# APIFINY PRIME INC. X-17A-5 (2022-04-13) — Broker-dealer annual report

- Company: APIFINY PRIME INC.
- Form: X-17A-5
- Filed: 2022-04-13
- Period: 2021-12-31
- Accession: 0001787237-22-000008
- CIK: 1787237
- File #: 8-70404
- Type: Broker-dealer
- Material weakness: No
- Auditor: UHY, LLP
- Auditor location: Albany, NY
- Contact: Haohan Xu
- Phone: 646.409.6505
- Email: hoahan@apifiny.com
- Website: apifiny.com
- Signed by: Haohan XU (CEO)

Original filing: https://www.sec.gov/Archives/edgar/data/1787237/000178723722000008/public.pdf

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## APIFINY PRIME INC. APIFINY PRIME INC.

## STATEMENT OF FINANCIAL CONDITION STATEMENT OF FINANCIAL CONDITION

## DECEMBER 31, 2021 DECEMBER 31, 2021

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# "N'TED STATES OWNu<sup>3123231253</sup> : - SECURITIES AND EXCHANGE COMMISSION Expires: Oct. 31' <sup>2023</sup> Washington, D.C. 20549 Estimated average burden "N'TEDSTATES OMENmfi'ZZ'Qé'Xfi; SECURITIES AND EXCHANGE COMMISSION Expires. Oct. <sup>3</sup>'1, <sup>2023</sup> Washington, D.C. 20549 Estimated average burden

hours per response: 12 hours per response: 12

## ANNUAL REPORTS sgc FILE NUMBER FORM X-17A-5 8-70404 PART III ANNUAL REPORTS SECFILENUMBER FORM X-17A-58-70404 PART III

FACING PAGE FACING PAGE

Information Required Pursuant to Rules 17a-5, 173-12, and 18a-7 under the Securities Exchange Act of 1934 Information Required Pursuant to Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934

| BEGINNING<br>BEGINNING<br>FILING<br>FILING<br>THE<br>THE<br>PERIOD<br>PERIOD<br>FOR<br>FOR                                                                                                                                                                                                                                                                            | _4/21/21<br>_4/21/21                                                                                                                                                                         | AND<br>AND<br>ENDING<br>ENDING                                                                                                                                   | 12/31/21<br>12/31/21                                                                                                     |
|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------------------------------------------------------------------------------------------------------------------------|
|                                                                                                                                                                                                                                                                                                                                                                       | MM/DD/YY<br>MM/DD/YY                                                                                                                                                                         |                                                                                                                                                                  | MM/DD/YY<br>MM/DD/YY                                                                                                     |
|                                                                                                                                                                                                                                                                                                                                                                       | A.<br>A.<br>IDENTIFICATION<br>IDENTIFICATION<br>REGISTRANT<br>REGISTRANT                                                                                                                     |                                                                                                                                                                  |                                                                                                                          |
| _Apifiny<br>_Apifiny<br>NAME<br>Prime<br>Prime<br>NAME<br>FIRM:<br>FIRM:<br>Inc<br>OF<br>OF                                                                                                                                                                                                                                                                           | Inc                                                                                                                                                                                          |                                                                                                                                                                  |                                                                                                                          |
| I<br>I<br>all applicable<br>(check<br>(check<br>all applicable<br>TYPE<br>OF<br>OF<br>REGISTRANT<br>REGISTRANT<br>TYPE<br>D<br>Broker-dealer<br> : <br>Broker-dealer<br>Security-based<br>Security-based<br>D<br>if respondent<br>ifrespondent<br>here<br>here<br>Check<br>Check<br>also<br>also<br>an<br>an<br>CI<br>is<br>is                                        | boxes):<br>boxes):<br>D<br>dealer<br> : <br>swap<br>swap<br>dealer<br>derivatives<br>derivatives<br>dealer<br>dealer<br>OTC<br>OTC                                                           | Major<br>Major<br>security-based<br>security-based                                                                                                               | participant<br>participant<br>swap<br>swap                                                                               |
| PRINCIPAL<br>PRINCIPAL<br>ADDRESS<br>ADDRESS<br>OF<br>OF<br>PLACE<br>OF<br>OF<br>PLACE                                                                                                                                                                                                                                                                                | not<br>not<br>PO.<br>(Do<br>(Do<br>use<br>use<br>BUSINESS:<br>BUSINESS:<br>P.O.<br>a<br>a                                                                                                    | box<br>box<br>no.)<br>no.)                                                                                                                                       |                                                                                                                          |
| _1675<br>_1675<br>Broadway,<br>Broadway,<br>18th<br>18th<br>Floor,<br>Floor,                                                                                                                                                                                                                                                                                          |                                                                                                                                                                                              |                                                                                                                                                                  |                                                                                                                          |
|                                                                                                                                                                                                                                                                                                                                                                       | Street)<br>(No.<br>and<br>Street)<br>(No.<br>and                                                                                                                                             |                                                                                                                                                                  |                                                                                                                          |
| New<br>New<br>York<br>York                                                                                                                                                                                                                                                                                                                                            | NY<br>NY                                                                                                                                                                                     |                                                                                                                                                                  | 10019<br>10019                                                                                                           |
| (City)<br>(City)                                                                                                                                                                                                                                                                                                                                                      | (State)<br>(State)                                                                                                                                                                           |                                                                                                                                                                  | (Zip<br>Code)<br>(Zip<br>Code)                                                                                           |
| WITH<br>WITH<br>TO<br>TO<br>CONTACT<br>CONTACT<br>REGARD<br>PERSON<br>PERSON<br>REGARD<br>_Haohan<br>_Haohan<br>Xu<br>Xu<br>(Name)<br>(Name)                                                                                                                                                                                                                          | TO<br>TO<br>THIS<br>FILING<br>THIS<br>FILING<br>973-610-2699<br>973-610-2699<br>Telephone<br>Number)<br>Number)<br>(Area<br>(Area<br>Code<br>Code<br>—Te ephone<br>—                         | hoahan@apifiny.com<br>hoahan@apifiny.com<br>(Email Address)<br>(Email                                                                                            | Address)                                                                                                                 |
| B.<br>B.                                                                                                                                                                                                                                                                                                                                                              | ACCOUNTANT<br>ACCOUNTANT<br>IDENTIFICATION<br>IDENTIFICATION                                                                                                                                 |                                                                                                                                                                  |                                                                                                                          |
| INDEPENDENT<br>ACCOUNTANT<br>INDEPENDENT<br>PUBLIC<br>ACCOUNTANT<br>PUBLIC<br>_UHY,<br>UHY,<br>LLP<br>LLP<br>(Name<br>(Name                                                                                                                                                                                                                                           | reports<br>whose<br>whose<br>reports<br>contained<br>contained<br>are<br>are<br>if<br>last, first,<br>if individual,<br>individual,state<br>first,<br>state<br>and<br>last,<br>and<br>—<br>— | filing*<br>this<br>filing*<br>this<br>in<br>in<br>middle<br>middle<br>name)<br>name)                                                                             |                                                                                                                          |
|                                                                                                                                                                                                                                                                                                                                                                       |                                                                                                                                                                                              |                                                                                                                                                                  |                                                                                                                          |
| _1185<br>1185<br>6th<br>6th<br>Avenue,<br>38th<br>38th<br>Floor<br>Avenue,<br>Floor<br>(Address)<br>(Address)                                                                                                                                                                                                                                                         | New<br>York<br>New<br>York<br>(City)<br>(City)                                                                                                                                               | NY<br>NY<br>(State)<br>(State)                                                                                                                                   | 10036<br>10036<br>(Zip<br>Code)<br>(Zip<br>Code)                                                                         |
| of Registration<br>with<br>of Registration<br>with<br>applicable)<br>(Date<br>(Date<br>PCAOB)(if<br>applicable)<br>PCAOB)(if                                                                                                                                                                                                                                          |                                                                                                                                                                                              | Registration<br>Registration<br>(PCAOB<br>(PCAOB                                                                                                                 | if<br>Number,<br>if<br>applicab<br>Number,<br>applicab                                                                   |
|                                                                                                                                                                                                                                                                                                                                                                       | OFFICIAL<br>FOR<br>OFFICIAL<br>FOR<br>USE<br>USE                                                                                                                                             | ONLY<br>ONLY                                                                                                                                                     |                                                                                                                          |
| for exemption<br>for<br>from<br>*<br>exemption<br>from<br>the<br>the<br>requirement<br>requirement<br>*<br>Claims<br>Claims<br>accountant<br>must<br>supported<br>supported<br>statement<br>statement<br>accountant<br>must<br>be<br>by<br>by<br>be<br>a<br>a<br>if<br>240.17a-5(e)(1)(ii),<br>if<br>applicable.<br>applicable.<br>240.17a—5(e)(1)(ii),<br>CFR<br>CFR | that<br>that<br>the<br>the<br>annualreports<br>reports<br>annual<br>be<br>be<br>of<br>of<br>facts<br>circumstances<br>facts<br>and<br>circumstances<br>and                                   | of an<br>covered<br>the<br>the<br>reports<br>reports<br>of an<br>covered<br>by<br>by<br>the<br>relied<br>the<br>relied<br>on<br>on<br>basis<br>as<br>basis<br>as | independent<br>independent<br>public<br>public<br>of the<br>of the<br>exemption.<br>exemption.<br>See<br>17<br>See<br>17 |

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. 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 OATH 0R AFFIRMATION l

I, \_Hoahan Xu . swear (or affirm) that, to the bestof my knowledge and belief, the financial report pertaining to the firm of \_Apifiny Prime, Inc. , as of \_December <sup>31</sup> . 2\_021\_, Is true and correct. <sup>I</sup> 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 <sup>a</sup> customer. KETEVAH BADURASHVILI Notary Public - State of New York HO. 018At339160 Qualified In K'rgs County - My Commiss'm Expire: Mar 18, 2023 - . I N This filingM contains (check all applicable boxes): I (a) Statement of financial condition. I (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, <sup>a</sup> 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 <sup>s</sup> equity. (f) Statement of changes in liabilities subordinated to claims of creditors. (g) Notes to consolidated financial statements. (h) Computation of net capital under <sup>17</sup> CFR 240.15c3-1 or <sup>17</sup> CFR 240.18a-1, as applicable. (i) Computation of tangible net worth under <sup>17</sup> CFR 240.183-2. (j) Computation for determination of customer reserve requirements pursuan<sup>t</sup> to Exhibit <sup>A</sup> to <sup>17</sup> CFR 240.15c3-3. (k) Computation fordetermination of security-based swap reserve requirements pursuan<sup>t</sup> to Exhibit <sup>B</sup> to <sup>17</sup> CFR 240.15c3-3 or Exhibit A to <sup>17</sup> CFR 240.18a-4, as applicable. (l) Computation for Determination of PAB Requirements under Exhibit <sup>A</sup> to 240.15c3-3. (m) Information relating to possession or control requirements for customers under <sup>17</sup> CFR 240.15c3-3. (n) Information relating to possession or control requirements for security-based swap customers under <sup>17</sup> CFR 240.15c3-3(p)(2) or <sup>17</sup> CFR 240.1834, as applicable. (0) Reconciliations, including appropriate explanations, of the FOCUS Report with computation of net capital or tangible net worth under <sup>17</sup> CFR 240.15c3-1, <sup>17</sup> CFR 240.18a-1, or <sup>17</sup> CFR 240.18a-2, as applicable, and the reserve requirements under <sup>17</sup> CFR 240.15c3-3 or <sup>17</sup> CFR 240.183-4, as applicable, if material differences exist, or <sup>a</sup> statement that no material differences exist. (p) Summary of financial data for subsidiaries not consolidated in the statement of financial condition. I (q) Oath or affirmation in accordance with <sup>17</sup> CFR 240.17a-5, <sup>17</sup> CFR 240.17a-12, or <sup>17</sup> CFR 240.18a-7, as applicable. (r) Compliance repor<sup>t</sup> in accordance with <sup>17</sup> CFR 240.173—5 or <sup>17</sup> CFR 240.18a-7, as applicable. (5) Exemption repor<sup>t</sup> in accordance with <sup>17</sup> CFR 240.173-5 or <sup>17</sup> CFR 240.18a-7, as applicable. (t) Independent public accountant <sup>5</sup> report based on an examination of the statement of financial condition. (u) Independent public accountant <sup>5</sup> report based on an examination of the financial report or financial statements under <sup>17</sup> CFR 240.173-5, <sup>17</sup> CFR 240.183-7, or <sup>17</sup> CFR 240.173-12, as applicable. (v) Independent public accountant <sup>5</sup> report based on an examination of certain statements in the compliance report under <sup>17</sup> CFR 240.17a-5 or <sup>17</sup> CFR 240.18a-7, as applicable. (w) Independent public accountants report based on <sup>a</sup> review <sup>0</sup> CFR 240.18a-7, as applicable. (x) Supplemental reports on applying agree as applicable. (y) Report describing any material inadequacies found to exist or found to have existed since the date of the previous audit, or <sup>a</sup> statement that no material inadequacies exist, under <sup>17</sup> CFR 240.17a—12(k). (2) Other: "To reques<sup>t</sup> confidential treatment of certain portions of this filing, fthe exemption report under <sup>17</sup> CFR 240.17a-5 or <sup>17</sup> d-upon procedures, in accordance with <sup>17</sup> CFR 240.15c3-1e or <sup>17</sup> CFR 240.17a-12, see .17 CFR 240.17a-Sle)(3) or <sup>17</sup> CFR 240.18a-7fd)(2), as I, \_Hoahan Xu . swear (or affirm) that, to the best of my knowledge and belief, the financial report pertaining to the firm of \_Apifiny Prime, inc. . as of \_December <sup>31</sup> . 2\_021 . Is true and correct. <sup>i</sup> further swear [or affirm) that neither the company nor any partner, officer, director, or equivalent person, as thecase may be, has any proprietary interest in any account classified solely as that of <sup>a</sup> customer. Signatur ' KETEVAN BADURASHVILI Notary Public - State of New York <sup>Q</sup> Nl2.0iBAEJE9iEO ' Title: no! at in K'nssCounty My Commission Expire: Mar 18. <sup>2023</sup> . CEO This filing" contains (check all applicable boxes): I (a) Statement of'flnancial condition. <sup>I</sup> (b) Notes to consolidated statement of financial condition. (c) Statement of income (loss) or, if there Is other comprehensive income In the periodis) presented, <sup>a</sup> 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 proprietors equity. if) Statement of changes in. liabilities subordinated to claims of creditors. (g) Notes to consolidated financial statements. (h) Computation of net capital under <sup>17</sup> CFR 240.15c3-1 or <sup>17</sup> 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 240.183-4, 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. (0) 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 240.183-1, or17 CFR240.183-2,as applicable, and the reserve requirements under 17 <sup>l</sup> CFR 240.15c3-3 or 17 CFR 240.18a-4, as applicable, if material differences exist, or <sup>a</sup> statement that no material differences ' exist. (p) Summary of financial data for subsidiaries not consolidated in the statement of financial condition. I (q) Oath or affirmation in accordance with 17 CFR 240.17a-5, 17 CFR 240.173-12, or 17 CFR 240.18a-7, as applicable. (r) Compliance report in accordance with <sup>17</sup> CFR 240.17a-5 or <sup>17</sup>CFR 240.18a-7, as applicable. (5) Exemption report in accordance with <sup>17</sup> CFR 240.17a-5 or <sup>17</sup> CFR 240.18a-7,as applicable. (t) independent public accountant <sup>5</sup> report based on an examination of the statement of financial condition. (u) independent public accountants report based on an examination of the financial report or financial statements under <sup>17</sup> CFR 240.17a-5, <sup>17</sup> CFR 240.18a-7, or <sup>17</sup> CFR 240.173-12, as applicable. (v) independent public accountant <sup>5</sup> report based on an examination of certain statements. in the compliance report under <sup>17</sup> CFR 240.17a-5 or 17 CFR 240.183-7, as applicable. (w) independent public accountant <sup>5</sup> report based on <sup>a</sup> review of the exemption report under <sup>17</sup> CFR 240.17a-5' or <sup>17</sup> CFR 240.183-7, as applicable. (x) Supplemental reports on applying agreed-upon procedures, in accordance with <sup>17</sup> CFR 240.15c3-1e or <sup>17</sup> CFR 240.17a-12, as applicable. (y) Report describing any material inadequacies found to exist or found to haveexisted since the date of the previous audit, or <sup>a</sup> statement that no material inadequacies exist, under <sup>17</sup>CFR 240.17a-12ik). (2) Other: "To request confidential treatment of certain portions of thisfiling, see <sup>17</sup> CFR 240.170-5fe)(3) or <sup>17</sup> CFR 240.18a-7id)i2), as applicable.

\'

applicable.

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## APIFINY PRIME INC. APIFINY PRIME INC.

#### CONTENTS CONTENTS

| FIRM<br>FIRM<br>REPORT<br>REPORT<br>INDEPENDENT<br>INDEPENDENT<br>REGISTERED<br>REGISTERED<br>PUBLIC<br>PUBLIC<br>ACCOUNTING<br>ACCOUNTING<br>OF<br>OF | 1<br>1                     |
|--------------------------------------------------------------------------------------------------------------------------------------------------------|----------------------------|
| FINANCIAL<br>FINANCIAL<br>STATEMENTS:<br>STATEMENTS:                                                                                                   |                            |
| FINANCIAL<br>FINANCIAL<br>CONDITION<br>STATEMENT<br>STATEMENT<br>CONDITION<br>OF<br>OF                                                                 | 2<br>2                     |
| FINANCIAL<br>FINANCIAL<br>STATEMENTS<br>NOTES<br>TO<br>TO<br>STATEMENTS<br>NOTES                                                                       | -<br>-<br>3<br>5<br>3<br>5 |

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![](_page_4_Picture_0.jpeg)

## REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Shareholder of Apifiny Prime Inc. - To the Board of Directors and Shareholder of Apifiny Prime Inc. -

#### Opinion on the Financial Statement Opinion on' the Financial Statement

We have audited the accompanying statement of financial condition of Apifiny Prime Inc. as of December 31, 2021, 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 Apifiny Prime Inc. as of December 31, 2021 in conformity with accounting principles generally accepted in the United States of America. - We have audited the accompanying statement of financial condition of Apifiny Prime Inc. as of December 31, 2021, and the related notes (collectively referred to asthe "financial statement"). In our opinion, the financial statement presents fairly, in all material respects, the financial position of Apifiny Prime Inc. as of December 31, 2021 in conformity with accounting principles generally accepted in the United States of America. \*

#### Basis for Opinion Basis for Opinion

'

This financial statement is the responsibility of Apifiny Prime |nc.'s management. Our responsibility is to express an opinion on Apifiny Prime |nc.'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 Apifiny Prime Inc. in accordance with the US. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. This financial statement is the responsibility of Apifiny Prime |nc.'s management. Our responsibility is to express an opinion on Apifiny Prime |nc.'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 Apifiny Prime Inc. in accordance with the US. federal securities laws andthe applicable rulesand 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 auditto 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 statement. 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 statement. We believe thatour audit provides <sup>a</sup> reasonable basis for our opinion. 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 statement. 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 statement. We believe that our audit provides a reasonable basis for our opinion.

# 018 up UHfl ALP

We have served as Apifiny Prime Inc.'s auditor since 2021. We have served as Apifiny Prime lnc.'s auditor since 2021.

Albany, New York March 30, 2022, except for Note 1 as to which the date is April 11, 2022 Albany, New York March 30, 2022, except for Note 1 asto which the date is April 11, 2022

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## APIFINY PRIME INC. Statement of Financial Condition December 31, 2021 APIFINY PRIME INC. Statement of Financial Condition December 31, 2021

#### Assets Assets

| Current<br>Current<br>assets:<br>assets:                                                                                               |                          |
|----------------------------------------------------------------------------------------------------------------------------------------|--------------------------|
| Cash<br>Cash                                                                                                                           | \$<br>248,528<br>248,528 |
| Prepaid<br>Prepaid<br>expenses<br>expenses                                                                                             | 15,375<br>15,375         |
| Total<br>Total<br>assets<br>assets                                                                                                     | \$<br>263,903<br>263,903 |
| Liabilities<br>Liabilities<br>Equity<br>Equity<br>Shareholder's<br>Shareholder's<br>and<br>and                                         |                          |
| Liabilities<br>Liabilities                                                                                                             |                          |
| liabilities:<br>liabilities:<br>Current<br>Current                                                                                     |                          |
| Accounts<br>Accounts<br>payable<br>payable<br>and<br>accrued<br>accrued<br>expenses<br>and<br>expenses                                 | \$<br>2,000<br>2,000     |
| Due<br>to<br>parent<br>Due<br>parent<br>to                                                                                             | 48,686<br>48,686         |
| liabilities<br>Total<br>Total<br>liabilities                                                                                           | 50,686<br>50,686         |
| Commitments<br>Commitments<br>and<br>and<br>contingencies<br>contingencies<br>(Note<br>(Note<br>3)<br>3)                               |                          |
| equity<br>equity<br>Shareholder's<br>Shareholder's                                                                                     |                          |
| \$00001<br>Common<br>Common<br>stock,<br>par<br>par<br>value;<br>value;<br>authorized<br>authorized<br>stock,<br>\$0.0001              |                          |
| outstanding<br>1,000,000<br>issued<br>shares;<br>and<br>\$<br>100<br>shares;<br>issued<br>and<br>outstanding<br>1,000,000<br>\$<br>100 |                          |
| in<br>in<br>Paid<br>Capital<br>Capital<br>298,885<br>Paid<br>298,885                                                                   |                          |
| deficit<br>deficit<br>Accumulated<br>Accumulated<br>(85,768)<br>\$85,768!                                                              |                          |
| Total<br>Total<br>shareholder's<br>equity<br>equity<br>shareholder's                                                                   | 213,217<br>,217<br>213   |
| Total<br>liabilities<br>liabilities<br>equity<br>Total<br>and<br>shareholder's<br>equity<br>and<br>shareholder's                       | \$<br>263,903<br>263,903 |

The accompanying notes are integral part ofthese financial statements The accompanying notesare integral part ofthese financial statements

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## APIFINY PRIME INC. Notes to Financial Statements December 31, 2021 APIFINY PRIME INC. Notes to Financial Statements December 31, 2021

## NOTE 1: GENERAL AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES NOTE 1: GENERAL AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

## Organization Organization

Apifiny Prime Inc.(the "Company or Apifiny") was organized in the State of Delaware on on December 14, 2018. In April 2021, the Company became <sup>a</sup> member of the Financial Industry Regulatory Authority ("FINRA"), and the Securities Investor Protection Corporation ("SIPC"). The Company is a wholly owned subsidiary ofApifiny Group Inc ("the Parent"). Apifiny Prime Inc. (the "Company or Apifiny") was organized in the State of Delaware on on December 14, 2018. In April 2021, the Company became <sup>a</sup> member of the Financial Industry Regulatory Authority ("FINRA"), and the Securities Investor Protection Corporation ("SIPC"). The Company is a wholly owned subsidiary ofApifiny Group Inc ("the Parent").

The Company limits its business activities exclusively to private placement of securities. The Company did not begin its principal operations during 2021. The Company limits its business activities exclusively to private placement of securities. The Company did not begin its principal operations during 2021.

## NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The Company maintains its books and records on an accrual basis in accordance with accounting principles generally accepted in the United States ofAmerica ("US GAAP") The Company maintains its books and records on an accrual basis in accordance with accounting principles generally accepted in the United States of America ("US GAAP")

The presentation of 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 date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. The presentation of 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 date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

The Company has defined cash equivalents as highly liquid investments, with original maturities of less than three months, that are not held forsale in the ordinary course of business. The Company hasdefined cash equivalents as highly liquid investments, with original maturities of less than three months, that are not held for sale in the ordinary course of business.

The Company maintains bank accounts at financial institutions. These accounts are insured either by the Federal Deposit Insurance Commission ("FDIC"), up to \$250,000, or the Securities Investor Protection Corporation ("SIPC"), up to \$500,000. At times during the year, cash balances held in financial institutions were not in excess of the FDIC and SIPC's insured limits. The Company has not experienced any losses in such accounts and management believes that it has placed its cash on deposit with financial institutions which are financially stable. The Company maintains bank accounts at financial institutions. These accounts are insured either by the Federal Deposit Insurance Commission ("FDIC"), up to \$250,000, or the Securities Investor Protection Corporation ("SIPC"), up to \$500,000. At times during the year, cash balances held in financial institutions were not in excess of the FDIC and SIPC's insured limits. The Company hasnot experienced any losses in such accounts and management believes that it has placed its cash on deposit with financial institutions which are financially stable.

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## APIFINY PRIME INC. Notes to Financial Statements December 31, 2021 APIFINY PRIME INC. Notes to Financial Statements December 31, 2021

## NOTE 3: INCOME TAXES NOTE 3: INCOME TAXES

The Company is recognized as an "S" Corporation by the Internal Revenue Service. The Company's income or loss is reportable by the Parent on its tax return. The Company is recognized as an "S" Corporation by theInternal Revenue Service. The Company's income or loss is reportable by theParent on its tax return.

Uncertain tax positions should be recognized, measured, disclosed and presented in the financial statements. This requires the evaluation of tax positions taken or expected to be taken in the course of preparing the Partnership's tax returns to determine whether the tax positions are "more-likely—than—not" of being sustained "when challenged" or "when examined" by the applicable tax authority. Tax positions not deemed to meet the more-likely-than-not threshold would be recorded as a tax benefit or expense and liability in the current year. As ofDecember 31, 2021 management has determined that there are no material uncertain income tax positions. Uncertain tax positions should be recognized, measured, disclosed andpresented in the financial statements. This requires the evaluation of tax positions taken or expected to be taken in the course of preparing the Partnership's tax returns to determine whether the tax positions are "more-likely-than-not" of being sustained "when challenged" or "when examined" by the applicable tax authority. Tax positions not deemed to meet the more-likely—than-not threshold would be recorded as a tax benefit or expense and liability in the current year. As of December 31, 2021 management has determined that there are no material uncertain income tax positions.

## NOTE 4: COMMITMENTS AND CONTINGENCIES NOTE 4: COMMITMENTS AND CONTINGENCIES

In the normal course of business, the Company could be threatened with, or named as <sup>a</sup> defendant in, lawsuits, arbitrations, and administrative claims. Such matters that are reported to regulators such as the SEC or FINRA and investigated by such regulators, may, if pursued, result in formal arbitration claims being filed against the Company and/or disciplinary action being taken against the Company by regulators. Any such claims or disciplinary actions that are decided against the Company could harm the Company's business. The Company is also subject to periodic regulatory audits and inspections which could result in fines or other disciplinary actions. Unfavorable outcomes, in such matters, may result in a material impact to the Company's financial position, statement of income or cash flows. As of December 31, 2021, management is not aware of any commitments orcontingencies that could have a material impact on the financial statements. In the normal course of business, the Company could be threatened with, or named as <sup>a</sup> defendant in, lawsuits, arbitrations, and administrative claims. Such matters that are reported to regulators such as theSEC or FINRA and investigated by such regulators, may, ifpursued, result in formal arbitration claims being filed against the Company and/or disciplinary action being taken against the Company by regulators. Any such claims or disciplinary actions that are decided against the Company could harm the Company's business. The Company is also subject to periodic regulatory audits and inspections which could result in fines or other disciplinary actions. Unfavorable outcomes, in such matters, may result in a material impact to the Company's financial position, statement of income or cash flows. As of December 31, 2021, management is not aware of any commitments or contingencies that could have a material impact on the financial statements.

## NOTE 5: RELATED PARTIES NOTE 5: RELATED PARTIES

The Company has an administrative service agreement with the Parent. Under this agreement, the Parent provides rent and administrative services to the Company. These financial statements include expenses amounting to \$31,866 and <sup>a</sup> payable to the Parent of \$48,686 related to this agreement. The Company hasan administrative service agreement with the Parent. Under this agreement, the Parent provides rent and administrative services to the Company. These financial statements include expenses amounting to \$31,866 and <sup>a</sup> payable to the Parent of \$48,686 related to this agreement.

#### NOTE 6: NET CAPITAL REQUIREMENTS NOTE 6:NET CAPITAL REQUIREMENTS

The Company is subject to the Securities and Exchange Commission Uniform Net Capital Rule (SEC 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 <sup>8</sup> to <sup>1</sup> during the first year of operations. Rule 15c3-1 also provides that equity capital may not be withdrawn or cash dividends paid if the resulting net capital ratio would exceed 10 to 1. Net capital and aggregate indebtedness change day to day, but on December 31, 2021, the Company had net capital of \$197,482 which was \$191,506 in excess of its required net capital of \$6,336; and the Company's ratio of aggregate indebtedness of \$50,686 to net capital was 0.26 to 1. The Company is subject to the Securities and Exchange Commission Uniform Net Capital Rule (SEC Rule 1503-1), 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 <sup>8</sup> to <sup>1</sup> during the first year ofoperations. Rule 1503-1 also provides that equity capital may not be withdrawn or cash dividends paid if the resulting net capital ratio would exceed 10 to 1. Net capital and aggregate indebtedness change day to day, but on December 31, 2021, the Company had net capital of \$197,482 which was \$191,506 in excess of its required net capital of \$6,336; and the Company's ratio of aggregate indebtedness of \$50,686 to net capital was 0.26 to 1.

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## APIFINY PRIME INC. Notes to Financial Statements December 31, 2021 APIFINY PRIME INC. Notes to Financial Statements December 31, 2021

## NOTE 7: SECURITIES AND EXCHANGE COMMISSION FOOTNOTE 74 EXEMPTION STATUS NOTE 7: SECURITIES AND EXCHANGE COMMISSION FOOTNOTE 74 EXEMPTION STATUS

The Company is a registered broker-dealer subject to Rule l7a—5 promulgated by the Securities and Exchange Commission. The Company does not claim an exemption under paragraph (k) of <sup>17</sup> C.F.R. § 240. 15c3-3, and the Company is filing its 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 private placement of securities. The Company is a registered broker-dealer subject to Rule l7a-5 promulgated by the Securities and Exchange Commission. The Company does not claim an exemption under paragraph (k) of 17 C.F.R. § 240. 1503-3, and the Company is filing its Exemption Report relying on Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 CPR.§ 240.17a-5 because the Company limits its business activities exclusively to private placement of securities.

## NOTE 8: RISKS AND UNCERTAINTIES NOTE 8: RISKS AND UNCERTAINTIES

In January 2020, the World Health Organization declared the outbreak of <sup>a</sup> novel coronavirus (COVID-l9) as <sup>a</sup> "Public Health Emergency of International Concern." In early March, the COVID-l9 virus was declared <sup>a</sup> global pandemic, and it unfortunately continues to spread rapidly. The full impact ofthe COVID-l9 outbreak continues to evolve as of the date ofthis report. This pandemic has adversely affected global economic activity and greatly contributed to significant deterioration and instability. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. In January 2020, the World Health Organization declared the outbreak of <sup>a</sup> novel coronavirus (COVID—19) as <sup>a</sup> "Public Health Emergency of International Concern." In early March, the COVID—19 virus was declared <sup>a</sup> global pandemic, and it unfortunately continues to spread rapidly. The full impact of the COVID-19 outbreak continues to evolve as of the date of this report. This pandemic hasadversely affected global economic activity and greatly contributed to significant deterioration and instability. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

#### NOTE 9: SUBSEQUENT EVENTS NOTE 9: SUBSEQUENT EVENTS

The Company has evaluated events subsequent to the statement of financial condition date foritems requiring recording or disclosure in the financial statements. The evaluation was performed through the date the financial statements were available to be issued. Based upon this review, the Company has determined that there were no events which took place thatwould have a material impact on its financial statements. The Company hasevaluated events subsequent to the statement of financial condition date for items requiring recording or disclosure in the financial statements. The evaluation wasperformed through the date the financial statements were available to be issued. Based upon this review, the Company hasdetermined that there were no events which took place that would have a material impact on its financial statements.


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