina as a broker-dealer in securities transactions under the Securities Exchange Act of 1934. The Company is registered with the Securities and Exchange Commission (SEC) and is a member of the Financial Industry Regulatory Authority (FINRA). The Company has adopted December 31 as its year end.

On December 16, 2010, the Company was incorporated under Section 102 of the Delaware General Corporation Law. On December 21, 2010, Wang Investment Associates, Inc. of South Carolina was merged into the Delaware Company and the South Carolina entity ceased its existence. The Defaware Company as the surviving corporation acquired all of the rights, property and liabilities of the South Carolina Corporation pursuant to Delaware and South Carolina laws. On January 1, 2014, the Company was acquired by Sogo Financial Management, LLC and effective January 23, 2014, the Company changed its name from Wang Investment Associates, Inc. to SogoTrade, Inc.

The Company is engaged in a single line of business as a securities broker-dealer, which comprises several classes of services, including agency and risk less principal transactions.

The Company clears all of its transactions through securities clearing brokers. The Company acts as a broker-dealer and is exempt from Securities and Exchange Commission Rule 15c3-3 under paragraph (k)(2)(ii) since it uses other securities firms for clearing.

Pursuant to agreements between the Company and Hilltop Securities Inc. (SSI) and Apex Clearing Corporation (APEX), all securities transactions of the Company are cleared and its customers are introduced and cleared on a fully disclosed basis. The Company is exempt from provisions of Rule 15c3-3 and is not responsible for compliance with Section 4(c) of Regulation T of the Board of Governors of the Federal Reserve System, as all customers' accounts, as defined by such rules, are carried by SSI and APEX.

#### **2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES**

#### *Revenue recognition*

The Company's financial statements are prepared using the accrual method of accounting. The Company earns its revenues from commissions for agency transactions and for riskless principal transactions; income is earned from mark-ups and mark downs. The transactions are recorded on a trade date basis, which is not materially different than recording transactions on a settlement date basis.

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# **SOGOTRADE, INC NOTES TO THE FINANCIAL STATEMENT DECEMBER 31, 2016**

# 2. **SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES** *(continued)*

### *Receivable from clearing broker*

Receivable from clearing brokers consists of money due from the Company's clearing firms, Hilltop Securities Inc. and Apex Clearing Corporation, for income earned on securities transactions. Management has determined that no allowance for doubtful accounts is necessary at December 31, 2016. On December 29, 2016 the Company discontinued its relationship with Hilltop Securities Inc.

# *Concentration of risk*

The Company maintains cash in bank accounts which are non-interest bearing. As of January 1, 2013, interest bearing and non-interest bearing accounts are insured by the FDIC up to \$250,000 per financial institution. The Company has not experienced any losses in such accounts and does not believe it is exposed to any significant credit risk on cash and cash equivalents.

# *Use of estimates*

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requir es management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

### *Furniture and equipment*

Depreciation on property and equipment is provided using accelerated methods over their estimated useful lives of 5 to 7 years. The difference between book and tax depreciation for the year ending December 31, 2016 was immaterial.

#### *Legal proceedings*

As a regulated securities broker dealer, from time to time the Company may be involved in proceedings and investigations by self-regulatory organizations. Although there can be no assurances that such matters will not have a material adverse effect on the results of operations or financial condition of the Company in any future period, depending in part on the results for such period, in the opinion of management of the Company there are no such actions pending against the Company that we can define that will have a material adverse effect on the Company's financial condition.

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# **SOGOTRADE, INC NOTES TO THE FINANCIAL STATEMENT DECEMBER 3 1, 2 016**

### 3. **OPERATING LEASE**

In April 2012, the Company subleased its office facility at 1 McBride & Son Center Dr. #288, Chesterfield MO 63005, operating lease expiring on January 31, 2015. The Company amended the lease agreement in October 2014 to expire May 31, 2018. The Company's monthly rent was \$6,856 from January 1, 2016 through December 31, 2016. The Company has entered into a first amendment to pay to Landlord an additional rent of \$2,000 per month for placing "Sogotrade" signs on the outside of the building from January 1, 2016 through December 31, 2016.

The Company has a new lease for office space at 11 Broadway, 5th Floor, New York, NY, expiring in November 2018.

# **4. RELATED PARTY TRANSACTIONS**

An affiliated company Max Tech LLC, which is wholly-owned by Sogo Financial Management LLC (the Company's holding company), provided technical services to the Company for which it was billed \$360,000. The Company has an outstanding balance due to Max Tech LLC of \$90,000 as of December 31, 2016.

### 5. **NET CAPITAL REQUIREMENTS**

The Company is subject to the uniform net capital requirements of Rule 15c3-1 of the Securities and Exchange Act, as amended, which requires the Company to maintain, at all times, sufficient liquid assets to cover indebtedness. In accordance with the Rule, the Company is required to maintain defined minimum net capital of the greater of \$5,000 or 6 2/3% of aggregate indebtedness.

At December 31, 2016, the Company had net capital, as defined, of \$718,522, which exceeded the required minimum net capital of \$23,334 by \$695,188. Aggregate indebtedness at December 31, 2016 totaled \$350,013. The Company's percentage of aggregate indebtedness to net capital was 48.7%.

# 3. **SUBSEQUENT EVENTS**

Management of the Company has evaluated events and transactions that may have occurred since December 31, 20 16 and through the date of the Independent Auditors' Report and determined that there are no material events that would require disclosures in the Company's financial statements.


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