# GCG SECURITIES, LLC X-17A-5 (2024-03-18) — Broker-dealer annual report

- Company: GCG SECURITIES, LLC
- Form: X-17A-5
- Filed: 2024-03-18
- Period: 2023-12-31
- Accession: 0001954891-24-000003
- CIK: 1954891
- File #: 8-71019
- Type: Broker-dealer
- Material weakness: No
- Auditor: Cropper Accountancy Corporation
- Auditor location: Walnut Creek, CA
- Contact: thomas shea
- Phone: 8157821250
- Email: tom@gscompliancconsulting.com
- Website: gscompliancconsulting.com
- Signed by: Robert Coury (Managing Director)

Original filing: https://www.sec.gov/Archives/edgar/data/1954891/000195489124000003/publicv2.pdf

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

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

| OMB APPROVAL              |  |  |  |
|---------------------------|--|--|--|
| OMB Number: 3235-0123     |  |  |  |
| Expires: Nov. 30, 2026    |  |  |  |
| Estimated average burden  |  |  |  |
| 12<br>hours per response: |  |  |  |

SEC FILE NUMBER 8-71019

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 04/18/2023 12/31/2023 MM/DD/YY MM/DD/YY A. REGISTRANT IDENTIFICATION NAME OF FIRM: GCG Securities, LLC TYPE OF REGISTRANT (check all applicable boxes): ම Broker-dealer □ Check here if respondent is also an OTC derivatives dealer ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.) PERSON TO CONTACT WITH REGARD TO THIS FILING B. ACCOUNTANT IDENTIFICATION INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing\* Cropper Accountancy Corporation (Name - if individual, state last, first, and middle name) CA 94598 2700 Ygnacio Valley Rd., Ste 270 Walnut Creek (Address) (State) (Zip Code) (City) 3381 03/04/2009 (PCAOB Registration Number, if applicable) (Date of Registration with PCAOB)(if applicable) FOR OFFICIAL USE ONLY

\* 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.

| 189 Townsend Street, Ste 200 |                  |            |  |  |
|------------------------------|------------------|------------|--|--|
|                              | (No. and Street) |            |  |  |
| Birmingham                   | MI               | 48009      |  |  |
| (City)                       | (State)          | (Zip Code) |  |  |

| Tom Shea | 815-782-1250                   | tom@gscompliancconsulting.com |
|----------|--------------------------------|-------------------------------|
| (Name)   | (Area Code - Telephone Number) | (Email Address)               |

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#### OATH OR AFFIRMATION

| Robert Coury<br>1, |  |
|--------------------|--|
|--------------------|--|

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

2 023 \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ 12/31 partner, officer, director, or equivalent person, as the case may proprietary interest in any account classified solely as that of a customer.

Signature: Title: Managing Direc LADONN MANUEL-WALLACE LADONA MANOzte of Michigan
Notary Public - State of Michigan
Notary Public - State of Oskland County of Oakland My Commission Expires Sep. 707 My Commission Expires Sounty of Our

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.
- O (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 capital or tangible 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.
- | | Oath or affirmation in accordance with 17 CFR 240.17a-5, 17 CFR 240.17a-12, or 17 CFR 240.18a-7, as applicable.
- □ (r) Compliance report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- [s) Exemption report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- (t) Independent public accountant's report based on an examination of the statement of financial condition.
- [] (u) Independent public accountant's report based on an examination of the financial statements under 17 CFR 240.17a-5, 17 CFR 240.18a-7, or 17 CFR 240.17a-12, as applicable.
- | (v) Independent public accountant's report based on an examination of certain statements in the compliance report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- | {w} Independent public accountant's report based on a review of the exemption report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- | (x) Supplemental reports on applying agreed-upon procedures, in accordance with 17 CFR 240.17a-12, as applicable.
- □ (y) Report describing any material inadequacies found to have existed since the date of the previous audit, or a statement that no material inadequacies exist, under 17 CFR 240.17a-12(k).
- □ (z) Other:

<sup>\*\*</sup>To request confidential treatment of chis filing, see 17 CFR 240.17a-5(e)(3) or 17 CFR 240.18a-7(d)(2), as applicable.

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# **GCG Securities, LLC**

### **FINANCIAL STATEMENT AND REPORT OF**

#### **INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM**

December 31, 2023

This report is deemed CONFIDENTIAL in accordance with Rule 17a-5(e)(3) under the Securities Exchange Act of 1934. A statement of financial condition bound separately has been filed with the Securities and Exchange Commission simultaneously herewith as a PUBLIC document.

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# **GCG Securities, LLC**

| Letter of Oath or Affirmation                           |     |  |
|---------------------------------------------------------|-----|--|
| Report of Independent Registered Public Accounting Firm |     |  |
| Statement of Financial Condition and Notes              |     |  |
| Statement of Financial Condition                        | 2   |  |
| Notes to Financial Statement                            | 3-5 |  |

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# REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Member of GCG Securities, LLC

#### Opinion on the Financial Statement

We have audited the accompanying statement of financial condition of GCG Securities, LLC as of December 31, 2023, 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 GCG Securities, LLC as of December 31, 2023 in conformity with accounting principles generally accepted in the United States of America.

#### Basis for Opinion

This financial statement is the responsibility of GCG Securities, LLC's management. Our responsibility is to express an opinion on GCG Securities, LLC'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 GCG 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.

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

CROPPER ACCOUNTANCY CORPORATION We have served as GCG Securities, LLC's auditor since 2024. Walnut Creek, California February 26, 2024

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|                   | Assets                          |
|-------------------|---------------------------------|
| Cash              | \$ 101,462                      |
| Prepaid expenses  | 5,318                           |
| Other asset       | 150                             |
| Total Assets      | \$ 106,930                      |
|                   | Liabilities and Member's Equity |
|                   | Liabilities                     |
| Due to affiliate  | \$<br>1,828                     |
| Total Liabilities | 1,828                           |
| Member's Equity   | 105,102                         |

Total Liabilities and Member's Equity **\$ 106,930** 

The accompanying notes are an integral part of this statement

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# **GCG SECURITIES, LLC**

# **Notes to Financial Statement**

# **1. Nature of Operation and Summary of Significant Accounting Policies**

# **Nature of Operations**

GCG Securities, LLC (the "Company"), a Michigan limited liability company, was formed on November 3, 2022, and commenced operations as a broker-dealer on January 13, 2023. The Company is a brokerdealer, registered with Financial Industry Regulatory Authority ("FINRA"), and licensed by the Securities and Exchange Commission ("SEC"). The Company conducts business primarily with institutional customers in the private placements of securities. The Company also provides mergers and acquisitions and other investment banking advisory services. The Company holds no customer securities or funds for investment, nor does it owe funds or securities to its customers.

# **Government and Other Regulation**

The Company's business is subject to significant regulation by governmental agencies and self-regulatory organizations. Such regulation includes, among other things, periodic examinations by these regulatory bodies to determine whether the Company is conducting and reporting its operations in accordance with the applicable requirements of these organizations.

# **A Summary of the Company's Significant Accounting Policies Follows:**

# **Basis of Accounting**

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America ("GAAP") as established in the Financial Accounting Standards Board's ("FASB") Accounting Standards Codification ("ASC") to ensure consistent reporting of financial condition, results of operations and cash flows.

# **Use of Estimates and Assumptions**

The preparation of financial statements in conformity with GAAP requires the Company's 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 the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

# **Revenue Recognition**

The Company recognizes 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 in accordance with FASB ASC 606: Revenue from Contracts with Customers. The standard requires an entity to follow a five-step model to (a) identify the contract(s) with a customer, (b) identify the performance obligations in the contract, (c) determine the transaction price, (d) allocate the transaction price to the performance obligations in the contract, and (e) recognize revenue when (or as) the entity satisfies a performance obligation. In determining the transaction price, an entity may include variable consideration only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized would not occur when the uncertainty associated with the variable consideration is resolved.

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The following provides detailed information on the recognition of the Company's revenue from contracts with customers:

Significant Judgments: Revenue from contracts with customers includes success and advisory fees. The recognition and measurement of revenue is based on the assessment of individual contract terms. Significant judgment is required to determine whether performance obligations are satisfied at a point in time or over time; how to allocate transaction prices where multiple performance obligations are identified; when to recognize revenue based on the appropriate measure of the Company's progress under the contract; and whether constraints on variable considerations should be applied due to uncertain future events.

Success Fees: Success fees, including introductory fees, are recognized at the close of a transaction. The Company has determined that this date is the appropriate point in time to recognize revenue for success fees as the performance obligation has been satisfied, there are no significant actions which the Company needs to take subsequent to this date and the purchaser obtains the control and benefit of the proceeds at that point. Payment for revenue is due upon closing.

Advisory Fees: The Company provides advisory services on mergers and acquisitions, restructurings, capital raising and other strategic transactions. Revenue for advisory arrangements is recognized over the time in which the performance obligations are simultaneously provided by the Company and consumed by the customer. In some circumstances, significant judgment is needed to determine the timing and measure of progress appropriate for revenue recognition under a specific contract. Payment for revenue is due upon invoicing.

During the year ended December 31, 2023, the Company recognized \$448,862 of advisory fees and \$62,783 of consulting fees. There were no open contracts at December 31, 2023.

# **Cash:**

Cash includes all cash balances and highly liquid investments with an initial maturity of three months or less.

# **Concentration of Credit Risk:**

Financial instruments that potentially subject the Company to concentrations of credit risk are principally cash. The Company performs on-going credit evaluations and generally requires no collateral from customers. The Company places its temporary cash investments with major banks which, from time-to-time, may exceed federally insured limits. At December 31, 2023, the Company's cash did not exceed the federally insured amount of \$250,000. The Company periodically assesses the financial condition and believes the loss to be minimal.

# **2. Net Capital Requirement**

The Company is subject to the Securities and Exchange Commission's uniform net capital rule (Rule 15c3-1), which requires the Company to maintain a minimum net capital equal to or greater than \$5,000 or 6 and 2/3% of aggregate indebtedness, and a ratio of aggregate indebtedness to net capital not exceeding 15 to 1, both as defined. The net capital rules may restrict distributions. On December 31, 2023, the Company's adjusted net capital was \$99,634, which exceeded the requirement by approximately \$94,634.

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### **3. Related-Party Transactions**

The Company and Greenwich Capital Group, LLC ("Parent") entered into an expense sharing agreement on April 18, 2023, which was amended on August 1, 2023. The Company pays a monthly management fee of \$9,315 as part of this agreement. The Parent makes available to the Company office space, equipment, the services of its employees, administrative support, and other services. Fees under this agreement totaled \$74,332 in 2023.

#### **4. Commitments and Contingencies**

Accounting standards require the disclosure of representations and warranties which the Company enters into and which may provide general indemnifications to others. The Company, in its normal course of business, may enter into contracts that contain such representations and warranties. The Company's maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Company that have not yet been incurred. However, based on its experience, the Company expects the risk of loss to be remote. At December 31, 2023, the Company did not have any commitments or contingencies which require disclosures.

# **5. Subsequent Events**

The Company has evaluated all known subsequent events through the date the financial statements were available for issue, and is not aware of any material subsequent events occurring during this period.


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