FOCUS Report Vestech Securities, Inc.

X-17A-5 [Paper] - FOCUS Report

Published: 2012-09-19 09:53:10
Submitted: 2012-08-28
Period Ending In: 2012-06-30
scanned.pdf Scanned paper document


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                                                                         FORM X-17A5                                                                                                                FILE



                                                                                            PART                                                                                       EI
                                                                                     FACiNG                    PAQ
                         Information                Required          of Brokers                and Dealers                          f1Mt1t              tq Section          17   of the

                                       Securities             Exchange             Act of 1934 and Rule                                      Wa5         Thereunder


RLPORl FOR             FIlE   PLRIOD         BEGINNING                            _jI2OllMMDI                YY
                                                                                                                                                         ANt ENDING               j5LO/2Ol2
                                                                                                                                                                                       MM   DI YY



                                                                   REGISTRANT                            IDENTIFICATION

NAME OF BROKFR-DEALFR                                                                                                                                                                    FICIAL     USE      0NLY
             Vestech Securities               Inc

ADDRESS          01    PRINCIPAL            PLACE OF BUSINLSS                        Do        not use            P.O Box              No
       _8lQSt.prh Sue RuildingOO
                                                                                          No         and     Street




                                                         _______                    ______                                                                                                     b722__
                                                                                                State                                                                                          Zrp         ode



NAME AND              TELFPI lONE NI           MBFR OF PERSON TO CON FACT                                                IN        REGARD TO                11115    REPORT

             EadeW.Evansffl                                                                                               _____                                     iI6Ko6222
                                                                                                                                                                    Area   Code     elephone      No




                                                                   ACCOUNTANT IDENTIFICATION

INDEPFNDENT              PUBLIC       ACCOUNTAN                     whose         opinion       is    contained                in this        Report

             PMIIIIelin       DouovanjJ_
                                                                   Name            rndrvidual        stole    last   fir at        middle    name


estCourardDriveSte5OOAustinTexas7873O
             Address                                                              CSy                                                                   SLate                                  trp     ode

CHECK         ONE
                        Certified    Public     Accountant

                        Public    Accountant
                        Accountant      not resident          in   United         States or     any of            its    possessions



        ii                                                                        FOR OFACIAL                     USE ONLY




aims for        cxemption     from    the    requirement       that    the    annual      report             he coveted              by     the   opinion   of   an independent        public       ac     ountant

must   he aupported      by      statement    u/facts       and circumstances             relied           on as        the        hasisjor       the   exemption      See    section     240     17a-5e2

SEC    141     06-02                Potenthi        persons    who are       to   respond       to   the coflecdon                    of

                                    Informathin contaIned             hi   thIs   form   are    not      reqidred             to    respond
                                    unkes     the    form   dspays           currenty       vafid       0MB          contro          number


                                                                     OATH OR AFFIRMATION


           Earle           Evans    III                                       swear      or     affirm      that         to     the      best     of    my        knowledge       and      belief    the


accompanying          fmancial     statement         and      supporting      schedules       pertaining        to       the    firm      of Vestech                Securities          Inc     as    of

           June    30                              20          12            are true     and    correct           further          swear or affirm that                   neither   the    company
                                                                                                                                    in                           classified solely as that          of
nor    any partner     proprietor      principal         officer    or director has      any proprietary           interest              any account

customer     except       as follows



                                                                           NONE




                                                                                                                                                               Signature




                                                                                                                                                          President

                                                                                                                                                                 Title




                                                                                                                PATRICIA                 McCULLOU
                                                                                                                Notary     Public                of   Kansas
This    report     contains      check      all   applicable       boxes                                                                 tate

                                                                                                                   ExiIres
                Facing page                                                                                                                       Jii

                  Statement      of Financial        Condition

                  Statement      of Income         Loss
                  Statement      of Changes         in   Financial     Condition

                  Statement      of Changes         in   Stockholders        Equity    or Partners         or Sole        Proprietors            Capital

                  Statement      of Changes         in Liabilities      Subordinated       to   Claims of Creditors

                  Computation       of Net Capital

                  Computation       for Determination               of Reserve Requirements              Pursuant         to    Rule       5c3-3

                  Information      Relating        to the Possession         or Control    Requirements              Under          Rule        5c3-3

                     Reconciliation         including       appropriate      explanation        of the Computation                of Net Capital                 Under     Rule   15c3-l    and the

                  Computation       for Determination               of the Reserve      Requirements            Under          Exhibit   of Rule                 15c3-3

                     Reconciliation         between the audited            and unaudited         Statements          of Financial           Condition            with respect to methods             of

                  consolidation

                An     Oath or Affirmation

                      copy of the SIPC Supplemental Report
                                                                                       found to exist or found to have                                                            of the previous
                                                  any material
           ii                 describing                             inadequacies                                                               existed        since the date
                     report
                  audit



sFor      conditions      of confidential         treatment     of certain    portions    of    this   filing    see section             240.1    7a-5e3


     PMB          Helm                Donovan
                  CONSULTANTS     CERTiFIED     PUOLIC   ACCOUNTANTS




      VESTECH SECURITIES INC

Financial   Statements          and Supplementary Schedules

                          June    30          2012



  With      Independent         Auditors             Report Thereon


                                                VESTECH SECURITIES INC
                             Index to Financial            Statements and      Supplemental   Schedules

                                                               June    30   2012




INDEPENDENT          AUDITORS REPORT



FiNANCIAL        STATEMENTS

 Statement of Financial       Condition



 Statement of Operations



 Statement of Changes         in   Stockholders           Equity



 Statement of Cash Flows



Notes    to the Financial     Statements




SUPPLEMENTARY               SCHEDULES


       Computation     of Net Capital         and    Aggregate       Indebtedness Pursuant to Rule        5c3-1

       of the Securities    and    Exchange         Commission                                                    10




INDEPENDENT AUDITORS REPORT
      ON INTERNAL CONTROL                                                                                         11




AGREED UPON PROCEDURES REPORT REGARDING                                            FORM   SIPC-7                  13




Schedule    of Assessment         Payments     on Form SIPC-7           as required   under

Rule    7a-5eX4i       of the Securities            and   Exchange     Commission                                 14


                                                   VESTECH SECURITIES INC
                                                   Statement of Financial         Condition

                                                                  June   30 2012




ASSETS
  Cash and cash        equivalents
                                                                                                              3460

 Receivable       from     clearing       broker dealer     and    clearing   organization                   38976

                                                                                                             15002
  Deposit with clearing             organization

  Other assets                                                                                                5617

 Notes    receivable                                                                                          1613

  Shareholder notes           receivable                                                                      7894

  Related party       notes    receivable                                                                    22100



TOTAL ASSETS                                                                                                 94662



LIABILITIES           AND STOCKIIOLDEWS                       EQUITY


Liabilities

  Accounts      payable and         accrued      expenses                                                    41273



Total   liabilities                                                                                          41273



Stockholders          Equity

  Common        stock      no par 100000           shares   authorized        1000   shares   issued   and

    outstanding       at   June   30      2012                                                               75089

  Retained     deficit                                                                                       21700
                                                                                                             53389



TOTAL       LIABILITIES              AND STOCKHOLDERS                         EQUITY                         94662



See accompanying            notes    to    fmancial   statements


                                             VESTECH SECURITIES                INC
                                                     Statement of Operations

                                             For the Year       Ended June 30 2012




REVENUES
  Securities     commissions                                                         185069

  Investment advisory                                                                327537

  Other                                                                               10314



Total   revenues                                                                     522920



EXPENSES
  Commission and           clearance   expenses                                      255484

  Clearing fees                                                                       36113

  Officers salaries                                                                   87600

  Other employees compensation               and    benefits                          59212

  Professional      services                                                          29454

  Rent                                                                                10377

  Regulatory       fees                                                               10785

  Communication expenses                                                              11365

  Other expenses                                                                      29353



Total    expenses                                                                    529743



NET LOSS BEFORE INCOME TAX                                                            6823

Income     tax   expense



NET LOSS                                                                              6823


See accompanying           notes   to financial    statements


                                               VESTECH SECURITIES                 INC
                                         Statement of Changes       in   Stockholders    Equity

                                               For the Year      Ended June 30 2012




                                                          Common         Stock                    Retained

                                                    Shares                  Amount                 Deficit      Total




Balance      at   June   30   2011                           1000                75089                 14877    60212


Net   loss                                                                                               6823    6823

Balance      at   June   30 2012                             1000                75089                 21700    53389




See accompanying          notes      to financial   statements


                                                    VESTECH SECURITIES INC
                                                            Statement      of Cash     Flows

                                                    For the Year         Ended      June   30   2012




Cash     flows      from     operating       activities

Net loss                                                                                                     6823

                                                                                                activities
Adjustments to reconcile                 net loss to cash     provided     by operating

Changes        in   operating      assets

       Receivable         from clearing       broker     dealer   and    clearing    organization             759

       Deposit      with clearing         organization                                                       1056
       Other assets                                                                                          2050
               in                  liabilities
Changes             operating

       Accounts         payable and accrued            expenses                                              9491


                                                                                                              321
       Net cash provided                 by operating     activities




Net increase         in   cash                                                                                321


Cash    at    beginning      of year                                                                         3139


Cash     at   end    of year                                                                                 3460



Supplemental              Disclosures       of Cash Flow Information



  Interest       paid

  Income         taxes paid




See accompanying                 notes   to financial statements


                                                                   VESTECH SECURITIES                                     INC
                                                                    Notes    to the Financial                 Statements

                                                                                     June        30    2012



Note            Nature of Business


                                                                                                                                                                                                The
Vestech          Securities            Inc     the Company                           is          broker-dealer             of        securities         in    Wichita           Kansas

Company           incorporated               on March 13 1996                      is       member of               the    Financial             Industry       Regulatory          Authority

FINRA               and     is   registered             with the Securities                 and     Exchange              Commission               SEC             in    accordance             with

Section     15b          of the Securities               Exchange           Act of 1934 Securities                         mutual funds                  annuity     commissions and
                                  make                                                                      The                              customers                                            of
wrap      advisor        fees                     up    the     Companys              revenue                       Companys                                     consist        primarily

individuals        living        in   Kansas


Note 2- Liquidity and Capital Resources


The     Company            has        experienced              operating        net       losses       in the       current          year        The     Companys             prospects          are

            to    the    risks                           and    uncertainties              frequently          encountered              by       companies         in rapidly           evolving
subject                               expenses
                 These     risks        include         the     failure to                         and       extend the Companys                         products        the     rejection        of
markets                                                                         develop
the                                                                    as well          as other         risks    and     uncertainties                The Company               may      also    be
       Companys            products by customers
                  affected                                                  and                                                       of   its                   customer          base
adversely                        by factors             influencing                  impacting              the industries                       potential



The                                          to                                      cash        flows depends                  on                        of factors          including          the
        Companys             ability               generate          positive                                                              variety

                                                                                                               has $3460                                                                cash and
                                                                          industry At June 30 2012 the Company
            of the market and                     the retirement                                                                                                                   in
success

cash      equivalents            and     working             capital     of $21782     The Companys management believes                                                            that    it    can

operate     over the            next 12       months            and    expects            to be    successful             in    maintaining              sufficient      working          capital

and will manage              operations                commensurate             with       its   level      of working           capital



Note            Summary               of Significant               Accounting             Policies




Basis of Accounting

These      financial       statements              are presented            on the accrual                  basis    of accounting                in    accordance          with generally

                                       principles            in the    United           States      of America                 Revenues            are       recognized         in the     period
accepted         accounting
earned     and     expenses            when incurred


Use of Estimates
                                                                                                                                                                                                  in
The    preparation          of the financial                  statements        in    conformity with accounting                             principles         generally          accepted

the    United       States        of America requires                      management                  to    make       estimates           and        assumptions          that    affect       the

                 amounts         of assets and               liabilities     and      disclosure             of contingent             assets          and    liabilities          the    date    of
reported

the    fmancial          statements           and       the    reported      amounts              of revenue              and    expenses              during     the    reported         period

Actual results could differ from those                                 estimates



Cash and Cash Equivalents
Cash      and     cash equivalents                 include         cash and                       liquid      investments              with         maturity        at   date    of purchase
                                                                                  highly
                                                                                                                                                                                                  be
of ninety         days     or    less        The Company               considers            highly liquid investments                             in   money market funds                   to

cash equivalents



Revenue          Recognition
Securities        transactions            and          the   related    commission                 revenues          and        expenses          are     recorded        on        settlement

date      basis which             is    generally            the    third   business             day        following          the    transaction              If materially            different

                 transactions           and       their related            commission               income          and        expenses           are    recorded        on         trade       date
security

basis


                                                                  VESTECH SECURITIES                                       INC
                                                                  Notes       to the Financial                Statements

                                                                                      June     30 2012


Note    3- Summary of                     Significant           Accounting                 Policies     continued


Property        and Equipment
                and                            are     carried       at   cost       less     accumulated               depreciation                     Depreciation                  is    recognized
Property                  equipment

using     the      straight-line           method over                 the   estimated              useful       lives          of the           related     assets           Expenditures                     for

                                                                                                                   to                        as     incurred
repairs and          maintenance            and      minor        replacements               are    charged                expense



Impairment ofLong-livedAssets
                                    such                               and                            are     reviewed                for        impairment             whenever                  events       or
Long-lived            assets                   as    property                 equipment
                in    circumstances                  indicate        that       the        carrying         amount              of    an         asset     may         not        be     recoverable
changes

Recoverability              of assets to be              held and         used        is    measured          by           comparison                of the carrying                   amount of an

asset to      estimated undiscounted                          future      cash       flows expected                to      be    generated by                the       asset       If the          carrying

amount of an               asset     exceeds           its   estimated          future       cash     flows           an    impairment                charge           is    recognized                 by the

amount by which                     the                       amount of           the        asset    exceeds           the          fair    value         of the        asset         Assets to               be
                                           carrying

                                                                                                                   of financial                                                                         lower
disposed of would be                                          presented in the statements
                                          separately                                                                                              condition reported                        at    the

of the carrying             amount        or    fair    value less costs to sell and                        no     longer            depreciated



Financial Instruments                      and       Credit     Risk

The                              engaged            in various                        and      brokerage            activities              in    which      counterparties                       primarily
        Company             is                                         trading

include       broker-dealers              and       other     fmancial          institutions           In    the      event          that        counterparties              do    not       fulfill       their

                                                             be exposed         to    risk     The      risk     of default             depends            on the creditworthiness                              of
obligations           the       Company         may
the    counter party             or issuer      of the instrument                    It is   the    Companys                policy           to    review         as    necessary                 the credit


standing        of each          counter party



                                                                                              the                               to    credit         risk    include              cash            and      cash
Financial          instruments             that        potentially           subject                  Company
                          receivables               from       broker-dealers                  and      clearing                organizations                 deposit              with            clearing
equivalents

organization accounts                     payable and             accrued        expenses



Income        Taxes

The Company                 files    as   an             Corporation            for federal           and     state        income           tax     purposes            The Companys                           net

income        is   taxed at the shareholder level rather                               than the corporate                       level       for    income         tax    purposes                 and     thus

no provision              for   income      taxes        has been         made        in the       accompanying                  fmancial            statements



Fair Value           Measurements
The    fair   value of the            Companys                financial       instruments              reflects the              amounts            that    the    Company                  estimates           to

receive       in   connection             with the sale of an                 asset or         paid    in     connection               with the transfer                     of        liability          in   an

orderly       transaction            between            market         participants            at    the     measurement                     date     exit price                   The           fair    value

hierarchy          that    prioritizes the           use of inputs           used in valuation                   techniques                 is   as follows




       Level               quoted     prices         in active       markets for identical assets and                                 liabilities


       Level                observable                         other      than quoted                prices      in     active          markets            such         as    quoted              prices       for
                                                    inputs

       similar        assets        and     liabilities         in     active        markets          quoted            prices         for        identical        or        similar             assets     and

       liab11jtis in            markets that            are    not active         or other           inputs      that       are      observable or can                      be corroborated                    by

       observqble market data
       Level      unobservable                                                              managements                    assumptions                   consistent               with           reasonably
                                                         inputs        reflecting

                           assumptions               made       by      other        market          participants                    These          valuations              require              significant
       availabip

       judient


                                                                VESTECH SECURITIES INC
                                                                Notes     to the Financial             Statements

                                                                               June       30    2012



Note 3- Summary of                                           Accounting            Policies         continued
                                     Significant


                                                                                                                 which                      cash      and       cash
The     carrying      amounts        of the        Companys              financial        instruments                        include                                    equivalents

receivables         from     broker-dealers               and    clearing      organizations deposit                       with clearing            organization accounts

                                                                            their           values due           to their short           maturities
payable and          accrued                                                         fair
                                    expenses           approximate



Management Review
The Company            has evaluated              subsequent          events       through          August      24 2012           the date        the financial              statements


were available         to    be issued



Recent Accounting                   Pronouncements
                     standards            that     have       been       issued      or     proposed            by    the    Financial              Accounting               Standards
Accounting

Board         FASB            or    other    standards-setting                 bodies        are     not expected            to    have           material         impact         on    the


Companys             financial       position          results       of operations             or   cash     flows


Note 4- Clearing Deposit


The Company            maintains             deposit         account       with Maplewood                  Investment          Advisors             Inc     Maplewood                        as

                                                              services       Maplewood                                               for    its   services        that       serves     as
part    of the      Companys          contract         for                                           requires         deposit

              for counterparty             credit      risk                       default       risk      and    settlement          risk      as    well as market               risk to
reserve                                                          including

open     un-hedged          positions        As of June 30 2012                     the deposit           balance      was $15002



Note 5- Related Party Transactions


The Company            paid $30457                to    related      party     in   commission              expenses        for the       year ended            June     30 2012


                                                                                                on                                         basis Rent                            for the
The Company                                      space from
                           rents    office                               related     party                 month-by-month                                        expense

year ended          June    30     2012      was $10377


The Company            has one         stockholder              who owns        100% of             the   Company As               of June          30 2012            the    Company
advanced            total    of $7894            to the    stockholder          The note has                 3% interest           rate    per      annum        with no definite

                               The Company                has an accrued             interest receivable              of $1020            as   of June      30      2012        which        is
repayment           terms

recorded in other             assets      on the statement               of financial       condition



As of June 30 2012                  the    Company              advanced          total     of $22100           to   two     different         related      parties          One of      the


notes     does not bear interest and                    the      other    note has an          8% interest           rate    per   annum            Both    notes        do    not have

definite       repayment           terms     The Company                  has an accrued             interest receivable              of $1440             as   of June        30 2012
which     is   recorded in other assets on the statement                              of financial           condition



As of June 30 2012                   the    Company             has several         customers             who   are relatives         of management                     This activity

has been        recorded as arm-length                       transactions         by the       Company


As an               Corporation            the stockholder               receives     distributions             to   the    extent     of his basis             in the       Company
                                           30 2012                                   stockholder            distributions          made
              year ended
For     the                        June                      there   were no



Note 6- Commitments                        and Contingencies


Leases
                                                                under                                                                      from           related                     which
The      Company           leases     office       space                     long-term non-cancelable                         lease                                      party

                                                                                                                                                                    over       the     lease
expires        on   June     30 2018 The Company                           recognizes          rent       expense      on         straight-line           basis

term      Total     rent    expense        under       the leases        was $10377             for the      year ended           June     30 2012


                                                               VESTECH SECURITIES                                        iNC
                                                                Notes       to the Financial                Statements

                                                                                   June    30        2012



Note           Commitments                    and Contingencies                  continued


Future        minimum             lease                       under        the    noncancelable                  operating        leases         are    as   follows          for    the    year
                                              payments

ending December 31



                    2013                                                                                                          10377
                    2014                                                                                                          10377
                    2015                                                                                                          10377
                    2016                                                                                                          10377
                    2017                                                                                                          10377
                    Thereafter                                                                                                        9512
                                          Total        minimum        lease       payments                                        61937



Litigation

                            from time to time                                                                                           claims arising out of
The Company                                               may be        involved          in litigation relating                  to                                          its   ordinary

course        of business              Management           believes        that    there       are   no    claims         or actions        pending          or threatened

                                                                                    of which would have                          material        impact on the             Companys
against       the    Company             the ultimate         disposition

financial       position           results     of operations          or    cash flows


Risk Management

The      Company             maintains            various      forms        of      insurance          that       the      Companys management                                believes        are

                to    reduce       the                    to these      risks to        an acceptable              level
adequate                                  exposure


FINRA Communication
The      Company             was fmed $5000                   during        the
                                                                                    year     ended          June         30     2012      for    failing       to      meet      net    capital

                           due    to                          recording             $30000                               from          private        placement          offering        as   the
requirements                            erroneously                                                   payment
                                                  than recording                                            an     escrow         account                                 in the
Companys              revenue           rather                               the     payment           in                                         as required                          offering

agreement             As of June 30 2012                    the   Company            has        remaining            amount due            to    FINRA            of    $5000


Sub-Clearing               Agreement
Included        in the           Companys           sub-clearing           agreement             is   an    indemnification                clause            This       clause      relates to

                    where                                 customers                       settle                         transactions            In the      event       this                 the
instances                        the   Companys                              fail    to               security                                                                   occurs
                    will                         the clearing        broker-dealer              to    the extent           of   the     net loss       on              unsettled       trades
Company                     indemnify                                                                                                                        any
At June 30 2012 management of                                  the   Company              had      not been         notified          by the clearing               broker-dealer nor

were they otherwise                                                              losses                                   indemnification
                                        aware of any          potential                    relating         to    this




Note 7- Net Capital Requirements


The Company                  as        registered       fully licensed           broker and           dealer       in securities           is    subject      to the       SEC       Uniform

Net    Capital        Rule        Rule           5c3-1         Under        this    nile the Company                       is   required         to    maintain            minimum            net


capital       and     requires          that     the   ratio      of aggregate indebtedness                          to    net    capital         both       as     defined         shall     not

exceed         15    to          Rule     15c3-1       also    provides          that     equity       capital      may not be withdrawn or cash                                    dividends


paid     if   the    resulting          net    capital ratio       would exceed                 12 to             At June 30 2012 the minimum                                    net    capital

requirement                for    the    Company            was      $5000          Net      capital         at     June        30      2012          aggregated           $15865             The

Companys              ratio of aggregate indebtedness to net capital was 2.60 to                                                  at June        30 2012


                                                                            Schedule



                                                        VESTECH SECURITIES INC
                                      Computation              Net Capital            and Aggregate      Indebtedness


                           Pursuant       to    Rule     15c-l      of the Securities         and Exchange        Commission

                                                        For the Year             Ended     June   30   2012



Total     stockholders           equity       qualified     for net        capital                                               53389



Deductions          and/or     charges

  Non-allowable assets

         Notes receivable                                                                                                            1613

         Shareholder          notes     receivable                                                                                   7894

         Related      party    notes      receivable                                                                             22100

         Other assets                                                                                                                5617

Total     deductions         and/or      charges                                                                                 37224



Net     capital     before    haircuts         on    securities                                                                  16165



Haircuts       on   securities                                                                                                        300



      Net capital                                                                                                                15865



Aggregate          indebtedness

      Accounts        payable         and accrued          expenses                                                              41273


       Total      aggregate      indebtedness                                                                                    41273



Computation           of basic net            capital    requirement

  Minimum            net    capital     required        greater       of $5000 or

      2/3% of        aggregate         indebtedness                                                                                  5000



  Net capital in excess                 of minimum requirement                                                                   10865



  Net capital         less    greater     of 10% of aggregate                    indebtedness      or    120% of

       minimum         net    capital     required                                                                                   9865



       Ratio      of aggregate          indebtedness           to   net    capital                                             2.6   to




Net capital as reported                  in    the   Companys             Part   II   unaudited        Focus report

  filed     with     FINRA        on July        24     2012                                                                     36678
  Audit adjustments

       Net effect      of audit adjustments                                                                                     20813

  Net capital per audit                                                                                                          15865



See notes to the financial statements                           and   independent           auditors     report




                                                                                      10


                   PMB                   Helm                    Donovan
                                         CONSULTANTS        CERTIFEO       PUM..IC   ACCOUNTANTS




                       Independent                Accountants                   Report on Applying Agreed-Upon                                     Procedures             Related          to   an Entitys
                                                                                           SIPC Assessment                    Reconciliation



                  To     the      Stockholder            and         Management of Vestech                           Securities         Inc


                  In    accordance              with Rule                7a-5eX4             under        the    Securities           Exchange          Act of 1934            we     have      performed              the

                                                                                with respect              to    the                               Schedule         of Assessment                and
                  procedures enumerated                               below                                            accompanying                                                                     Payments

                  Form   SIPC-7 to the                                     Securities          Investor              Protection            Corporation           SIPC             for      the        year        ended

                  December 31 2011 which                                   were                      to    by Vestech             Securities        Inc     and     the       Securities        and     Exchange
                                                                                      agreed
                  Commission                   Financial             Industry        Regulatory            Authority              Inc      and   SIPC       solely       to   assist     you and         the      other

                                                      in evaluating              Vestech            Securities             Inc.s      compliance          with the applicable                   instructions            of
                  specified          parties

                  the    Form SIPC-7                    Vestech            Securities          Inc.s management                       is   responsible       for the      Vestech          Securities             Inc.s

                  compliance                 with       those          requirements                  This        agreed-upon               procedures           engagement             was       conducted              in

                  accordance                 with       attestation             standards            established              by      the     American            Institute         of     Certified           Public

                  Accountants                  The      sufficiency             of these       procedures              is   solely the        responsibility         of those         parties specified                 in

                  this      report             Consequently                    we make              no    representation               regarding          the    sufficiency             of the       procedures

                   described             below        either     for the                           for   which        this report          has been       requested or for any                  other        purpose
                                                                                purpose
                   The procedures we performed and our                                         finding          are as      follows



                                    Compared              the         listed    assessment               payments           in    Form      SIPC-7        with     respective            cash    disbursement

                                  record         entries        noting no            differences




                                   Compared              the     amounts             reported        on     the      quarterly         Forms X-17A-5               for the
                                                                                                                                                                                 year ended                  June      30
                                  2012         as applicable with the amounts                                   reported         in   Form SIPC-7           for the      year ended             June         30    2012

                                  noting         no    differences




                                   Compared              any          adjustments            reported           in    Form        SIPC-7         with     supporting           schedules         and         working

                                   papers noting                no differences                and



                                   Proved         the     arithmetical                accuracy            of the      calculations           reflected          in the    Form        SIPC-7           and        in the

                                                         schedules and                working                                              the                                   no      differences
                                   supporting                                                            papers supporting                       adjustments noting



                   We       were         not engaged                 to and          did    not conduct               an    examination            the     objective          of which           would be              the


                   expression             of an        opinion           on     compliance                 Accordingly                we    do    not express         such       an      opinion             Had       we
                   performed              additional            procedures                 other    matters          might        have      come     to    our attention            that     would be been

                   reported         to    you

                   This report            is   intended              solely for the           information and                    use of the specified             parties       listed     above        and       is   not

                   intended to be and                   should not be used by anyone                                 other    than these         specified       parties




                       2kB 1j%t 2uet
                   August         24      2012




5918    West    Courtyard   Drive    Suite     500-    Austin    TX    78730

tel   512   258-9670-       tax   512     258-5895
                                                                                                                                                                                             AUSTIN      CHICAGO-DALLAS-     HOUSTON
PMB     HELIN     DONOVAN          LLP         MEMBER           OF    RUSSELL        BEDFORD        INTERNATIONAL                                                                                      SAN   FRANCISCOSEATILE


                                                         SECURITIES                           INVESTOR                      PROTECTION CORPORATION
                                                                                P.O Box 92185                                                   D.C 20090-2185
  SIP-7                                                                                                            Washington
                                                                                                                   202-371-8300
                                                                                                                                                                                                                                                         SIPC-7
                                                                                    General                Assessment                       Reconciliation
33-REV              7/10                                                                                                                                                                                                                               33-REV         7/10

                                                                                                                                                                                         12
                                                                                 For     the    fiscal
                                                                                                          year     ended         6130/12                                           20

                                                         Read       carefuiiy
                                                                                    the      instructions        in
                                                                                                                       your      Working       Copy        before       completing            this     Form


                                                    TO BE FILED                   BY ALL SIPC                      MEMBERS WITH                             FISCAL                YEAR         ENDINGS

   Name         of       Member           address          Designated            Examining               Authority              1934    Act    registration                  no     and       month       in        which          fiscal           year ends         for


purposes            of    the    audit     requirement             of   SEC      Rule          17a-5


                                                                                                                                           Note       If
                                                                                                                                                            any    of     the      information               shown              on      the         mailing    label

              049409 FINRA JUN                                                                                                             requires             correction              please       e-mail               any      corrections            to

              VESTECH SECURITIES                                                INC                                                        form@sipc.org                     and    so      indicate          on          the   form           filed


              8100              E22NDSTN STE 600
              WICHITA                    KKS        67226-2307                                                                             Name       and        telephone               number        of
                                                                                                                                                                                                                 person            to      contact

                                                                                                                                                                  this form
                                                                                                                                           respecting


                                                                                                                                           arle        Evans                  3166866222


              General           Assessment            item        2e    from page                                                                                                                             463

              Less        payment        made     with      SIPC-6       filed      exclude             interest




                                Date      Paid

              Less        prior    overpayment              applied                                                                                                                                           180

                                                                                                                                                                                                                  283
              Assessment               balance        due     or    overpayment

              Interest          computed         on    late       payment         see         instruction                  for                days         at    20%      per      annum                         _____________________________

                                                                                                                                                                                                                   283
              Total        assessment            balance          and    interest            due    or overpayment                     carried        forward


              PAID         WITH        THIS    FORM
              Check            enclosed        payable        to    SIPC
              Total        must be same               as          above                                                            283

              Overpayment                 carried     forward
                                                                                                                                       ___________________________



   Subsidiaries                        and     predecessors                      included           in   this    form give             name and                 1934     Act       registration              number




The    SIPC          member submitting                     this   form and             the

person         by    whom ills executed                     represent            thereby
that    all    information               contained         herein       is   true       correct
                                                                                                                                                                       sot    Corporation      Partnership           or    other   argarrizationt
and    complete


                                                                                                                                                                                         lAuthorized         yrraturel




Dated      the
                     21
                                  day     of   August                                  2012                                      FINOP
                                                                                                                                __________________________________________________________
                                                                                                                                                                                                  Title



This form                and    the    assessment             payment             is    due        60    days      after        the    end     of     the        fiscal   year              Retain        the             Working               Copy     ot    this    form

for      period            of    not less than                years the                latest            years        In   an    easily accessible                      place



        aes                 ____________
                             Postmarked                             Received                                Reviewed
 LU
        Calculations               _________                                                                Documentation                   _________                                                                              Forward             Copy


        Exceptions


        Disposition               of   exceptions


                                                                   DETERMINATION                                           OF SIPC NET OPERATING REVENUES
                                                                                                                        AND GENERAL ASSESSMENT
                                                                                                                                                                                                                                                  Amounts      for the       fiscal   period

                                                                                                                                                                                                                                                  beginning       7/112011              20
                                                                                                                                                                                                                                                  and              6/3012012              201.2
                                                                                                                                                                                                                                                         ending
                                                                                                                                                                                                                                                               Eliminate        cents

Item    No
                                                                                                                                                                                                                                                        522920
2a                                                                  12/Part                     Line              Code            4030                                                                                                             $__________________________
       Total   revenue             FOCUS                Line                              IA




2b     Additions

                   Total                                            the       securities                  business            of    subsidiaries                                                       subsidiaries              and
                                 revenues               train                                                                                                     except            foreign

                    predecessors                   not        included             above                                                                                                                                                            _______________________________



                   Net      loss      from        principal
                                                                             transactions                  in    securities              in     trading           accounts                                                                          _________________________________



                   Net      loss      from         principal                 transactions                  in    commodities                    in    trading        accounts                                                                       _________________________________



                   Interest           and        dividend                                      deducted                in    determining                  item     2a                                                                               _____________________________
                                                                        expense



                   Net      loss      tram                                           of    or                                      in   the                                   or     distribution              of   securities
                                                   management                                    participation                                  underwriting                                                                                        _____________________________



                                                         than                                                                                         fees        and                  fees       deducted            in                    net
                   Expenses                other                       advertising                   printing               registration                                 legal                                              determining

                                 from                                                                                              underwriting                     distribution                of     securities                                   _________________________________
                    profit                   management                       of     or    participation                     in                               or




                   Net      loss      from         securities                 in   investment                    accounts



                                 Total       additions



2c     Deductions

                   Revenues                 from        the       distributional                      shares            of                                           end           investment                                or    unit
                                                                                                                                   registered              open                                          company
                    investment                                                     sale         of     variable                                      from    the        business           at     insurance             from       investment
                                             trust from                  the                                                 annuities

                                           services               rendered           to        registered               investment               companies                or       insurance            company             separate
                    advisory                                                                                                                                                                                                                            337851
                    accounts                and        from        transactions                      in    security           futures           products



                   Revenues                 from                                   transactions
                                                        commodity                                                                                                                                                                                       ____________________



                   Commissions                     floor                                       and        clearance               paid     to    other       SIPC         members                 in    connection           with
                                                                   brokerage

                    securities              transactions                                                                                                                                                                                                _____________________



                    Reimbursements                           for                          in    connection                   with                     solicitation
                                                                       postage                                                          proxy                                                                                                           ____________________



                    Net      gain      tram        securities                 in     investment                  accounts                                                                                                                               ____________________



                    100%               commissions                      and                                earned            from       transactions                                                      of                      and
                                 of                                                markups                                                                          in             certificates                 deposit

                                                                  bankers                                              or     commercial                            that           mature         nine    months            or    less
                    ii     Treasury               bills                              acceptances                                                          paper

                    train        issuance              date                                                                                                                                                                                             __________________


                    Direct                                   of   printing           advertising                      and     legal       fees        incurred           in    connection               with        other    revenue
                                   expenses
                    related           to    the        securities              business                   revenue             defined           by        Section        169L               of    the     Act


                    Other         revenue              not        related          either                              or     indirectly             to    the     securities             business
                                                                                                     directly

                   See        Instruct           ion




                          Total        interest              and        dividend               expense                FOCUS             Line         22/PART             hA        Line    13

                           Code            4075        plus        line       2b4              above            but     not        in   excess

                            at    total      interest              and        dividend               income                                                                   $________________________________



                                                                                   earned                       customers                securities
                    ii 40%             of    margin               interest                                on

                            accounts              40%             at    FOCUS              line                Code         3960                                              $_____________________________


                            Enter          the                          of    line              or     ii
                                                  greater

                                                                                                                                                                                                                                                         337851
                            Total          deductions



2d     SIPC    Net                               Revenues                                                                                                                                                                                           $_185069
                          Operating



2e     General       Assessment                          .0025                                                                                                                                                                                      $_463

                                                                                                                                                                                                                                                        to page       fine    2.A


                      PMB                  Helm                        Donovan
                                                                  CERTIFIED         PUBLIC      ACCOUNTANTS
                                           CONSULTANTS




                     August         24     2012




                     To     the    Board         of Directors

                     Vestech         Securities              Inc


                     We      have       audited          the    fmancial                     statements         of Vestech             Securities           Inc     the        Company               for the         year ended

                     June      30 2012 and have issued our report                                                  thereon dated              August        24 2012              Professional             standards             require

                     that      we provide you with information                                                  about          our     responsibilities                 under        generally           accepted           auditing

                     standards             as    well as certain                        information related                     to    the   planned         scope         and    timing of our audit                       We      have

                     communicated                     such      information                      in   our      letter      to    you dated           May          16 2012             Professional           standards                also


                     require        that      we      communicate                       to    you     the   following            information related                    to    our audit


                      Significant          Audit Findings


                      Qualitative          Aspects           ofAccounting                        Practices



                     Management                  is   responsible                   for the           selection          and     use       of appropriate               accounting           policies        The         significant

                                                               used by Vestech                          Securities              Inc    are    described            in    Note          to    the   financial         statements
                      accounting            policies

                     No new          accounting              policies               were         adopted           and    the application             of existing              policies       was not changed                   during

                     2012          We     noted        no    transactions                      entered        into    by the Company                  during the year for which                           there      is         lack       of

                      authoritative                                    or      consensus                 All       significant         transactions              have         been    recognized            in the         financial
                                                 guidance
                      statements           in the      proper period

                     Accounting                 estimates            are           an    integral        part       of the       financial          statements            prepared by              management and                      are

                      based on           managements                      knowledge                   and     experience about                 past and            current       events       and    assumptions                   about

                      future       events         Certain                                        estimates           are particularly               sensitive           because        of their significance                     to    the
                                                                     accounting
                      financial           statements                and            because            of      the     possibility            that     future            events        affecting          them        may           differ

                                                from those               expected                There        were        no    sensitive      estimates           affecting          the financial          statements
                      significantly


                      DtffIculties          Encountered                       in   Performing               the     Audit


                      We     encountered               no      significant                    difficulties         in dealing          with management in performing                                 and     completing                our

                      audit


                      Corrected            and Uncorrected                          Misstatements


                      Professional              standards              require               us to    accumulate               all    known     and     likely          misstatements              identified            during the

                      audit        other        than those               that           are    trivial      and      communicate               them         to    the     appropriate          level       of management

                                                 has corrected                                such    misstatements                   In    addition        none         of the misstatements                    detected             as
                      Management                                                    all


                                   of audit                                         and        corrected                                            were         material            either                                or    in    the
                      result                          procedures                                                    by    management                                                           individually

                      aggregate             to     the      financial                   statements             taken       as  whole                  See        Exhibit               for    summary               of     corrected


                      adjustments


                      Disagreements                   with Management


                      For purposes               of this letter professional                                  standards           defme         disagreement                   with management                  as         fmancial

                                                                         or                           matter         whether           or    not     resolved            to     our    satisfaction             that       could        be
                      accounting                reporting                          auditing

                      significant           to     the      financial                   statements            or    the    auditors           report        We          are     pleased       to    report       that       no      such

                      disagreements arose                      during the course of our audit


                      Management Representations

                      We       have        requested               certain               representations                  from        management                 that     are    included           in    the       management
                      representation               letter      dated           August            24 2012




5918    West                 Drive    Suite     500      Austin     TX    78730
                Courtyard

tel   512   258-9670         fax   512     258-5895                                                                                                                                                        AUSTIN        CHICAGO        DAI.LAS        HOUSTON
                                                                                              BEDFORD       INTERNATIONAL                                                                                            SAN    FRANCISCO
PMB     HELIN      DONOVAN          LIP          MEMBER           OF     RUSSELL                                                                                                                                                                SEATTI.E


PMB                Helm                     Donovan
                   CONSULTANTS          CERTIFIED        PUBLIC     ACCOUNTANTS




Management            Consultations                   with Other Independent                         Accountants


In   some cases     management may decide to consult with                                                   other        accountants       about       auditing          and    accounting

matters       similar to obtaining  second   opinion on                                                        certain          situations       If          consultation             involves

                                                                                                                                                              determination                of the
application         of an        accounting                 principle            to   the    Companys          financial          statements          or

                                                                                                      those                                                         standards
type of auditors              opinion               that      may be expressed on                               statements           our professional                                     require

the consulting            accountant                to    check        with us to determine that the consultant                                 has    all   the   relevant          facts      To

our knowledge               there       were         no such           consultations              with other     accountants


Other Audit Findings                    or Issues

We     generally          discuss            variety              of matters           including      the   application           of accounting principles                     and    auditing

                   with management                           each                            to    retention        as    the    Companys             auditors        However                these
standards                                                              year prior
discussions         occurred            in the           normal         course of our professional                        relationship       and      our responses were                     not

condition      to   our retention


Other Information in Documents                                      Containing           Audited       Financial          Statements


With    respect       to    the        supplementary                   information accompanying                           the    financial      statements           we made              certain


inquiries     of management                         and      evaluated            the    form content               and    methods        of preparing             the   information to

determine that             the    information complies                                with   U.S     generally           accepted      accounting          principles           the       method
of preparing         it    has not changed                         from the prior period                and     the      information       is   appropriate           and      complete            in

relation      to    our      audit          of      the           financial           statements       We      compared             and    reconciled           the      supplementary

information          to     the        underlying accounting                            records       used     to     prepare       the    financial          statements             or    to   the

financial     statements               themselves


This    information               is    intended                  solely        for   the    use    of Board             of Directors        and      management                of Vestech

Securities         Inc      and        is   not intended                   to    be    and   should      not    be       used    by anyone         other       than these            specified

parties




PMB      Helm       Donovan LLP


                                                                                                                                                                                                                                                                        ExhlbltA
Vestech     Securities        Inc

Summary       of Audit        Adjustments

June   30    2012




       AJE                                                                                      Account      Name                              Debit                Credit                     Statement of Operations               Statement     of   Financial    Condition

                                                                                                                                                                                            Revenue             Expenses           Assets           Liabilities           Eciuity




                         Retained       deficit                                                                                                   35185                                                 -S                                                                  35185
                           Common          stock                                                                                                                           35089                                                                                              35089
                           Additional                                                                                                                                            96                                                                                                 96
                                              paid-in     capital

                                                                                                                                                  35185                    35185
                         To   reclass
                                           equity     classifications




                         Other   assets                                                                                                             2460                                                                                    2460

                            Other                                                                                                                                            2460                2460

                         To   record      accrued       interest     receivable        on    notes    receivable                                    2460                     2460


                         Commissions          expense                                                                                             30457                                                                   30457

                            Securities       commissions             revenue                                                                                               30457                30457

                         To   reclass      related    party     expenses                                                                          30457                    30457



                         Other revenue                                                                                                              6815                                         6815
                            Receivable        from      clearing      broker       dealer     and    clearing       organization                                             6815                                                       6815
                         To   reverse      double       entry   recorded          for receivables                                                   6815                     6815


                         Investment        advisory      revenue                                                                                  14000                                        14000
                            Receivable        from      clearing      broker       dealer     and    clearing       organization                                            14000                                                     14000
                         To   reduce       clearing     recievable         to actual        amount     receivable        at year   end            14000                     14000



                                                                                                                                                                                                12102                     30457       18355
                                                                                                                                                           June    30     2012   balances      522920                    529743        94662               41273                 53389
                                                                                                                                                                                                                                                                                 0.00%
                                                                                                                                         Impact of Recorded       Audit    Adjustments            2.31%                    5.75%      -19.39%                0.00%


                                                                                                                                                                                                                SEC

                     PMB                     Helm                      Donovan
                                                                                                  ACCOUNTANTS
                                                                                                                                                                                               MaProcessing
                                             CONSULTANTS            CERTIFIED       PURLIC




                                                                                                                                                                                                   AUG2
                                                                                                                                                                                                                   82012
                                                                                          INDEPENDENT AUDITORS REPORT
                                                                                               ON INTERNAL CONTROL
                                                                                                                                                                                             Wasbing00
                                                                                                                                                                                                         402
               To    the     Board          of Directors                of

                    Vestech          Securities               Inc


               In                         and                                    our audit               of the          financial          statements         and       supplemental             schedules             of Vestech
                     planning                       performing

               Securities             Inc         the     Company                            as of and              for    the     year ended              June     30     2012      in    accordance              with auditing

               standards             generally            accepted               in the       United States                 of America               we     considered the            Companys                 internal         control

                                                                                                                         basis    for    designing           our auditing           procedures           for the                        of
               over financial                reporting              internal             control               as                                                                                                       purpose

                                      our opinion                   on the financial                      statements              but not for the purpose                      of expressing             an     opinion          on    the
               expressing

               effectiveness                 of the            Companys                      internal              control            Accordingly              we     do      not    express           an      opinion          on     the


               effectiveness                of the        Companys                      internal         control



               Also         as required             by        rule    17a-5g1                          of the Securities               and     Exchange Commission                        SEC we                    have       made

               study         of the          practices              and          procedures                  followed            by    the        Company          including         tests     of such           practices            and

               procedures that                     we         considered relevant                             to    the     objectives             stated     in    rule    7a-5g            in    making           the       periodic

               computations                   of     aggregate                   indebtedness                      and     net        capital       under      rule        7a-3a1                 and        for    determining

                                          with the exemptive                                                       of rule         5c3-3           Because         the   Company             does      not carry          securities
               compliance                                                               provisions

               accounts             for     customers or perform custodial                                           functions          relating       to    customer         securities          we     did    not review the

               practices            and     procedures followed                              by the Company                      in    any of the following



                       Making             quarterly            securities               examinations                     counts        verifications          and    comparisons



                       Recordation                 of differences                   required             by rule            7a-1




                       Complying with                         the    requirements                       for    prompt payment                     for securities         under      Section            of Federal             Reserve

                       Regulation                   of the Board                    of Governors                    of the Federal Reserve                     System


               The management of                              the     Company                     is   responsible           for       establishing           and     maintaining            internal          control         and     the

                                    and                                                                                                                                             this                                  estimates
               practices                     procedures referred                             to    in the          preceding           paragraphs             In    fulfilling               responsibility

               and judgments                      by management are required                                        to    assess       the    expected        benefits        and    related        costs      of controls            and

               of the practices                   and     procedures                    referred          to    in the      preceding              paragraph         and      to   assess     whether           those         practices

               and     procedures can                     be expected                   to   achieve            the      SECs          above-mentioned                objectives             Two       of the objectives                of

               internal         control             and        the      practices                 and        procedures               are    to    provide         management               with     reasonable                but     not

                                    assurance            that       assets          for      which            the                           has responsibility             are     safeguarded                            loss       from
               absolute                                                                                              Company                                                                                against

               unauthorized                  use         or    disposition                   and         that       transactions              are     executed           in   accordance            with        managements
               authorization                 and         recorded                                       to                   preparation               of    financial         statements           in      accordance                with
                                                                                  properly                     permit

                                                                                        principles                   Rule    17a-5g                lists    additional         objectives          of the          practices          and
               generally             accepted             accounting

               procedures              listed       in the          preceding paragraph



               Because              of inherent           limitations                   in internal             control      or the          practices       and     procedures referred                 to     above          error or

                                                    and       not be detected                           Also                            of any evaluation                of them to future                                is
               fraud        may       occur                                                                         projection                                                                              periods             subject

                                                                                                                         because        of changes                                                                                      of
               to    the     risk that            they        may become                     inadequate                                                       in conditions           or that       the        effectiveness

               their        design and             operation              may deteriorate




5918    West    Courtyard     Drive       Suite    800    Austin       IX       78730

tel   512   258-9670          fax    512     258-5895                                                                                                                                                          AUSTIN     CHICAGO       DALLAS     HOUSTON

PMB     HELIN       DONOVAN           LLP           MEMBER           OF     RUSSELL           BEDFORD              INTERNATIONAL                                                                                        SAN    FRANCISCOSEATfl.E


     PMB                Helm                        Donovan
                                                  CERTWIED     PUBLIC     ACCOUNTANTS
                           CONSULTANTS




                                                                                                                            of         control          does    not        allow     management                or
     control         deficiency              exists          when         the     design      or     operation
                                                                                                                                                                       or detect          misstatements
                      in the       normal            course of performing                      their       assigned functions to prevent
employees
                                                                                                                                         combination            of control          deficiencies              that
                                                                                     is     control        deficiency              or
on      timely        basis             signfl        cant deficiency
                                                                           to                 authorize record                                      or report         financial          data    reliably in
adversely       affects           the    entitys             ability             initiate                                          process
                                                                                                                       such       that    there      is   more than                remote likelihood
accordance            with generally                    accepted           accounting          principles
                                                                                                                                                                                                will    not    be
that      misstatement                   of the              entitys            fmancial      statements               that       is    more than              inconsequential

                                                                           internal       control
prevented or detected                     by the entitys


                                                                                                                                                                deficiencies              that       results    in
                                                                                                    or     combination                 of significant
     material         weakness               is         significant             deficiency
                                                                            material        misstatement               of the fmancial                  statements           will not be prevented
more than              remote likelihood                       that

                                                     internal           control
or detected           by the entitys


                                                                                                                                                  described           in    the     first       and     second
                                        of    internal             control         was       for     the        limited       purpose
Our      consideration
                                                                                                                                   in    internal         control          that    might        be     material
                      and       would             not                              identify        all    deficiencies
paragraphs                                               necessarily
                                                                                                                             control         and    control         activities       for    safeguarding
weaknesses                 We      did not identify                      any     deficiencies            in internal

                                                                                                                  defined above
securities that             we     consider             to   be    material         weaknesses              as



                                                                                                                                       the                          referred        to    in the        second
                                                                                                   that                                      objectives
We      understand                that       practices             and      procedures                      accomplish
                                                                                               SEC         to    be                       for     its                      in     accordance           with the
                                                   are       considered by the                                         adequate                         purposes
paragraph of               this    report
                                                                                                                            and    that                         and       procedures            that    do     not
                                             Act        of 1934            and     related     regulations                                   practices
Securities           Exchange
                                                                        material                         indicate            material        inadequacy              for such        purposes            Based
accomplish            such objectives                    in     all                     respects
                                                                                                                                                                      and                                      not
                                              and       on our           study we           believe        that       the    Companys               practices                   procedures were
on     this   understanding
                                                                                                                      We                                                                             which     we
                                                                         the SECs                                             identified           several      audit       adjustments
adequate         at   June        30     2012           to    meet                           objectives

 consider       to    be        significant              deficiency



 This report           is    intended               solely         for     use of management                      of the          Company               the    SEC          the    Financial           Industry

                                                                                                                                                                                under                Securities
                       Authority                  Inc        and        other     regulatory         agencies           that       rely      on    rule        7a-5g                       the
 Regulatory
                                                                                          of registered           brokers          and       dealers          and    is    not intended to               be    and
 Exchange            Act of 1934                   in their regulation

 should not be used by anyone                                  other       than these         specified          parties




 PMB      Helm         Donovan LLP




 Austin        Texas

               24     2012
 August


                     PMB                    Helm                      Donovan
                                                                                             ACCOUNTANTS
                                            CONSULTANTS            CERT1ED        PUBLIC




                                                                                           INDEPENDENT                      AUDITORS                    REPORT



                    To      the    Board          of Directors              of

                         Vestech          Securities               Inc


                    We       have         audited            the      accompanying                      statement           of financial           condition              of Vestech              Securities              Inc      the
                                                                                                                                                                                                               stockholders
                    Company                       as of June                30 2012                and     the       related        statements           of operations                 changes            in

                                    and      cash           flows                                                ended       that                                                       to       rule      7a-5 under               the
                    equity                                                for    the         year then                                you        are     filing      pursuant

                    Securities            Exchange Act of 1934                                     These         financial          statements           are    the       responsibility                of the      Companys
                    management                        Our    responsibility                  is   to express          an opinion           on these        financial           statements           based        on our audit



                    We       conducted                our audit            in   accordance               with auditing              standards           generally           accepted         in the       United          States       of

                    America                Those            standards             require          that     we       plan    and      perform           the    audit        to    obtain         reasonable              assurance

                    about         whether             the    financial             statements             are    free    of material             misstatement                    An    audit      includes          examining

                    on       test     basis evidence                       supporting             the    amounts         and    disclosures              in the financial              statements              An        audit     also

                    includes          assessing              the     accounting                principles            used and        significant          estimates            made by management                           as well

                    as evaluating                 the overall              financial           statement          presentation              We     believe           that      our audit         provides            reasonable

                    basis     for     our opinion



                    In      our opinion                 the     financial                  statements           referred       to    above        present           fairly        in   all   material            respects           the

                    financial            position           of Vestech               Securities            Inc       as of June           30 2012             and    the results            of    its   operations          and        its


                    cash      flows for the year then ended                                         in conformity with                     accounting               principles         generally           accepted             in the

                    United States of America



                    Our      audit        was conducted                     for the           purpose           of forming           an    opinion        on        the    financial         statements             as      whole
                    The      information                    contained            in        Schedule             is    presented           for    purposes           of additional                analysis        and       is    not

                    required                      of the        basic        financial             statements            but    is    supplementary                  information required                      by    rule        7a-5
                                      part

                    under          the    Securities            Exchange                   Act of 1934                Such      information              is   the     responsibility               of management                   and

                    was      derived             from       and      relates directly                 to the         underlying accounting                     and        other    records          used to prepare                the

                    financial            statements The information has been                                            subjected          to the auditing                procedures applied                   in the audit            of

                    the      financial            statements                and       certain         additional            procedures             including              comparing              and     reconciling             such

                    information                  directly            to    the       underlying accounting                           and        other     records           used       to                      the        financial
                                                                                                                                                                                               prepare
                    statements              or to       the     financial             statements            themselves               and    other       additional             procedures in accordance                          with

                    auditing          standards              generally             accepted           in the         United States              of America             In      our opinion              the    information              is


                    fairly        stated         in   all   material            respects          in relation         to the    financial          statements             as      whole




                    PMB           Helm Donovan LLP


                            P4f3                  6/j%                                                                   L4
                    Austin          Texas

                    August          24      2012




5918    West    Courtyard     Drive      Suite    500       Austin    TX   78730

tel   612   258-9670         fax    612     258-8895
                                                                                                                                                                                                           AUSTIN        CHICAGO       DALLAS   HOUSTON
PMB     HELIN      DONOVAN          LIP               MEMBER         OF RUSSELL             BEDFORD        INTERNATIONAL                                                                                            SAN    FRANCISCOSEATILE



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