# NOBLES & RICHARDS, INC. X-17A-5 (2022-08-29) — Broker-dealer annual report - Company: NOBLES & RICHARDS, INC. - Form: X-17A-5 - Filed: 2022-08-29 - Period: 2022-06-30 - Accession: 0001430284-22-000003 - CIK: 1430284 - File #: 8-67859 - Type: Broker-dealer - Material weakness: No - Auditor: George, Phillip V. - Auditor location: Celeste, TX - Contact: Ilonka Nobles - Phone: 2146426603 - Signed by: Ilonka Nobles (President) Original filing: https://www.sec.gov/Archives/edgar/data/1430284/000143028422000003/secauditreportfiled1.pdf --- {0}------------------------------------------------ #### UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 # ANNUAL REPORTS FORM X-17A-5 PART III | OMB APPROVAL | | |--------------------------|--| | OMB Number: 3235-0123 | | | Expires: Oct. 31, 2023 | | | Estimated average burden | | | hours per response: 12 | | | | | SEC FILE NUMBER 8 - 67859 | | 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 07/01/21 | MM/DD/YY | AND ENDING 06/30/22 | | | MM/DD/YY | | | | A. REGISTRANT IDENTIFICATION | | | NAME OFFIRM: Nobles & Richards, Inc. | | | | TYPE OF REGISTRANT (check all applicable boxes):
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.) | | | | 801 E. Plano Parkway, Suite 220 | | | | | (No. and Street) | | | Plano | lexas | 75074 | | (City) | (State) | (Zip Code) | | PERSON TO CONTACT WITH REGARD TO THIS FILING | | | | | | | | James R. Richards (214) 533-6822 | | | | (Name) | (Area Code - Telephone Number) | (Email Address) | | | B. ACCOUNTANT IDENTIFICATION | | | INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing*
Phillip V. George, PLLC | | | | | (Name - if individual, state last, first, and middle name) | | | 5179 CR 1026 | Celeste | l exas
15425 | | (Address) | (City) | (State)
(Zip Code) | | 02/24/2009 | | 3366 | | (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-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. {1}------------------------------------------------ #### OATH OR AFFIRMATION I, Ilonka Nobles swear (or affirm) that, to the best of my knowledge and belief, the financial report pertaining to the firm of Nobles & Richards, Inc. as of the comments of the commended to the contrastration as of 6/30 \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ 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_6.jpeg) Signature: Title: President Notary Public ## 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. - 口 (o) Reconciliations, including appropriate explanations, of the FOCUS Report with computation of net capital or tangible net worth under 17 CFR 240.15c3-1, 17 CFR 240.18a-2, 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 ex exist. - □ (p) Summary of financial data for subsidiaries not consolidated in the statement of financial condition. - (q) Oath or affirmation in accordance with 17 CFR 240.17a-5, 17 CFR 240.17a-12, or 17 CFR 240.18a-7, as applicable. □ . < ... . . . . . . . . . . . . . . . . . . . . . . . - | (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. - □ (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 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-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. - [ (x) Supplemental reports on applying agreed-upon procedures, in accordance with 17 CFR 240.15c3-1e 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). - O (z) Other: - \*\*To request confidential treatment of certain portions of this filing, see 17 CFR 240.17d-5(e)(3) or 17 CFR 240.18c-7(d)(2), as applicable. {2}------------------------------------------------ # **CONTENTS** | REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | 1 | | |---------------------------------------------------------|-------------|--| | FINANCIAL STATEMENTS | | | | Statement
of financial condition | 2 | | | Statement of income | 3 | | | Statement of changes in stockholders' equity | 4 | | | Statement of cash flows | 5 | | | Notes to financial statements | 6
-
9 | | | Supplemental
information pursuant to Rule 17a-5 | 10 | | | | | | | REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | 11 | | | EXEMPTION REPORT | 12 | | {3}------------------------------------------------ # Phillip V. George, pllc Certified Public Accountant ## REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Board of Directors Nobles & Richards, Inc. #### Opinion on the Financial Statements We have audited the accompanying statement of financial condition of Nobles & Richards, Inc. as of June 30, 2022, the related statements of income, changes in stockholders' 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 finaneial position of Nobles & Richards, Inc. as of June 30, 2022, 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 Nobles & Richards, Inc.'s management. Our responsibility is to express an opinion on Nobles & Richards, 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 Nobles & Richards, 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 supplemental information contained in Schedule 1 has been subjected to audit proeedures performed in conjunction with the audit of Nobles & Richards, Inc.'s financial statements. The supplemental information is the responsibility of Nobles & Richards, Inc.'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 supplemental information, including its form and content, is presented in conformity with 17 C.F.R. §240.17a-5. In our opinion, the supplemental information contained in Schedule I is fairly stated, in all material respects, in relation to the financial statements as a whole. PHILLIP V. GEORGE, PLLC We have served as Nobles & Richards, Inc.'s auditor since 2009. Celeste, Texas August 9, 2022 {4}------------------------------------------------ # **NOBLES & RICHARDS, INC. Statement of Financial Condition June 30, 2022** ## **ASSETS** | Cash
Accounts receivable
Other
assets | \$
51,442
9,166
20 | |------------------------------------------------------------------------------|-----------------------------| | TOTAL
ASSETS | \$
60,628 | | LIABILITIES
AND
STOCKHOLDERS'
EQUITY | | | Liabilities | | | Accounts payable
and accrued expenses
Commissions and salaries payable | \$
10,160
24,526 | | Total
Liabilities | 34,686 | | Stockholders'
Equity | | | Preferred stock, \$15.00 par value, 1,000 shares | | | authorized, 1,000 shares issued and outstanding | 15,000 | | Common stock, \$1.00 par value, 10,000 shares | | | authorized, 500 shares issued and outstanding | 500 | | Additional paid-in capital | 15,500 | | Accumulated deficit | (5,058) | | TOTAL
STOCKHOLDERS' EQUITY | 25,942 | | TOTAL
LIABILITIES
AND
STOCKHOLDERS'
EQUITY | \$
60,628 | {5}------------------------------------------------ # **NOBLES & RICHARDS, INC. Statement of Income Year Ended June 30, 2022** #### **Revenue** | Private placement
commissions | \$
900,310 | |----------------------------------|---------------| | Other
revenue | 170,533 | | PPP
loan forgiveness | 89,225 | | | | | TOTAL
REVENUE | 1,160,068 | | Expenses | | | Compensation and related costs | \$
931,358 | | Regulatory
fees | 52,764 | | Professional
fees | 80,145 | | Occupancy
and equipment | 21,000 | | Other
expenses | 17,243 | | | | | TOTAL EXPENSES | 1,102,510 | | NET INCOME | \$
57,558 | {6}------------------------------------------------ #### **NOBLES & RICHARDS, INC. Statement of Changes in Stockholders' Equity Year Ended June 30, 2022** | | Preferred
Shares | Preferred
Stock | Common
Shares | Common
Stock | Additional
Paid-in
Capital | Accumulated
Deficit | Total | |-------------------------------------------------|---------------------|--------------------|------------------|-----------------|----------------------------------|------------------------|--------------| | Balances at
June 30, 2021 | - | \$
- | 1,000 | \$
1,000 | \$
30,000 | \$
(62,616) | \$ (31,616) | | Common shares exchanged
for preferred shares | 1,000 | 15,000 | (500) | (500) | (14,500) | - | - | | Net income | - | - | - | - | - | 57,558 | 57,558 | | Balances at
June 30, 2022 | 1,000 | \$ 15,000 | 500 | \$
500 | \$
15,500 | \$
(5,058) | \$
25,942 | {7}------------------------------------------------ # **NOBLES & RICHARDS, INC. Statement of Cash Flows Year Ended June 30, 2022** | Cash
flows from operating activities: | | |-------------------------------------------------------------|--------------| | Net
income | \$
57,558 | | Adjustments to reconcile net
income
to net
cash | | | used in operating
activities: | | | PPP
loan forgiveness | (89,225) | | Changes in assets and liabilities | | | Decrease
in accounts receivable | 2,478 | | Decrease
in accounts receivable
- other | 6,751 | | Increase
in accounts payable
and accrued expenses | 1,791 | | Increase
in commissions and salaries payable | 20,526 | | Net
cash used in operating
activities | (121) | | Net decrease
in cash | (121) | | Cash at beginning of
year | 51,563 | | Cash at
end of
year | \$
51,442 | | Supplemental
Disclosures of
Cash
Flow Information: | | | Cash paid during
the
year
for: | | | Interest | \$
- | | Income
taxes | \$
- | ## **Non-cash Financing Activities:** During 2022, one of the Company's shareholders exchanged 500 shares of common stock, representing 50% ownership in the Company, for 1,000 shares of preferred stock. {8}------------------------------------------------ ## **Note 1 - Nature of Business and Summary of Significant Accounting Policies** Nature of Business: Nobles & Richards, Inc. (the Company), a Texas corporation, was incorporated in October 2007. The Company is registered as a broker/dealer with the Securities and Exchange Commission (SEC) and is a member of the Financial Industry Regulatory Authority (FINRA) and Securities Investor Protection Corporation (SIPC). The Company is considered a Non-Covered Firm exempt from 17 C.F.R. § 240.15c3-3 relying on Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5. The Company limits its business activities exclusively to participating in distributions of securities (other than firm commitment underwritings) in accordance with the requirements of paragraphs (a) or (b)(2) of Rule 15c2-4. The Company provides regulatory guidance and support to companies issuing private securities, including serving as the managing broker-dealer on private placement offerings of securities on a best-efforts basis. The Company's registered representatives, or the issuer whose securities they are placing, are responsible for paying for licensing and other operating expenses, and reimburse the Company for these and other expenses incurred by the Company on their behalf. The Company's registered representatives and customers are located primarily in the state of Texas. Significant Accounting Policies: ## Use of Estimates The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of the 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. {9}------------------------------------------------ ### **Note 1 - Nature of Business and Summary of Significant Accounting Policies (continued)** ## Revenue Recognition ## *Significant Judgments* Revenue from contracts with customers includes private placement commissions and merger and acquisition services. The recognition and measurement of revenue is based on the assessment of individual contract terms. Significant judgment 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; whether revenue should be presented gross or net of certain costs; and whether constraints on variable consideration should be applied due to uncertain future events. ### *Private Placement Commissions* The Company participates in the distribution of securities in private placement offerings of securities on a best-efforts basis. Each time a customer enters into a buy transaction, the Company charges a commission. Commissions are recognized on the trade date. 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. #### *Other Revenue* Other revenue consists of supervision, consulting and due diligence fees. Agreements call for fixed payments that are recognized monthly as the performance obligations are simultaneously provided by the Company and consumed by the customer. Fees received from customers prior to recognizing revenue are reflected as contract liabilities. At June 30, 2022, all amounts were immaterial. ## *Reimbursed Expenses* The Company receives reimbursements of licensing and other operating expenses incurred by the Company on behalf of the issuers whose securities they are placing. Reimbursement of expenses are recorded on a net basis as the Company is acting as an agent, and recognize reimbursement of such expenses are incurred, as these costs are related to performance obligations that are satisfied over time. {10}------------------------------------------------ ## **Note 1 - Nature of Business and Summary of Significant Accounting Policies (continued)** ## Income Taxes As of June 30, 2022, open Federal tax years subject to examination include the tax years ended June 30, 2019 through June 30, 2021. The Company is also subject to state income taxes. #### **Note 2 - Net Capital Requirements** The Company is subject to the SEC Uniform Net Capital Rule (SEC Rule 15c3-1), which requires the maintenance of a minimum amount of 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 June 30, 2022, the Company had net capital of \$21,516, which was \$16,516 in excess of its required net capital of \$5,000. The Company's net capital ratio was 1.61 to 1. #### **Note 3 - PPP Notes Payable** The Paycheck Protection Program ("PPP"), which was established as part of the Coronavirus Aid, Relief and Economic Security Act ("CARES Act"), provides for loans to qualifying businesses. During the year ended June 30, 2022, the Company had two loans totaling \$89,225 forgiven under the PPP and recognized as income. #### **Note 4 - Commitments and Contingencies** ## Office Lease The Company currently leases office space for \$2,000 per month on a month-tomonth basis, increasing from \$1,500 per month during the year. Rent expense totaled \$21,000 for the year ended June 30, 2022. ## Preferred Stock The Company's preferred shareholder is entitled to 10% of the total compensation officers of the Company. Amounts paid to the preferred shareholder totaled \$11,500 and is included in compensation and related costs in the accompanying statement of income. {11}------------------------------------------------ ![](_page_11_Picture_0.jpeg) {12}------------------------------------------------ #### **Note 4 - Commitments and Contingencies (continued)** ### Contingencies The nature of the Company's business subjects it to various claims, regulatory examinations, and other proceedings in the ordinary course of business. The ultimate outcome of any such action against the Company could have an adverse impact on the financial condition, results of operations, or cash flows of the Company. #### **Note 5 - Income Taxes** The Company has a current year tax loss; therefore, there is no provision for current federal income taxes. The current federal income tax provision differs from the expense that would result from applying federal statutory rates to net income before income taxes primarily due to permanent non-taxable income (PPP loan forgiveness). The Company has a net operating loss carryforward of approximately \$135,000 available to offset future taxable income, which begins expiring in 2039. The net operating loss carryforward creates a deferred tax asset of approximately \$28,000; however, the entire amount has been offset by valuation allowance; therefore, there is no deferred tax asset recognized in the accompanying statement of financial condition. #### **Note 6 - Concentration of Revenue** One of the Company's registered representatives accounted for approximately 42% of the Company's revenues and approximately 49% of the Company's compensation and related costs for the year ended June 30, 2022. ## **Note 7 - Retirement Plan** The Company has established a Simple IRA Plan (Plan) for its employees. The Company and employees may contribute to the Plan. The Company will contribute matching contributions equal to the elective deferral of each employee, but not more 3% of the individual employee's compensation. There were no company matching contributions during the year. #### **Note 9 - Subsequent Events** The Company has performed an evaluation of events that have occurred subsequent to June 30, 2022, through August 9, 2022, the date which the financial statements were available to be issued. {13}------------------------------------------------ ![](_page_13_Picture_0.jpeg) {14}------------------------------------------------ #### **Schedule I** #### **June 30, 2022 NOBLES & RICHARDS, INC. Supplemental Information Pursuant to Rule 17a-5** #### **Computation of Net Capital** | Total stockholders' equity qualified for net capital | \$
25,942 | |------------------------------------------------------|--------------| | Deductions and/or charges | | | Non-allowable assets: | | | Accounts receivable | 4,406 | | Other assets | 20 | | | | | Total deductions and/or charges | 4,426 | | Net Capital | \$
21,516 | | | | | Aggregate indebtedness | | | Accounts payable and accrued expenses | \$
10,160 | | Commissions and salaries payable | 24,526 | | Total aggregate indebtedness | \$
34,686 | | Computation of basic net capital requirement | | | Minimum net capital required (greater of \$5,000 or | | | 6 2/3% of aggregate indebtedness) | \$
5,000 | | Net capital in excess of minimum requirement | \$
16,516 | | Ratio of aggregate indebtedness to net capital | 1.61 | #### **Reconciliation of Computation of Net Capital** The above computation does not materially differ from the computation of net capital under rule 15c3-1 as of June 30, 2022 as originally filed by Nobles & Richards, Inc. on Form X-17A-5 so a reconciliation is not necessary. #### **Statement Regarding Changes in Liabilities Subordinated to Claims of General Creditors** No statement is required as no subordinated liabilities existed at any time during the year. #### **Statement Regarding the Reserve Requirements and Possession or Control Requirements** The Company is considered a Non-Covered Firm exempt from 17 C.F.R. § 240.15c3-3 relying on Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5. The Company limits its business activities exclusively to participating in distributions of securities (other than firm commitment underwritings) in accordance with the requirements of paragraphs (a) or (b)(2) of Rule 15c2-4. The Company does not hold customer funds or securities. As a Non-Covered Firm, the Computation for Determination of Reserve Requirements and Information Relating to the Possession and Control Requirements are not required. See accompanying report of independent registered public accounting firm. {15}------------------------------------------------ # Phillip V. George, pllc Certified Public Accountant # REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Board of Directors Nobles & Richards, Inc. We have reviewed management's statements, included in the accompanying Rule 15c3-3 Exemption Report pursuant to SEC Rule 17a-5, in which (I) Nobles & Richards, Inc. (the Company) did not claim an exemption under paragraph (k) of 17 C.E.R. §240.15c3-3, and (2) the Company is filing this Exemption Report relying on Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.E.R. § 240.17a-5 because the Company limits its business activities exclusively to participating in distributions of securities (other than firm commitment underwritings) in accordance with the requirements of paragraphs (a) or (b)(2) of Rule 15c2-4. 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 PAR accounts (as defined in Rule 15c3-3) throughout the most recent fiscal year without exception. Nobles & Richards, Inc.'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 Nobles & Richards, Inc.'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 upon the Company's business activities contemplated by Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.E.R. § 240.17a-5, and related SEC Staff Frequently Asked Questions. PHILLIP V. GEORGE, PLLC Celeste, Texas August 9, 2022 {16}------------------------------------------------ ![](_page_16_Picture_0.jpeg) (Member of FINRA) #### Exemption Report Nobles & Richards, 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(d)(1) and (4). To the best of its knowledge and belief, the Company states the following: (1) The Company does not claim an exemption under paragraph (k) of 17 C.F.R. § 240. 15c3-3, and (2) The Company is filing this 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 participating in distributions of securities (other than firm commitment underwritings) in accordance with the requirements of paragraphs (a) or (b)(2) of Rule 15c2-4, 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 payable 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. Nobles & Richards. Inc. I, Ilonka Nobles, swear (or affirm) that, to my best knowledge and belief, this Exemption Report is true and correct. President August 8, 2022 Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.