# CORE FINANCIAL, LLC X-17A-5 (2022-02-28) — Broker-dealer annual report - Company: CORE FINANCIAL, LLC - Form: X-17A-5 - Filed: 2022-02-28 - Period: 2021-12-31 - Accession: 0001456250-22-000006 - CIK: 1468548 - File #: 8-68330 - Type: Broker-dealer - Material weakness: No - Auditor: Crowe LLP - Auditor location: Cleveland, OH - Contact: Jeffrey Coopersmith - Phone: 614 485 2500 - Signed by: Jeffrey Coopersmith (President) Original filing: https://www.sec.gov/Archives/edgar/data/1468548/000145625022000006/coreaudit.pdf --- {0}------------------------------------------------ #### CORE FINANCIAL, LLC A wholly-owned subsidiary of Core Capital Partners, LLC #### FINANCIAL STATEMENTS December 31, 2021 {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: Oct. 31, 2023 | | Estimated avera,e burden | | hours per l'l!!sponse: 12 | | | | SEC FILE NUMBER | 8-68330 # **PART** Ill | Information Required Pursuant to Rules 17a-5, 17a-12, and lla-7 under the Securities Exchange Act of 1934 | FACING PAGE | | | | |---------------------------------------------------------------------------------------------------------------------------------------|------------------------------------------------------------|-----------------------------------------|---------------------------------------|---------------------------------------------| | FILING FOR THE PERIOD BEGINNING _0_1_/0_1_/_2_1 | ___ | | __
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AND ENDING _1_2_/3_1_/_2_1 | | | | MM/00/YY | | | MM/00/YY | | | A. REGISTRANT IDENTIFICATION | | | | | __
NAME oF FIRM: | C_o_r_e_F_i_n_a_n_ci_a_l,_L_L_C | | | _____________
_ | | TYPE OF REGISTRANT {check all applicable boxes):
Iii Broker-dealer
D Check here if respondent is also an OTC derivatives dealer | □ Security-based swap dealer | □ Major security-based swap participant | | | | ADDRESS OF PRINCIPAL PLACE OF BUSINESS: {Do not use a P.O. box no.) | | | | | | 1086 N. Fourth St, Ste 108 | | | | | | | (No. and Street) | | | | | Columbus | | OH | | 43201 | | (City) | (State) | | | (Zip Code) | | PERSON TO CONTACT WITH REGARD TO THIS FILING | | | | | | Jeffrey Coopersmith | 614 485 2soq | | | jac@aecrealestate;com | | (Name) | (Area Code -Telephone Number) | | (Email Address) | | | | B. ACCOUNTANT IDE,alFICATION | | | | | INDEPENDENT PUBLIC ACCOUNTANT whose reports are cqntained in this filing•
Crowe LLP | | | | | | | (Name - If Individual, state last, first, and middle name) | | | | | 600 Superior Ave E. # 902 | Cleveland | | OH | 44114 | | (Address) | (City) | | (State) | (Zip Code) | | 9-24-2003 | | 173 | | | | (Date of Registration with PCAOB)(if applicable) | | | | {PCAOB Re11istration Number, if applicable) | | • Claims for exemption from the requirement that the annual reports be covered by the reports of an independent public | FOR OFFICIAL USE ONLY | | | | accountant must be supported by a statement of facts and circumstances relied on as the basis of the exemption. See 17 CFR 240.17a-S(e)(1)(11), 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, Jeffrey Coopersmith | swear (or affirm) that, to the best of my knowledge and belief, the | | |--------------------------------------------|-----------------------------------------------------------------------------------|-------| | financial report pertaining to the firm of | Core Financial, LLC | as of | | 2~
December 31 | 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. **~~e5:!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!~!!!!!!:!!!!!!!!!!!!~** ![](_page_2_Picture_3.jpeg) | Signature: | | |---------------------|--| | Title:
Founder & | | Notary Public #### **This filing\*\* contains (check all applicable boxes):** - iii (a) Statement offinancial condition. - D (b) Notes to consolidated statement of financial condition. - iil (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. - iii (e) Statement of changes in stockholders' or partners' or sole proprietor's equity. - □ (f) Statement of changes in liabilities subordinated t o claims of creditors. - iii (g) Notes to consolidated financial statements. - iil (h) Computation of net capital under 17 CFR 240.15c3-l or 17 CFR 240.18a-l, as applicable. - D (i) Computation of tangible net worth under 17 CFR 240.18a-2. - iii 0) Computation for determination of customer reserve requirements pursuant to Exhibit A to 17 CFR 240.15c3-3. - D (k) Computation for determination of security-based swap reserve requirements pursuant to Exhibit B to 17 CFR 240.15c3-3 or Exhibit A to 17 CFR 240.lBa-4, as applicable. - D (I) Computation for Determination of PAB Requirements under Exhibit A to § 240.15c3-3. - iii (m) Information relating to possession or control requirements for customers under 17 CFR 240.15c3-3. - D (n) Information relating to possession or control requirements for security-based swap customers under 17 CFR 240.15c3-3(p)(2) or 17 CFR 240.18a-4, as applicable. - iii (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-1, or 17 CFR 240.lBa-2, as applicable, and the reserve requirements under 17 CFR 240.15c3-3 or 17 CFR 240.18a-4, as applicable, if material differences exist, or a statement that no material differences exist. - D (p) Summary of financial data for subsidiaries not consolidated in the statement of financial condition. - iii (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. - i!!!l (s) Exemption report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.lBa-7, as applicable. - D (t) Independent public accountant's report based on an examination of the statement of financial condition. - iii (u) Independent public accountant's report based on an examination of the financial report or financial statements under 17 CFR 240.17a-5, 17 CFR 240.18a-7, or 17 CFR 240.17a-12, as applicable. - D (v) Independent public accountant's report based on an examination of certain statements In the compliance report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - 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 confldentiol treatment of certain portions of this filing, see 17 CFR 240.l7a-5(e)(3) or 17 CFR 240.l8a-7(d){2}, as applicable.* {3}------------------------------------------------ ## CORE FINANCIAL, LLC Columbus, Ohio FINANCIAL STATEMENTS December 31, 2021 #### CONTENTS | REPORT OF INDEPENDENT REGISTERED POBLIC ACCOUNTING FIRM | | |---------------------------------------------------------|--| | FINANCIAL STATEMENTS | | | Statement of Financial Condition | | | Statement of Operations and Changes in Member's Equity | | | Statement of Cash Flows | | | Notes to Financial Statements | | | | | ----- #### SUPPLEMENTAL INFORMATION | Schedule of Computation of Net Capital Pursuant to Rule 15c3-1
of the Securities Exchange Act of 1934 | | |--------------------------------------------------------------------------------------------------------------------|--| | Statement Regarding Possession or Control Requirements Under Rule 15c3-3
of the Securities Exchange Act of 1934 | | {4}------------------------------------------------ # A crowe **Crowe LLP** Independent Member Crowe Global #### Report of Independent Registered Public Accounting Firm Member and the Board of Directors of Core Financial, LLC Columbus, Ohio #### **Opinion on the Financial Statements** We have audited the accompanying statement of financial condition of Core Financial, LLC (the "Company") as of December 31, 2021, the related statements of operations and changes in member's equity, and cash flows for the year ended December 31, 2021, 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 the Company as of December 31, 2021, and the results of its operations and its cash flows for the year ended December 31, 2021, in conformity with accounting principles generally accepted in the United States of America. #### **Basis for Opinion** These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Company in accordance with 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 Schedule of Computation of Net Capital Pursuant to Rule 15c3-1 of the Securities Exchange Act of 1934 and the Statement Regarding Possession or Control Requirements Under Rule 15c3-3 of the Securities Exchange Act of 1934 ("Supplemental Information") have been subjected to audit procedures performed in conjunction with the audit of Core Financial, LLC's financial statements. The Supplemental Information is the responsibility of the Company's management. Our audit procedures included determining whether the Supplemental Information reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the Supplemental Information. In forming our opinion on the Supplemental Information, we evaluated whether the 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 is fairly stated, in all material respects, in relation to the financial statements as a whole. Crowe LLP We have served as the Company's auditor since 2013. Columbus, Ohio February 25, 202 {5}------------------------------------------------ #### CORE FINANCIAL, LLC STATEMENT OF FINANCIAL CONDITION December 31, 2021 | Assets | | | |---------------------------------------|----|---------| | Cash | ક | 133,281 | | Other assets: | | | | Prepaid expenses | | 15.665 | | CRD fund deposit | | 2,298 | | Total other assets | | 17.963 | | Total assets | ಳಿ | 151,244 | | | | | | Liabilities and Member's Equity | | | | Accounts payable and accrued expenses | ક | 31,200 | | Member's equity | | 120.044 | | Total liabilities and member's equity | ಳ | 151.244 | {6}------------------------------------------------ #### CORE FINANCIAL, LLC STATEMENT OF OPERATIONS AND CHANGES IN MEMBER'S EQUITY For the Year Ended December 31, 2021 | Revenue | સ્ત્ર | 217,080 | |-----------------------------------------------------------------------------|-------|-----------| | Expenses | | | | Compensation, rent, insurance and other expenses
paid to a related party | | 271,200 | | Consulting fees | | 2,292 | | Professional fees | | 68,234 | | Regulatory fees | | 16,900 | | Other expenses | | 1.830 | | Total expenses | | 360.456 | | Net income (loss) | | (143,376) | | Member's equity - beginning of the year | | 163,420 | | Contributions from member | | 100,000 | | Member's equity - end of the year | સ્ત્ર | 120,044 | {7}------------------------------------------------ #### CORE FINANCIAL, LLC STATEMENT OF CASH FLOWS For the Year Ended December 31, 2021 | Cash flows from operating activities
Net income (loss) | | (143,376) | |-------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--|------------------------------| | Adjustments to reconcile net income to net cash from operating activities:
Decrease in other assets
Decrease in liabilities
Net cash from operating activities | | 1,817
(14.715
(156,274 | | Cash flows from financing activities
Contributions from member | | 100.000 | | Net change in cash | | (56,274) | | Cash - beginning of year | | 189.555 | | Cash - end of year | | 133.281 | {8}------------------------------------------------ #### NOTE 1 - ORGANIZATION AND OPERATIONS Core Financial LLC (the Company) was established in May 2009. The Company was approved by the Financial Industry Regulatory (FINRA) in June 2010 to conduct securities transactions. In November 2011, the shareholders of Core Financial, LLC transferred their ownership to Core Capital Partners, LLC (Partners), and the Company became a wholly-owned subsidiary. The Company is a limited broker-dealer whose only business is to act as placement agent for real estate investment syndications mandated by and with an affiliate. The Company is required to meet the rules and regulations of the Securities and Exchange Commission (SEC) and the Divisions of Securities in the states the Company is registered. The Company operates in reliance on footnote 74 to SEC Release 34-70073, and as discussed in Q&A 8 of the related FAQ issued by SEC staff. The Company has represented that it does not and will not: (1) directly or indirectly receive, hold, or otherwise owe funds or securities for or to customers (other than money or other consideration received and promptly transmitted in compliance with paragraph (a) or (b)(2) of Rule 15c2-4); (2) did not carry accounts of or for customers; and (3) did not carry PAB accounts (as defined in Rule 15c3-3). #### NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Use of Estimates: The preparation of financial statements in conformity with accounting principles generally accepted (GAAP) 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 reported period. Actual results could differ from those estimates. Income Taxes: The Company is a limited liability company and does not pay federal or state income taxes on its income. Accordingly, no provision or credit for federal or state income taxes is recorded in the financial statements. The Company annually evaluates tax positions in accordance with the Income Taxes Topic of the Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC). The standard prescribes recognition thresholds and measurement attributes for the financial statement recognition and measurement of tax position taken or expected to be taken in the tax return. This standard also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition accounting. The Company remains subject to examination by taxing authorities in jurisdictions where the Company has filed returns for years after 2018. As of December 31, 2021, management believes that no uncertain tax positions exist based on its most recent annual reviews. Statements of Cash Flows: For purposes of reporting cash includes demand deposits held by banks. Revenue Recognition: The Company's only source of revenue is commissions from private real estate offerings. The Company sells equity interests in real estate investments and earns a contingent commission of those sales. Revenue is recognized at the time the contingency is removed which is at the closing of the real estate purchase transaction. #### NOTE 3 - CASH The Company maintains its cash in one account, which, at times, may exceed federally insured limits. At December 31, 2021, the cash balance was \$133,281. {9}------------------------------------------------ #### NOTE 4 - NET CAPITAL REQUIREMENTS The Company is subject to the SEC Uniform Net Capital Rule (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 15:1. At December 31, 2021, the Company had net capital of \$102,081, which was \$97,081 in excess of its required net capital of \$5,000. The Company's percentage of aggregate indebtedness to net capital was 30.56%. ## NOTE 5 - RELATED PARTY TRANSACTIONS The Company earns all revenue from investment syndications with related party affiliates. Additionally, the Company has entered into an expense sharing agreement with Partners. For the year ended December 31, 2021, the expense sharing agreement required payment of \$22,600 per month to pay for overhead and administrative costs. The total of expense sharing payments made during 2021 was \$271,200. The following table provides a summary of the Company's expense sharing payments. | မွာ | 226.100 | |-----|---------| | | 15.100 | | | 11.100 | | | 18,900 | | | | | | 271.200 | | | | {10}------------------------------------------------ SUPPLEMENTAL INFORMATION {11}------------------------------------------------ #### CORE FINANCIAL, LLC SCHEDULE OF COMPUTATION OF NET CAPITAL PURSUANT TO RULE 15c3-1 OF THE SECURITIES EXCHANGE ACT OF 1934 December 31, 2021 #### Computation of Net Capital | Member's equity | ലു | 120,044 | |-----------------------------------------------------------------------------------------------------------|-------|---------| | Non-allowable assets:
Other assets | લ્ત્ર | 17,963 | | Net capital | સ્ત્ર | 102,081 | | Total aggregate indebtedness | | 31.200 | | Computation of basic net capital requirement
(greater of \$5,000 and 6 2/3% of aggregate indebtedness) | ಕಾ | 5.000 | | Excess net capital | સ્ત્ર | 97.081 | | Percentage of aggregate indebtedness to net capital | | 30.56% | #### Statement Pursuant to Rule 17a-5(d)(4) There are no material differences between the computation detailed above and the Company's computation of net capital as reported in the unaudited Part IIA of Form X-17A-5A filing as of December 31, 2021. {12}------------------------------------------------ #### CORE FINANCIAL, LLC STATEMENT REGARDING POSSESSION OR CONTROL REQUIREMENTS UNDER RULE 15c3-3 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2021 The Company does not have any requirement pursuant to Rule 15c3-3 as it operates in reliance on footnote 74 to SEC Release 34-70073, and as discussed in Q&A 8 of the related FAQ issued by SEC staff and did not maintain possession or control of any customer funds or securities at December 31, 2021. {13}------------------------------------------------ # A crowe #### Report of Independent Registered Public Accounting Firm We have reviewed management's statements included in the accompanying Core Financial LLC Exemption Report, in which for the period ended December 31, 2021 (1) Core Financial, LLC ( the "Company") did not claim an exemption under paragraph (k) of 17 C.F.R. § 240.17a-5, and (2) identified the following conditions pursuant to Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240. 17a-5 under which the Company is eligible to file an Exemption Report because the Company limits its business activities to effecting securities transactions via subscriptions on a subscription way basis where the funds are payable to the issuer or its agent and not to the Company, and the Company (i) 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 funds are payable to the issuer or its agent and not to the Company); (ii) did not carry accounts of or for customers; and (iii) did not carry PAB accounts (as defined in Rule 15c3-3) (the "identified conditions") for the period January 1, 2021 through December 31, 2021 without exception. Core Financial, LLC's management is responsible for compliance with the identified conditions, 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 Core Financial, LLC's compliance with the identified conditions and 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 conditions set forth in FAQ #8 of Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17 a-5 for the period from January 1, 2021 through December 31, 2021. Crowe LLP Cleveland, Ohio February 25, 2022 {14}------------------------------------------------ ![](_page_14_Picture_0.jpeg) # **CORE FINANCIAL LLC EXEMPTION REPORT** Core Financial LLC (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)(l) 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 effecting securities transactions via subscriptions on a subscription way basis where the funds are payable to the issuer or its agent and not to the Company, 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); (2) did not carry accounts of or for customers; and (3) did not carry PAB accounts (as defined in Rule 15c3-3) during the period January 1, 2021 through December 31, 2021 without exception. ## Core Financial LLC Exemption Report I, Jeffrey Coopersmith, affirm that, to the best of my knowledge and belief, this :::m~ep;; 2;:rrect. *I* **Title: Founder and Chairman Date of Report: February 25, 2022** Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.