# US CAPITAL GLOBAL SECURITIES, LLC X-17A-5 (2023-03-01) — Broker-dealer annual report
- Company: US CAPITAL GLOBAL SECURITIES, LLC
- Form: X-17A-5
- Filed: 2023-03-01
- Period: 2022-12-31
- Accession: 0001590109-23-000001
- CIK: 1590109
- File #: 8-69375
- Type: Broker-dealer
- Material weakness: No
- Auditor: Cropper Accountancy Corporation
- Auditor location: Walnut Creek, CA
- Contact: Charles Towle
- Phone: 415.889.1022
- Email: charles@uscapglobal.com
- Website: uscapglobal.com
- Signed by: Charles Towle (Managing Partner)
Original filing: https://www.sec.gov/Archives/edgar/data/1590109/000159010923000001/22prus.pdf
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
OMB APPROVAL OMB Number: 3235-0123 Expires: Oct. 31, 2023 Estimated average burden hours per response: 12
# ANNUAL REPORTS FORM X-17A-5 PART III
sec file number 8-69375
FACING PAGE
Information Required Pursuant to Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934
AND ENDING 12/31/22 filing for the period beginning \_01/01/22
MM/DD/YY
MM/DD/YY
A. REGISTRANT IDENTIFICATION
# NAME OF FIRM: US Capital Global Securities, LLC
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.)
| | | 1 Ferry Building, Suite 201 | | |
|--|--|-----------------------------|--|--|
|--|--|-----------------------------|--|--|
| (No. and Street) | | | | | | | |
|--------------------------------------------------------------------------------------------------------------|------------------------------|------------------------------------------------------------|-----------------|--------------------------------------------|--|--|--|
| | San Francisco | CA | | 94111 | | | |
| (City) | | (State) | | (Zip Code) | | | |
| PERSON TO CONTACT WITH REGARD TO THIS FILING | | | | | | | |
| Charles Towle | | (415) 889-1022 | | charles@uscapglobal.com | | | |
| (Name) | | (Area Code - Telephone Number) | (Email Address) | | | | |
| | B. ACCOUNTANT IDENTIFICATION | | | | | | |
| INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing*
Cropper Accountancy Corporation | | | | | | | |
| | | (Name - if individual, state last, first, and middle name) | | | | | |
| 2872 Ygnacio Valley Road, #460 Walnut Creek | | | CA | 94598 | | | |
| (Address) | | (City) | (State) | (Zip Code) | | | |
| 03-04-2009 | | | 3381 | | | | |
| (Date of Registration with PCAOB)(if applicable) | | | | (PCAOB Registration Number, if applicable) | | | |
| | | FOR OFFICIAL USE ONLY | | | | | |
| | | | | | | | |
\* Claims for exemption from the requirement that the annual reports of an independent public accountant must be supported by a statement of facts and circumstances relied on as the basis of the exemption. See 17 CFR 240.17a-5(e)(1)(ii), if applicable.
Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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### OATH OR AFFIRMATION
| Charles Towle | | swear (or affirm) that, to the best of my knowledge and belief, the |
|-------------------------------------------------------------------------------------------------------------------------------------|------------------------------------------------------------------------------------------------------------------|---------------------------------------------------------------------------------------------------------|
| tinancial report pertaining to the firm of US Capital Global Securities, LLC
March 1st
December 31 | | as of
, 2 022 ° ; 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.
Notarized online using audio-video communication
Virginia | Kushena J Woods
Signature:
REGISTRATION NUMBER
7899828
COMMISSION EXPIRES
July 31, 2024
Title: | Managing Partner |
shena J Woods 7899828 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.
- □ (o) Reconciliations, including apropriate explanations, of the FOCUS Report with computation of net capible net worth under 17 CFR 240.15c3-1, 17 CFR 240.18a-2, as applicable, and the reserve requirements under 17 CFR 240.15c3-3 or 17 CFR 240.18a-4, as applicable, if material differences exist, or a statement that no material differences exist.
- □ (p) Summary of financial data for subsidiaries not consolidated in the statement of financial condition.
- (q) Oath or affirmation in accordance with 17 CFR 240.17a-5, 17 CFR 240.18a-7, as applicable.
- |
- □ (s) Exemption report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- |
- □ (u) Independent public accountant's report based on an examination of the financial statements under 17 CFR 240.17a-5, 17 CFR 240.18a-7, or 17 CFR 240.17a-12, as applicable.
- □ (v) Independent public accountant's report based on an examination of certain statements in the compliance report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- □ (w) Independent public accountant's report based on a review of the exemption report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- | as applicable.
- \_ (y) Report describing any material inadequacies found to have existed since the date of the previous audit, or a statement that no material inadequacies exist, under 17 CFR 240.17a-12(k).
- □ (z) Other:
- \*\* To request confidential treatment of chis filing, see 17 CFR 240.17a-5(e)(3) or 17 CFR 240.18c-7(d)(2), as applicable.
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### STATEMENT OF FINANCIAL CONDITION
For the year ended December 31, 2022
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## TABLE OF CONTENTS
| Page No. |
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| 3-5 |
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2700 Ygnacio Valley Road, Ste 270 Walnut Creek, CA 94598 (925) 932-3860 tel (925) 476-9930 efax www.cropperaccountancy.com
## REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and Shareholders of US Capital Global Securities, LLC
# Opinion on the Financial Statement
We have audited the accompanying statement of financial condition of US Capital Global Securities, LLC as of December 31, 2022, and the related notes (collectively referred to as the "financial statement"). In our opinion, the financial statement presents fairly, in all material respects, the financial position of US Capital Global Securities, LLC 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 US Capital Global Securities, LLC's management. Our responsibility is to express an opinion on US Capital Global Securities, LLC'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 US Capital Global Securities, LLC in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial 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.
CROPPER ACCOUNTANCY CORPORATION We have served as US Capital Global Securities, LLC's auditor since 2015. Walnut Creek, California February 28, 2023
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# US CAPITAL GLOBAL SECURITIES LLC Statement of Financial Condition December 31, 2022
### ASSETS
| Cash and cash equivalents | ಸಿಕ | 48,102 |
|-----------------------------------------------------|------|-----------|
| Securities | | 0 |
| Accounts receivable, net | | 0 |
| Prepaids and deposits | | 302 |
| Total Assets | ಸಿಕ | 48,404 |
| LIABILITIES AND COMPANY EQUITY | | |
| Liabilities: | | |
| Accounts payable and accrued liabilities | ಸಿರಿ | 33,555 |
| Total Liabilities | | 33,555 |
| Members' equity: | | |
| Contributed capital, net of accumulated withdrawals | | (524,226) |
| Cumulative earnings | | 539,075 |
| Total members' equity | | 14,849 |
| Total liabilities and members' equity | ರಿ | 48,404 |
The accompanying notes are an integral part of these financial statements.
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### 1. General Information and Summary of Significant Accounting Policies
### Description of Business
US Capital Global Securities, LLC (the "Company"), successor of US Capital Global Securities, Inc., and a subsidiary of US Capital Holding Corporation (the "Parent"), was formed in November, 2016. The predecessor, US Capital Global Securities, Inc., was incorporated September 17, 2013, and began business November 17, 2014. The Company is registered as a broker dealer in securities Exchange Act of 1934. US Capital Global Securities, LLC is a wholly owned subsidiary of US Capital Holding Corporation. See the section entitled "Ownership and Related Party Transactions" for additional details.
The Company has been organized to act as a placement agent for capital raise transactions conducted under the Regulation D exemption of the Securities and Exchange Act of 1933, and provide advisory services to companies seeking to engage in mergers and acquisition activities.
#### Basis of Accounting
The financial statements are prepared on the accrual basis of accounting wherein income is recognized as earned and expenses are recognized when incurred.
#### Revenue Recognition
The Company generates commission and fee income assisting clients with the private placement of debt and equity capital. Commission and fee income is earned and recognized at the point in time when the transaction is executed within the terms of the agreements.
#### Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates.
#### Cash and Cash Equivalents
The Company considers all highly liquid financial instruments purchased with an original maturity of three months or less to be cash equivalents.
At December 31, 2022, the cash balance was held in one bank, and did not exceed the FDIC insurance limit.
#### Fair Value Measurements
Fair Values are based on quoted market prices when available. In instances where there is little or no market activity for the same or similar instruments, the company estimates fair value using methods, models or assumptions that management believes market participants would use to determine a current transaction price. These valuation techniques involve some level of management which becomes significant with increasingly complex instruments or pricing models. Where appropriate, adjustments are included to reflect the risk inherent in a particular methodology, model or input used. U. S. GAAP establishes a hierarchy for inputs (level 1, 2, and 3 inputs, as defined) used in measuring fair value that maximizes the use of observable inputs, and minimizes the use of unobservable inputs by requiring that observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs that reflect the reporting entity's assumptions about the assumptions would use in pricing the asset or liability developed based on the best information available in the circumstances. Accordingly, the fair value
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hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes the level in the fair value hierarchy within which the fair value measurement in its entirety falls is determined based on the lowest level input that is significant to the fair value measurement in its entrety. The three levels of inputs within the fair value hierarchy are defined as follows:
Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities that the ability to access as of the reporting date.
Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, through corroboration with observable data.
Level 3 - Unobservable inputs, such as internally developed pricing models for the asset or liability due to little or no market activity for the asset or liability.
Additionally, U.S. GAAP requires enhanced disclosure regarding instruments in the Level 3 category (which have inputs to the valuation techniques that are unobservable and require significant management judgment).
#### 2. Net Capital Requirement
As a registered broker dealer in the securities industry, the Company is subject to the Securities Exchange Commission Uniform Net Capital Rule (Rule 15c3-1).
The Company's ratio of aggregate indebtedness to net capital as defined in the Uniform Net Capital Rule was approximately 2.31 to 1 at December 31, 2022. Aggregate indebtedness and net capital change from day to day. The Company is required to maintain a ratio of less than 15 to 1. At December 31, 2022, the Company had net capital as defined of \$14,546 which exceeded the minimum requirement of \$5,000. The Company must maintain a minimum net capital of 120% of the minimum required capital to avoid interim reporting requirements.
#### 3. Exemption From Rule 15c3-3
The Company is exempt from certain provisions of Rule 15c3-3 since it does not clear transactions in securities or hold customer funds or securities. The Company carries no margin accounts and promptly transmits all customer funds, delivers all customer securities and will not otherwise hold funds of customers.
#### 4. Income Taxes
There is no federal or state income tax liability for the Company at December 31, 2022.
Any profits or losses flow through to the owners, similar to a partnership.
#### 5. Ownership and Related Party Transactions
Effective October 15, 2018 FINRA granted the request to change the ownership of US Capital Securities LLC from US Capital Partners Inc. to US Capital Holding Corporation. US Capital Holding Corporation is owned by Jeffrey Sweeney (70.87%) Charles Towle (23.63%) and 5 other individuals who comprise (5.5%).
Member distributions totaling \$26,800 of warrants and tokens were processed in 2022. Member contributions of \$20,000 were processed in 2022. The Members are committed to funding the Company as needed for the next 12 months.
### 6. Expense Sharing Agreement with US Capital Global Advisors LLC
The Company has an existing expense sharing agreement with US Capital Global Advisors LLC, which allocates
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a portion of the expenses incurred by the parent company, including an allocation for rent, IT and data, telephone, office supplies and a management fee. The total monthly allocation to the Company is \$3,970. In connection with the approved transfer as indicated on Note 5, an expense sharing agreement was entered between the Company and a sister wholly owned subsidiary of US Capital Holding Corporation named US Capital Global Advisors LLC. This affiliate company shares office space with US Capital Global Securities LLC.
#### 7. Subsequent Events
Management has evaluated subsequent events through the date of the Report of Independent Registered Public Accounting Firm, the date on which the financial statements were available to be issued, and management has noted no material events that require disclosure.
Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.