# ROSELAINE SECURITIES LLC X-17A-5 (2023-03-31) — Broker-dealer annual report

- Company: ROSELAINE SECURITIES LLC
- Form: X-17A-5
- Filed: 2023-03-31
- Period: 2022-12-31
- Accession: 0001605382-23-000001
- CIK: 1605382
- File #: 8-69452
- Type: Broker-dealer
- Material weakness: No
- Auditor: Davilla Advisory LLC
- Auditor location: St. Louis, MO
- Contact: Donald Tang
- Phone: 4242089050
- Signed by: Donald Tang (Managing Partner)

Original filing: https://www.sec.gov/Archives/edgar/data/1605382/000160538223000001/ropb.pdf

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# STATEMENT OF FINANCIAL CONDITION AND REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

DECEMBER 31, 2022

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

OMB APPROVAL OMB Number: Expires: Estimated average burden hours per response:

# ANNUAL REPORTS FORM X-17A-5 PART III

SEC FILE NUMBER

| Information Required Pursuant to Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934                                                                                              | FACING PAGE                    |         |                 |  |
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------------------------------|---------|-----------------|--|
| FILING FOR THE PERIOD BEGINNING _____________________ AND ENDING ______________________                                                                                                                |                                |         |                 |  |
|                                                                                                                                                                                                        | MM/DD/YY                       |         | MM/DD/YY        |  |
| A. REGISTRANT IDENTIFICATION                                                                                                                                                                           |                                |         |                 |  |
| NAME OF FIRM: _______________________________________________________________________                                                                                                                  |                                |         |                 |  |
| TYPE OF REGISTRANT (check all applicable boxes):<br>Broker-dealer<br>Security-based swap dealer<br>Major security-based swap participant<br>Check here if respondent is also an OTC derivatives dealer |                                |         |                 |  |
| ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.)                                                                                                                                    |                                |         |                 |  |
|                                                                                                                                                                                                        |                                |         |                 |  |
| _____________________________________________________________________________________<br>(No. and Street)                                                                                              |                                |         |                 |  |
| _____________________________________________________________________________________                                                                                                                  |                                |         |                 |  |
| (City)                                                                                                                                                                                                 | (State)                        |         | (Zip Code)      |  |
| PERSON TO CONTACT WITH REGARD TO THIS FILING                                                                                                                                                           |                                |         |                 |  |
| _____________________________________________________________________________________                                                                                                                  |                                |         |                 |  |
| (Name)                                                                                                                                                                                                 | (Area Code – Telephone Number) |         | (Email Address) |  |
| B. ACCOUNTANT IDENTIFICATION                                                                                                                                                                           |                                |         |                 |  |
| INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing*                                                                                                                              |                                |         |                 |  |
|                                                                                                                                                                                                        |                                |         |                 |  |
| _____________________________________________________________________________________<br>(Name – if individual, state last, first, and middle name)                                                    |                                |         |                 |  |
| _____________________________________________________________________________________                                                                                                                  |                                |         |                 |  |
| (Address)                                                                                                                                                                                              | (City)                         | (State) | (Zip Code)      |  |
| _____________________________________________________________________________________                                                                                                                  |                                |         |                 |  |
| (Date of Registration with PCAOB)(if applicable)<br>(PCAOB Registration 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-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

I, Donald Tang swear (or affirm) that, to the best of my knowledge and belief, the financial report pertaining to the firm of Roselalne Securities LLC as of

12/31 2~ 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.

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Title:

## This filing\*\* contains (check all applicable boxes):

- ~ {a) Statement of financial condition.
- ~ {b) Notes to consolidated statement of financial condition.
- 0 (c) Statement of income (loss) or, if there is other comprehensive income in the period(s) presented, a statement of comprehensive income (as defined in§ 210.1-02 of Regulation S-X).
- 0 (d) Statement of cash flows.
- 0 (e) Statement of changes in stockholders' or partners' or sole proprietor's equity.
- 0 (f) Statement of changes in liabilities subordinated to claims of creditors.
- 0 (g) Notes to consolidated financial statements.
- 0 (h) Computation of net capital under 17 CFR 240.1Sc3-1 or 17 CFR 240.18a-1, as applicable.
- 0 (i) Computation of tangible net worth under 17 CFR 240.18a-2.
- 0 (j) Computation for determination of customer reserve requirements pursuant to Exhibit A to 17 CFR 240.15c3-3.
- 0 (k) Computation for determination of security-based swap reserve requirements pursuant to Exhibit B to 17 CFR 240.1Sc3-3 or Exhibit A to 17 CFR 240.18a-4, as applicable.
- 0 (I) Computation for Determination of PAB Requirements under Exhibit A to§ 240.1Sc3-3.
- 0 (m) Information relating to possession or control requirements for customers under'17 CFR 240.1Sc3-3.
- 0 (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.
- 0 (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 240.18a-2, as applicable, and the reserve requirements under 17 CFR 240.1Sc3-3 or 17 CFR 240.18a-4, as applicable, if material differences exist, or a statement that no material differences exist.
- 0 (p) Summary of financial data for subsidiaries not consolidated in the statement of fina ncial condition.
- ~ (q) Oath or affirmation in accordance with 17 CFR 240.17a-S, 17 CFR 240.17a-12, or 17 CFR 240.18a-7, as applicable.
- 0 (r) Compliance report in accordance with 17 CFR 240.17a-S or 17 CFR 240.18a-7, as applicable.
- 0 (s) Exemption report in accordance with 17 CFR 240.17a-S or 17 CFR 240.18a-7, as applicable.
- ~ (t) Independent public accountant's report based on an examination of the statement of financial condition.
- 0 (u) Independent public accountant's report based on an examination of the financial report or financial statements under 17 CFR 240.17a-S, 17 CFR 240.18a-7, or 17 CFR 240.17a-12, as applicable.
- 0 (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.
- 0 (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.
- 0 (x) Supplemental reports on applying agreed-upon procedures, in accordance with 17 CFR 240.15c3-1e or 17 CFR 240.17a-12, as applicable.
- 0 {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). <sup>0</sup>(z) Other: - ------------------------------------
- 

*<sup>\*\*</sup>To request confidential treatment of certain portions of this filing, see 17 CFR 240.17a-S(e)(3) or 17 CFR 240.18a-7(d)(2), as applicable.* 

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# REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Member of Roselaine Securities LLC

# **Opinion on the Financial Statement**

We have audited the accompanying statement of financial condition of Roselaine Securities LLC (the "Company") as of December 31, 2022, and the related notes (collectively referred to as the "financial statements"). In our opinion, the statement of financial condition presents fairly, in all material respects, the financial position of Roselaine 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 the Company's management. Our responsibility is to express an opinion on the Company's financial statement based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statement is free of material misstatement, whether due to error or fraud. Our audit included performing procedures to assess the risks of material misstatement of the financial statement, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.

We have served as Roselaine Securities LLC's auditor since 2020.

Saint Louis, Missouri March 28, 2023

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# STATEMENT OF FINANCIAL CONDITION

DECEMBER 31, 2022

**ASSETS** 

**Cash \$ 4,144,136** 

# **LIABILITIES AND MEMBER'S EQUITY**

| Liabilities<br>Accounts payable and accrued liabilities | \$<br>2,148  |
|---------------------------------------------------------|--------------|
| Member's Equity                                         | \$ 4,141,988 |
| TOTAL LIABILITIES AND MEMBER'S EQUITY                   | \$ 4,144,136 |

The accompanying notes are an integral part of this financial statement.

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# NOTES TO STATEMENT OF FINANCIAL CONDITION

# YEAR ENDED DECEMBER 31, 2022

## NOTE 1 - ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

Organization – Roselaine Securities LLC (the "Company"), wholly owned by DJT Development LLC a limited liability company, was organized in the state of Delaware on February 19, 2014. The Company is registered with the Securities and Exchange Commission and is a member of the Financial Industry Regulatory Authority (FINRA). The Company's principal business activity is raising capital for private investment funds.

Basis of Presentation - The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America ("GAAP").

Recognition of Revenue – The Company follows the revenue recognition guidance that requires an entity to follow a five-step model to (a) identify the contract(s) with a customer, (b) identify the performance obligations in the contract, (c) determine the transaction price, (d) allocate the transaction price to the performance obligations in the contract, and (e) recognize revenue when (or as) the entity satisfies the performance obligation.

Revenues are recognized in accordance with the accounting guidance when persuasive evidence of an arrangement exists, the performance obligation has been met, the fee is fixed or determinable, and collection is reasonably assured.

Significant Judgments - 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; and whether constraints on variable consideration should be applied due to uncertain future events.

Concentrations of Credit Risk - The Company's cash is on deposit at one financial institution and the balances at times may exceed the federally insured limits. The Company believes it is not exposed to any significant credit risk to cash.

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### NOTES TO STATEMENT OF FINANCIAL CONDITION

### YEAR ENDED DECEMBER 31, 2022

#### NOTE 1 - ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES - *Continued*

Leases – The Company adopted ASU 2016-02 *Leases – (Topic 842).* ASU 2016- 02 requires the recognition of lease assets and lease liabilities on the balance sheet related to the rights and obligations created by lease agreements, including those leases classified as operating leases under previous GAAP, along with the disclosure of key information about leasing arrangements. The Company has elected not to recognize leases with terms of 12 months or less. This standard had no material impact on the Company's financial position and results of operations. At December 31, 2022, the Company did not have any lease obligations.

Estimates - The preparation of financial statements in conformity with GAAP 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 reporting period. Actual results could differ from those estimates.

#### NOTE 2 - RELATED PARTY TRANSACTIONS

The Company is also affiliated through common management with Tang Media Partners, LLC (TMP). The Company has an expense sharing agreement with TMP for offices space, technology and related support, equipment and other office services. The agreement is in effect until terminated by either party with a thirtyday written notice. The Company paid \$28,160 in fees the year ended December 31, 2022.

## NOTE 3 - NET CAPITAL REQUIREMENTS

As a registered broker/dealer and member of FINRA, the Company is subject to the Securities and Exchange Commission 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 1500%. Net capital and aggregate indebtedness change from day to day, but at December 31, 2022, the Company had net capital and a net capital requirement of \$4,141,988 and \$5,000, respectively. The ratio of aggregate indebtedness to net capital was .05%.

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## NOTES TO STATEMENT OF FINANCIAL CONDITION

# YEAR ENDED DECEMBER 31, 2022

# NOTE 4 - INCOME TAXES

As a limited liability company, the Company has elected to file as a partnership for federal income tax purposes. Income taxes are therefore the responsibility of the members of the Company.

The Company accounts for any potential interest or penalties related to possible future liabilities for unrecognized income tax benefits as other expense. The Company is no longer subject to examination by tax authorities for federal, state or local income taxes for periods before 2019.

## NOTE 5 – OPERATING AGREEMENT

The Company's operating agreement places certain restrictions on the transfer of ownership interests. Additional information is included therein.

### NOTE 6 – BUSINESS CONCENTRATIONS

The Company had one customer that was responsible for approximately 100% of the Company's revenue volume during the year ending December 31, 2022.

## NOTE 7 – CONTINGENCIES

The Company, from time to time, is involved in certain claims and arbitrations incidental to its business. Management is of the opinion that any claims, either individually or in the aggregate, to which the Company is a party will not have a material adverse effect on the Company's financial position or operations.

## NOTE 8 - SUBSEQUENT EVENTS

The Company has evaluated subsequent events for potential recognition and/or disclosure through the date the financial statements were issued, noting none.


Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.
