# SUN'S BROTHERS SECURITIES INC. X-17A-5 (2024-01-22) — Broker-dealer annual report - Company: SUN'S BROTHERS SECURITIES INC. - Form: X-17A-5 - Filed: 2024-01-22 - Period: 2023-09-30 - Accession: 0001196889-24-000002 - CIK: 1196889 - File #: 8-65595 - Type: Broker-dealer - Material weakness: No - Auditor: OHAB AND COMPANY, P.A. - Auditor location: MAITLAND, FL - Contact: minwon yang - Phone: 18083863551 - Signed by: MIN WON YANG (PRESIDENT) Original filing: https://www.sec.gov/Archives/edgar/data/1196889/000119688924000002/sbsaudit.pdf --- {0}------------------------------------------------ ### SUN'S BROTHERS SECURJTIES, INC. # FTNANCTAL STATEMENTS AND REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM PURSUANT TO RULE 17a-5 #### SEPTEMBER 30, 2023 ### CONFIDFNTI **\L** {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: Nov. 30, 2026 Estimated average burden hours per response: 12 > SEC FILE NUMBER 8-65595 **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 **1 0/01 /2022** MM/00/YY AND ENDING **09/30/2023** MM/00/YY **A. REGISTRANT IDENTIFICATION** # NAME OF FIRM: SUN'S BROTHERS SECURITIES INC. TYPE OF REGISTRANT (check all applicable boxes): [!] Broker-dealer □ Security-based swap dealer D Major security-based swap participant D Check here if respondent is also an OTC derivatives dealer ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.) # 6770 HAWAII KAI DRIVE #209 | | (No. and Street) | | | | | |----------------------------------------------|---------------------------------------------------------------------------|--------------------|-------------------------------------------|--|--| | HONOLULU | HI | | 96825
(Zip Code) | | | | (City) | (State) | | | | | | PERSON TO CONTACT WITH REGARD TO THIS FILING | | | | | | | MINWON YANG | 808-538-0590 | SBS@HAWAI I.RR.COM | | | | | (Name) | (Area Code- Telephone Number) | (Email Address) | | | | | | 8. ACCOUNTANT IDENTIFICATION | | | | | | OHAB AND COMPANY, PA | INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing* | | | | | | | (Name - if individual, state last, first, and middle name) | | | | | | 100 E SYBELIAAVENUE SUITE 130 | MAITLAND | FL | 32751 | | | | (Address) | (City) | (State) | (Zip Code} | | | | JULY 28, 2004 | | 1839 | | | | | l" | of Regl,t,atloo with PCAOB){;f appllcabl•I FOR OFFICIAL USE ON L V | | (PCAOB Reglwatloo N,mb«, If appllrabl•J I | | | | | | | | | | • Claims for exemption from the requirement that the annual reports be covered by the reports of an independent public accountant must be supported by a statement of facts and circumstances relied on as the basis of the exemption. See 17 CFR 240.17a-5(e}(l)(il}, 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** | pry | | |-------------------------|--| | - 15-8 1-05 2-0 1-1 1-1 | | I, MINWO~ ANG swear (or affirm) that. to the best of my knowledge and belief, the financial report pertaining to the firm of SUN'S BROTHERS SECURITIES, INC. as of 9/30 , 2~ is true and correct. I further swear (or affirm) that neither the company nor any partner, officer, director, or equivalent ~~rsl:Jei 'i3sit.l)e case may be, has any proprietary interest in any account classified solely as that of a customer. ,,,,' ' ~~\ .. ~~,:1;·•,,, ![](_page_2_Picture_4.jpeg) Title: PRESIDENT Notary Public , Erica Shigenaga '•&ttatie''of Hawaii # **This flllng .. contains (check all applicable boxes):** - **ii** (a) Statement of financial condition. - □ (bl Notes to consolidated statement of financial condition. - **ii** (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).** - Iii (d) Statement of cash flows. - **ii** (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. - Iii (g) Notes to consolidated financial statements. - Iii (h) Computation of net capital under 17 CFR 240.1Sc3-1 or 17 CFR 240.lSa-l , as applicable. - D (i) Computation of tangible net worth under 17 CFR 240.lSa-2. - **ii** U) Computation for determination of customer reserve requirements pursuant to Exhibit A to 17 CFR 240.15c3-3. - □ (kl 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§ 240.1Sc3-3. - **ii** (m) Information relating to possession or control requirements for customers under 17 CFR 240.1Sc3-3. - 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. - **ii** (o) Reconciliations, including appropriate explanations, of the FOCUS Report with computation of net capital or tangible net worth under 17 CFR 240.1Sc3-1, 17 CFR 240.18a-1, or 17 CFR 240.18a-2, as applicable, and the reserve requirements under 17 CFR 240.15c3·3 or 17 CFR 240.18a-4, as applicable, if material differences exist, or a statement that no material differences **exist.** - n (p) Summary of financial data for subsidiaries not consolidated in the statement of financial condition. - **l!!!I** (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. - Iii (s) Exemption report in accordance with 17 CFR 240.17a-S 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. - **ii** (u) Independent public accountant's report based on an examination of the financial report or financial statements under 17 CFR 240.17a-5, 17 CFR 240.18a-7, or 17 CFR 240.17a-12, as applicable. - □ (v) Independent public accountant's report based on an examination of certain statements in the compliance report under 17 CFR 240.17a-S or 17 CFR 240.18a-7, as applicable. - Iii (w) Independent public accountant's report based on a review of the exemption report under 17 CFR 240.17a-5 or 17 CFR 240.lBa-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 1dD.17a-5(e)(3) or 17 CFR 2dD.18a-7(d)(2), as applicable. {3}------------------------------------------------ STATE OF HAWAII, } ss: City and County of Honolulu Subscribed and sworn to before me this 16th day of January. 2024. ![](_page_3_Picture_2.jpeg) ~--- Frir.A Shigenaga **Notary** Public, Slate of Hawt:Jii My Commission Expires: Q(j(24!2026 **Notary Certlflcate:** Doc. Date: 01/ 16/2024 # Pages: \_2 \_\_ \_ Notary Name: Erica Shigenaga First Circuit Document description: Annual Reports Form X-17A-5 Part Ill ~---- Notary Signature Date ![](_page_3_Picture_7.jpeg) **BSD-NOT.J iFo.-m (07/0~/12)** {4}------------------------------------------------ # CONTENTS #### REPORT OP lNDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRt\1 FINANCIAL ST A TEtvfENTS STATEMEr T OF FINAr CIAL CO DITlON STATEi\ffi T OF OPERATIONS STATEME T OF CHANGES IN SHAREHOLDER'S EQUITY STATEMENT OF CASH FLOWS OTES TO FI ANCIAI.. STATEMENTS SUPPLEME TARY INFORMATION SCHEDULE I - SCHEDULE OF COMPUTATION OF ET CAPITAL UNDER SEC R l\_!LE 1 Sc3-1 SCHEDULE II & III - EXEMPTIONS REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - EXEMPTION REPORT {5}------------------------------------------------ ![](_page_5_Picture_0.jpeg) 100 E. Sybelia Ave. Suite 130 Maitland, FL 32751 Certified Public Accountants Email: pam a ohabco.com Telephone 407-740-7311 Fax 407-740-6441 #### REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors and Shareholder's of Sun's Brothers Securities, Inc. #### Opinion on the Financial Statements We have audited the accompanying statement of financial condition of Sun's Brothers Securities, Inc. as of September 30, 2023, the related statements of operations, changes in shareholder's equity, and cash flows for the year then ended, 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 Sun's Brothers Securities, Inc. as of September 30, 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 Sun's Brothers Securities, Inc.'s management. Our responsibility is to express an opinion on Sun's Brothers Securities, Inc.'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 Sun's Brothers Securities, Inc. 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. 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. #### Auditor's Report on Supplemental Information The Schedules I, II and III have been subjected to audit procedures performed in conjunction with the audit of Sun's Brothers Securities, Inc.'s financial statements. The supplemental information is the responsibility of Sun's Brothers Securities, Inc.'s management. Our audit procedures included determining whether the supplemental information reconciles to the financial statements or the underlying 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 supplemental information, including its form and content, is presented in conformity with 17 C.F.R. §240.17a-5. In our opinion, the Schedules I, II and III are fairly stated, in all material respects, in relation to the financial statements as a whole. We have served as Sun's Brothers Securities, Inc.'s auditor since 2022. Maitland, Florida January 15, 2024 {6}------------------------------------------------ #### **STATEMENT OF FINANCIAL CONDITION SEPTEMBER 30, 2023** #### **ASSETS** Current Assets Cash in bank Receivable from clearing broker Total Currenc Assets Office Equipment: Net of accumulated depreciation of \$19,161 Other Assets Deposit with clearing Broker-D ealer Tax Receivable Total Other Assets Total Assets **LIABILITIES AND SHAREHOLDER'S EQUITY** Current Liabilities Accounts payable and accrued expenses Commissions payable Total Current Liabilities Ocher Liabilities Linc of Credit Tola! Liabilities Shareholder's equity: Common stocfr, Sl .00 par ,·aluc; 1,000 Shares authorized, issued and outstanding Additional paid-in capital Retained earnings (Deficit) Total Shareholder's Equity Total Liabilities and Shareholder's E9uity s \$ \$ P.982 6,473 24,455 838 101,813 11 1 101,924 127,217 52,409 2,474 54,883 17,463 72,346 1,000 136,307 (82,4.16) 54.871 127,217 The accompanying notes are an integral pan of chese financial scaceruems. {7}------------------------------------------------ ### **STATEMENT OF OPERATIONS FOR THE YEAR ENDED SEPTEMBER 30, 2023** | Revenue: | | |--------------------------------------|---------------| | Commissions | \$
37 ,632 | | Selling Concession Mutual Funds | 14,420 | | RealiLed Gain on Sales of Securities | 2,068 | | Other Revenue | 2,337 | | | 56,457 | | Expense: | | |------------------------------|----------| | Depreciation | 403 | | Interest expense | 1,947 | | Compensation of officers | | | Clearing & execution charges | 25,992 | | Commissions expense | 5,488 | | Rent | 7,200 | | Hawaii General Excise Tax | 1,319 | | Legal and Professional | 50,061 | | Other operating expenses | 35,989 | | Total Expenses | 128,399 | | Net Loss | (71,942) | | | Net Loss | | |--|----------|--| |--|----------|--| \$ (71,942) The accompanying notes arc an integral part of these financial statements, {8}------------------------------------------------ | | Share | Amount | | ,-\ddiLion:il
Paid-in
ca ital | Retained
Earnings/
(.Accwnulaced
Deficit) | | Accumulated
Other
Comprehensive
Income(loss) | | Total | |-------------------------------------------------------------------|-------|-------------|---|-------------------------------------|----------------------------------------------------|----|-------------------------------------------------------|---|----------| | Balance,
beginning of
year | 1,000 | \$
1,000 | s | 96,307 | \$
(10,494) | \$ | (1,663) | s | 85,150 | | Capital
Contribution | | | | 40,000 | | | | | 40,000 | | Net loss | | | | | r i ,942) | | | | (71,942) | | Change in fair
value of
securities
Available for
~ale | | | | | | | 1,663 | | 1,663 | | Balance, end of
year | 1,000 | \$
1,000 | s | 136,307 | \$
(82,436) | s | 0 | s | 54,871 | ## **STATEMENT OF CHANGES IN SHAREHOLDER'S EQUITY FOR THE YEAR ENDED SEPTEMBER 30, 2023** The accompanying notes are an integral part of these financial statements. {9}------------------------------------------------ #### STATEMENT OF CASH FLOWS FOR THE YEAR ENDED SEPTEMBER 30, 2023 | Cash Flows from operating activities: | | | | |----------------------------------------------------------------|---------|----------|--| | (71,942)
Net Loss
8 | | | | | Depreciation
403 | | | | | Change in fair value of securities available for sale
1,663 | | | | | Adjustments to reconcile net loss to net cash | | | | | provided by operations: | | | | | Receivable from clearing broker | (3,404) | | | | Commissions receivable | (164) | | | | 22,987
Accounts Pavable | | | | | Commission Payable | | | | | Duc to Sharcholder | | 8,000 | | | Tax Payable | | 241 | | | Net Cash Provided by Operating Activities | ని | (41,729) | | | Cash Flows from Investing Activities | | | | | Deposit with Clearing Account | | (186) | | | Net Cash Provided by Investing Activities | S | (786) | | | Cash flows from financing activities: | | | | | Capital Contribution | ತಿ | 40,000 | | | Decrease in line of credit | | (3,118) | | | Net Cash Provided by financing activities | ತಿ | 36,882 | | | Net change in Cash | કર | (5,633) | | | Cash at Beginning of Year | ಿತ | 23,615 | | | Cash at End of Period | ಿನ | 17,982 | | | Supplemental Information | | | | The accompanying notes are an integral part of these financial statements. \$1,945 Interest Paid {10}------------------------------------------------ # **Note A - Summaty of Significant Accounting Policies:** ### **Nature of Operations:** Sun's Brothers Securities, Inc. (the Company) is a Hawaii corporation formed on September **4,** 2002. The Company is registered with the SEC as a securities broker-dealer pursuant to Section 15(b) of the Securities Exchange Act of 1934 and is a member of the Financial Industry Regulatory Agency ("FINRA"). In accordance with this regjstration, the nature and scope of the Company's activities are the sale of securities and related financial services in the State of Hawaii. The majority of the Company's revenue comes from trading of institutional bonds. The Company is required to maintain a minimum "net capital" of \$5,000 at all times. ### **Basis of Accounting:** The accompanying financial statements have been prepared in confonnity with accounting principles generally accepted in the United State of America (GAAP). #### **Estiinates:** The preparation of financial statements in conformity \\ith GAAP requires management to make estimates and assumptions affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities, and reported revenues and expenses during the year. Actual results could differ from those estimates. ### **Cash and Cash Equivalents:** The Company considers all shorr-tenn investments with an original maturity of three months or less that are not required to be segregated under Federal or other regulations to be cash and casb equivalents. #### **Office: Equipment:** Office equipment is recorded at cost. Depreciation is computed using the accelerated method over the estimated useful lives of the assets. Estimated useful lives used by the Company are as follows. | Office furniture and fixtures | 7 years | |--------------------------------|---------| | Office equipment and m:ichines | 5 years | | Computer and peripherals | 5 years | {11}------------------------------------------------ # **NOTES TO FINANCIAL STATEMENTS For the Year Ended September 30, 2023** # **Note A - Summazy of Significant Accounting Policies (continued):** #### **Revenue from Contracts with Customers:** 1ne Company buys and sells securities on behalf of its customers. Each time a customer enters into a buy or sell transaction, the Company charges a commission. Commissions and related clearing expenses :;1.re recorded on the trade date (the date that the Company fills the trade order by finding and contracting with a countc::rparty and confirms the:: trade:: with the:: customer). The Company bc::lic::vc::s that the performance obligation is satisfied on the trade date because that is when the underlying financial instrument or purchaser is identified, the pricing is agreed upon and the risks and rewards of ownership have been transferred to/ from the customer. The Company enters inco arrangements with pooled investment vehicles (funds) co distribute shares to investors. The Company may receive distribution fees paid by the fund up front, over time, upon the investor's ex.it from the fund (that is, a contingent deferred sales charge), or as a combination thereof. The Company believes that its performance obligation js the sale of securities to investors and as such this is fulfilled on the trade date. Any fo{ed amounts are recognized on the rrade dace and variable amounts are recognized to the extent it is probable that a significant revenue reversal u,ill not occur once the uncertainty is resolved. For variable amounts, as the uncertainty is dependent on the value of the shares at future points in time as well as the length of time the investor remains in the fund, both of which are highly susceptible to factors outside the Company's influence, the Company does not believe that it can overcome chis constraint until the market value of the fund and the investor activities are known, which are usually monthly or quarterly. Distribution fees recognized in the current period are primarily related to performance obligations that have been satisfied in prior periods. # **Comprehensive Income:** Unrealized gain (loss) on securities available for sale for the year-ended are accounted for as Ocher Comprehensive Income (Loss) in the accompanying Statement of Operations. Accumulated unrealized gain Qoss) on such securities is included in Accumulated Other Comprehensive Income/ Loss on the accompanying Statement of Financial Condition. #### **Income taxes:** lncome taxes are prov1ded for the tax effects of transactions reported in the financial statements and consist of taxes currently due and deferred taxes due to temporary differences and loss carryforwards. The Company had a taxable loss for both Federal and State income cax purposes for the year ended September 30, 2023 and bad an operating loss carryforward of approximately \$77,500 as of September 30, 2023. As a result, the Company had no current or deferred income tlL'"( liability. The Company's tax filings are subject to audit by various taxing authorities. The Company's Federal Income Tax Retums for the years ended September 30, 2020 through September 30, 2022 remain open to examination by the Internal Revenue Service; State Income Tax Returns for the same periods remain open to examination by the State of Hawaii. {12}------------------------------------------------ # **NOTES TO FINANCIAL STATEMENTS For the Year Ended September .30, 202.3** # **Note A- Summacy of Significant Accounting Policies (continued):** # **Date of Management's review:** Management has e,:a)uated events subsequent to the balance sheet date for items requiring recording or disclosure in the financial statements. The evalwttion was performed up co and including the date financial statements were issued. Based upon this review, the Company has determined that there were no events which took place that would have a material impact on its financial statements. # **Note B - Net Capital Requirements:** The Company is subject to the Securities and Exchange Commission Uniform et Capital Rule (SEC rule 1 Sc3-1 ), whjch reqwres the maintenance of minimum net capital, and requirements that the ratio of aggregate indebtedness to net capital, botl1 as defined, shall nor exceed **1** S to 1. At September 30, 2023, the Company had net capital of \$53,922 which was \$48,922 in excess of its required nee capital of \$5,000. The Company's ratio of aggregate indebtedness to net capital was 1.34 to 1 at September 30, 2023. # **N o te C - Receivable From and Deposit With Clearing Broker-De aler:** The Company clears customer transactions through another broker-dealer ("clearing broker'') on a fully disclosed basis pursuant to a clear:ing agreement. In accordance with this agreement, the Company is re9uired to maintain a deposit in cash and/ or securities. Securities on deposit ·with the clearing broker are valued at fair value. The deposit is refundable if, and when, the Company ceases doing business with the clearing broker. Receivable from clearing broker at September 30, 2023 consists of commissions receivable, net of clearing fees and expenses. Management has evaluated the receivable and considered this amount to be fully collectible, therefore, no allowance for credit loss is required. ### **Note D - Fair Value of Financial Instruments** Accounting principles generally accepted in the United States of America (GAAP) defines fair value, establishes a framc.·work for measuring fajr value, and establishes a fair value hierarchy which prioritizes the inputs to valuation techruques. Fair value is the price that would 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 cechnigues that are consistent with the market, income or cost approach, as specified by GA.AP arc used to measure fair value. {13}------------------------------------------------ # **N OTES TO FINANCIAL STATEMENTS For the Year Ended September 30, 2023** # **Note D - Fair Value of Financial Instruments (continued)** The fair value hierarchy prioritizes the inputs to valuation techniques used to measure fair value into three broad levels: • Level 1 inputs are 9uoted p1-ices (unadjusted) in accive markets for idencical assets or liabilities the Company has the ability to access. • Level 2 inputs are inputs (other than quoted prices included within Level 1) that are observable for the asset or liability, either directly or indirectly. • Level 3 inputs a.re unobservable inputs for the a.ssec or lia.bility a.nd rely on ma.na.gement's own assumptions about the assumptions that market pai't:i.cipants would use in pr.icing the asset or liability. At the end of the period the Company doesn't have any financial instruments other than cash. # **Note E - Related Party Information** The sole shareholder has provided office space for the Company on a month to month basis, for which the Company has incurred \$7,200 in rent expense. As of September 30, 2023 the Company had \$20,800 due to shareholder for rent for the years ended 2021 and 2023. # **N ote F - Concentrations** Majority of the commission revenue earned for the year ended September 30, 2023 came from transactions on behalf of 6 customers. # **N ote G- Line of Credit** The Company has an unsecured line of credit agreement with Central Pacific Bank which provides that the Company may borrow up to \$20,000. Borrowing under the line accrues interest at an annual rate of 10.00% and daily periodic rate of .0274%. There \'\·as an outstanding balance of \$17,463 on September 30, 2023. The line of credit doesn't have maturity date. # **Note H- Company Conditions** The Company has a loss of \$71,942 for the year ending September 30, 2023, and has received capital contributions from its stockholder for working capital. The Company's stockholder has represented that he intends to continue ma.king capital conuibutions, as needed, to ensure the Company's continuing operation. The stockholder has the financial wherewithal to continue contributing, as rc9uircd. {14}------------------------------------------------ # **Note H - Company Conditions (continued)** Management expects the Company to continue as going concern and the accompanying financial statements have been prepared on a going-concern basis without adjustments for realization in the event the Company ceases to continue as a going concern. # **Note I- Commitments and Contingencies** The Company was the subject of a FINRA investigation for violations of certain rules, which was fined \$15,000. It is accrued at year end. {15}------------------------------------------------ #### **SCHEDULE** I - **SUPPLEMENTARY INFORMATION SEPTEMBER 30, 2023** #### **COMPUTATION OF NET CAPITAL** | Total ownership equity (from statement of financial condition) | \$
54,871 | |------------------------------------------------------------------------------------------------------------------------|--------------| | Add: | | | Allowable credits | | | Total capital and allowable credits | 54,871 | | Deduct: | | | Non-allowable assets | 949 | | Net capital before haircuts on securities positions | 53,922 | | Haircuts on securities | | | Net Capital | \$
53,922 | | COMPUTATION OF BASIC NET CAPITAL REQUIREMENTS
3%) of aggregate indebtedness:
Minimum net capital required: (6-2/ | | | Aggregate indebtedness | \$
72,346 | | 6-2/3% of above | 4,823 | | Minimum dollar net capital requirement of broker-dealer | 5,000 | | Nee capital requirement (greater of above amounts) | 5,000 | | Excess net capital | \$
48,922 | | | | There arc no material differences between the computations above and the computations included in the Company's corresponding unaudited Form X-17 A-5 Part IIA filing, as amended on {16}------------------------------------------------ ## **Schedules** II & III **September 30, 2022** ## **Schedule** II ### **Computation for Determination of Reserve Requirements under Rule 15c3-3 of the Securities Exchange Commission** The Company is exempt from the provisions of Rule l 5c3-3 under the Securities Exchange Act of 1934 pursuant to paragraph (k)(2)(ii) of the ntle and is considered a ">Jon-Covered Firm" by relying on Footnote 74 co SEC Release 34-70073. ### **Schedule** III #### Information Relating to the Possession or Control Requirements under Rule 15c3-3 of the Securities Exchange Commission The Company is exempt from t11.c provisions of Rule 1 Sd-3 w1dcr the Securities Exchange Act of I 934 pursuant to paragraph (k)(2)(ti) of the rule and is considered a "Non-Covered Firm" by relying on Footnote: 74 to SEC Release 34-70073. {17}------------------------------------------------ ![](_page_17_Picture_0.jpeg) I 00 E Sybcha Ave Suite 130 Manlam.l, FL 32751 Certified P11b l1c l n-01111tfl11ts email. pamQrohatx:oxuin Telephone 407-740-73 11 fax 407-740-644 1 #### REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors and Shareholder's of Sun's Brothers Securities, Inc. We have reviewed management's statements, included in the accompanying Exemption, in which (1) Sun's Brothers Securities, Inc. identified the following provision(s) of 17 C.F.R. §15c3-3(k) under which Sun's Brothers Securities, Inc. claimed the following exemption(s) from 17 C.F .R. §240.15c3-3: (k)(2)(ii) and (2) Sun's Brothers Securities, Inc. stated that Sun's Brothers Securities, Inc. met the identified exemption provIsIons throughout the most recent fiscal year without exception. The Company is also filing this Exemption Report because the Company's other business activities contemplated by Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5 are limited to mutual funds retailer. In addition, the Company did not directly or indirectly receive, hold, or otherwise owe funds or securities for or to customers, other than money or other consideration received and promptly transmitted in compliance with paragraph (a) or (b)(2) of Rule 15c2-4 and/or funds received and promptly transmitted for effecting transactions via subscriptions on a subscription way basis where the funds are payable to the issuer or its agent and not to the Company; did not carry accounts of or for customers; and did not carry PAB accounts (as defined in Rule 15c3-3) throughout the most recent fiscal year without exception. Sun's Brothers Securities, lnc.·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 Sun's Brothers Securities, lnc.'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(s) **(k)(2)(ii)** of Rule 15c3-3 under the Securities Exchange Act of 1934 and the Company's other business activities contemplated by Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.1 ?a-5, and related SEC Staff Frequently Asked Questions. CJ-IZ.), ~ Maitland, Flonda January 15, 2024 {18}------------------------------------------------ #### EXEMPTION REPORT Sun's Brothers 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. §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(0)(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. § 240.15c3-3 under the following provision of 17 C.F.R. §240.15c3-3 (k)(2): (k)(2)(ii). - · The Company met the identified exemption provision throughout the most recent fiscal year without exception. - · The Company is also filing this Exemption Report because the Company's other business activities contemplated by Footnote 74 of the SEC Release No. 34-70073 adopting anendments to 17 C.F.R. 240.17a-5 are limited to: Mutual Fund retailer, and 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 and/or funds received and promptly transmitted for effecting transactions via subscriptions on a subscription way basis where the funds are pavable to the issuer or its agent and not to the Company); (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. Sun's Brothers Securities, Inc. I. Min Won Yang, swear (or affirm) that, to my best knowledge and belief, this Exemption Report is true and correct. | Signature: | 1 20 | |------------|-----------------------------------------| | | Name and Title: Min Won Yang, President | | Date: | 01/10
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