# CLEARFP SECURITIES, LLC X-17A-5 (2023-02-23) — Broker-dealer annual report - Company: CLEARFP SECURITIES, LLC - Form: X-17A-5 - Filed: 2023-02-23 - Period: 2022-12-31 - Accession: 0001839814-23-000001 - CIK: 1839814 - File #: 8-70648 - Type: Broker-dealer - Material weakness: Yes - Auditor: Remus, Michael, T. - Auditor location: Hamilton, NJ - Contact: Tim Daniel Clairmont - Phone: 503-579-1000 - Email: tclairmont@clearfp.com - Website: clearfp.com - Signed by: Tim Daniel Clairmont (CEO) Original filing: https://www.sec.gov/Archives/edgar/data/1839814/000183981423000001/publicdocument2.pdf --- {0}------------------------------------------------ | | | UNITED STATES | | 0MB APPROVAL | | |-----------------------------------------------------------------------------------------------------------|------------------------------------------------------------|------------------------------------|---------|----------------------------------------------------|--| | | | SECURITIES AND EXCHANGE COMMISSION | | 0MB Number: 3235-0123 | | | PUBLIC | | Washington, D.C. 20549 | | Expires: Oct. 31, 2023
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12 | | | | | ANNUAL REPORTS | | SEC FILE NUMBER | | | | | FORM X-17A-S | | 8-70648 | | | | | | | | | | | | PART Ill | | | | | | | FACING PAGE | | | | | Information Required Pursuant to Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934 | | | | | | | FILING FOR THE PERIOD BEGINNING 1/1/2022 | | | | AND ENDING 12/31/2022 | | | | | MM/DD/VY | | MM/DD/VY | | | | | | | | | | | | A. REGISTRANT IDENTIFICATION | | | | | NAME oF FIRM: ClearFP Securities, LLC | | | | | | | | | | | | | | TYPE OF REGISTRANT (check all applicable boxes): | | | | | | | Iii Broker-dealer | D Security-based swap dealer | | | D Major security-based swap participant | | | D Check here if respondent is also an OTC derivatives dealer | | | | | | | ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.) | | | | | | | | | | | | | | 15573 Bangy Road | | | | | | | | | (No. and Street) | | | | | | Lake Oswego | OR | | 97035 | | | (City) | | (State) | | (Zip Code) | | | PERSON TO CONTACT WITH REGARD TO THIS FILING | | | | | | | | | | | | | | Tim Daniel Clairmont | | 503-5 79-1 000 | | tclairmont@clearfp.com | | | (Name) | | (Area Code - Telephone Number) | | (Email Address) | | | | | B. ACCOUNTANT IDENTIFICATION | | | | | INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing* | | | | | | | | | | | | | | | | | | | | | Michael T Remus CPA | | | | | | | | (Name - if individual, state last, first, and middle name) | | | | | | PO Box 2555 | | Hamilton Square | NJ | 08690 | | | (Address) | (City) | | (State) | (Zip Code) | | | 02/23/2010 | | | 3598 | | | | | | | | (PCAOB R,g;stcaUoo N"mbe<, ;t appUcable) | | | l"
of R,g;w,uoo w;th PCAOB)l;f appUcable) | | FOR OFFICIAL USE ONLY | | | | CFR 240.17a-S(e)(l)(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 0MB control number.** {1}------------------------------------------------ #### **OATH OR AFFIRMATION** | I, Tim Daniel Clairmont | | | | | swear (or affirm) that, to the best of my knowledge and belief, the | |-------------------------------------------------------------------------------------------------------------------------------------|---------------|--|--------------------------------|--|---------------------------------------------------------------------------------| | financial report pertaining to the firm of | C l e.w: f () | | Se c '-'\.r""\ -H~ S , l. l (_ | | , as of | | 2~s
December 31 | | | | | true and correct. I further swear (or affirm) th'at 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 | | | | | | ![](_page_1_Picture_2.jpeg) | Signature: | .,
c:::;: | I | |------------|--------------|---| | | | | | | | | #### **This filing\*\* contains {check all applicable boxes):** - ~ (a) Statement of financial condition. - ~ (b) Notes to consolidated statement of financial condition. - D (c) Statement of income (loss) or, if there is other comprehensive income in the period(s) presented, a statement of comprehensive income (as defined in§ 210.1-02 of Regulation S-X). - D (d) Statement of cash flows. - D (e) Statement of changes in stockholders' or partners' or sole proprietor's equity. - D (f) Statement of changes in liabilities subordinated to claims of creditors. - D (g) Notes to consolidated financial statements. - □ (h) Computation of net capital under 17 CFR 240.15c3-1 or 17 CFR 240.18a-l, as applicable. - D (i) Computation of tangible net worth under 17 CFR 240.18a-2. - D (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. - D (I) Computation for Determination of PAB Requirements under Exhibit A to§ 240.15c3-3. - D (m) Information relating to possession or control requirements for customers under 17 CFR 240.15c3-3. - 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. - D (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-l, 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. - D (p) Summary of financial data for subsidiaries not consolidated in the statement of financial condition. - ~ (q) Oath or affirmation in accordance with 17 CFR 240.17a-5, 17 CFR 240.17a-12, or 17 CFR 240.18a-7, as applicable. - D (r) Compliance report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - D (s) Exemption report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - **!!!!l** (t) Independent public accountant's report based on an examination of the statement offinancial condition. - D (u) Independent public accountant's report based on an examination of the financial report or financial statements under 17 CFR 240.17a-5, 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. - D (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. - D (x) Supplemental reports on applying agreed-upon procedures, in accordance with 17 CFR 240.1Sc3-le or 17 CFR 240.17a-12, as applicable. - D (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.l 7a-12(k). D(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.* {2}------------------------------------------------ # **ClearFP Securities, LLC** # *STATEMENT OF FINANCIAL CONDITION* as of December 31, 2022 This report is filed as a Public Document in accordance with Rule 17a-5(e)(3) under the Securities Exchange Act of 1934. {3}------------------------------------------------ # **MICHAEL T. REMUS ~'1)""'-«,/1~** P.O. Box 2555 Hamilton Square, NJ 08690 **Tel:** 609-540-1751 Fax: **609-570-5526** #### REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Member ClearFP Securities, LLC #### **Opinion on the Financial Statement** I have audited the accompanying statement of financial condition of ClearFP Securities, LLC as of December 31 , 2022, and the related notes ( collectively referred to as the financial statement). In my opinion, the statement of financial condition presents fairly, in all material respects, the financial position of ClearFP 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 ClearFP Securities, LLC's management. My responsibility is to express an opinion on ClearFP Securities, LLC's financial statement based on my audit. I am a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and am required to be independent with respect to ClearFP Securities, LLC in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. I conducted my audit in accordance with the standards of the PCAOB. Those standards require that I 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. My 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. My 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. I believe that my audit provides a reasonable basis for myopm10n. I have served as ClearFP Securities, LLC's auditor since 2021. Michael T. Remus, CPA Hamilton Square, New Jersey February 14, 2023 {4}------------------------------------------------ # **ClearFP Securities, LLC** STATEMENT OF FINANCIAL CONDITION December 31 , 2022 # **ASSETS** | Current Assets | | |-------------------------|---------------| | Cash | \$
45,073 | | Officer loan receivable | 70,078 | | Current Assets | 115,151 | | Total Assets | \$
115,151 | #### **LIABILITIES AND MEMBER EQUITY** #### Current Liabilities | Officer loan payable | \$
83 | |----------------------------------------|---------------| | Due to Parent | 4,690 | | Total Current Liabilities | 4,773 | | Total Liabilities | 4,773 | | Commitments and Contingencies (Note 7) | | | Member Equity | | | Member Capital | 199,498 | | Member (deficit) | (89,120) | | Total Member Equity | 110,378 | | Total Liabilities & Member Equity | \$
115,151 | See accompanying notes. {5}------------------------------------------------ # **ClearFP Securities, LLC** Notes To Financial Statements December 31, 2022 #### **1 Organization and Nature of Business** ClearFP Securities, LLC (the Company) was organized in 2020. The Company is a broker-dealer registered with the SEC and is a member of the Financial Industry Regulatory Authority - FINRA and the Securities Investor Protection Corporation - SIPC. The Company limits its operations to mutual funds, private placements, variable annuities, variable life insurance products and fixed index annuities. The Company holds no customer funds or securities and does not participate in the underwriting of Securities. Accordingly the Company will not claim exemption from the requirements of Rule 15c3-3 in reliance ofFootnote 74 to SEC Release 34-70073. #### **2 Significant Accounting Policies** # *(a) Basis of Presentation* The financial statements and accompanying notes are prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") unless otherwise disclosed. # *(b) Use of Estimates* The preparation of financial statements in conformity with generally accepted accounting principles 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. # *(c) Statement of Cash Flows* For purposes of the statement of cash flows the Company has defined cash equivalents as highly liquid investments, with original maturities ofless than three months, that are not held for sale in the ordinary course of business. The company has adopted the indirect method of presenting the statement of cash flows in accordance with current authoritative pronouncements. There were no cash equivalents at December 31, 2022. Cash is held at a financial institution and is insured by the Federal Deposit Insurance Corporation. {6}------------------------------------------------ # **ClearFP Securities, LLC** Notes To Financial Statements December 31, 2022 #### ( *d) Revenue Recognition* The Company is entitled to placement and / or transaction fees associated with the success of its capital-raising work as such fees are earned, defined generally as when capital is irrevocably committed by investors and any funding or other contingencies have been removed. The Company also earns commissions from the sale of various insurance products. Revenue is recognized in accordance with ASC Topic 606 as services are rendered and a given contract's identified performance obligations are satisfied. There were no unsatisfied performance obligations at December 31, 2022. #### *(e) Income Taxes* The Company is treated as a sole proprietorship ( disregarded entity) for federal income tax purposes Therefore, no provision or liability for federal or state income taxes has been included in the financial statements. The amount of income or loss allocable to the member are subject to examination by federal and state taxing authorities. In the event of an examination, the tax liability of the member could be changed if an adjustment in the Company's income or loss is ultimately determined by the taxing authorities. Certain transactions may be subject to accounting methods for federal and state income tax purposes which differ from the accounting methods used in preparing the financial statements. Accordingly, the net income or loss of the member and the resulting balances in the members' capital account reported for federal and state income tax purposes may differ from the balances reported for those same items in these financial statements. The Company recognizes and measures its unrecognized tax benefits in accordance with ASC Topic 740, Income Taxes. Under that guidance the Company assesses the likelihood, based on their technical merit, that tax positions will be sustained upon examination based on the facts, circumstances and information available at the end of the financial reporting period. The measurement of unrecognized tax benefits is adjusted when new information is available, or when an event occurs that requires a change. Management has determined that the Company has no uncertain tax positions that would require financial statement recognition at December 31, 2022. This determination will always be subject to ongoing evaluation as facts and circumstances may require. The Company remains subject to U.S. federal and state income tax audits for all years subsequent to 2018. In addition, no income tax related penalties or interest have been recorded for the year ended December 31, 2022. #### *(I) Advertising and Marketing* Advertising and marketing costs (if any) are expensed as incurred. #### *(g) General and Administrative Expenses* General and administrative costs are expensed as incurred. {7}------------------------------------------------ # **ClearFP Securities, LLC** Notes to Financial Statements December 31, 2022 *(h) Fair Value Hierarchy* F ASB ASC 820 defines fair value, establishes a framework for measuring fair value, and establishes a fair value hierarchy which prioritizes the inputs to valuation techniques. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A fair value measurement assumes that the transaction to sell the asset or transfer the liability occurs in the principal market for the asset or liability or, in the absence of a principal market, the most advantageous market. Valuation techniques that are consistent with the market, income or cost approach, as specified by F ASB ASC 820, are used to measure fair value. The fair value hierarchy prioritizes the inputs to valuation techniques used to measure fair value into three broad levels: - *Level 1.* Quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. - *Level 2.* Inputs other than quoted prices included in Level 1 that are observable for the assets or liability either directly or indirectly. - *Level 3.* Inputs are unobservable for the assets or liability. The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, the liquidity of markets, and other characteristics particular to the security. To the extent the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining the fair value is greatest for instruments categorized in level 3. The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety is determined based on the lowest level input that is significant to the fair value measurement in its entirety. For further discussion of fair value, see "Note 6 Fair Value" # **3 Net Capital Requirements** The Company, as a registered broker-dealer in securities is subject to the SEC Uniform Net Capital Rule (Rule 15c3-1). The Company has elected to operate under that portion of the Rule which requires the Company maintain "net capital" equal to the greater of \$5,000 or 6 2/3% of aggregate indebtedness, as those terms are defined in the Rule. At December 31, 2022, the Company had net capital of\$40,300, which was \$35,300 in excess of its required minimum net capital of\$5,000. The Company had an AI/NC ratio of0.12%. Advances to affiliates, contributions, distributions and other withdrawals are subject to certain notification and other requirements of Rule 15c3-1 and other regulatory rules. The Company does not claim exemption from the provisions of Rule 15c3-3 under the Securities Exchange Act of 1934. The Company relies on Footnote 74 of SEC Release 34-70073. {8}------------------------------------------------ # **ClearFP Securities, LLC** Notes to Financial Statements December 31, 2022 #### **4 Leases** The Company conducts its operations from facilities that are leased for \$1,000 per month on a month to month basis. The agreement is dated August 24, 2020 and can be terminated by either party with 30 days' notice. Rent expense for the year ended December 31, 2022 was \$12,000. # **5 Concentrations and Economic Dependency** The Company's revenues consist of commissions and fees as discussed in Note 2 above. There is no assurance of future revenues from such commissions. Two vendors accounted for approximately 67.8% of 2022 commission revenue. The Company maintains its cash at a financial institutions in amounts that at times may exceed federally insured limits. The Company has not experienced any losses in such accounts through December 31, 2022. As of December 31, 2022 there were no cash balances held in any accounts that were not fully insured. #### **6 Fair Value** Cash, receivables (if any), contract asset, accounts payable and other current liabilities are reflected in the financial statements at carrying value which approximates fair value because of the short-term maturity of these instruments. #### **7 Commitments and Contingencies** Pursuant to Securities and Exchange Commission Rule 15c3-1 ( e )(2) the Company may not authorize distributions to its members if such distributions cause the Company's net capital to fall below 120% of the Company's minimum net capital requirement. As of December 31, 2022 the Company was not in violation of this requirement. The Company had no lease or equipment rental commitments (other than as disclosed in Note 4 above), no underwriting commitments, no contingent liabilities, and had not been named as a defendant in any lawsuit at December 31, 2022 or during the year then ended. {9}------------------------------------------------ # **ClearFP Securities, LLC** Notes To Financial Statements December 31, 2022 #### **8 Related Party Transactions** Effective August 24, 2020, the Company entered into an Expense Sharing Agreement with the Company's Parent Company. The agreement calls for a monthly accrual of occupancy, professional fees and technology and communication costs.. Expenses under this arrangement amounted to \$16,093 . #### **9 Anti-Money Laundering Policies and Procedures** The Company is required to implement policies and procedures relating to anti-money laundering, compliance, suspicious activities, and currency transaction reporting and due diligence on customers who open accounts with the Company. At December 31, 2022 the Company had implemented such policies and procedures. #### **10 Exemption from Rule 15c3-3** The Company is exempt from the Securities and Exchange Commission Rule 15c3-3 and, therefore, is not required to maintain a "Special Reserve Bank Account for the Exclusive Benefit of Customers". #### **11 Subsequent Events** The Company has evaluated subsequent events occurring after the statement of financial condition date through the date of February 14, 2023 which is the date the financial statements were available to be issued. Based on this evaluation, the Company has determined that no subsequent events have occurred which require disclosure in or adjustment to the financial statements. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.