# ELSEWARE FINANCIAL SERVICES LLC X-17A-5 (2026-02-25) — Broker-dealer annual report - Company: ELSEWARE FINANCIAL SERVICES LLC - Form: X-17A-5 - Filed: 2026-02-25 - Period: 2025-12-31 - Accession: 0001991010-26-000001 - CIK: 1991010 - File #: 8-71144 - Type: Broker-dealer - Material weakness: No - Auditor: YSL Associates - Auditor location: New York, NY - Contact: Pascal Roche - Phone: 2127514422 - Email: proche@dfppartners.com - Website: dfppartners.com - Signed by: Brian Wu (CEO) Original filing: https://www.sec.gov/Archives/edgar/data/1991010/000199101026000001/elsewares.pdf --- {0}------------------------------------------------ **Elseware Financial Services LLC (A Wholly Owned Subsidiary of Elseware Capital LLC.)** **Statement of Financial Condition And Report of Independent Registered Public Accounting Firm** **December 31, 2025** {1}------------------------------------------------ **UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549** > **ANNUAL REPORTS FORM X-17A-5** OM BAPPROVAL 0 MB Number: 3235-0123 Expires: Nov. 30, 2026 Estimated average burden hours per response: 12 SEC FILE NUM BER 8-71144 **PART Ill** **FACING PAGE** **Information Required Pursuant to Rules 17a-5, 17a-12, and lSa-7 under the Securities Exchange Act of 1934** 01/01/2025 12/31/2025 FILING FOR THE PERIOD BEGINNING AND ENDING ---------- ----------- MM/DD/YY MM/DD/YY **A. REGISTRANT IDENTIFICATION** #### ELSEWARE FINANCIAL SERVICES LLC NAME OF FIRM: \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ \_ TYPE OF REGISTRANT (check all applicable boxes): ■ □ Broker-dealer □ Security-based sw ap dealer D Check here if respondent is also an OTC derivatives dealer □ Major security-based sw ap participant ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.) # 36 W. 44TH STREET SUITE 700 | | (No. and Street ) | | | | |----------------------------------------------|---------------------------------------------------------------------------|-----------------|------------------------|--| | NEW
YORK | NY | | 10036 | | | (City) | (State) | | (Zip Code) | | | PERSON TO CONTACT WITH REGARD TO THIS FILING | | | | | | Pascal
Roche | 2127514422 | | proche@dfppartners.com | | | (Name) | (Area Code - Telephone Number) | (Email Address) | | | | | B. ACCOUNTANT IDENTIFICATION | | | | | YSL
Associates | INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing* | | | | | | (Name - if individual, state last, first, and middle name) | | | | | 11
Broadway | New
York | NY | 10004 | | | (Address) | (City) | (State) | (Zip Code) | | | 6/6/2006 | | 2699 | | | | | | | | | | | FOR OFFICIAL USE ONLY | | | | \* Claims for exemption from the requirement that the annual reports be covered by the 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-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.** {2}------------------------------------------------ #### OATH OR AFFIRMATION | I, ____________________
Brian Wu | _, swear (or affirm) that, to the best of my knowledge and belief, the | |------------------------------------------------------|-----------------------------------------------------------------------------------| | financial report pertaining to the firm of | ELSEWARE FINANCIAL SERVICES LLC
as of | | 2_,
______________
December
31
025
_, | 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:
Brian Wu | Digitally signed by Brian Wu
Date: 2026.02.25 23:47:21 +08'00' | | |------------------------|-------------------------------------------------------------------|--| | Title: | | | | CEO | | | #### **This filing\*\* contains (check all applicable boxes):** - iii (a) Statement of financial condition. - iii (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 capital or tangible net worth under 17 CFR 240.15c3-1, 17 CFR 240.18a-1, or 17 CFR 240.18a-2, as applicable, and the reserve requirements under 17 CFR 240.15c3-3 or 17 CFR 240.18a-4, as applicable, if material differences exist, or a statement that no material differences exist. - □ (p) Summary of financial data for subsidiaries not consolidated in the statement of financial condition. - iii (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. - □ (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. - iii (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 report or 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 240.15c3-1e or 17 CFR 240.17a-12, as applicable. - □ (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 240.17a-12(k). □ (z) other: \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ \_ - - \*\*To request confidential treatment of certain portions of this filing, see 17 CFR 240.17a-5{e}{3} or 17 CFR 240.18a-7{d}{2), as applicable. {3}------------------------------------------------ ## **Elseware Financial Services LLC (A Wholly-Owned Subsidiary of Elseware Capital LLC.) Contents** | | Page(s) | |------------------------------------------------------------|---------| | Report of Independent Registered Public Accounting Firm 1 | | | Financial Statement | | | Statement of Financial Condition 2 | | | Notes to the Financial Statement 3–6 | | {4}------------------------------------------------ ![](_page_4_Picture_0.jpeg) 11 Broadway, Suite 700, New York, NY 10004 Tel: (212) 232-0122 Fax: (646) 218-4682 ## **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM** To the Member of Elseware Financial Services LLC ## **Opinion on the Financial Statement** We have audited the accompanying statement of financial condition of Elseware Financial Services LLC (the "Company") as of December 31, 2025, and the related notes (collectively referred to as the "financial statement"). In our opinion, the financial statement presents fairly, in all material respects, the financial position of the Company as of December 31, 2025, in conformity with accounting principles generally accepted in the United States of America. ### **Basis for Opinion** This financial statement is the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statement based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statement is free of material misstatement, whether due to error or fraud. Our audit included performing procedures to assess the risks of material misstatement of the financial statement, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion. We have served as Elseware Financial Services LLC's auditor since 2024. New York, NY February 24, 2026 {5}------------------------------------------------ ## **Elseware Financial Services LLC (A Wholly-Owned Subsidiary of Elseware Capital LLC.) Statement of Financial Condition As of December 31, 2025** | Assets | | |---------------------------------------|---------------| | Cash | \$
391,231 | | Prepaid expenses and other assets | 10,659 | | Total assets | \$
401,890 | | | | | Liabilities and Member's Equity | | | Liabilities | | | Accounts payable and accrued expenses | \$
7,667 | | Total liabilities | 7,667 | | | | | Member's Equity | 394,223 | | | | | Total Liabilities and Member's Equity | \$
401,890 | The accompanying notes are an integral part of this financial statement. {6}------------------------------------------------ #### **1. Organization and Nature of Business** Elseware Financial Services LLC (the "Company") was incorporated in the state of Delaware on June 5, 2023. The Company is wholly-owned by Elseware Capital LLC (the "Parent"). The Company's principal operation is to engage in digital asset securities, private placement activity, and operate an alternative trading system. The Company is a broker-dealer registered with the Securities and Exchange Commission ("SEC") and the Financial Industry Regulatory Authority ("FINRA") effective August 5, 2024 (Commencement of Operations). #### **2. Liquidity and Related Party Transactions** The Company relies on the Parent for support. The Parent has the financial wherewithal and intent to support the Company on an as-needed basis. The Company has an expense sharing agreement with the Parent. Expenses such as professional fee and technology are allocated to the Company as needed. The Parent allocated and paid certain expenses for the Company, total of \$62,532 of professional and technology fees for the year ended December 31, 2025 to the Company under this agreement. As of December 31, 2025, the Company's available cash approximated \$391,200 and liabilities approximated \$7,667. In connection with the Company's assessment of going concern considerations in accordance with Accounting Standards Update 2014-15, "Disclosures of Uncertainties about an Entity's Ability to Continue as a Going Concern", management has determined that the Company's support from its Parent is sufficient to fund the working capital needs of the Company until the earlier of one year from the date of issuance of these financial statements or the occurrence of sufficient future revenue transactions. #### **3. Summary of Significant Accounting Policies** #### **Basis of Presentation** These financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America ("GAAP") and pursuant to the rules and regulations regarding financial reporting of the SEC. #### **Use of Estimates** The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Accordingly, actual results could differ from those estimates. #### **Revenue Recognition** There were no contract assets, or contract liabilities as of January 1, 2025 or December 31, 2025. Interest income is scoped out of revenue from contracts with customers "ASC 606". {7}------------------------------------------------ #### **3. Summary of Significant Accounting Policies (continued)** #### *Revenue Recognition (continued)* These standards provide guidance on recognizing revenue, including a five-step method to determine when revenue recognition is appropriate. Accordingly, the Company follows these steps in recognizing revenue from its contracts with customers: Step 1: Identify the contract with the customer Step 2: Identify the performance obligations in the contract Step 3: Determine the transaction price Step 4: Allocate the transaction price to the performance obligations Step 5: Recognize revenue as the Company satisfies a performance obligation #### **Allowance for Credit Losses** The Company follows 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 credit loss ("CECL") methodology to estimate expected credit losses over the entire life of the financial asset, recorded at inception or purchase. The Company records the estimate of expected credit losses as an allowance for credit losses. For financial assets measured at an amortized cost basis, the allowance for credit losses is reported as a valuation account on the statement of financial condition that is deducted from the asset's amortized cost basis. Changes in the allowance for credit losses are reported in credit loss expense. 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 receivable is not significant until they are 90 days past due on the contractual arrangement and expectation of collection in accordance with industry standards. Management does not believe that an allowance is required as of December 31, 2025. For the year ended December 31, 2025, the Company has no credit loss expense. #### **Cash** The Company considers all highly liquid debt instruments with original maturities of three months or less to be cash equivalents. The Company considers money market accounts and money market funds to be cash equivalents. The Company does not have any cash equivalents. The Company maintains its cash balances in a financial institution which is insured by the Federal Deposit Insurance Corporation ("FDIC"). The Company has significant cash balances at one financial institution which throughout the year could regularly exceed the federally insured limit of \$250,000. Any loss incurred or a lack of access to such funds could have a significant adverse impact on the Company's financial condition, results of operations, and cash flows. {8}------------------------------------------------ #### **3. Summary of Significant Accounting Policies (continued)** #### *Income Taxes* The Company is a single member limited liability company and is treated as a disregarded entity for federal and state income tax reporting purposes. The Internal Revenue Code ("IRC") provides that any income or loss is passed through to the ultimate beneficial individual member for federal, state and certain local income taxes. Accordingly, the Company has no tax sharing agreement with the Parent and accordingly has no commitment to fund or receive amounts from any tax liabilities or benefits with earnings of the Company. The Company recognizes the tax benefit of uncertain tax positions only when the position is more likely than not to be sustained, assuming examination by taxing authorities. The tax benefit recognized is measured as the largest amount of benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the relevant taxing authorities. Based on this analysis, the Company has determined that it has not incurred any liability for unrecognized tax benefit as of December 31, 2025. #### **4. Regulatory Net Capital Requirement** The Company is a member of FINRA and is subject to the Securities and Exchange Commission Uniform Net Capital Rule 15c3-1. This rule requires that the maintenance of minimum net capital and the ratio of aggregate indebtedness to net capital, both as defined, shall not exceed 15 to 1 and that equity capital may not be withdrawn if the resulting net capital ratio would exceed 10 to 1. At December 31, 2025, the Company's net capital was approximately \$383,500 which was approximately \$133,500 above its minimum requirement of \$250,000. #### **5. Segment Reporting** The Company is engaged in a single line of business as a securities broker-dealer, which is comprised of several classes of services, private placement, operating an alternative trading system and digital asset securities transactions . The Company has identified its CEO as the chief operating decision maker ("CODM"), who uses net income to evaluate the results of the business, predominantly in the forecasting process, to manage the Company. Additionally, the CODM uses excess net capital, which is not a measure of profit and loss, to make operational decisions while maintaining capital adequacy, such as whether to reinvest profits or pay dividends. The Company's operations constitute a single operating segment and therefore, a single reportable segment, because the CODM manages the business activities using information of the Company as a whole. The accounting policies used to measure the profit and loss of the segment are the same as those described in the summary of significant accounting policies. There was no revenue in 2025. #### **6. Going Concern Assessment** The Company has incurred a net loss of \$322,280 during the year ended December 31, 2025. The Parent is committed to providing financial supporting to ensure the Company maintains enough liquidity to stay above regulatory minimum net capital therefore, the Company has the ability to continue as a going concern. The Company is currently in the process of being sold to a third party. {9}------------------------------------------------ #### **7. Subsequent Events** The Company has evaluated subsequent events to the date that the accompanying statement of financial condition was issued. There were no significant subsequent events which would require recognition or disclosure in the accompanying statement of financial condition and related notes. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.