# NOLAN SECURITIES CORP. X-17A-5 (2022-03-31) — Broker-dealer annual report - Company: NOLAN SECURITIES CORP. - Form: X-17A-5 - Filed: 2022-03-31 - Period: 2021-12-31 - Accession: 0000870702-22-000001 - CIK: 870702 - File #: 8-43354 - Type: Broker-dealer - Material weakness: No - Auditor: Fulvio and Associates, LLP - Auditor location: New York, NY - Contact: Leonard Schwalb - Phone: 212-535-5628 - Email: lschwalb@nolansecurities.com - Website: nolansecurities.com - Signed by: Bruce P. Kelly (CEO) Original filing: https://www.sec.gov/Archives/edgar/data/870702/000087070222000001/nscshort.pdf --- {0}------------------------------------------------ ### KELLY SECURITIES CORPORATION ### DIBIA ### NOLAN SECURITIES CORPORATION #### FINANCIAL STATEMENT ### DECEMBER 31, 2021 This report is filed as a PUBLIC document in accordance with Rule 17a-5(e)(3) under the Securities Exchange Act of 1934. {1}------------------------------------------------ **UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549** | ANNUAL REPORTS | |----------------| | FORM X-17A-5 | | PART Ill | | 0MB APPROVAL | | |--------------------------|--| | 0MB Number: 3235-0123 | | | Expires: Oct. 31, 2023 | | | Estimated average burden | | | hours per response: 12 | | | SEC FILE NUMBER | | |-----------------|--| | 8-43354 | | **FACING PAGE** **Information Required Pursuant to Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934** FILING FOR THE PERIOD BEGINNI NG **O 1/01/2021** AND ENDING **12/31/2021** MM/DD/YY MM/DD/YY **A. REGISTRANT IDENTIFICATION** # NAME oF FIRM: Nolan Securities Corporation TYPE OF REGISTRANT (check all applicable boxes): 0 Broker-dealer D Security-based swap dealer D Major security-based swap participant 0 Check here if respondent is also an OTC derivatives dealer ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.} # 535 Main Road | (No. and Street) | | | | | | | | | |---------------------------------------------------------------------------------------------------------|-------------------------------------------------------------|------------------------------|-----------------|--|--|--|--|--| | Monterey | MA | | 01245 | | | | | | | (City) | (State) | | (Zip Code) | | | | | | | PERSON TO CONTACT WITH REGARD TO THIS FILING | | | | | | | | | | Leonard Schwalb | 212-535-5628 | lschwalb@nolansecurities.com | | | | | | | | (Name) | (Area Code -Telephone Number) | | (Email Address) | | | | | | | | B. ACCOUNTANT IDENTIFICATION | | | | | | | | | INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing*
Fulvio and Associates, LLP | | | | | | | | | | | (Name - if individ ual, state last, first, and middle name) | | | | | | | | | 5 West 37th Street | New York | NY | 10018 | | | | | | | (Address) | (City) | (State) | (Zip Code) | | | | | | | December 20, 2018 | | 6529 | | | | | | | | T"
of Reg;stcaUoo w;,h PCAOBl(;f ,ppHcablel | | | | | | | | | | FOR OFFICIAL USE ONLY | | | | | | | | | | | | | | | | | | | \* Claims for exemption from the requirement that the annual reports be covered by the reports of an independent public accountant must be supported by a statement of facts and circumstances relied on as the basis of the exemption. See 17 CFR 240.17a-S(e)(l)(ii), if applicable. **Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid 0MB control number.** {2}------------------------------------------------ ### **OATH OR AFFIRMATION** | I, Bruce P. Kelly | swear (or affirm) that, to the best of my knowledge and belief, the | |-----------------------------------------------------------------------|-------------------------------------------------------------------------------------------------------------------------------------| | f~ncial report pertaining to the firm of Nolan Securities Corporation | as of | | JJ ~ c \.?Me\;:. & 31
, 2~ | is true and correct . I further swear (or affirm) that neither the company nor any | | | partner, officer, director, or equivalent person, as the case may be, has any proprietary interest in any account classified solely | | as that of a customer. | DAVID BARNETT | | | '\/OTARY PUBLIC-STATE OF NEW YORK | | | No. 01BA6399087
Signature:
Qual if ied in New York County | ~ Public Title: CEO Notary ### **This filing\*\* contains (check all applicable boxes):** - ~ (a) Statement of financial condition. - ~ (b) Notes to consolidated statement of financial condit ion. - 0 (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). - 0 (d) Statement of cash flows. - 0 (e) Statement of changes in stockholders' or partners' or sole proprietor's equ ity. - 0 (f) St atement of changes in liabilities subord inated to claims of creditors. - 0 (g) Notes to consolidated financial statement s. - 0 (h) Computation of net capital under 17 CFR 240.1Sc3-1 or 17 CFR 240.18a-l, as applicable. My Commission Expires 10-15-2023 - 0 (i) Computation of tangible net worth under 17 CFR 240.18a-2. - 0 U) Computation for determination of customer reserve requirements pursuant to Exhibit A to 17 CFR 240.15c3-3. - 0 (k) Computation for determination of secu rity-based swap reserve requirements pursuant t o Exh ibit B to 17 CFR 240.15c3-3 or Exhibit A to 17 CFR 240.18a-4, as applicable. - D (I) Computation for Determination of PAB Requirements under Exhibit A to§ 240.15c3-3. - D (m) Information relating to possession or control requirements for customers under 17 CFR 240.15c3-3. - 0 (n) Information relati ng to possession or control requirements for security-based swap customers under 17 CFR 240.15c3-3{p)(2) or 17 CFR 240.18a-4, as applicable. - 0 (o) Reconciliations, including appropriate explanations, of the FOCUS Report with computation of net capital or tangible net worth under 17 CFR 240.15c3-1, 17 CFR 240.18a-1, or 17 CFR 240.18a-2, as applicable, and the reserve requirements under 17 CFR 240.15c3-3 or 17 CFR 240.18a-4, as applicable, if material differences exist, or a st atement t hat no material differences **exist.** - D (p) Summary of financia l data for subsidiaries not consolidat ed in t he st atement of financial condition. - ~ (q) Oath or affirmation in accordance with 17 CFR 240.17a-5, 17 CFR 240.17a-12, or 17 CFR 240.18a-7, as applicable. - 0 (r) Compliance report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - 0 (s) Exemption report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - ~ (t) Independent publ ic accountant's report based on an examination of the statement of financial condition. - O (u) Independent public accountant's report based on an exam ination of t he financia l report or financial statements under 17 CFR 240.17a-5, 17 CFR 240.18a-7, or 17 CFR 240.17a-12, as applicable. - O (v) Independent public accountant's report based on an examination of certain statements in the compliance report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - D (w) Independent public accountant's report based on a review of the exemption report under 17 CFR 240.l 7a-5 or 17 CFR 240.18a-7, as applicable. - D (x) Supplemental reports on applying agreed-upon procedures, in accordance with 17 CFR 240.15c3-le or 17 CFR 240.17a-12, as applicable. - O (y) Report describing any material inadequacies found to exist or found to have existed since the date of the previous audit, or a statement that no material inadequacies exist, under 17 CFR 240.l 7a-12(k}. 0 (z) Other: - ------ - - ---- - --- - --- - ----- --- ---------- - - *\*\*To request confidential treatment of certain portions of this filing, see 17 CFR 240.17a-5(e)(3) or 17 CFR 240.18a-7(d}{2), as applicable.* {3}------------------------------------------------ # **FULVIO** & AS S O C I AT ES . L.L.P. *Cer tified Public Acco11nta11ts* NewYorlc Office; 5 West 37lh Street, 4th Floor New York, New York 10018 TEL: 212-490-3113 FAX: 212-575-5159 www.fulviollp.com Connecticut Offiu: 95D R.owayton :\venue R.owayton, CT 06853 TEL: 203-857-4400 Ft\X: 203-857-0280 # **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING ·FIRM** To the Stockholder of Kelly Securities Corporation D/B/A Nolan Securities Corporation ## **Opinion on the Financial Statement** We have audited the accompanying statement of financial condition of Kelly Securities Corporation D/B/ A Nolan Securities Corporation (the "Company") as of December 31, 2021, and the related notes (collectively referred to as the "financial statement"). In our opinion, the financial statement presents fairly, in all material respects, the financial position of the Company as of December 31, 2021 in confonnity with accounting principles generally accepted in the United States of America. ### **Basis for Opinion** This financial statement is the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statement 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 statement is free of material misstatement, whether due to error or fraud. Our audit included performing procedures to assess the risks of material misstatement of the financial statement, 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. $$ \varphi \updownarrow \varphi \text{ :: } \varphi \neg \varphi \vdash \quad \varphi \omega \varphi \triangleright $$ We have served as the Company's auditor for the fiscal years 2006 to 2015 and 2018 to 2021. New York, New York March 31, 2022 {4}------------------------------------------------ # KELLY SECURITIES CORPORATION D/B/A NOLAN SECURITIES CORPORA TIO STATEMENT OF FINANCIAL CONDITION DECEMBER 31. 2021 # ASSETS | Cash and cash equivalents | \$
158,780 | |-------------------------------------------------------------|----------------| | Fees receivable | 55
,
120 | | Fixed assets (net of accumulated depreciation of \$118,364) | 58,881 | | TOT AL ASSETS | \$
272,781 | | LIABILITIES AND STOCKHOLDER'S EQUITY | | | Accounts payable and accrued expenses | 38,635 | | Consulting fees payable | 33,072 | | TOTAL LIABILITIES | 71 ,707 | | Stockholder's equity | | | Common stock, no par value,] 00 shares authorized | | | issued and outstanding | 5 | | Additional paid-in-capital | 487,206 | | Retained earnings | (286,137) | | Total stockholder's equity | 201
,074 | | TOTAL LIABILITIES A
D STOCKHOLDER'S EQUITY | \$
272,781 | | | | The accompanying notes are an integral part of this financial statement. {5}------------------------------------------------ # KELLY SECURITIES CORPORATION D/B/ A NOLA SECURITIES CORPORATION NOTES TO FINANCIAL STATEMENT DECEMBER 31 , 2021 #### OTE I. ORGA IZATION A D NATURE OF BUSINESS ### Organization Kelly Securities Corporation D/B/A Nolan Securities Corporation (the "Company") is a broker/dealer, registered with the Securities and Exchange Commission (the "SEC") and is a member of the Financial Industry Regulatory Authority, Inc. (the "FINRA"). ### Nature of Business The Company's purpose is to advise other companies on all financial matters, including advice on financing, securities offerings and p1ivate placement of securities. The Company does not carry customer accounts or perfon11 custodial functions related to customer securities. #### OTE2. SUMMARY OF SIG IFICANT ACCOUNTING POLICIES ### Basis of Presentation The financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP). ### Cash and cash equivalents All short-tem1 investments with an original maturity of three months or less are considered to be cash equivalents. The Company maintains cash balances in bank accounts which, at times, exceed the FDIC insurance limits. ### Revenue Recognition The Company recognizes revenue from its services on a pro-rata basis over the term of the contract. which approximates when services are performed. in compliance with the newly effective revenue recognition rules. The core principal of the standard is that an entity should recognize revenue to depict the transfer of promised goods and services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. Revenues under Topic 606 require financial advisory and placement fees to be recognized either at a "point in time" or "over time" , depending on the facts and circumstances of the arrangement. and evaluated using a five -step model. Investment banking fees are recorded upon either the closing of the transaction or a written commitment from the investor. Consulting fee income is recorded when processed, as applicable, calculated in either case as a percentage of the capital commitment made by an investor. ### Depreciation The cost of fixed assets is depreciated over their estimated useful lives on a straight line basis. Fixed assets costing \$1 ,000 or less are expensed. {6}------------------------------------------------ # KELLY SECURITIES CORPORATION D/B/ A NOLAN SECURITIES CORPORA TIO NOTES TO FINA CIAL STATEMENT DECEMBER 31, 2021 ### ( continued) #### NOTE2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) ### Fair Value Measurement - Definition and Hierarchy F ASB ASC 820 defines fair value, establishes a framework for measuring fair value. and establishes a fair val ue hierarchy which prioritizes the inputs to valuation techniques. Fair value is the price that v--1ould be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A fair value measurement assumes that the transaction to sell the asset or transfer the liability occurs in the principal market for the asset or liability, or in the absence of a principal market, the most advantageous market. Valuation techniques that are consistent with the market. income or cost approach, as specified by F ASB ASC 820. are used to measure fair value. The fair value hierarchy prioritizes the inputs to valuation techniques used to measure fair value into three broad levels: Level I inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities the Company has the ability to access. Leve l 2 inputs are inputs other than quoted prices included within Level I that are observable for the asset or liability. either directly or ind irectly. Level 3 are unobservable inputs for the asset or liability and rely on managen,ent's own assumptions about the assumptions that market participants would use in pricing the asset or liability. The unobservable inputs should be developed based on the best information available in the circumstances and may include the Company's own data. FASB ASC 820. *Fair Value Measurement* has no material effect on these financial statements. The Company did not hold any securities as of December 31 , 2021. ## Concentration of Credit Risk The Company is engaged in various investment and brokerage activities in which counterparties primarily include broker-dealers. banks. and other fina ncial institutions. In the event counterparties do not fulfill their obligations. the Company may be exposed to risk. The risk of default depends on the creditworthiness of the counterpa1ty or issuer of the instrument. It is the Company's policy to review, as necessary, the credit standing of each counterparty. During the year ended December 31 , 2021 , the Company earned fee income from two clients, of which one client accounted for approximately 93% . At December 31 . 202 l. one client accounted for all of the total fees receivable. {7}------------------------------------------------ # KELLY SECURITIES CORPORATION D/B/A OLAN SECURITIES CORPORATION NOTES TO FINANCIAL STATEMENT DECEMBER 31 , 2021 ( continued) #### NOTE 3. INCOME TAXES For income tax purposes, the shareholder has elected that the Company be treated as an "S" corporation under Subchapter S of the Internal Revenue Code and for state income taxes. Accordingly, no provision has been made for both Federal and state income taxes since the net income or loss of the Company is to be included in the tax return of the indi vidual shareholder. The Company recognizes and measures its unrecognized tax benefits in accordance with ASC Topic 740, *Income Taxes.* Under that guidance the Company assesses the likelihood, based on their technical merit, that tax positions will be sustained upon examination based on the facts, circumstances, and information available at the end of the period. The measurement of unrecognized tax benefits is adjusted when new information is available, or when an event occurs that requires a change. The Company has determined that there are no uncertain tax positions which require adjustment or disclosure on the financial statements. #### OTE4. NET CAPITAL REQUIREMENTS The Company is subject to the SEC Uniform Net Capital Rule (SEC Rule 15c3-l), which requires the maintenance of minimum net capital and requires that the rati o of aggregate indebtedness to net capital, both as defined, shal I not exceed 15 to 1 (and the rule of the 'appl icable' exchange also provides that equity capital may not be withdrawn or cash dividends paid if the resulting net capital ratio wou ld exceed 10 to I). At December 31 , 2021 , the Company had net capital of \$114,633 wh ich was \$109,633 in excess of its required net capital of \$5,000 . The Company's net capital ratio was .63 to I. #### NOTE 5. FIXED ASSETS Fixed assets at December 31 , 2021 consist of the fol lowing: | | | Estimated Useful Life | |--------------------------------|--------------|-----------------------| | Automobile | \$ 114,614 | 5 Yrs. | | Office equipment | 10,380 | 3-5 Yrs. | | Furniture and fixtures | 37,452 | 7 Yrs. | | Artwork | 14,799 | 7 Yrs. | | | 177,245 | | | Less: Accumulated Depreciation | (118,364) | | | | \$
58,881 | | | | | | {8}------------------------------------------------ # KELLY SECURITIES CORPORATION DIBIA OLAN SECURITIES CORPORATIO OTES TO FINA 1CIAL STATEME T DECEMBER 31, 2021 ( continued) #### NOTE 5. FIXED ASSETS (continued) Fixed assets are recorded at cost. The cost of fixed assets is depreciated over the estimated useful lives of the related assets utilizing the straight-line method. #### NOTE 6. RELATED PARTY TRANSACTIONS The Company has an expense sharing arrangement with its sole stockholder. The arrangement provides that the stockholder shall pay the occupancy expense of the office and allocate it to the Company as a contribution of capital. For the year ended December 31, 2021, such expense amounted to \$36,000. Additionally, for the year ended December 31, 2021, consulting fees of \$94,900 were paid to related parties. #### NOTE 7. OFF BALANCE SHEET **RISK** The Company provides representations and warranties to counterpa1iies in connection with a variety of commercial transactions and occasionally indemnifies them against potential losses caused by the breach of those representations and warranties. The Company may also provide standard indemnifications to some counterpatiies to protect them in the event additiona l taxes are owed or payments are withheld, due either to a change in or adverse application of ce1iain tax laws. These indemnifications generally are standard contractual terms and are entered into in the normal course of business. The maximum potential amount of future payments that the Company could be required to make under these indemnifications cannot be estimated. However, the Company believes that it is unlikely it will have to make material payments under these arrangements and has not recorded any contingent I iabi I ity in the financial statements for these indemnifications. #### NOTE 8. **USE OF ESTIMATES** The preparation of financial statements in confonnity with U.S. GAAP requires the Company's management to make estimates and assumptions that affect the repo11ed amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. {9}------------------------------------------------ # KELLY SECURITIES CORPORATION D/B/ A NOLAN SECURITIES CORPORATION NOTES TO FINANCIAL STATEMENT DECEMBER 31 , 2021 ( continued) #### NOTE 9. GUARA TEES FASB ASC 460, *Guarantees.* requires the Company to disclose information about its obligations under cetiain guarantee arrangements. F ASB ASC 460 defines guarantees as contracts and indemnification agreements that contingently require a guarantor to make payments to the guaranteed party based on changes in an underlying factor (such as an interest or foreign exchange rate, security or commodity price, an index or the occurrence or nonoccurrence of a specified event) related to an asset, liability, or equity security of a guaranteed party. This guidance also defines guarantees as contracts that contingently require the guarantor to make payments to the guaranteed party based on another failure to perform under an agreement, as well as indirect guarantees of the indebtedness of others. Except for the indemnifications described in ote 7, the Company has issued no guarantees at December 3 1, 202 1 or during the year then ended. #### OTE 10. COMMITME TS AND CO TINGENT LIABILITIES The Company had no lease or equipment rental commitments. no underwriting commitments. no contingent liabilities, and had not been named as defendant in any lawsuit at December 31, 2021 or during the year then ended. #### OTE 11. SHORT-TERM LOAN RECEIVABLE lt is the Company's policy to make advances to commissioned brokers. These advances are repaid as commissions are earned. As of December 31. 2021 the Company has no outstanding advances. #### NOTE 12. SUBSEQUENT EVENTS Subsequent events have been evaluated through March 31 , 2022 which is the date the financial statements were available to be issued. From January 1,2022 through March 31, 2022, no events were identified which require disclosure. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.