# CORE FINANCIAL, LLC X-17A-5 (2021-03-01) — Broker-dealer annual report - Company: CORE FINANCIAL, LLC - Form: X-17A-5 - Filed: 2021-03-01 - Period: 2020-12-31 - Accession: 0001468548-21-000002 - CIK: 1468548 - File #: 8-68330 - Material weakness: No - Auditor: Crowe LLP - Auditor location: Cleveland, OH - Contact: Jeffrey Coopersmith - Phone: 614 485 2500 - Signed by: Jeffrey Coopersmith (Chief Compliance Officer) Original filing: https://www.sec.gov/Archives/edgar/data/1468548/000146854821000002/corepublic.pdf --- {0}------------------------------------------------ UNITEDSTATES SECURITIES ANDEXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL OMB Number: 3235-0123 Expires: October 31, 2023 Estimated average burden hours per response .. . . . . . . 12.00 # ANNUAL AUDITED REPORT FORM X-17A-5 PART III | SEC FILE NUMBER | | |-----------------|--| | 8-68330 | | FACING PAGE Information Required of Brokers and Dealers Pursuant to Section 17 of the Securities Exchange Act of 1934 and Rule 17a-5 Thereunder | REPORT FOR THE PERIOD BEGINNING 1/1/2020 | AND ENDING 12/31/2020 | | | | | |-----------------------------------------------------------------------------------------------|--------------------------------------------------------|--------------|--------------------------------|--|--| | | MM/DD/YY | | MM/DD/YY | | | | | A. REGISTRANT IDENTIFICATION | | | | | | NAME OF BROKER-DEALER: Core Financial, LLC | | | OFFICIAL USE ONLY | | | | ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use P.O. Box No.) | | | FIRM I.D. NO. | | | | 1086 N. Fourth St. Suite 108 | | | | | | | | (No. and Street) | | | | | | Columbus | OH | 43201 | | | | | (City) | (State) | (Zip Code) | | | | | NAME AND TELEPHONE NUMBER OF PERSON TO CONTACT IN REGARD TO THIS REPORT
Jefrey Coopersmith | | 614.485.2500 | | | | | | | | (Area Code - Telephone Number) | | | | | B. ACCOUNTANT IDENTIFICATION | | | | | | INDEPENDENT PUBLIC ACCOUNTANT whose opinion is contained in this Report* | | | | | | | Crowe LLP | | | | | | | | (Name - if individual, state last, first, middle name) | | | | | | 600 Superior Ave. E. #902 | Cleveland | ОН | 44114-2619 | | | | (Address) | (City) | (State) | (Zip Code) | | | | CHECK ONE: | | | | | | | Certified Public Accountant | | | | | | | Public Accountant | | | | | | | Accountant not resident in United States or any of its possessions. | | | | | | | | FOR OFFICIAL USE ONLY | | | | | | | | | | | | | | | | | | | | | | | | | | \*Claims for exemption from the requirement that the annual report be covered by the opinion of an independent public accountant must be supported by a statement of facts and circumstances relied on as the basis for the exemption. See Section 240.17a-5(e)(2) > Potential 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. SEC 1410 (11-05) {1}------------------------------------------------ #### OATH OR AFFIRMATION #### I. Jeffrey Coopersmith swear (or affirm) that, to the best of my knowledge and belief the accompanying financial statement and supporting schedules pertaining to the firm of Core Financial, LLC as a commendas 20 20 20 , are true and correct. I further swear (or affirm) that of December 31 neither the company nor any partner, principal officer or director has any proprietary interest in any account classified solely as that of a customer, except as follows: Signature Founder and Chairman Title 26289878 3/23/23 Notary Public CADEN SPECK Notary Public - State of Florida This report \*\* contains (check all applicable boxes): Commission # HH 071951 My Comm. Expires Dec 14, 2024 (a) Facing Page. Bonded through National Notary Assn. (b) 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 Changes in Financial Condition. (e) Statement of Changes in Stockholders' Equity or Partners' or Sole Proprietors' Capital. (f) Statement of Changes in Liabilities Subordinated to Claims of Creditors. (g) Computation of Net Capital. (h) Computation for Determination of Reserve Requirements Pursuant to Rule 15c3-3. (i) Information Relating to the Possession or Control Requirements Under Rule 15c3-3. (i) A Reconciliation, including appropriate explanation of the Computation of Net Capital Under Rule 15c3-1 and the Computation for Determination of the Reserve Requirements Under Exhibit A of Rule 15c3-3. (k) A Reconciliation between the audited Statements of Financial Condition with respect to methods of consolidation. (I) An Oath or Affirmation. (m) A copy of the SIPC Supplemental Report. (n) A report describing any material inadequacies found to exist or found to have existed since the date of the previous audit. V (o) Exemption Report \*\* For conditions of confidential treatment of certain portions of this filing, see section 240.17a-5(e)(3). {2}------------------------------------------------ ### CORE FINANCIAL, LLC A wholly-owned subsidiary of Core Capital Partners, LLC ### FINANCIAL STATEMENTS December 31, 2020 {3}------------------------------------------------ ### CORE FINANCIAL, LLC Columbus, Ohio FINANCIAL STATEMENTS December 31, 2020 ### CONTENTS | REPORT OF INDEPENDENT REGISTERED PUBLIC 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 | 5 | #### 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}------------------------------------------------ ![](_page_4_Picture_0.jpeg) #### 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, 2020, the related statements of operations and changes in member's equity, and cash flows for the year ended December 31, 2020, 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, 2020, and the results of its operations and its cash flows for the year ended December 31, 2020, 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 March 1, 2021 {5}------------------------------------------------ ### CORE FINANCIAL, LLC STATEMENT OF FINANCIAL CONDITION December 31, 2020 | Assets | | | |-----------------------------------------------------------------------------|----|---------------------------| | Cash | ಕಾ | 189,555 | | Other assets:
Prepaid expenses
CRD fund deposit
Total other assets | | 16,262
3,518
19,780 | | Total assets | ಳಿ | 209,335 | | Liabilities and Member's Equity
Accounts payable and accrued expenses | ತಿ | 45.915 | | Member's equity | | 163.420 | | Total liabilities and member's equity | ಿ | 209.335 | {6}------------------------------------------------ #### CORE FINANCIAL, LLC STATEMENT OF OPERATIONS AND CHANGES IN MEMBER'S EQUITY For the Year Ended December 31, 2020 | Revenue | ಿ | 287,745 | |----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|------|-----------------------------------------------------------| | Expenses
Compensation, rent, insurance and other expenses
paid to a related party
Consulting fees
Professional fees
Regulatory fees
Other expenses
Total expenses | | 259,200
8.648
100,374
16,851
1.508
386.581 | | Net income (loss) | | (98,836) | | Member's equity - beginning of the year | | 262,256 | | Member's equity - end of the year | ಲ್ಲಿ | 163.420 | {7}------------------------------------------------ | Cash flows from operating activities
Net income (loss
Adjustments to reconcile net income to net cash from operating activities:
Increase in other assets
Decrease in liabilities
Net cash from operating activities | ಕ್ಕಾ | (98,836)
(656)
(4,274
(103,766) | |-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|------|------------------------------------------| | Cash - beginning of year | | 293.321 | | Cash - end of year | | 189.555 | {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 operated under the exemptive provisions of paragraph (K)(2)((i) of SEC Rule 15c3 3 for the period January 1, 2020 through December 1, 2020. For the period of December 2, 2020 through December 31, 2020 the Company did not have any requirement pursuant to Rule 15c3-3 as it operated 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 2017. As of December 31, 2020, 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 {9}------------------------------------------------ 7KH&RPSDQ\PDLQWDLQVLWVFDVKLQRQHDFFRXQWZKLFKDWWLPHVPD\H[FHHGIHGHUDOO\LQVXUHGOLPLWV\$W 'HFHPEHUWKHFDVKEDODQFHZDV ### **127(±1(7&\$3,7\$/5(48,5(0(176** 7KH&RPSDQ\LVVXEMHFWWRWKH6(&8QLIRUP1HW&DSLWDO5XOH5XOHF ZKLFKUHTXLUHVWKHPDLQWHQDQFH RIPLQLPXPQHWFDSLWDODQGUHTXLUHVWKDWWKHUDWLRRIDJJUHJDWHLQGHEWHGQHVVWRQHWFDSLWDOERWKDVGHILQHG VKDOO QRW H[FHHG \$W 'HFHPEHU WKH &RPSDQ\ KDG QHW FDSLWDO RI ZKLFK ZDV LQ H[FHVV RI LWV UHTXLUHG QHW FDSLWDO RI 7KH &RPSDQ\¶V SHUFHQWDJH RI DJJUHJDWH LQGHEWHGQHVVWRQHWFDSLWDOZDV #### **127(±5(/\$7('3\$57<75\$16\$&7,216** 7KH&RPSDQ\HDUQVDOOUHYHQXHIURPLQYHVWPHQWV\QGLFDWLRQVZLWKUHODWHGSDUW\DIILOLDWHV\$GGLWLRQDOO\WKH &RPSDQ\KDVHQWHUHGLQWRDQH[SHQVHVKDULQJDJUHHPHQWZLWK3DUWQHUV)RUWKH\HDUHQGHG'HFHPEHU WKHH[SHQVHVKDULQJDJUHHPHQWUHTXLUHGSD\PHQWRISHUPRQWKWRSD\IRURYHUKHDGDQG DGPLQLVWUDWLYH FRVWV 7KH WRWDO RI H[SHQVH VKDULQJ SD\PHQWV PDGH GXULQJ ZDV 7KH IROORZLQJWDEOHSURYLGHVDVXPPDU\RIWKH&RPSDQ\¶VH[SHQVHVKDULQJSD\PHQWV | 3D\UROO | | |---------------------|--| | 2IILFH5HQW | | | ,QVXUDQFH | | | 2IILFH2YHUKHDG | | | 7RWDO([SHQVH6KDULQJ | | #### **127(±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¶VRSHUDWLQJUHVXOWVZHUHQRWPDWHULDOO\DGYHUVHO\LPSDFWHG {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, 2020 #### Computation of Net Capital | Member's equity | ಕಾ | 163,420 | |-----------------------------------------------------------------------------------------------------------|-----|---------| | Non-allowable assets:
Other assets | ಕಾ | 19,780 | | Net capital | ಕ | 143,640 | | Total aggregate indebtedness | ಕಾ | 45,915 | | Computation of basic net capital requirement
(greater of \$5,000 and 6 2/3% of aggregate indebtedness) | ಕಾ | 5,000 | | Excess net capital | ല്ല | 138.640 | | Percentage of aggregate indebtedness to net capital | | 31.97% | #### 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, 2020. {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, 2020 The Company was subject to the exemptive provisions of paragraph (k)(2)(i) of SEC Rule 15c3 3 for the period January 1, 2020 through December 1, 2020. For the period of December 2, 2020 through December 31, 2020 the Company did not have any requirement pursuant to Rule 15c3-3 as it operated 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, 2020. {13}------------------------------------------------ ![](_page_13_Picture_0.jpeg) #### 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, 2020 (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 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 from December 2, 2020 through December 31, 2020 without exception, and in which for the period from January 1, 2020 through December 1, 2020, the Company identified the following provisions of 17 C.F.R. § 15c3-3(k) under which the Company claimed an exemption from 17 C.F.R. § 240.15c3-3: paragraph (k)(2)(i) (the "exemption provisions") and (2) the Company stated that the Company met the identified exemption provisions for the period January 1, 2020 through December 1, 2020 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 December , 2020 through December 31, 2020 and based on the conditions set forth in paragraph k(2)(i) of Rule 15c3.3 under the Securities Exchange Act of 1934 for the period from January 1, 2020 through 'HFHPEHU, 2020. Crowe LLP Cleveland, Ohio March 1, 2021 {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)(1) and (4). To the best of its knowledge and belief, the Company states the following: - (1) 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 December 2, 2020 through December 31, 2020 without exception. - (2) The Company claimed an exemption from §240.15c3-3 under paragraph (k)(2)(i) of the Rule during the period January 1, 2020 through December 1, 2020. - (3) The Company met the identified exemption provisions under §240.15c3-3(k)(2)(i) during the period January 1, 2020 through December 1, 2020 without exception. {15}------------------------------------------------ ![](_page_15_Picture_0.jpeg) # Core Financial LLC Exemption Report I, Jeffrey Coopersmith, affirm that, to the best of my knowledge and belief, this Exemption Report is true and correct. form By: \_ 17 Title: Founder and Chairman Date of Report: March 1, 2021 Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.