# GOODBODY SECURITIES INC X-17A-5 (2023-02-28) — Broker-dealer annual report - Company: GOODBODY SECURITIES INC - Form: X-17A-5 - Filed: 2023-02-28 - Period: 2022-12-31 - Accession: 0001328730-23-000001 - CIK: 1328730 - File #: 8-66955 - Type: Broker-dealer - Material weakness: No - Auditor: DeMarco Sciaccotta Wilkens & Dunleavy, LLP - Auditor location: Frankfort, IL - Contact: Paul Curtin - Phone: 35316419261 - Signed by: Ian Huggard (CEO) Original filing: https://www.sec.gov/Archives/edgar/data/1328730/000132873023000001/gsi2022short.pdf --- {0}------------------------------------------------ "\ 1 ) , -~ l • . . i . ,•: ,.{ t , . \,lin. \ • • I' 1 #### **GOODBODY SECURITIES INCORPORATED** **STATEMENT OF FINANCIAL CONDITION AND REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM** **DECEMBER 31, 2022** I certify that the within copy document has been compared with and Is a true and accurate copy of the original document Dated ;Ji day of )-J.r ... ~J 20 C3 ·······.P.1-:.~:: ... ~ .l),u(,, ·a·¥-~-~: ···················· ( . . i \ 1 I . ' · -L r' ·. ' n, l l 1•~ ,f; )~ibfin, C ,1111•11 i • • • 1, , 1 1• ,! j, , 1 I if,·, ![](_page_0_Picture_9.jpeg) {1}------------------------------------------------ | | UNITED STATES | | | | | | |--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------------------------------------------------------------------------------------------------------------------------|---------------------------------------|----------------------------------------------------------|--------------|-----------------|--| | | | | | 0MB APPROVAL | | | | | SECURITIES AND EXCHANGE COMMISSION | | 3235·0123
0MB Number: | | | | | | Washington, D.C. 20549 | | Expires:
October 31, 2023
Estimated average burden | | | | | | | | hours per response , | | 12.00 | | | | ANNUAL AUDITED REPORT
FORM X-17A-5
PART Ill | | | | SEC FILE NUMBER | | | | | | | 8-66955 | | | | | FACING PAGE
Information Required Pursuant to Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934 | | | | | | | REPORT FOR THE PERIOD BEGINNING | ___
01/01/2022 AND ENDING.
MM/DD/YY | ~1~2/~3~1~/2~0~2~2
MM/0D/YY | ___
_ | | | | | | A. REGISTRANT IDENTIFICATION | | | | | | | TYPE OF REGISTRANT (check al! applicable boxes):
iEJBroker-dealer
□ Check here if respondent is also an OTC derivatives dealer
ADDRESS OF PRINCIPAL PLACE OF BUSINESS; (Do not use P.O. Box No.)
Ballsbridge Park, Ballsbridge | Security-based swap dealer | Major security-based swap participant | | | | | | | | | | | | | | Dublin | (No. and Street)
Dublin 4 | | Ireland | | | | | (City) | | | | (Zip Code) | | | | PERSON TO CONTACT WITH REGARD TO THIS FILING
Paul Curtin +-353 16419261 | | | paul.b.curtin@goodbody,ie | | | | | | | | | | | | | | B. ACCOUNTANT IDENTIFICATION | | | | | | | lNDEPENDENT PUBLIC ACCOUNTANT whose opinion is contained in this Report*
DeMarco, Sciaccotta, Wilkens & Dunleavy, LLP | | | | | | | | | {Name - if individual, state last, first. middle name) | | | | | | | 20646 Abbey Woods Ct N, Suite 201 | Frankfort | IL | | 60423 | | | | {Address) | (City) | (State) | | (Zip Code) | | | | 12/21/2010
{Date of Reg!strntlon with PCAOB)(if applicable) | | | (PCAOB Registration Number, If appl;cable) | 5376 | | | | | | | | | | | | | 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 bas ls of the exemption. See 17 CFR 240.17a-S(el(ll(iil, 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, Ian Huggard, swear (or affirm) that, to the best of my knowledge and belief, the financial report pertaining to the firm of Goodbody Securities, Inc., as of December 31, 2022, 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. | | j
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•·I !J;,bli11, | | | | | | | | This filing** contains (check all applicable boxes): | | | (8) | (a) Statement of financial condition. | | | IZI | (b) Notes to consolidated statement of financial condition. | | | 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). | | | | □ (d) Statement of cash flows. | | | 0 | (e) Statement of changes in stockholders' or partners' or sole proprietor's equity. | | | | □ (f) Statement of changes in liabilities subordinated to claims of creditors. | | | 0 | □ (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 240.1Sc3-3. | | | 0 | (k) Computation for determination of security-based swap reserve requirements pursuant to Exhibit B to 17 CFR 240.1Sc3-3 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. | | | | □ (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 | (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 240.1Sc3-3 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 subsidiaries not consolidated in the statement of financial condition. | | | [8) | (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. | | | | □ (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-S or 17 CFR 240.18a-7, as applicable. | | | IZI | (t) Independent public accountant's report based on an examination of the statement of financial condit ion. | | | D | (u) Independent public accountant's report based on an examination of the financial report or fi nancial 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. | | | D | (w) Independent public accountant's report based on a review of the exemption report under 17 CFR 240.17a-S or 17 CFR
240.18a-7, as applicable. | | | | □ (x) Supplemental reports on applying agreed-upon procedures, in accordance with 17 CFR 240.1Sc3-le or 17 CFR 240.17a-12, as
applicable. | | | | □ (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). | | | | □ (z) Other: | | | | **To request confidential treatment of certain portions of this filing, see 17 CFR 240.17a-S(e)(3) or 17 CFR 240.18a-7(d)(2), as | | applicable. {3}------------------------------------------------ ![](_page_3_Picture_0.jpeg) AND BUSINESS ADVISORS # REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Board of Directors Goodbody Securities Incorporated # Opinion on the Financial Statement We have audited the accompanying statement of financial condition of Goodbody Securities Incorporated (the "Company") as of December 31, 2022, and the related notes (collectively referred to as the "financial statement"). In our opinion, the statement of financial condition presents fairly, in all material respects, the financial position of Goodbody Securities Incorporated as of December 31, 2022 in conformity 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. We have served as Goodbody Securities Incorporated's auditor since 2012. Frankfort, Illinois February 24, 2023 {4}------------------------------------------------ TABLE OF CONTENTS REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM STATEMENT OF FINANCIAL CONDITION NOTES TO THE STATEMENT OF FINANCIAL CONDJTION {5}------------------------------------------------ # STATEMENT OF FINANCIAL CONDITION # As of 31st December 2022 | | \$ | |---------------------------------------------------------------------------------------------------------------------------------------------------------------------|-----------| | Assets | | | Cash and cash equivalents | 2,504,135 | | Fail to deliver | 275,943 | | Prepayments | 8,243 | | Federal taxes receivable | 3,412 | | Total Assets | 2,791,733 | | Liabilities | | | Accounts payable customer | 275,943 | | Payable to related party | 61,633 | | Accounts payable and other accrued expenses | 40,584 | | Taxes payable | 50 | | Total Liabilities | 378,210 | | Stockholder's Equity
Common stock, par value \$0.01. Authorized 3,000 shares
issued and outstanding 1 share at \$0.01 per share
Additional paid in capital | 2,057,000 | | Retained earnings | 356,523 | | Total stockholder's equity | 2,413,523 | | Total Liabilities and Stockholder's Equity | 2,791,733 | | | | The accompanying notes are an Integral part of these financial statements. {6}------------------------------------------------ # Notes to Financial Statements December 31st, 2022 ## 1. General Information and Summary of Significant Accounting Policies (a) The Company Goodbody Securities Incorporated (the "Company") was incorporated on 4th March, 2005. As of December 31 st 2022, the Company was a wholly owned subsidiary of Ganmac Holdings (BVl) Ltd ("GANMAC"). GANMAC is a whol!y owned subsidiary of Al!ied Irish Banks p.l.c. The Company is a U.S. registered broker-dealer with an office in Dublin, Ireland. GS! trades exclusively fn non-US equity securities with institutional investors. The company also distributes third-party research created by Goodbody Stockbrokers ("GBS"), its Irish affiliate, to US investors. On 24th January, 2006 the Financial Industry Regulatory Authority (F!NRA) approved the application of Goodbody Securities Incorporated for membership of F!NRA and as such the Company is a registered broker deafer in securities under the Securities and Exchange Act of 1934. The Company operates under the provisions of paragraph (k)(2)(i) of Rule 15c3-3 of th~ Securities and Exchange Act of 1934 and, accordingly, is exempt from the remalning provisions of that rule. #### (b) Basis of Preparation These Flnancial Statements were prepared ln accordance with accounting principles generally accepted in the United States of America which require 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. #### (c) Revenue Recognition Service income is earned from an agreement with GBS whereby the Company acts as an introducing intermediary broker-dealer in transactions between GBS and its US counterparties. The Company believes the performance obligation for providing this service is satisfied on a monthly basis for as long as the Company remains a registered broker-dealer ln good standing. The Company also has an agreement with GBS to distribute independent thlrd¥party research produced by GBS to the Company's US institutional clients. The US institutional clients put a non-contractual value on this research and sends that value to the Company. The Company, per its agreement with GBS, retains a portion as its distribution fee. The Company accounts for revenue in accordance wlth ASC Topic 606, Revenue from Contracts with Customers, Revenue recognition is determined through the following steps: (1) identify the contract(s) with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract; and (5) recognize revenue when (or as) the entity satisfies a performance obligation. Revenue from contracts with customers includes service fee income from service arrangement. The recognition and measurement of revenue is based on the assessment of individual contract terms. Significant judgement ls required to determine whether performance .obligations are saltsfied at a point in time or over time; when to recognize revenue based on the appropriate measure of the Company's progress under the contract: and whether constraints on varlable consideration should be applied due to uncertain future events, {7}------------------------------------------------ # Notes to Financial Statements December 3P\ 2022 #### 1. General Information and Summary of Significant Accounting Policies (continued) (d) Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating !ass and tax credit carry foiwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled, The effect on deferred tax assets and liabiHtles of a change in tax rates is recognized in income in the period that includes the enactment date. #### (e) Fair Value of Financial Assets and Liabilities All of the Company's financial assets and liabl!ities are recorded at amounts that approximate fair value. Such assets and liabilities include cash, accounts receivable customer, fail to receive and accrued expenses. #### (f) Fair Value of Financial Assets and Liabilities The majority of the Company's financial assets and liabilities are recorded at amounts that approximate fair value. Such assets and liabilities include cash, accounts receivabfe customer. fail to receive and accrued expenses. #### 2. Income Taxes Provision for income taxes for the years ended December 31 si, 2022 includes the following amounts (the Company reports under the accrual method for tax purposes): | Current Taxes | \$ | |----------------------------------|-------| | Federal | 1,149 | | City | 25 | | State | 25 | | Total Current | 1,199 | | Deferred Tax | 0 | | Total provision for income taxes | 1,199 | The Company's effective income tax rate is higher than what would be expected if the federal statutory rate were applied to income before income taxes primarily because of certain expenses for financial reporting purposes that are not deductible for tax purposes. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabllities for financial reporting purposes and the amounts used for income tax purposes. The major temporary differences that give rise to the deferred tax assets are due to start-up and organizational costs. A valuation allowance for deferred tax assets was not considered necessary at December 31 st, 2022. Management believes it is more likely than not that the Company will fully realize the total deferred Income tax asset as of December 31, 2023, based upon its expected future levels of taxable income. The Company is no !anger subject to examination by tax authorities for federal, state or local income taxes for periods before 2017. {8}------------------------------------------------ # Notes to Financial Statements December 31st, 2022 ## 3. Cash and Cash equivalents The Company considers all highly liquid instruments with original maturities of 3 months or less at the date of purchase to be cash equivalents. # 4. Net Capital The Company is subject to the Securities and Exchange Commission (SEC) Uniform Net Capital Rule 15c3-1 which requires the maintenance of minimum net capital as defined. At December 31st, 2022, the Company had net capital, as defined by the SEC Uniform Net Capital Rule 15c3-1, of \$2,401,868 which was \$2,151,868 in excess of its required net capita! of \$250,000. ## 5. Related party transactions GBS charges a fee for corporate overhead seNices. Servlce fee income ls charged to GBS. For the year ended December 31, 2022, corporate overhead expenses and service fee income were \$152,249 and \$292,880 respectively. The Company has an agreement with GBS to distribute independent third-party research produced by GBS to the Company's US institutional clients. The Company receives a research services fee from GBS for providing this service. For the year ended December 31st, 2022, total research services fee income from GBS was \$41,571. At December 31 st 2022, the Company had a net payable to GBS of \$61,633. ## 6. Commitments and Contingencies There were no commitments or contingencies at the year end. ## 7. Risk and Uncertainties ## Customer Transactions In the normal course of business, the Company effects transactions on behalf of customers on delivery versus payment basis. If these transactions do not settle due to failure to perform by either the customer or the counterparty, the Company may be obligated to discharge the obligation of the nonperforming party and, as a result, may incur a loss if the market va!ue of the securities is different from the contract amounts. The risk of loss to the Company Is normally limited to differences in market values of the securities compared to their contract amounts. At December 31,2022, there were three failed trades. #### Off-Balance Sheet Risk !n the normal course of business, the Company's customer activities involve the execution, settlement, and financing of various customer securities transactions. These activities may expose the Company to off-balance-sheet risk in the event the customer or other broker Is unable to fulfil lts contracted obligations and the Company has to purchase or sell the financial instrument underlying the contract at a loss. The Company acts as an agent for instltutlonal customers in the purchase and sale of foreign securities. The Company executes and clears all of these foreign trades through a contractually obligated foreign affiliate. These trades are settled on a basis of either delivery or receipt versus payment Jn the normal course of business, the Company's activities involve the execution and settlement of various customer securities transactions. These activities may expose the Company to off-balance sheet risk in the even! a counterparty is unable to fulfil Its contracted obligations and the Company has to purchase or sell the financial instrument underlying the contract at a loss. The Company monitors the credit standing of all counterparties with which it conducts business. All open transactions at December 31, 2022 settled with no resultant loss being incurred by the Company. {9}------------------------------------------------ # Notes to Financial Statements December 31st, 2022 ## 7. General Information and Summary of Significant Accounting Policies (continued) ## Concentration of Credit Risk The Company's cash ls on deposit at one financial institution and the balances at times may exceed the federally insured limit. The Company believes it is not exposed to any significant credit risk to cash. ## 8. Subsequent Events The Company has evaluated subsequent events occurring after the statement of financial condition date December 31, 2022, through to the date these financial statements were issued. Based on this evaluation, with the exception of the following event, the Company has determined that no subsequent events have occurred which would require disclosure or adjustment to the financial statements. On 27th January 2023 FINRA approved a proposed changed in the Company's ownership structure, whereby following a reorganisation of the AIB Group structure that GBS would become the direct owner of the Company. The reorganization does not result in any changes to the Firm's existing business actlVities and there is no capital or financial impact. It is planned that the changes necessary *to* implement this reorganisation will occur in the first quarter of 2023. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.