# BV SECURITIES, LLC X-17A-5 (2023-07-27) — Broker-dealer annual report

- Company: BV SECURITIES, LLC
- Form: X-17A-5
- Filed: 2023-07-27
- Period: 2023-03-31
- Accession: 0001103980-23-000014
- CIK: 1103980
- File #: 8-52293
- Type: Broker-dealer
- Material weakness: No
- Auditor: Sanville and Company
- Auditor location: Dalals, TX
- Contact: Kenneth Shade
- Phone: 214-403-0978
- Signed by: Kenneth Shade (Designated Principal/CCO)

Original filing: https://www.sec.gov/Archives/edgar/data/1103980/000110398023000014/BVS2023audit.pdf

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### **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

8-52293

**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 BEGINNING\_0.;:;..4'-'-/.;;.\_;01""'"/=22=---\_\_\_\_\_\_\_ AND ENDING 03/31/23 \_\_\_ \_ MM/DD/YY MM/DD/YY **A. REGISTRANT IDENTIFICATION**  NAME OF FIRM: BV Securities LLC TYPE OF REGISTRANT (check all applicable boxes): ~ 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.) 8390 LBJ Freeway Suite 5 70 (No. and Street) Dallas TX 75243 {City) (State) (Zip Code) PERSON TO CONTACT WITH REGARD TO THIS FILING Richard Amsberry 214-360-9822 Rickamsbe rry@e arth I ink.net (Name) (Area Code -Telephone Number) {Email Address) **B. ACCOUNTANT IDENTIFICATION**  INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing\* Sanville & Compar,iy (Name - if individual, state last, first, and middle name) 325 N. Saint Paul St., #3100 Dallas TX {Address) {City) (State) 09/18/03 169 75201 (Zip Code) (Date of Registration with PCAOB)(if applicable) (PCAOB Registration Number, if applicable) **FOR OFFICIAL USE ONLY** 

\* Claims for exemption from the requirement that the annual reports be covered by the reports of an independent public accountant must be supported by a statement of facts and circumstances relied on as the basis of the exemption. See 17 CFR 240.17a-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.

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### **OATH OR AFFIRMATION**

I, Kenneth Shade, Designated Principal/CCO \_\_\_\_ , swear (or affirm) that, to the best of my knowledge and belief, the financial report pertaining to the firm of BV Securities LLC , as of

March 31 , 2023 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.

![](_page_1_Picture_3.jpeg)

Title: l C\_\_ ~ *O* 

Notary Public *U* 

### **This filing\*\* contains (check all applicable boxes):**

- I!!! (a) Statement of financial condition.
- D (b) Notes to consolidated statement of financial condition.
- I!!! (c) Statement of income (loss) or, if there is other comprehensive income in the period(s) presented, a statement of comprehensive income (as defined in§ 210.1-02 of Regulation S-X).
- ~ (d) Statement of cash flows.
- I!!! (e) Statement of changes in stockholders' or partners' or sole proprietor's equity.
- D (fl Statement of changes in liabilities subordinated to claims of creditors.
- **i!!** (g) Notes to consolidated financial statements.
- **i!!** (h) Computation of net capital under 17 CFR 240.15c3-1 or 17 CFR 240.18a-1, as applicable.
- D (i) Computation of tangible net worth under 17 CFR 240.18a-2.
- ~ (j) Computation for determination of customer reserve requirements pursuant to Exhibit A to 17 CFR 240.15c3-3.
- D (k) Computation for determination of security-based swap reserve requirements pursuant to Exhibit B to 17 CFR 240.15c3-3 or Exhibit A to 17 CFR 240.18a-4, as applicable.
- D (I) Computation for Determination of PAB Requirements under Exhibit A to§ 240.15c3-3.
- ~ (ml Information relating to possession or control requirements for customers under 17 CFR 240.15c3-3.
- D (n) Information relating to possession or control requirements for security-based swap customers under 17 CFR 240.15c3-3(p)(2) or 17 CFR 240.18a-4, as applicable .
- (o) Reconciliations, including appropriate explanations, of the FOCUS Report with computation of net capital or tangible net worth under 17 CFR 240.15c3-l, 17 CFR 240.18a-1, or 17 CFR 240.18a-2, as applicable, and the reserve requirements under 17 CFR 240.15c3-3 or 17 CFR 240.18a-4, as applicable, if material differences exist, or a statement that no material differences exist.
- D (p) Summary of financial data for subsidiaries not consolidated in the statement of financial condition.
- **ii** (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.
- D (r) Compliance report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- ~ (s) Exemption report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- D (t) Independent public accountant's report based on an examination of the statement of financial condition.
- **[!ij** (u) Independent public accountant's report based on an examination of the financial report or financial statements under 17 CFR 240.17a-5, 17 CFR 240.18a-7, or 17 CFR 240.17a-12, as applicable.
- D (v) Independent public accountant's report based on an examination of certain statements in the compliance report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- ~ (w) Independent public accountant's report based on a review of the exemption report under 17 CFR 240.17a -5 or 17 CFR 240.18a-7, as applicable .
- 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 .
- D (y) Report describing any material inadequacies found to exist or found to have existed since the date of the previous audit, or a statement that no material inadequacies exist, under 17 CFR 240.17a-12(k). D (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.*

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## **BV Securities, LLC**

Financial Statements and Supplemental Schedules Required by the Securities and Exchange Commission

For the Year Ended March 31, 2023

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## **BV Securities, LLC**

### CONTENTS

| Report of Independent Registered Public Accounting Firm                                                     | 1-2   |
|-------------------------------------------------------------------------------------------------------------|-------|
| Statement of Financial Condition                                                                            | 3     |
| Statement of Operations                                                                                     | 4     |
| Statement of Changes in Member's Equity                                                                     | 5     |
| Statement of Cash Flows                                                                                     | 6     |
| Notes to Financial Statements                                                                               | 7-9   |
| Supplemental Information                                                                                    |       |
| Computation of Net Capital Under Rule<br>Schedule I:<br>15c3-1 of the Securities and Exchange<br>Commission | 11-12 |
| Review Report of Independent Registered Public Accounting Firm<br>On Management's Exemption Report          | 13    |

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*S anvi[[e* & *Company* 

CERTIFIED PUBLIC ACCOUNTANTS

MEMBER OF AMERICAN INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS PENNSYLVANIA INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS

1514 OLD YORK ROAD ABINGTON, PA 19001 (215) 884-B460 • (215) 884-8686 FAX 325 NORTH SAINT PAUL ST. SUITE 3100 DALLAS, TX 75201 (214) 738-1998

100 WA LL STREET 8th FLOOR NEW YORK, NY 10005 (212) 709-9512

### **Report of Independent Registered Public Accounting Firm**

To the Member of BV Securities, LLC

### **Opinion on the Financial Statements**

We have audited the accompanying statement of financial condition of BV Securities, LLC (the Company) as of March 31, 2023, the related statements of operations, changes in member's equity, and cash flows for the year then ended, and the related notes to the financial statements (collectively, the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of March 31 , 2023, and the results of its operations and its cash flows for the year then ended, in conformity with accounting principles generally accepted in the United States of America.

### **Basis for Opinion**

These financial statements are the responsibility of 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 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 audit 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.

#### **Supplemental Information**

The supplementary information contained in The Schedule I, Computation of Net Capital Under SEC Rule 15c3-1, Schedule II, Computation for Determination of Reserve Requirements Under Rule SEC 15c3-3 and Schedule Ill, Information Relating to the Possession or Control Requirements Under SEC Rule 15c3-3 have been subjected to audit procedures performed in conjunction with the audit of the Company's financial statements. The supplemental information is the responsibility of the Company's management. Our audit procedures included determining whether the supplemental information reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental information. In forming our opinion on the supplemental information, we evaluated whether the

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supplemental information, including its form and content, is presented in conformity with 17 C.F .R. §240.17 a-5. In our opinion, the supplementary information contained in the Schedule I, Computation of Net Capital Under SEC Rule 15c3- 1, Schedule 11, Computation for Determination of Reserve Requirements Under SEC Rule 15c3-3 and Schedule 111, Information Relating to the Possession or Control Requirements Under SEC Rule 15c3-3 are fairly stated, in all material respects, in relation to the financial statements as a whole.

s~ CoY7

We have served as the Company's auditor since 2020.

Dallas, Texas June 27, 2023

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# **BV Securities, LLC Statement of Financial Condition March 31, 2023**

## **ASSETS**

| Cash<br>Prepaid expenses<br>Fixed Assets, net of depreciation of \$119 | \$<br>35,588<br>7,741<br>6,380 |
|------------------------------------------------------------------------|--------------------------------|
| TOT AL ASSETS                                                          | \$<br>49,709                   |

## **LIABILITIES AND MEMBER'S EQUITY**

## **LIABILITIES**

| TOTAL LIABILITIES                     | \$           |
|---------------------------------------|--------------|
| MEMBER'S EQUITY                       | \$<br>49,709 |
| TOTAL LIABILITIES AND MEMBER'S EQUITY | \$<br>49,709 |

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

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# **BV Securities LLC Statement of Operations For the Year Ended March 31, 2023**

| Revenues                          |               |
|-----------------------------------|---------------|
| Commission Income                 | \$ 207,150    |
|                                   |               |
| Total Revenues                    | \$ 207,150    |
|                                   |               |
| Operating Expenses                |               |
| Commission Expense                | 170,317       |
| General & Administrative Expenses | 2,010         |
| Occupancy                         | 9,600         |
| Professional Fees                 | 14,375        |
| Depreciation expense              | 119           |
| Regulatory Fees                   | 12,685        |
|                                   |               |
| Total Expenses                    | 209,106       |
|                                   |               |
| Net Loss                          | (1,956)<br>\$ |

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

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# **BV Securities LLC Statement of Changes in Member's Equity For the Year Ended March 31, 2023**

|                        | Total<br>Member's<br>Equity |         |  |
|------------------------|-----------------------------|---------|--|
| Balance at             |                             |         |  |
| March 31, 2022         | \$                          | 41,465  |  |
| Non-Cash Contributions |                             | 10,200  |  |
| Net Loss               |                             | (1,956) |  |
| Balance at             |                             |         |  |
| March 31, 2023         | \$                          | 49,709  |  |

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

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# **BV Securities LLC Statement of Cash Flows For the Year Ended March 31, 2023**

| Cash Flows From Operating Activities:              |               |
|----------------------------------------------------|---------------|
| Net Loss                                           | \$<br>(1,956) |
| Depreciation expesne                               | 119           |
| Non-cash contributions                             | 10,200        |
| Adjustments to reconcile net income to             |               |
| net cash used in operating activities              |               |
| (Increase) decrease in commissions receivable      | 10,000        |
| (Increase) decrease in prepaid expenses            | 472           |
| Increase (decrease) in accounts payable            | (280)         |
| Increase (decrease) in commissions payable         | (9,000)       |
| Net cash provided by operating activities          | 9,555         |
| Cash Flows From Investing Activities               |               |
| Purchase of fixed assets                           | (6,500)       |
| Net cash used in investing activities              | (6,500)       |
| Net increase in cash                               | 3,055         |
| Cash at beginning of year                          | \$<br>32,533  |
| Cash at end of year                                | \$<br>35,588  |
| Supplemental Disclosures of Cash Flow Information: |               |
| Cash paid during the year for:                     |               |
| Interest                                           | \$            |

Income taxes

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

\$

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## BV Securities LLC Notes to the Financial Statements March 31, 2023

## Note A- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

### Organization

BV Securities LLC (the Company) was organized in the State of Texas effective November 23, 1999 as a limited liability company under the Texas Limited Liability Company Act. On May 12, 2019 BV Capital LLC acquired 100% of the Company's membership interests from the former owner. In July 2019, FINRA approved a continuing membership agreement which allowed the Company to continue to operate.

### Description of Business

The Company, located in Dallas, Texas, is a broker and dealer in securities registered with the Securities and Exchange Commission ("SEC"} and is a member of FINRA. The Company is approved to engage in the sale of private placement securities, merger and acquisition transactions, and financial advisory services.

### Basis of Accounting

The financial statements of the Company have been prepared on the accrual basis of accounting and accordingly reflect all significant receivables, payables and other liabilities.

### Revenue Recognition

Revenue from contracts with customers includes commission income and related fees from participation in private placements of equity securities. The majority of these private placements relate to real estate development programs. The recognition and measurement of revenue is based on the assessment of individual contract terms. Significant judgement is required to determine whether performance obligations are satisfied at a point in time or over time; how to 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.

The Company participates in the private placement offerings on behalf of BV Capital, LLC. Each time a customer enters into a buy transaction, the Company charges a commission. Commissions are recognized on the trade date (the date the Company fills the trade order, receives the customer subscription funding and confirms the trade with the customer). The Company believes that the performance obligation is satisfied on the trade date because that is when the underlying private placement interest is identified, the pricing is agreed upon and the risks and rewards of ownership have been transferred to the customer. These amounts are considered variable consideration as the uncertainty is dependent on the achievement of certain levels of investment have been reached as specified in the private placement memorandums, which is highly susceptible to factors outside the

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## BV Securities LLC Notes to the Financial Statements March 31, 2023

## Note A-SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, continued

Company's influence. Revenues are recognized once it is probable that a significant reversal will not occur.

### Income Taxes

Effective May 12, 2019, the Company became a sole member limited liability company. Under federal income tax regulations, sole member limited liability companies have their entity disregarded for federal income tax purposes. Therefore, net income or loss is reportable for tax purposes by the sole owner. Accordingly, no federal income taxes are included in the accompanying financial statements. The member's federal and state income tax returns are subject to examination over various statutes of limitation generally ranging from three to five years.

### Estimates

The preparation offinancial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities 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.

## NOTE B- NET CAPITAL REQUIREMENTS

Pursuant to the net capital provisions of Rule 15c3-3 of the Securities and Exchange act of 1934, the Company is required to maintain a minimum net capital, as defined under such provisions. Net capital and the related net capital ratio may fluctuate on a daily basis. As of March 31, 2023 the Company had net capital of \$35,588 and a net capital requirement of \$5,000. The Company ratio of aggregate indebtedness to net capital was 0.0 to l. The SEC permits a ratio of no greater than 15 to l.

The Company is subject to the Uniform Net Capital Rule 15c3-3, which requires the maintenance of minimum net capital. The Company has elected to use the basic computation method, as is permitted by the rule, which requires the Company to maintain minimum net capital pursuant to a fixed dollar amount or 6 2/3 per cent of total aggregate indebtedness, as defined, whichever is greater, and does not therefore calculate its net capital requirement under the alternative reserve requirement method.

## NOTE C- POSSESSION OR CONTROL REQUIREMENTS

The Company (1) did not directly or indirectly receive, hold or otherwise owe funds or securities for or to customers, other than money or other consideration received and promptly transmitted in compl iance with paragraph (a) or (b)(2) of Rule 15c2-4; (2) did not carry accounts of or for customers; and (3) did not carry PAB accounts (as defined in Rule 15c3-3), throughout the most recent fiscal year without exception.

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## BV Securities **LLC**  Notes to the Financial Statements March 31, 2023

#### NOTE D - RELATED PARTY TRANSACTIONS

The Company is subject to an expense sharing agreement with its parent company whereby the Company incurs its allocated share of expenses. The Company incurred \$10,200 of these expenses from this agreement.

### Note E - Commitments and Contingencies

The Company does not have any commitments, guarantees or contingencies. The Company is not aware of any threats or other circumstances that may lead to the assertion of a claim at a future date.

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Supplemental Information

#### Pursuant to Rule 17a-5 of the

#### Securities Exchange Act of 1934

as of

March 31, 2023

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## **Schedule I**

## **BV Securities LLC Supplemental Information Pursuant to Rule 17a-5 March 31, 2023**

### **Computation of Net Capital**

| Total Member's equity qualified for net capital                                                                                          | \$<br>49,709       |
|------------------------------------------------------------------------------------------------------------------------------------------|--------------------|
| Deductions and/or charges<br>Prepaid expenses<br>Fixed assets                                                                            | (7,741)<br>(6,380) |
| Total deductions and/or charges                                                                                                          | (14,121)           |
| Net Capital before haircuts on securities positions                                                                                      | 35,588             |
| Haircuts on securities:                                                                                                                  |                    |
| Net Capital                                                                                                                              | \$<br>35,588       |
| Aggregate indebtedness                                                                                                                   |                    |
| Total aggregate indebtedness                                                                                                             | \$                 |
| Computation of basic net capital requirement<br>Minimum net capital required (greater of \$5,000 or<br>6 2/3% of aggregate indebtedness) | \$<br>5,000        |
| Net capital in excess of minimum requirement                                                                                             | \$<br>30,588       |
| Ratio of aggregate indebtedness to net capital                                                                                           | 0 to I             |

#### **Reconciliation of Computation of Net Capital**

There were no differences in the computation of net capital under Rule l 5c3-l from the Company's computation.

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## **Schedule** II & III

## **BV Securities LLC Computation for Determination of Reserve Requirements and Information Relating to Posession or Control Requirements Under Rule 15c3-3 of the Securities and Exchange Commission March 31, 2023**

The Company is considered a "Non-Covered Finn" exempt from 15c3-3 by relying on footnote 74 to SEC Release 34-70073 and therefore, is not required to maintain a special reserve bank account for the exclusive benefit of customers.

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Review Report of Independent Registered Public Accounting Firm On Management's Exemption Report Required By SEC Rule 17a-5

> Year Ended March 31, 2023

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ROBERT F. SANVILLE, CPA <sup>1</sup>'-UCHAEL T. BARANOWSKY, CPA JOHN P. TOWNSEND.CPA NA THANIEL 5. HARTGRAVES, CPA

**S** *anvi[[e* **&** *Company* 

CERTIFIED PUBLIC ACCOUNTANTS

MEMBER OF AMERICAN INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS PENNSYLV ANV\ INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS

1514 OLD YORK ROAD ABINGTON, PA 19001 (215) 88-1-8460 • (215) 884-8686 FAX 325 NORTH SAINT PAUL ST. SUITE 3100 DALLAS, TX 75201 (2H) 738-1998

100 WALL STREET 8th FLOOR NEW YORK, NY 10005 (212) 709-9512

#### **Report of Independent Registered Public Accounting Firm**

To the Member of BV Securities, LLC

We have reviewed management's statements, included in the accompanying Exemption Report, in which BV Securities, LLC (the Company) stated that:

- 1. The Company does not claim an exemption under paragraph (k) of 17 C.F.R. § 240.15c3-3;
- 2. The Company is filing an Exemption Report relying on Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5 because the Company limits its business activities exclusively to (1) private placement of securities (2) advising clients in connection with securities transactions made with relation to mergers and acquisitions and private placement of securities throughout the most recent fiscal year; and
- 3. The Company (1) did not directly or indirectly receive, hold, or otherwise owe funds or securities for or to customers (other than money or other consideration received and promptly transmitted in compliance with paragraph (a) or (b)(2) of 17 C,F,R. § 240. 15c2-4; (2) did not carry accounts of or for customers; and (3) did not carry proprietary accounts of broker-dealers (as defined in 17 C.F .R. § 240.15c3-3) throughout the most recent fiscal year without exception.

The Company's management is responsible for 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 that the Company limited its business activities exclusively to ( 1) private placement of securities (2) advising clients in connection with securities transactions made with relation to mergers and acquisitions and private placement of securities and (1) did not directly or indirectly receive, hold, or otherwise owe funds or securities for or to customers (other than money or other consideration received and promptly transmitted in compliance with paragraph (a) or (b)(2) of 17 C.F.R. § 240.15c2-4; (2) did not carry accounts of or for customers; and (3) did not carry proprietary accounts of broker-dealers (as defined in 17 C.F.R. § 240.15c3-3) throughout the most recent fiscal year without exception. 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 17 C.F.R. § 240.17a-5.

*S~c/Cu~* 

Dallas, Texas June 27, 2023

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## **BV Securities, LLC Exemption Report**

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

- (1) The Company is considered "Non-Covered Firm" exempt from 17 C.F.R. §240.15c3-3 and is filing an Exemption Report relying on footnote 7 4 to SEC Release 34-70073, and as discussed in Q&A 8 of the related FAQ issued by the SEC staff. The Company limits its business activities exclusively to: (1) Private placement of securities. (2) advising clients in connection with securities transactions made with relation to mergers and acquisitions and private placements.
- (2) The Company (1) did not directly or indirectly receive, hold or otherwise owe funds or securities for or to customers, other than money or other consideration received and promptly transmitted in compliance with paragraph (a) or (b)(2) of Rule 15c2-4; (2) did not carry accounts of or for customers; and (3) did not carry PAB accounts (as defined in Rule 15c3-3), throughout the most recent fiscal year without exception.

~ar (or affirm) Iha\ to my best knowledge and belief, lhis exemption report is true and correct

'¥comesignated Principal

Date of Report: May 5, 2023


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