# HUDSON CAPITAL ADVISORS BD LLC X-17A-5 (2025-03-25) — Broker-dealer annual report - Company: HUDSON CAPITAL ADVISORS BD LLC - Form: X-17A-5 - Filed: 2025-03-25 - Period: 2024-12-31 - Accession: 0001297573-25-000004 - CIK: 1297573 - File #: 8-66595 - Type: Broker-dealer - Material weakness: No - Auditor: LMHS, P.C. - Auditor location: Norwell, MA - Contact: Stuart Robert Henderson - Phone: 2012647900 - Email: braben@hudsoncap.net - Website: hudsoncap.net - Signed by: Bruce Raben (CEO) Original filing: https://www.sec.gov/Archives/edgar/data/1297573/000129757325000004/hcaaudit2024public.pdf --- {0}------------------------------------------------ **Hudson Capital Advisors BD, LLC Report Pursuant to Rule 17a-5 (d) Financial Statements For the Year Ended December 31, 2024** This report is deemed PUBLIC in accordance with Rule 17a-5(e)(3). {1}------------------------------------------------ #### UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0123 Expires: Nov. 30, 2026 Estimated average burden hours per response: 12 # ANNUAL REPORTS FORM X-17A-5 PART III sec file number OMB APPROVAL 8-66595 FACING PAGE Information Required Pursuant to Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934 AND ENDING 12/31/24 FILING FOR THE PERIOD BEGINNING 01/01/24 MM/DD/YY MM/DD/YY A. REGISTRANT IDENTIFICATION NAME OF FIRM: Hudson Capital Advisors, BD, LLC TYPE OF REGISTRANT (check all applicable boxes): □ Security-based swap dealer Broker-dealer □ Check here if respondent is also an OTC derivatives dealer ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.) 100 Wilshire Blvd., Suite 700 (No. and Street) Santa Monica CA 90401 (Zip Code) (City) (State) PERSON TO CONTACT WITH REGARD TO THIS FILING Bruce Raben 310-486-2593 braben@hudsoncap.net (Area Code - Telephone Number) (Email Address) (Name) B. ACCOUNTANT IDENTIFICATION INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing\* LMHS, P.C. (Name - if individual, state last, first, and middle name) 80 Washington Street, Bldg S Norwell MA 02061 (Address) (City) (State) (Zip Code) 02/24/2009 3373 (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 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)(1)(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 OMB control number. {2}------------------------------------------------ #### OATH OR AFFIRMATION -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------ı, Bruce Raben financial report pertaining to the firm of Hudson Capital Advisors, BD, LLC as of the contract and as of Dec. 31 , 2024\_ 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. Title: President See Attached Certificate of Jurat Notary Public Bruce Raben who produced U.S. Passport as identification See Attached Certificate of Jurat #### This filing\*\* contains (check all applicable boxes): - = (a) Statement of financial condition. - (b) Notes to consolidated statement of financial condition. - □ (c) Statement of income (loss) or, if there is other comprehensive income in the period(s) presented, a statement of comprehensive income (as defined in § 210.1-02 of Regulation S-X). - □ (d) Statement of cash flows. - □ (e) Statement of changes in stockholders' or partners' or sole proprietor's equity. - □ (f) Statement of changes in liabilities subordinated to claims of creditors. - □ (g) Notes to consolidated financial statements. - □ (h) Computation of net capital under 17 CFR 240.15c3-1 or 17 CFR 240.18a-1, as applicable. - □ (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. - □ (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. - □ (I) Computation for Determination of PAB Requirements under Exhibit A to § 240.15c3-3. - □ (m) Information relating to possession or control requirements for customers under 17 CFR 240.15c3-3. - □ (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 capible net worth under 17 CFR 240.15c3-1, 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. - □ (p) Summary of financial data for subsidiated in the statement of financial condition. - | (q) Oath or affirmation in accordance with 17 CFR 240.17a-5, 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. - | (t) Independent public accountant's report based on an examination of the statement of financial condition. - □ (u) Independent public accountant's report based on an examination of the 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-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. - | as applicable. - □ (y) Report describing any material inadequacies 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). - □ (z) Other: - \*\*To request confidential treatment of certain portions of this filing, see 17 CFR 240.17a-5(e)(2), as applicable. {3}------------------------------------------------ | Texas
Jefferson | | |-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|---------------------------------------| | | 25th
March
2025
Bruce Raben | | This notarial act was an online notarization
along with multi-factor authentication and
using audio/video recording.
Bruce Raben who produced
U.S. Passport as identification | N/A
N/A | | | Annual Reported Form X-17A-5 Part III | | March 25, 2025 | 3
N/A | {4}------------------------------------------------ ![](_page_4_Picture_0.jpeg) *Report of Independent Registered Public Accounting Firm* To the Member Hudson Capital Advisors, BD, LLC Santa Monica, California 90401 #### *Opinion on the Financial Statements* We have audited the accompanying statement of financial condition of Hudson Capital Advisors BD, LLC, as of December 31, 2024, and the related statements of income, changes in member'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 Hudson Capital Advisors BD, LLC as of December 31, 2024, 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 entity's management. Our responsibility is to express an opinion on these 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 Hudson Capital Advisors BD, LLC 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. #### *Supplemental Information* The supplemental information appearing in pages 13 through 15 has been subjected to audit procedures performed in conjunction with the audit of Hudson Capital Advisors BD, LLC's financial statements. The supplemental information is the responsibility of Hudson Capital Advisors BD, LLC 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 supplemental information, including its form and content, is presented in conformity with C.F.R. §240.17a-5. In our opinion, the supplemental information is fairly stated, in all material respects, in relation to the financial statements as a whole. *LMHS, P.C.* We have served as Hudson Capital Advisors BD, LLC's auditor since 2024. Norwell, Massachusetts March 25, 2025 ![](_page_4_Picture_12.jpeg) 80 Washington Street, Building S, Norwell, MA 02061 Phone (781) 878-9111, Fax (781) 878-3666 www.lmhspc.com \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ ![](_page_4_Picture_14.jpeg) {5}------------------------------------------------ # Hudson Capital Advisors BD, LLC Statement of Financial Condition December 31, 2024 #### Assets | Cash and equivalent | S | 73,854 | |---------------------------------------|---|--------| | Other receivable | | 17,500 | | | | | | Total Assets | S | 91,354 | | | | | | Liabilities and Member's Equity | | | | Liabilities | | | | Accrued expenses & Accounts Payable | S | 9,387 | | Accrued Commissions Payable | | 14,875 | | SBA Loan | | 19,702 | | Total Liabilities | | 43,964 | | Member's Equity | | | | Member's Equity | | 47,390 | | Total Liabilities and Member's Equity | S | 91.354 | See accompanying notes to financial statements {6}------------------------------------------------ ### **Note 1 – Organization and Nature of Business** Hudson Capital Advisors BD, LLC (the "Company"), was formed as a Delaware limited liability company on December 4, 2003. The Company is registered as a broker-dealer in securities registered with the Securities and Exchange Commission (SEC) and is a member of the Financial Industry Regulatory Authority, Inc. (FINRA). The Company's primary business activities include providing merger and acquisition advisory services, financial advisory services, and restructuring services to small and middle market companies. The Company was a wholly owned subsidiary of Hudson Capital Advisors, LLC (the "Former Parent"). Effective July 1, 2009, BIR, LLC (the "Parent"), a company affiliated with a member of the Former Parent, acquired all of the Company's membership interests from the Former Parent. Subsequently BIR, LLC was eliminated and the member of the Former Parent, which owned 100% of BIR, LLC, currently owns directly 100% of Hudson Capital Advisors, LLC. As a limited liability company, the member is not personally liable for any of the debts, obligations, losses, claims, or judgments on any of the liabilities of the Company whether arising in tort, contract, or otherwise, except as provided by law. ### **Note 2 – Significant Accounting Policies** #### **Basis of Presentation** The Company's FS have been prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States (GAAP) as determined by the Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC). The Company conducts the following types of business as a securities broker-dealer, which comprises several classes of services, including: - Private placements of securities - Financial Advisor and Agent banking, mergers & acquisitions #### **Use of Estimates** The preparation of financial 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 revenues and expenses during the reporting period. Actual results could differ from those estimates. {7}------------------------------------------------ # **Note 2 – Significant Accounting Policies (continued)** # **Revenues - Adoption of ASC Topic 606 Revenue from Contracts with Customers** On January 1, 2019, the Company adopted ASC Topic 606, *Revenue from Contracts with Customers* ("Topic 606") using the modified retrospective method applied to those contracts which were not completed as of January 1, 2019. Results of reporting periods beginning after January 1, 2019 are presented under Topic 606, while prior period amounts are not adjusted and continue to be reported in accordance with our historic accounting under Topic 605. There was no impact to retained earnings as of January 1, 2021, or to revenue for the year ended December 31, 2024, after adopting Topic 606, as revenue recognition and timing of revenue did not change as a result of implementing Topic 606. **Revenue recognition** – The Company earns revenue by performing services according to an engagement agreement with a customer. Although typically described in various ways (Investment Banking Fees; Placement Agent Fees; Success Fees; Retainers, etc.,) they are divided into two categories: 1) Transaction-related revenue and 2) Non-Transaction-related revenue. Transaction-related revenue is recognized as earned when the transaction has been completed, and a commission/fee/payment is due according to the terms of the agreement. Many of the other fees, including non-refundable fees can be categorized as referral fees. Nontransaction-related revenue is earned based on when it is received, and other terms that are outlined in the agreement related to services or introductions that the Firm makes on behalf of the client. Some agreements made indicate that a reduction, by the amount of the "other fees" paid, may be made in credit against the "success fee" paid. These details are described in the engagement agreement and do not affect when the prior revenue is considered "earned", as there may be cases where a nontransaction-related fee is earned, and a transaction-related fee is not earned. **Leases –** in February 2016, the FASB issued ASU 2016-02, "Leases" that requires for leases longer than one year, a lessee to recognize in the statement of financial condition a right-of-use asset, representing the right to use the underlying asset for the lease term, and a lease liability, representing the liability to make lease payments. The accounting update also requires that for finance leases, a lessee recognize interest Income on the lease liability, separately from the amortization of the right-ofuse asset in the statements of earnings, while for operating leases, such amounts should be recognized as a combined expense. In addition, this accounting update requires expanded disclosures about the nature and terms of lease agreements. The accounting update is effective for fiscal years beginning after December 15, 2018 (January 1, 2019 for the Company) under a modified retrospective approach and early adoption is permitted. The Company has reviewed the new standard and since they utilize an office arrangement that is contracted under a month-to-month arrangement, this does not apply to the Company's financials for the period. {8}------------------------------------------------ # **Note 2 – Significant Accounting Policies (continued)** # **Income Taxes** The Company is a single member limited liability company and is treated as a disregarded entity for income tax purposes. As such, the Company's operations are reported on the tax returns of its member, who is responsible for any taxes thereon. Therefore, no provision or liability for federal income taxes is included in these financial statements. The State of California has a similar treatment, although there exists a provision for a gross income tax and a minimum Franchise Tax of \$800. The accounting principles generally accepted in the United States of America provide accounting and disclosure guidance about positions taken by an organization in its tax returns that might be uncertain. Management has considered its tax positions and believes that all of the positions taken by the Company in its Federal and State organization tax returns are more likely than not to be sustained upon examination. The Company is subject to examinations by U.S. Federal and State tax authorities from 2020 to the present, generally for three years after they are filed. # **Depreciation** Depreciation is provided on a straight-line basis using estimated useful lives of five to ten years. Leasehold improvements are amortized over the lesser of the economic useful life of the improvement or the term of the lease. # **Note 3 – Fair Value** Unless otherwise indicated, the fair values of all reported assets and liabilities that represent financial instruments (none of which are held for trading purposes) approximate the carrying value of such amounts. # **Note 4 – Related Party Transactions** During the year ended December 31, 2024, the Company did not have any Related Party Transactions # **Note 5 – Concentration of Risk** Amounts held in financial institutions occasionally are in excess of the Federal Deposit Insurance Corporation and Securities Investor Protection Corporation limits. The organization deposits its cash in high quality financial institutions, and management believes the organization is not exposed to significant credit risk on those amounts. {9}------------------------------------------------ #### **Note 6 – Commitments, contingencies or guarantees.** The Company has no commitments, no contingent liabilities, and has issued no guarantees that might result in a loss or future obligations. Contingencies could arise in the normal course of business, and the Company could be subject to lawsuits or arbitrations related to its activities. The Company seeks to minimize any risks associated with its activities and the activities of any licensed representatives through policies, procedures, and supervision. While the Company has exposure to risks in its normal course of business, there are no material unrecorded or undisclosed commitments or contingencies, and the Company is not involved in or aware of any pending litigation or arbitration as of December 31, 2024. #### **Note 7 – Net Capital Requirement** The Company is subject to the SEC Uniform Net Capital Rule (SEC Rule 15c3-1), which requires the maintenance of minimum net capital and requires that the ratio of aggregate indebtedness to net capital, both as defined, shall not exceed 15 to 1. Rule 15c3-1 also provides that equity capital may not be withdrawn or cash dividends paid if the resulting net capital ratio would exceed 10 to 1. At December 31, 2024, the Company had net capital of \$44,765 which was \$39,765 in excess of its required net capital of \$5,000. The Company's net capital ratio was .65 to 1. #### **Note 8– Income Taxes** The Company is a single member limited liability company and is treated as a disregarded entity for federal income tax purposes. As such, the Company's operations are reported on the tax returns of its member, who is responsible for any taxes thereon. #### **Note 9 – Exemption from the SEC Rule 15c3-3** The Company is a "non-covered" firm pursuant to Footnote 74 to SEC Release 34-70073 and is therefore not subject to SEA Rule 15c3-3 for the most recent fiscal year ended December 31, 2024. The Company represents that it has not held customer funds or securities, did not carry accounts of or for customers and did not carry broker-dealer proprietary accounts as defined in Exchange Act rule 15c3-3. The Company limits its business activities to private placements of securities on a best efforts basis only and corporate finance and other investment banking advisory services. #### **Note 10 – Leases** The Company uses an office arrangement that is contracted on a month-to-month basis. Rent expense for 2024 was \$872. {10}------------------------------------------------ ## **Note 11 - Subsequent Events** Management has reviewed the results of operations for the period of time from its year end December 31, 2024 to March 25, 2025, the date the financial statements were available to be issued, and has determined that no adjustments are necessary to the amounts reported in the accompanying financial statements nor have any subsequent events occurred, the nature of which would require disclosure. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.