# CHEERS SECURITIES LLC X-17A-5 (2023-02-24) — Broker-dealer annual report

- Company: CHEERS SECURITIES LLC
- Form: X-17A-5
- Filed: 2023-02-24
- Period: 2022-12-31
- Accession: 0001742815-23-000002
- CIK: 1742815
- File #: 8-70136
- Type: Broker-dealer
- Material weakness: No
- Auditor: YSL & Associates
- Auditor location: New York, NY
- Contact: Rommel
- Phone: Cosio
- Email: mel@cheerssecurities.com
- Website: cheerssecurities.com
- Signed by: Rommel Cosio (CEO)

Original filing: https://www.sec.gov/Archives/edgar/data/1742815/000174281523000002/cheersfs2022public.pdf

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Cheers Securities LLC Statement of Financial Condition December 31, 2022

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|                                                                                                                                     | UNITED STATES                                                                                                                                                                                   |                                        |                                                                                                                     |                                                    |  |
|-------------------------------------------------------------------------------------------------------------------------------------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|----------------------------------------|---------------------------------------------------------------------------------------------------------------------|----------------------------------------------------|--|
|                                                                                                                                     | SECURITIES AND EXCHANGE COMMISSION                                                                                                                                                              |                                        | OMB APPROVAL                                                                                                        |                                                    |  |
|                                                                                                                                     | Washington, D.C. 20549                                                                                                                                                                          |                                        | OMB Number:<br>3235-0123<br>October 31, 2023<br>Expires:<br>Estimated average burden<br>12.00<br>hours per response |                                                    |  |
|                                                                                                                                     | ANNUAL AUDITED REPORT                                                                                                                                                                           |                                        |                                                                                                                     |                                                    |  |
|                                                                                                                                     | FORM X-17A-5                                                                                                                                                                                    |                                        |                                                                                                                     | SEC FILE NUMBER                                    |  |
|                                                                                                                                     | PARTII                                                                                                                                                                                          |                                        | 8-70136                                                                                                             |                                                    |  |
|                                                                                                                                     | FACING PAGE<br>Information Required Pursuant to Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934<br>REPORT FOR THE PERIOD BEGINNING 0 01/01/2022 AND ENDING<br>MM/DD/YY | 12/31/2022                             |                                                                                                                     | MM/DD/YY                                           |  |
|                                                                                                                                     | A. REGISTRANT IDENTIFICATION                                                                                                                                                                    |                                        |                                                                                                                     |                                                    |  |
| NAME OF FIRM: Cheers Securities LLC.                                                                                                |                                                                                                                                                                                                 |                                        |                                                                                                                     |                                                    |  |
| TYPE OF REGISTRANT (check all applicable boxes):<br>& Broker-dealer<br>□ Check here if respondent is also an OTC derivatives dealer | □Security-based swap dealer                                                                                                                                                                     | □Major security-based swap participant |                                                                                                                     |                                                    |  |
| 485 Madison Avenue, 15th FL                                                                                                         | ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use P.O. Box No.)                                                                                                                               |                                        |                                                                                                                     |                                                    |  |
|                                                                                                                                     | (No. and Street)                                                                                                                                                                                |                                        |                                                                                                                     |                                                    |  |
| New York                                                                                                                            | NY                                                                                                                                                                                              |                                        | 10022                                                                                                               |                                                    |  |
| (City)<br>PERSON TO CONTACT WITH REGARD TO THIS FILING                                                                              | (State)                                                                                                                                                                                         |                                        |                                                                                                                     | (Zip Code)                                         |  |
| Rommel Cosio                                                                                                                        | 732-387-4704                                                                                                                                                                                    |                                        | Mel@CheersSecurities.com                                                                                            |                                                    |  |
| (Name)                                                                                                                              | (Area Code - Telephone Number)                                                                                                                                                                  |                                        | (Emall Address)                                                                                                     |                                                    |  |
|                                                                                                                                     | B. ACCOUNTANT IDENTIFICATION                                                                                                                                                                    |                                        |                                                                                                                     |                                                    |  |
|                                                                                                                                     | INDEPENDENT PUBLIC ACCOUNTANT whose opinion is contained in this Report*                                                                                                                        |                                        |                                                                                                                     |                                                    |  |
| YSL & Associates                                                                                                                    |                                                                                                                                                                                                 |                                        |                                                                                                                     |                                                    |  |
| (Name - if individual, state last, first, middle name)                                                                              |                                                                                                                                                                                                 |                                        |                                                                                                                     |                                                    |  |
| 11 Broadway, Suite 700                                                                                                              | New York                                                                                                                                                                                        | NY                                     |                                                                                                                     | 10004                                              |  |
| (Address)                                                                                                                           | (City)                                                                                                                                                                                          | (State)                                |                                                                                                                     | (Zip Code)                                         |  |
| 06/06/2006<br>(Date of Registration with PCAOB)(if applicable)                                                                      |                                                                                                                                                                                                 |                                        |                                                                                                                     | 2699<br>(PCAOB Registration Number, if applicable) |  |
|                                                                                                                                     |                                                                                                                                                                                                 |                                        |                                                                                                                     |                                                    |  |
|                                                                                                                                     | FOR OFFICIAL USE ONLY                                                                                                                                                                           |                                        |                                                                                                                     |                                                    |  |

> 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, Rommel Cosio, swear (or affirm) that, to the best of my knowledge and belief, the financial report pertaining to the firm of Cheers Securities LLC, as of December 31, 2022, 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.

CEO onl

I ORI ALESS NOTARY PUBLIC, STATE OF NEW YORK Registration No. 01AL6425911 Qualified in Queens County Commission Expires November 29, 2005

Notary Public

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

- 区 (a) Statement of financial condition.
- 2 (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).
- O {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.
- 0 (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.
- [ 3(p)(2) or 17 CFR 240.18a-4, as applicable.
- □ (o) Reconcliations, including appropriate explanations, of the FOCUS Report with computation of net capital or tangible net worth under 17 CFR 240.18a-1, 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 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-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 statements under 17 CFR 240.17a-5, 17 CFR 240.18a-7, or 17 CFR 240.17a-12, as applicable.
- 2 (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 240.17a-12, 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 certain portions of this filing, see 17 CFR 240.17a-5(e)(3) or 17 CFR 240.18a-7(d)(2), as applicable.

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# Cheers Securities LLC Index

|                                                         | Page(s) |
|---------------------------------------------------------|---------|
| Report of Independent Registered Public Accounting Firm |         |
| Financial Statements                                    |         |
| Statement of Financial Condition                        |         |
| Notes to Statement of Financial Condition               |         |

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![](_page_4_Picture_0.jpeg)

Member of Parker Russell International

11 Broadway, Suite 700, New York, NY 10004

Tel: (212) 232-0122 Fax: (646) 218-4682

## REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Member of Cheers Securities LLC

## Opinion on the Financial Statement

We have audited the accompanying statement of financial condition of Cheers Securities LLC (the "Company") 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 the Company 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 Cheers Securities LLC's auditor since 2021.

New York, NY

February 23, 2023

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# Cheers Securities LLC Statement of Financial Condition As of December 31, 2022

| Assets                                |      |        |
|---------------------------------------|------|--------|
| Cash                                  | S    | 88,555 |
| Other assets                          |      | 2,301  |
| Total assets                          | S    | 90,856 |
|                                       |      |        |
| Liabilities and Member's Equity       |      |        |
| Accounts payable and accrued expenses |      | 16.547 |
| Total liabilities                     |      | 16,547 |
| Member's equity                       |      |        |
| Total Member's equity                 |      | 74,309 |
| Total liabilities and Member's equity | ಕ್ಕಾ | 90,856 |

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

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#### 1. Organization

Cheers Securities LLC (the "Company"), was incorporated in Delaware on June 9, 2017. On June 3, 2021, the Company received approval to become a broker-dealer and as such is registered as a broker-dealer with the Securities and Exchange Commission ("SEC") and is a member of the Financial Industry Regulatory Authority Inc. ("FINRA") and the Securities Investor Protection Corporation ("SIPC").

The Company is an introducing broker-dealer and it clears all transactions on a fully-disclosed basis through its clearing firm and does not hold customer funds or securities. The company engages in the following types of business:

- 1) Broker or dealer retailing corporate equity securities over-the-counter;
- 2) Broker or dealer selling corporate debt securities;
- 3)
- 4) Private placement of securities;
- 5)

The Company operates under the provisions of Paragraph (k)(2)(ii) of Rule 15c3-3 of the SEC and, accordingly, is exempt from the remaining provisions of the requirements of Paragraph (k)(2)(ii) provide that the Company clear all transactions on behalf of customers on a fully-disclosed basis with a clearing broker-dealer. The clearing broker-dealer carries all of the accounts of the customers and maintains and preserves all related books and records as are customarily kept by a clearing broker-dealer.

On October 27, 2022, Cheers International LLC, the "Parent" entered into a Purchase Agreement with Royal Treasure Limited ("RTL"), a Delaware limited liability company, to sell to RTL all of the Parent's rights, title and interest in the Company. In December 2022, a continuing membership application was submitted by the Company to FINRA for a change of ownership in the Company which is subject to FINRA approval.

#### Summary of Significant Accounting Policies 2.

### Basis of Presentation

The Company's financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("US GAAP").

### Cash and cash equivalents

The Company considers all demand and time deposits and all highly liquid investments with an original maturity of three months or less to be cash equivalents.

### Use of Estimates

The preparation of the financial statements in conformity with US 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 financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could vary from the estimates that were used.

### Revenue Recognition

Effective January 1, 2019, the Company adopted Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") ASC Topic 606, Revenue from Contracts with Customers ("ASC Topic 606"). The new revenue recognition guidance requires that an entity recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the

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### 2. Summary of Significant Accounting Policies (continued)

consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance 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 a performance obligation. The adoption of this standard had

### Income Taxes

The Company is a single member limited liability company, and is treated as a disregarded entity for federal income tax reporting purposes. The Internal Revenue Code ("IRC") provides that any income or loss is passed through to the ultimate beneficial individual member for federal, state and certain local income taxes. Accordingly, the Company has not provided for income taxes.

The Company's sole member is subject to New York City Unincorporated Business Tax ("UBT"), but the Company is a disregarded entity for tax purposes. All revenue and expenses retain their character and pass directly to the Parent's income tax returns. Based on an analysis of the operations of the Broker Dealer there was no UBT tax provision required.

At December 31, 202, management has determined that the Company had no uncertain tax positions that would require financial statement recognition. This determination will always be subject to ongoing reevaluation as facts and circumstances may require. The Company's tax preparers reviewed the Company's tax position and the results from operations and as a result of this review, the Company has determined there were no uncertain tax positions.

#### 3. Net Capital Requirements

As a registered broker-dealer, the Company is subject to the SEC Uniform Net Capital Rule ("Rule 15c3-1") of the Securities Exchange Act of 1934, which requires the maintenance of minimum net capital. Rule 15c3-1 requires that the Company must maintain minimum net capital, as defined, equal to the greater of \$5,000 or 6 2/3% aggregate indebtedness. At December 31, 2022, net capital of \$72,008, exceeded the required net capital minimum of \$5,000 by \$67,008. The Company is required to maintain a ratio of aggregate indebtedness to net capital not to exceed 15 to 1, and its net capital ratio is 0.23 to 1.

### 4. Clearing broker and clearing expenses

The Company signed a clearing agreement with its clearing broker, Vision Financial Markets LLC, on a fully disclosed basis. Per the clearing agreement, the Company is responsible for minimum monthly payments for clearing expenses when the Company decides to commence trading. The Company had not commenced trading during current year. The Company's relationship with its clearing broker expired on December 31, 2022.

#### Concentration of Credit Risk 5.

Cash consists of cash in banks, primarily held at financial institutions which at times may exceed federally insured limits of \$250,000. The Company has not experienced any losses and does not believe there to be any significant credit risk with respect to these balances. At December 31, 2022 the Company's balances did not exceed the insured limit.

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## 6.

The Company is currently in the process of expanding operations. Accordingly, the Company has generated operating losses since inception through the year ended December 31, 2022. There are many risks related to commencing any new business including attracting new employees, creating an efficient operations platform, acceptance by the marketplace of the business created and its ability to generate profitable operations and positive cash flows. These risks create uncertainties regarding the Company's ability to continue as a going concern.

While management plans to create a business in trading equities, futures contracts, options, and private placements, the Company presently does not have the capital to support the Company's operations and management believes that it will require additional funding from its Parent. While management believes in the viability of its strategy to expand and generate adequate sales volume, achieve profitable operations and positive cash flows, it will also be dependent upon the economic environment and trends in the industry. If the Company is unable to expand and generate adequate sales and achieve profitable operations, the Parent has agreed to provide the necessary continuing financial support to the Company.

#### 7. Subsequent Events

The Company has evaluated subsequent events through the date of issuance of these financial statements. There were no significant subsequent events which would require recognition or disclosure in the accompanying financial statements.


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