# ZL ZENITHAR (USA) LLC X-17A-5 (2026-05-07) — Broker-dealer annual report - Company: ZL ZENITHAR (USA) LLC - Form: X-17A-5 - Filed: 2026-05-07 - Period: 2026-03-31 - Accession: 0001935179-26-000002 - CIK: 1935179 - File #: 8-70949 - Type: Broker-dealer - Material weakness: No - Auditor: Sanville & Company LLC - Auditor location: Flower Mound, TX - Contact: Vrinda Arora - Phone: 212-668-8700 - Email: varora@acisecure.com - Website: acisecure.com - Signed by: Garth Adamini (CEO) Original filing: https://www.sec.gov/Archives/edgar/data/1935179/000193517926000002/zlzenitharpublicaudit.pdf --- {0}------------------------------------------------ # UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL OMB Number: 3235-0123 Expires: Nov. 30, 2026 Estimated average burden hours per response: 12 # ANNUAL REPORTS FORM X-17A-5 PART III FACING PAGE sec file number 8-70949 | Information Required Pursuant to Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934 | | |-----------------------------------------------------------------------------------------------------------|-------------------------------------------| | filing for the period beginning 04/01/2025 | AND ENDING U3/31/2026 | | MM/DD/YY | MM/DD/YY | | A. REGISTRANT IDENTIFICATION | | | NAME OF FIRM: ZL ZENITHAR (USA) LLC | | | TYPE OF REGISTRANT (check all applicable boxes): | | | ച Broker-dealer
ഥ Check here if respondent is also an OTC derivatives dealer | ‍ Major security-based swap participant | ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.) # 1330 Ave of America's, 23rd Floor | | | (No. and Street) | | | | | |-----------------------------------------------------------------------------------------------------|--------------------------------|------------------------------------------------------------|-----------------|------------|--------------------------------------------|--| | New York | | | NY | | 10019 | | | (City) | | | (State) | (Zip Code) | | | | PERSON TO CONTACT WITH REGARD TO THIS FILING | | | | | | | | Vrinda Arora | | 212-668-8700 | | | varora@acisecure.com | | | (Name) | (Area Code - Telephone Number) | | (Email Address) | | | | | | | B. Accountant Identification | | | | | | INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing*
SANVILLE & COMPANY LLC | | (Name - if individual, state last, first, and middle name) | | | | | | 1011 Surrey Ln Bldg 200 | | Flower Mound | | TX | 75022 | | | (Address) | | (City) | | (State) | (Zip Code) | | | 09/18/2003 | | | | 169 | | | | (Date of Registration with PCAOB)(if applicable) | | FOR OFFICIAL USE ONLY | | | (PCAOB Registration Number, if applicable) | | | | | | | | | | \* Claims for exemption from the requirement that the annual reports of an independent public accountant must be supported by a statement of facts and circumstances relied on as the basis of the exemption. See 17 CFR 240.17a-5(e)(1)(ii), if applicable. Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. {1}------------------------------------------------ # OATH OR AFFIRMATION | Garth Adamini | | | swear (or affirm) that, to the best of my knowledge and belief, the | | |------------------------------------------------------------------|-------|--|---------------------------------------------------------------------|-------| | financial report pertaining to the firm of ZL ZENITHAR (USA) LLC | | | | as of | | | 2 026 | | | | 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. | Signature: | | |------------|---------------| | | garth adamini | | Title: | | | CEO | | Notary Public # This filing\*\* contains (check all applicable boxes): - (a) Statement of financial condition. - (b) Notes to consolidated statement of financial condition. - □ (c) Statement of income (loss) or, if there is other comprehensive income in the period(s) presented, a statement of comprehensive income (as defined in § 210.1-02 of Regulation S-X). - □ (d) Statement of cash flows. - □ (e) Statement of changes in stockholders' or partners' or sole proprietor's equity. - □ (f) Statement of changes in liabilities subordinated to claims of creditors. - □ (g) Notes to consolidated financial statements. - □ (h) Computation of net capital under 17 CFR 240.15c3-1 or 17 CFR 240.18a-1, as applicable. - □ (i) Computation of tangible net worth under 17 CFR 240.18a-2. - □ (j) Computation for determination of customer reserve requirements pursuant to Exhibit A to 17 CFR 240.15c3-3. - □ (k) Computation for determination of security-based swap reserve requirements pursuant to Exhibit B to 17 CFR 240.15c3-3 or Exhibit A to 17 CFR 240.18a-4, as applicable. - □ (I) Computation for Determination of PAB Requirements under Exhibit A to § 240.15c3-3. - □ (m) Information relating to possession or control requirements for customers under 17 CFR 240.15c3-3. - □ (n) Information relating to possession or control requirements for security-based swap customers under 17 CFR 240.15c3-3(p)(2) or 17 CFR 240.18a-4, as applicable. - □ (o) Reconciliations, including appropriate explanations, of the FOCUS Report with computation of net capible net worth under 17 CFR 240.15c3-1, 17 CFR 240.18a-2, 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. - - | - □ (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. - □ (v) Independent public accountant's report based on an examination of certain statements in the compliance report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - (w) Independent public accountant's report based on a review of the exemption report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - | as applicable. - \_ (y) Report describing any material inadequacies found to have existed since the date of the previous audit, or a statement that no material inadequacies exist, under 17 CFR 240.17a-12(k). - □ (z) Other: - \*\* To request confidential treatment of certain portions of this filing, see 17 CFR 240.17a-5(e)(2), as applicable. {2}------------------------------------------------ # ZL Zenithar (USA) LLC Report on Audit of Financial Statement and Supplementary Information For the year ending March 31, 2026 {3}------------------------------------------------ ZL Zenithar (USA) LLC # Table of Contents For the year ending March 31, 2026 | Report of Independent Registered Public Accounting Firm | - 2 | |---------------------------------------------------------|-------| | Statement of Financial Condition | ನ | | Notes to Financial Statement | 4 - 6 | {4}------------------------------------------------ ![](_page_4_Picture_0.jpeg) # Report of Independent Registered Public Accounting Firm To the Member and Those Charged With Governance ZL Zenithar (USA), LLC # Opinion on the Statement of Financial Condition We have audited the accompanying statement of financial condition of ZL Zenithar (USA), LLC (the Company) as of March 31, 2026, and the related notes (collectively, the statement of financial condition). In our opinion, the statement of financial condition presents fairly, in all material respects, the financial position of the Company as of March 31, 2026, in conformity with accounting principles generally accepted in the United States of America. # Basis for Opinion This statement of financial condition is the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's statement of financial condition 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 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 statement of financial condition is free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion. Our audit included performing procedures to assess the risks of material misstatement of financial condition, 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 statement of financial condition. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the statement of financial condition. We believe that our audit provides a reasonable basis for our opinion. We have served as the Company's auditor since 2024. Sanville & Company, LLC Dallas, Texas May 5, 2026 325 North Saint Paul Street Suite 3100 Dallas, Texas 75201 214.738.1998 {5}------------------------------------------------ ZL Zenithar (USA) LLC # Statement of Financial Condition March 31, 2026 ASSETS | Cash
Other assets | ക്ക | 128,844
9,283 | |-------------------------------------------------------|-------|------------------| | TOTAL ASSETS | ತಿ | 138,127 | | LIABILITIES AND MEMBERS' EQUITY | | | | LIABILITIES:
Accounts payable and accrued expenses | સ્ત્ર | 3,477 | | TOTAL LIABILITIES | | 3,477 | | Members' EQUITY | | 134,650 | | TOTAL LIABILITIES AND MEMBERS' EQUITY | S | 138,127 | See Notes to Accompanying Financial Statement. {6}------------------------------------------------ ### ZL Zenithar USA (LLC) Notes to Financial Statement For the year ending March 31, 2026 # NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS ZL Zenihar USA (LC) (the "Company") is a Limited Liability Company that was formed in Delaware on June 4 , 2021. The Company is a registered broker-dealer with the Securities and Exchange Commission ("SEC"), the Financial Industry ("FINRA") and the Securities Investor Protection ("SIPC") as of March 2, 2023. The firm operates in Connecticut and is limited to raising capital for private placements in various asset management entities. #### NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES #### Basis of Presentation The accompanying financial statement has been prepared on the acrual basis of accordance with accounting principles generally accepted in the United States of America ("GAAP"). ### Accounts Receivable The Company follows Accounting Standards Codification ("ASC") Topic 326, Financial Instruments - Credit Losses ("ASC 326"), ASC 326 impacts the impairment model for certain financial assets measured at amortized cost by requiring a current expected redit loss ("CECL") methodology to estimate expected credit life of the financial asset, recorded at inception or purchase. Under the accounting update, the Company has the ability to determine there are no expected credit losses in certain croumstances. The allowance for credit losses is based on the Company's expectation of the collectability of financial instruments carried at amortized cost, including fees receivable utilizing the CECL framework. The Company considers factors such as historical experience, credit quality, age of balances and current and future economic conditions that may affect the Company's expectation of the collectability in determining the allowance for credit losses. The Company's expectation is that the credit risk associated with fees receivables is not 90 days past due on the contractual arrangement and expectation of collection in accordance. As of March 31, 2026, there are no fees receivable that are in excess of 90 days past due. Management does not believe that an allowance is required as of March 31, 2026. #### Revenue and Expense Recognition The Company recognizes revenue in accordance with Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Topic 606, Revenue from Contracts with Customers ("ASC Topic 606 requires that an entity recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services an entity to follow a five step model to (a) identify the contract(s) with a customer, (b) identify the performance obligations in the transaction price, (d) allocate the transaction price to the performance obligations in the recognize revenue when (or as) the entity satisfies a performance obligation. In determining the transaction price, an entity may include variable only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized would not occur when the variable consideration is resolved. #### Private placement fees The Company engages in private placement services asset management entities. Revenues can be earned in multiple ways pursuant to the underlying contracts. One manner in which fees can be earned is from the ongoing portion of management fees earned quarterly based upon assets under management at the Company can earn fees is upon the successful placement of funds. In addition, the Company may earn payments for ongoing advisory and consulting services in accordance with the terms of their contract under normal trace terms. The Company may also earn success fees that are recognized and payed the date on which the buyer purchases the seller) for the portion the Company is contracted to earn in accordance with its agreements. #### Contract Balances Contract assets arise when the revenue associated with the contract is recognized prior to the Company's unconditional right to receive payment under a contract with a customer (i.e., unbilled receivable) and are derecognized when either it becash is received. Contract assets are reported in the statement of financial condition. As of March 31, 2026, there were no contract assets. Contract liabilities arise when customers in advance of the Company satisfying its performance obligations under the contract and are derecognized when the revenue associated with the performance obligation is satisfied. As of March 31, 2026, there were no contract liabilities. {7}------------------------------------------------ ### ZL Zenithar USA (LLC) Notes to Financial Statement For the year ending March 31, 2026 ### NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) #### Income Taxes The Company is taxed as a partnership for income or loss of the Company is allocated to its members. The Company's members are subject to the New York City Unincorporated Business Tax ("UBT"). As the liability associated with the UBT is principally the result of the company, the UBT, which is calculated using currently enacted tax laws and rates, is reflected on the books of the Company, in accordance with the FASB ASC 740, Income Taxes. This Topic requires the consolidated current and deferred tax expense (benefit) for a group that files a consolidated tax return to be allocated among the members of the group when those members issue separate financial statement. For the year ended March 31, 2026, the Company had no allocated portion of UBT. The Company accounts for uncertainties in income taxes under the provisions of FASB ASC 740-10-05, "Acounting for Uncertainty in Income Taxes." The ASC clarifies the accounting for uncertainty in income taxes recognized in an enterprise's financial statement. The ASC prescribes a recognition threshold and measurement recognition and measurement of a tax position taken or expected to be taken in a tax return. The ASC provides guidance on de-recognition, classification, interest and peralties, accounting in interim periods, disclosure and transition. At March 31, 2026, the Company had no no uncertain tax positions. The Company's conclusions regarding tax positions may be subject to review and adjustment at a later date based upon ongoing analyses of tax laws, regulations thereof as well as other factors. Generally, federal and state authorities may examine the Company's income tax returns for three years from the date of filing. ### Use of Estimates The preparation of financial statement and related disclosures in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and the disclosure of contingent assets and liabilities at the date of the financial statement, and the reported and expenses during the reporting period. Accordingly, actual results could differ from those estimates and such differences could be material. #### Recent Accounting Pronouncements The Company has determined that no recently issued accounting pronouncements will have a material impact on its financial position, results of operations and cash flows, or do not apply to its operations. #### NOTE 3 - CONCENTRATIONS OF CREDIT RISK #### Cash The Company maintains principally all cash balances in one financial institution which, at times, may exceed the amount insured by the Federal Deposit Insurance Corporation. The Company is solely dependent upon daily bank balances and the strength of the financial institution. The Company has not incurred any losses on this account. #### Revenue During the year ended March 31, 2026, two customers accounted for 99% of the total revenue. #### NOTE 4 - INDEMNIFICATIONS In the normal course of its business, the Company indemntees certain service providers against specified potential losses in connection with their acting as an agent of, or providing services to, the maximum potential amount of future payments that the Company could be required to make under incations cannot be estimated. However, the Company believes that it is unlikely it will have to make material payments and has not recorded any contingent liability in the financial statement for these indemnifications. The Company provides representations and warranties in connection with a variety of commercial transactions and occasionally indemnifies them against potential losses caused by the breach of those representations and warranties. The Company may also provide standard indemnifications to some counterparties to protect them in the event additional taxes are oved or payments are withheld, due either to a change in or adverse application of certain tax laws. These indemnifications generally are standard contractual terms and are entered into in the normal course of business. The maximum of future payments that the Company could be required to make under these indemnifications cannot be estimated. However, the Company believes that it is unlikely it will have to make material payments under these arrangements and recorded any contingent liability in the financial statement for these indemnifications. {8}------------------------------------------------ # ZL Zenithar USA (LLC) Notes to Financial Statement For the year ending March 31, 2026 ### NOTE 5 - NET CAPITAL REQUIREMENTS 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, shall not exceed 15 to 1. SEC Rule 15c3-1 also provides that capital may not be withdends paid if the resulting net capital ratio would exceed 10 to 1. Net capital and aggregate indebtedness change day to day, but on March 31. 2026, the Company had net capital of \$125,367 which was \$120,367 in excess of its required net capital of \$5,000; and the Company's percentage of aggregate indebtedness to net capital was approximately 2.77%. ## NOTE 6 – EXEMPTION FROM RULE 15c3-3 The Company is exempt from the provisions of Rule 15c3-3 under the Securities and Exchange Act of 1934. The Company does not hold customers' cash or securities and, therefore, has no obligations under the Securities Exchange Act of 1934. ### NOTE 7 - COMMITMENTS AND CONTINGENCIES The Company does not have any commitments, quarantees or contingencies. The Company is not any threats or other circumstances that may lead to the assertion of a claim at a future date. # NOTE 8 - SEGMENT REPORTING The Accounting Standards Update (ASU) 2023-07 issued by the Financial Accounting Standards Board (FASB) introduced enhancements to seament reporting requirements for public broker-dealers. The update aimed to improve the transparency and usefulness of financial disclosures for investors and other stakeholders. ASU 2023-07 disclosure requirements are effective for fiscal years starting after December 15, 2024. The chief operating decision maker is the Company and determined that no additional disclosures are required as the Company has only one reportable segment. #### NOTE 9 - SUBSFOUFNT FVFNTS Management has evaluated the Company's events and transactions that occurred subsequent to March 31, 2026, the date which the financial statement were available to be issued. There were or transactions that occurred during this period that materially impacted the amounts or disclosures in the Company's financial statement. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.