# DOO FINANCIAL US, INC. X-17A-5 (2025-03-04) — Broker-dealer annual report

- Company: DOO FINANCIAL US, INC.
- Form: X-17A-5
- Filed: 2025-03-04
- Period: 2024-12-31
- Accession: 0002013816-25-000039
- CIK: 853720
- File #: 8-41551
- Type: Broker-dealer
- Material weakness: No
- Auditor: Citrin Cooperman & Company, LLP
- Auditor location: White Plains, NY
- Contact: Michele Silvestro
- Phone: 212-668-8700
- Email: msilvestro@acisecure.com
- Website: acisecure.com
- Signed by: Marcus McCain (President/CCO)

Original filing: https://www.sec.gov/Archives/edgar/data/853720/000201381625000039/doopubaudit.pdf

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

# ANNUAL REPORTS PART II

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SEC FILE NUMBER

|                                                                                                                                  | 8-41551                                                                                                                  |                                            |
|----------------------------------------------------------------------------------------------------------------------------------|--------------------------------------------------------------------------------------------------------------------------|--------------------------------------------|
|                                                                                                                                  |                                                                                                                          |                                            |
|                                                                                                                                  | FACING PAGE<br>Information Required Pursuant to Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934 |                                            |
| FILING FOR THE PERIOD BEGINNING                                                                                                  | 12/31/2024<br>AND ENDING                                                                                                 |                                            |
|                                                                                                                                  | MM/DD/YY                                                                                                                 | MM/DD/YY                                   |
|                                                                                                                                  | A. REGISTRANT IDENTIFICATION                                                                                             |                                            |
| DOO Financial US, Inc<br>NAME OF FIRM:                                                                                           |                                                                                                                          |                                            |
| TYPE OF REGISTRANT (check all applicable boxes):<br>Broker-dealer<br>☐Check here if respondent is also an OTC derivatives dealer | Security-based swap dealer                                                                                               | Major security-based swap participant      |
|                                                                                                                                  | ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.)                                                      |                                            |
| 5049 Edwards Ranch Road STE 400                                                                                                  |                                                                                                                          |                                            |
|                                                                                                                                  | (No. and Street)                                                                                                         |                                            |
| Fort Worth                                                                                                                       | TX                                                                                                                       | 76109                                      |
| (City)                                                                                                                           | (State)                                                                                                                  | (Zip Code)                                 |
| PERSON TO CONTACT WITH REGARD TO THIS FILING                                                                                     |                                                                                                                          |                                            |
| Michele Silvestro                                                                                                                | 212-668-8700                                                                                                             | msilvestro@acisecure.com                   |
| (Name)                                                                                                                           | (Area Code - Telephone Number)                                                                                           | (Email Address)                            |
|                                                                                                                                  | B. AССOUNTANT IDENTIFICATION                                                                                             |                                            |
| Citrin Cooperman & Company, LLP                                                                                                  | INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing*                                                |                                            |
|                                                                                                                                  | (Name - if individual, state last, first, and middle name)                                                               |                                            |
| 709 Westchester Avenue                                                                                                           | White Plains                                                                                                             | NY<br>10604                                |
| (Address)<br>11/02/2005                                                                                                          | (City)                                                                                                                   | (State)<br>(Zip Code)<br>2468              |
| (Date of Registration with PCAOB) (if applicable)                                                                                |                                                                                                                          | (PCAOB Registration Number, if applicable) |
|                                                                                                                                  | 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 <sup>a</sup> 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.

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**Statement of Financial Condition**

**December 31, 2024**

**With Report of Independent Registered Public Accounting Firm**

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#### **Contents**

December 31, 2024

| Report of Independent Registered Public Accounting Firm | 1   |
|---------------------------------------------------------|-----|
| Statement of Financial Condition                        | 2   |
| Notes to Financial Statement                            | 3-7 |

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

To the Stockholder and the Board of Directors Doo Financial US, Inc.

# **Opinion on the Financial Statement**

We have audited the accompanying statement of financial condition of Doo Financial US, Inc. as of December 31, 2024, 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 Doo Financial US, Inc. as of December 31, 2024, in conformity with accounting principles generally accepted in the United States of America.

# **Basis for Opinion**

This financial statement is the responsibility of Doo Financial US, Inc.'s management. Our responsibility is to express an opinion on Doo Financial US, Inc.'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 Doo Financial US, Inc. 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 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.

We have served as Doo Financial US, Inc.'s auditor since 2020. White Plains, New York March 3, 2025

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Statement of Financial Condition December 31, 2024

### **ASSETS**

| Cash<br>Clearing deposit<br>Fixed assets - net of accumulated depreciation of \$ 6,924<br>Other assets | \$<br>767,095<br>100,000<br>526<br>8,342 |
|--------------------------------------------------------------------------------------------------------|------------------------------------------|
| TOTAL ASSETS                                                                                           | \$<br>875,963                            |
| LIABILITIES AND STOCKHOLDER'S EQUITY                                                                   |                                          |
| LIABILITIES                                                                                            |                                          |
| Accounts payable and accrued expenses                                                                  | 52,215                                   |
| TOTAL LIABILITIES                                                                                      | 52,215                                   |
| Commitments and Contingencies (See Notes 2 & 5)                                                        |                                          |
| Stockholder's Equity                                                                                   |                                          |
| Common stock - \$1 Par value, 1,375,000 shares authorized,                                             |                                          |
| issued, and outstanding                                                                                | 1,375,000                                |
| Additional paid-in capital                                                                             | 3,538,728                                |
| Accumulated deficit                                                                                    | (4,089,980)                              |
| STOCKHOLDER'S EQUITY                                                                                   | 823,748                                  |
| TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY                                                             | \$<br>875,963                            |

See accompanying notes to financial statement.

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Notes to Financial Statement December 31, 2024

#### **1. Organization and Nature of Business**

Doo Financial US, Inc. (the "Company") was organized on May 22, 1989 and incorporated under the laws of the state of Pennsylvania. The Company is a full service brokerage and investment management firm. The Company is registered with the SEC and is a member of the Financial Industry Regulatory Authority ("FINRA") and the Securities Investors Protection Corporation ("SIPC"). On November 20, 2023, the Company was approved to carry customer funds and securities in an omnibus relationship using a clearing broker. As of December 31, 2024, the Company has not yet commenced its business of carrying customer funds nor has it entered into an omnibus relationship with a clearing broker. Currently operations of the Company are limited while the Company builds out its back-office technology and staff. During the year ended December 31, 2024, the Company had changed its name from Elish & Elish, Inc. to Doo Financial US, Inc.

The Company underwent a change in ownership which was approved by FINRA on July 17, 2020. The Company transferred ownership from MADA Hong Kong, LTD to Doo Financial Holdings US Limited and is now a wholly owned subsidiary of Doo Financial Holdings US Limited ("Doo" or "Parent").

#### **2. Summary of Significant Accounting Policies**

#### **Basis of Accounting**

The summary of significant accounting policies is presented to assist in understanding these financial statements. The financial statements and notes are representations of management, who is responsible for their integrity and objectivity. The accounting policies used conform to accounting principles generally accepted in the United States of America ("U.S. GAAP") and have been consistently applied in the preparation of these financial statements.

#### **Cash**

The Company maintains its cash balances with high credit quality financial institutions. Balances at times may exceed federally insured limits.

#### **Revenue Recognition**

The Company recognizes revenue generally when it is earned and realized or realizable, and collection is reasonably assured. The Company records commissions earned from securities transactions on a trade date basis.

In accordance with Financial Accounting Standards Board ("FASB") ASC 606 "Revenue from Contracts with Customers", an entity should recognize revenue when it transfers 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. FASB ASC 606 prescribes a five-step process to accomplish this core principle, including:

- Identification of the contract with the customer;
- Identification of the performance obligation(s) under the contract;
- Determination of the transaction price;
- Allocation of the transaction price to the identified performance obligation (s); and
- Recognition of revenue as (or when) an entity satisfies the identified performance obligation(s).

The Company recognizes commission revenue upon the execution of the underlying trade as this satisfies the only performance obligation identified in accordance with this standard.

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Notes to Financial Statement December 31, 2024

#### **Revenue Recognition (Continued)**

Mutual Funds or pooled investment vehicles (collectively, "funds") have entered into agreements with the Company to distribute/sell its shares to investors. Marketing or distribution fees are paid over time (12B-1 fees) on the basis of a contractual rate applied to the monthly or quarterly market value of the fund. Revenue is recognized upon receipt of fees from the fund at which point the Company can rely on the fund's calculation of net assets introduced to the fund and the constraint of a significant reversal of any revenue recorded is resolved.

#### **Use of Estimates**

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America 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 revenues and expenses during the reporting period. Actual results could differ from those estimates.

#### **Clearing Deposit**

The Company has a clearing agreement associated with RQD Clearing, LLC ("Clearing Broker"), on a fully disclosed basis in connection with the execution and clearance of the securities transactions effected by the Company. In accordance with the Clearing Agreement, the Company is required to provide a clearing deposit with the Clearing Broker. The deposit is refundable, if, and when, the Company ceases doing business with the Clearing Broker. Clearing deposit on the Statement of Financial Condition at December 31, 2024 arise from the arrangement.

#### **Income Taxes**

The Company is included in the consolidated state income tax returns filed by the Parent. The Parent allocates to the Company its share of the consolidated income tax expense or benefit based upon statutory rates applied to the Company's earnings as if it were filing a separate federal and state income tax return.

Deferred tax assets and deferred tax liabilities are recognized for temporary differences between the financial reporting and tax bases of the Company's assets and liabilities. Deferred taxes are measured to reflect the tax rates at which future taxable amounts will likely be settled or realized. The effects of tax rate changes on deferred tax assets and deferred tax liabilities, as well as other changes in income tax laws are recognized in the period during which such changes are enacted.

Valuation allowances are established when necessary to reduce deferred tax assets to an amount that in the opinion of management, is more likely than not to be realized.

The guidance on accounting for uncertainty in income taxes describes how uncertain tax positions should be recognized, measured, presented and disclosed in the Financial Statements. This guidance requires the evaluation of tax positions taken or expected to be taken in the course of preparing the Company's financial statements to determine whether the tax positions are more likely than not to be realized as a tax benefit or expense in the current year. After-tax interest and penalties, as well as the related unrecognized tax benefits, are recognized in income tax expense.

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Notes to Financial Statement December 31, 2024

#### **Lease Accounting**

In February of 2016, the FASB issued Accounting Standards Update No. 2016-02 (ASU 2016-02) a new accounting pronouncement regarding lease accounting for reporting periods beginning after December 15, 2018. A lessee will be required to recognize on the statement of financial condition the assets and liabilities for leases with lease terms of more than 12 months. The Company had a 12 month lease agreement that expired in June 2024, for an office space in Fort Worth, Texas. The Company moved to a month-to-month agreement with the ability to terminate with 30 days notice. The agreement required a security deposit of \$4,975, which is included in other assets on the Statement of Financial Condition.

The Company has elected, for all underlying classes of assets, to not recognize Right of Use ("ROU") assets and lease liabilities for short-term leases that have a lease term of 12 months or less at lease commencement, and do not include an option to purchase the underlying asset that the Company is reasonably certain to exercise. The Company recognizes lease costs associated with short-term leases on a straight-line basis over the lease term.

#### **Fixed Assets**

Fixed assets are comprised of computer equipment purchased by the Company for the use of its employees. Depreciation of computer equipment is provided using the straight-line method over management's estimate of useful economic life. The following table explains the balances of fixed assets as of December 31, 2024:

|                    | Useful Life |             | Accumulated      | Net Fixed |
|--------------------|-------------|-------------|------------------|-----------|
|                    | (Years)     | Cost        | Depreciation     | Assets    |
| Computer Equipment | 3           | \$<br>7,450 | \$<br>(6,924) \$ | 526       |
| Total              |             | \$<br>7,450 | \$<br>(6,924) \$ | 526       |

#### **3. Concentrations of Credit Risk**

Pursuant to clearing agreement, the Company introduces all of its securities transactions to its clearing broker on a fully disclosed basis. Therefore, all of the customer's money balances and long and short securities positions are carried on the books of the clearing broker. Under certain conditions, as defined in the clearing broker agreement, the Company has agreed to indemnify the clearing broker for losses, if any, which the clearing broker may sustain from carrying securities transactions introduced by the Company. In accordance with industry practice and regulatory requirements, the Company, and the clearing broker, monitor collateral on the securities transactions introduced by the Company.

#### **4. Net Capital Requirement**

The Company is subject to the Securities and Exchange Commission Uniform Net Capital 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 15 to 1. At December 31, 2024, the Company had net capital of \$814,880 which was \$564,880 in excess of its required net capital of \$250,000. The Company's percentage of aggregate indebtedness to net capital was approximately 6.41%.

#### **5. Contingencies**

The Company is subject to litigation in the normal course of business. The Company has no litigation in progress at December 31, 2024.

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Notes to Financial Statement December 31, 2024

### **6. Liquidity**

The Company incurred a loss for the period ended December 31, 2024. The Company's stockholder has represented that he has the requisite resources and intends to make capital contributions as needed to insure survival of the Company through at least one year subsequent to the date of the report of the independent registered public accounting firm.

Management expects the Company to continue as a going concern and the accompanying financial statements have been prepared on a going-concern basis without adjustments for realization in the event that the Company ceases to continue as a going concern.

#### **7. Income Taxes**

Deferred income tax expense/(benefit) results from differences between assets and liabilities as measured for financial reporting and income tax return purposes. At December 31, 2024, the Company had a net deferred tax asset before valuation allowance of \$754,315. The significant components of the deferred tax asset, as of the statement of financial condition date, relates primarily to net operating losses, which are offset by a valuation allowance.

In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred taxes will not be realized. The ultimate realization of the deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. In order to fully realize the deferred tax asset, the Company will need to generate future taxable income. The net operating loss carryforwards created in 2020 and going forward have an unlimited life, but are limited to 80% of the taxable income generated in any given year. As of December 31, 2024, management has determined that it is more likely than not that the Company will not realize its deferred tax assets.

A valuation allowance of \$754,315 is recorded as of December 31, 2024. Since December 31, 2023, the valuation allowance increased by \$232,110.

For the year ended December 31, 2024, on a pre-tax basis, the Company has federal net operating losses of \$3,591,975, which have an unlimited life.

At December 31, 2024, the Company has no unrecognized tax benefits.

The Parent's US federal corporate income tax returns for the tax years ending on or after December 31, 2021 remain open to examination.

6

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Notes to Financial Statement December 31, 2024

#### **8. Segment Reporting**

The FASB issued new guidance in FASB ASC 280, Segment Reporting, as amended by the FASB ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires all public business entities, including those with a single reportable segment, to disclose additional information about a reportable segment's expenses in interim and annual periods, among other requirements. The new guidance does not change how a public entity identifies its operating segments, aggregates those operating segments or applies the quantitative thresholds to determine its reportable segments. The Company is engaged in a single line of business as a securities broker-dealer, which is comprised of agency transactions. As described in FASB ASU 2023-07, FASB 280, operating segments are defined as components of an entity for which separate financial information is available and that is regularly reviewed by the Chief Operating Decision Maker (the "CODM"). The Company's CODM is the Chief Executive Officer. The CODM reviews revenue and expenses for purposes of making operating decisions, allocating resources, and evaluating financial performance. The measure of segment assets is reported on the statement of financial condition as total assets. The segment revenue and significant expenses are included in the Company's Statement of Operations. As a result, the Company in its entirety is a single reportable segment. The accounting policies of the Company's single reportable segment are the same as those described in Note 2. Refer to Note 2 for a description of the single segment's business.

#### **9. Subsequent Events**

The Company has evaluated subsequent events through March 3, 2025, the date that the financial statements were available to be issued and has concluded that no subsequent events have occurred that would require recognition in the financial statements or disclosure in the notes to the financial statements.


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