Per NASD Rules 3510 and 3520 and for the security and convenience of our customers, agents, and employees, Whitehall-Parker Securities, Inc.(“the firm”) hereby institutes the following business continuity plan(“BCP”):
I. Emergency Contact Persons
The emergency contact persons for the firm are:
- Robert Yu Loo
8255 Las Vegas Blvd. South
Las Vegas, NV 89123
- Donald Everhart
100 N. Adams Street, Suite B
Dixon, CA 95620
Mr. Robert Yu Loo shall review these names within 17 business days of the end of each quarter and shall update them in the event of a material change.
II. Firm Policy
Our firm’s policy is to respond to a Significant Business Disruption (SBD) by safeguarding employees’ lives and firm property, making a financial and operational assessment, quickly recovering and resuming operations, protecting all of the firm’s books and records, and allowing our customers to transact business. In the event that we determine we are unable to continue our business, we will assure customers prompt access to their funds and securities.
A. Significant Business Disruptions (SBDs)
Our plan anticipates two kinds of SBDs, internal and external. Internal SBDs affect only our firm’s ability to communicate and do business, such as a fire in our building. External SBDs prevent the operation of the securities markets or a number of firms, such as a terrorist attack, a city flood, a highly contagious infection epidemic, or a wide-scale, regional disruption. Our response to an external SBD relies more heavily on other organizations and systems, especially on the capabilities of our clearing firm, Pershing LLC.
B. Approval and Execution Authority
Mr. Robert Yu Loo, a registered principal, is responsible for approving the BCP, conducting the required annual review, and altering the BCP as warranted. Mr. Robert Yu Loo, President has the authority to execute this BCP.
C. Plan Location and Access
Our firm shall maintain copies of its BCP, the annual reviews, and the changes that have been made to it for inspection. We have given the San Francisco office of FINRA a copy of our plan. An electronic copy of our plan is located on the main office computer hard disk, in a hard copy BCP file, and in secured, off-site electronic storage, per our regular backup storage procedures described in our supervisory procedures manual.
III. Business Description
Our firm conducts business in equity, fixed income, mutual fund, insurance, and other special product securities. Our firm is an introducing firm and does not perform any type of clearing function for itself or others. Our firm does not hold customer funds or securities. Our firm merely accepts and enters orders, primarily from retail customers. All transactions are sent to our clearing firm or directly to securities issuers(insurance companies, mutual funds, special product issuers), who execute our orders, compare them, allocate them, clear and settle them. Our clearing firm and the aforementioned issuers also maintain our customers’ accounts, can grant customers access to them, and can deliver funds and securities.
Our clearing firm is Pershing, LLC(located at One Pershing Plaza, Jersey City, NJ), and our contact personnel at that clearing firm can be reached at (800) 635-9881. Our clearing firm has also given us alternative contacts in the event it cannot be reached(see the Pershing BCP in the firm’s BCP file). Our firm has provided our clearing firm with our alternative contacts as well. All of the other issuers can be reached at the addresses and phone numbers listed on our approved dealer list(also included in the BCP file).
IV. Office Locations
Our Firm has its main office located at 117 Paul Drive, Suite B, San Rafael, CA 94903. Its main telephone number is (415) 421-5935. Our employees and customers may travel to that office by means of foot, car, subway, train, bus, boat, or plane. We engage in order taking, transaction entry, and recordkeeping at this location and maintain all hardcopy and electronic files there. Additionally, the firm has five(5)non-OSJ branch offices located at 1990 N. California Blvd. 8th Floor Walnut Creek, CA 94596(Ken Zupo telephone number (408) 489-2353), 100 N. Adams Street Suite #B Dixon, CA 95620(Donny Everhart telephone number (707) 678-4600), 1078 Carol Lane #203 Lafayette, CA 94549(Tomas Velken telephone number (925) 963-4911), 25260 Parkway Avenue Suite B Wilsonville, OR 97070(Robert Zink telephone number (503) 880-6968), and 3017 Douglas Blvd. Suite #300 Roseville, CA 95661(Steve Sanders telephone number (530) 415-1166). WPS currently has four(4) non-branch branch offices located at 18526 Caminito Pasadero San Diego, CA 92128(Peter Zaayer), 525 West El Norte Parkway Suite #81 Escondido, CA 92026(Thomas Downey), 7160 Ludlow Drive Roseville, CA 95747(Gary Hancock), and 11445 E. Via Linda Suite 2-426 Scottsdale, AZ 85259(Philip Taylor). These branch locations were established for the sole personal use of the above-named registered representatives and should not be used as a substitute location unless management of the firm has instructed its personnel and customers to do so after receiving permission from the above-named registered representatives. Many of our registered representatives conduct some of their operations from their personal residences, which can be used in place of our regular offices in case of emergency or disruption with their permission.
V. Alternative Physical Location(s) of Employees
In the event of an SBD, we shall move our staff to 8255 Las Vegas Blvd. South Unit #1312 Las Vegas, NV 89123(the home of the president of the firm). The telephone number of this location is (415) 609-0781. If that location is not accessible, we shall move all of the firm’s operations to the home of our Principal II(Donny Everhart) at 745 West B Street Dixon, CA 95620. The phone number at that location is (707) 673-7599. The firm may alternatively arrange for use of one or more of the firm’s branch offices with their permission or one or more other locations, the details of which shall be determined based on the existing circumstances and the needs of our customers and registered representatives.
VI. Customers’ Access to Funds and Securities
Our firm does not maintain custody of customers’ funds or securities, which are maintained at our clearing firm(Pershing, LLC) and at various approved securities issuers(see approved dealer list in BCP file). In the event of an internal or external SBD, if telephone service is available, our registered persons shall take customer orders or instructions and contact our clearing firm and/or approved securities issuers on their behalf, and if our Web access is available, our firm shall post on our Web site that customers may access their funds and securities by contacting Robert Yu Loo or other persons he may designate at the alternative physical locations above. With respect to the approved securities issuers outside our clearing firm, all clients have direct access to their accounts at all times and can use the contact information on their latest statements. We shall assist our clients with this process as warranted. The firm shall make this information available to customers through its disclosure policy.
If SIPC determines that we are unable to meet our obligations to our customers or if our liabilities exceed our assets in violation of Securities Exchange Act Rule 15c3-1, SIPC may seek to appoint a trustee to disburse our assets to customers. Robert Yu Loo or other persons he may designate will assist SIPC and the trustee by providing our books and records, identifying customer accounts subject to SIPC regulation.
VII. Data Back-Up and Recovery (Hard Copy and Electronic)
Our firm maintains its primary hard copy books and records and its electronic records at its main office at 117 Paul Drive, Suite B, San Rafael, CA 94903. RobertYu Loo (president/CEO), who reports to this location, is responsible for the maintenance of these books and records. Our firm maintains the following document types and forms that are not transmitted to our clearing firm or other approved securities issuers: financial/accounting information for the firm, required regulatory compliance files, customer correspondence and other client suitability information, product information, registered representative personnel files, vendor billings/information, firm licensing documents, payroll information, and banking information.
Our firm maintains its back-up hard copy books and records at 8255 Las Vegas Blvd. South Unit #1312 Las Vegas, NV 89123(the home of the president of the firm). These records include paper and electronic documents. RobertYu Loo(president) is responsible for the maintenance of these back-up books and records. If not at the firm’s main office, he can be reached at (415) 609-0781(c).
Our firm backs up its paper records by copying them and transporting them to our back-up site. We back up our records annually. Our firm backs up its electronic records weekly by saving all information to a zip drive and maintaining a copy at 8255 Las Vegas Blvd. South Unit #1312 Las Vegas, NV 89123(the home of the president of the firm).
In the event of an internal or external SBD that causes the loss of our paper records, Robert Yu Loo will physically recover them from our back-up site. If our primary site is inoperable, we will continue operations from our back-up site or an alternate location. For the loss of electronic records, we will either physically recover the storage media or electronically recover data from our back-up site, or, if our primary site is inoperable, continue operations from our back-up site or an alternate location.
VIII. Financial and Operational Assessments
A. Operational Risk
In the event of an SBD, Robert Yu Loo shall immediately identify what means will permit our firm to communicate with our customers, employees, critical business constituents, critical banks, critical counter-parties, and regulators. Although the effects of an SBD will determine the means of alternative communication, the communications options Robert Yu Loo shall employ shall include our Web site, telephone voice mail, secure e-mail, and the US mail. In addition, Robert Yu Loo shall retrieve our key activity records as described in the section above, Data Back-Up and Recovery (Hard Copy and Electronic). Robert Yu Loo shall periodically(as warranted) assess the changes in these exposures, and quickly make such an assessment in connection with an SBD.
B. Financial and Credit Risk
In the event of an SBD, Robert Yu Loo shall determine the value and liquidity of our investments and other assets to evaluate our ability to continue to fund our operations and remain in capital compliance. Robert Yu Loo shall contact our clearing firm, other securities issuers, critical banks, and investors to apprise them of our financial status. If he determines that we may be unable to meet our obligations to those counter-parties or otherwise to continue to fund our operations, he shall request additional financing from our bank or other credit sources to fulfill our obligations to our customers and clients. If our firm cannot remedy a capital deficiency, Robert Yu Loo shall file appropriate notices with our regulators and immediately take appropriate steps, including assisting our clients and our registered representatives in the movement of their accounts to other broker/dealers and/or advisors. Robert Yu Loo shall also endeavor to wind up the operations of the firm, as necessary, with respect to the firm’s regulators, creditors, and vendors.
IX. Mission Critical Systems
Our firm’s “mission critical systems” are those that ensure prompt and accurate processing of securities transactions, including order taking, entry, execution, comparison, allocation, clearance and settlement of securities transactions, maintenance of customer accounts, access to customer accounts, communications with our customers, and delivery of funds and securities.
We have primary responsibility for establishing and maintaining our business relationships with our customers and have sole responsibility for our mission critical functions of order taking, entry, comparison, and execution communication. Our clearing firm and our other securities issuers provide, through contract, the execution, allocation, clearance, and settlement of securities transactions, and the maintenance of customer accounts, access to customer accounts, and delivery of funds and securities.
An addendum to our clearing firm contract provides that the clearing firm shall maintain a business continuity plan and the capacity to execute that plan(see the Pershing BCP in our BCP file). Our clearing firm has represented to our firm that it shall advise us of any material changes to its plan that might affect our ability to maintain our business. Our clearing firm has also represented that in the event it executes its plan, it shall notify us of such execution and provide us equal access to services as its other customers. Our clearing firm has additionally represented that if our firm reasonably determines that our clearing firm has not or cannot put its plan in place quickly enough to meet our needs, or is otherwise unable to provide access to such services, it shall assist us in seeking services from an alternative source.
Our clearing firm has represented to our firm that it backs up our records at a remote site and operates a back-up operating facility in a geographically separate area with the capability to conduct the same volume of business as its primary site. Our clearing firm has also confirmed through periodic testing the effectiveness of its back-up arrangements to recover from a wide-scale disruption.
Recovery time and resumption time objectives provide concrete goals to plan for and test against. They are not, however, hard and fast deadlines that must be met in every emergency situation, and various external factors surrounding a disruption, such as time of day, scope of disruption, and status of critical infrastructure(particularly telecommunications) can affect actual recovery times. “Recovery” refers to the restoration of clearing and settlement activities after a wide-scale disruption. “Resumption” refers to the capacity to accept and process new transactions and payments after a wide-scale disruption. Our clearing firm has the following SBD recovery time and resumption time objectives: recovery time period of less than four(4) hoursand resumption time of within the same business day. Our clearing firm tests its disaster recovery capabilities quarterly and provides our firm with its findings. Of course, the nature of the disruption will be the greatest determinant of performance.
A. Our Firm’s Mission Critical Systems
1. Order Taking
Currently, our firm receives orders from customers via telephone, US mail, private express delivery, and in-person visits with the customer in the main office or at other locations. During an SBD, either internal or external, Robert Yu Loo shall determine all communications mediums available to our firm and authorize the appropriate procedures for interacting. Our firm shall continue to take orders through any of the authorized methods that are available and reliable, and in addition, as communications permit, our firm shall inform our customers when communications become available to tell them what alternatives they have to send their orders to us. If necessary, we shall advise our customers to place orders directly with our clearing firm and our other securities issuers with their contact information provided.
2. Order Entry
Currently, our firm enters orders by recording them on paper and transmitting them to our clearing firm electronically and to our other securities issuers telephonically or through the US mail. In the event of an internal SBD, we shall enter and send records to our clearing firm and our other securities issuers by the fastest alternative means available, which may include telephone, cell phone, fax, e-mail, US mail, and/or private express delivery. In the event of an external SBD, we will maintain the paper format, and deliver the order to the clearing firm and our other securities issuers by the fastest means available when it resumes operations. In addition, during an internal SBD, we may need to refer our customers to deal directly with our clearing firm and our other securities issuers for order entry.
3. Order Execution
We currently execute orders by introducing them to our clearing firm and our other securities issuers. In the event of an internal SBD, we would continue this process using all available and appropriate means. In the event of an external SBD, we would attempt to work around any deficiencies in the operations of our clearing firm and/or our other securities issuers to perform all of our customers’ requests.
B. Mission Critical Systems Provided by Our Clearing Firm
Our firm relies, by contract, on our clearing firm and our other securities issuers to provide order execution, order comparison, order allocation, the maintenance of customer accounts, delivery of funds and securities, and access to customer accounts. Our clearing firm and other securities issuers have performed significant examination of their own mission critical systems, designing redundancy into their systems and providing for internal and external SBDs on their end. Our clearing firm has provided us with it BCP(see our firm’s BCP file) to demonstrate its assessment of its mission critical systems and its planned responses to various potential disruptions.
X. Alternate Communications Between the Firm and Customers, Employees, and Regulators
We now communicate with our customers using the telephone, fax, U.S. mail, and in- person visits at our office or at other locations. In the event of an SBD, we shall assess which means of communication are still available to us, and use the means closest in speed and form (written or oral) to the means that we have used in the past to communicate with other parties. If he deems necessary, Robert Yu Loo shall provide guidance to customers as to available communication channels and the status of disruptions on the firm’s website(www.whitehall-parker.com).
We now communicate with our employees using the telephone, fax, and in person. In the event of an SBD, we will assess which means of communication are still available to us and use the means closest in speed and form (written or oral) to the means that we have used in the past to communicate with other parties. We will also employ a call tree so that senior management can reach all employees quickly during an SBD. The call tree includes all staff home and office phone numbers, which are maintained in the firm’s BCP file. We have identified persons, noted below, who live near each other and may reach each other in person:
The person to invoke use of the call tree is Robert Yu Loo.
|Robert Yu Loo||Ken Zupo, Robert Rowell, Tomas Velken, Douglas McDonnell, Robert Zink, Steve Sanders, Thomas Downey, Gary Hancock, Terry Shea, Shannon Haddow-Gibson.|
|Don Everhart||Dan Pisenti, Peter Zaayer, Philip Taylor.|
We are currently members of the Financial Industry Regulatory Authority(FINRA) and the Securities Investor Protection Corporation(SIPC), as well as licensed with the California Department of Insurance. We also report to the Securities and Exchange Commission(SEC), the Municipal Securities Rulemaking Board(MSRB), and the Department of Corporations. We communicate with our regulators using the telephone, fax, U.S. mail, and in person. In the event of an SBD, Robert Yu Loo shall assess which means of communication are still available to our firm, and authorize the means closest in speed and form (written or oral) to the means that we have used in the past to communicate with the other parties.
XI. Critical Business Constituents, Banks, and Counter-Parties
A. Business Constituents
We have contacted our critical business constituents(entities with whom we have an ongoing commercial relationship in support of our operating activities, such as vendors providing us critical services), and determined the extent to which we can continue our relationship with them in light of the internal or external SBD. We shall quickly establish alternative arrangements if a business constituent can no longer provide the needed goods or services when we need them because of a SBD to them or to our firm. Our major business constituents are:
1. Pershing LLC(clearing firm)-One Pershing Plaza, Jersey City, NJ (800) 635-9881(DBS) and (800) 225-4830(Trading)
2. Wells Fargo Bank(bank)-464 California Street, San Francisco, CA (415) 396-7392
3. Professional Financial Investors, Inc.(landlord)-350 Ignacio Blvd. Suite 300, Novato, CA 94949 (415) 858-2836
4. Go Daddy(web hosting)-1020 Enterprise Way #300 Sunnyvale, CA 94089 (480) 505-8877
5. GlobalRelay(email/storage)-220 Cambie Street, 2nd Floor Vancouver BC V6B 2M9 Canada (604) 484-6630
6. 8X8(telephone)-675 Creekside Way, Campbell, CA 95008 (844) 915-4317
7. Comcast(cable/internet)-9602 S. 300 West Suite B, Sandy. UT 84070 (800) 391-3000
8. Novogradac & Co. LLP(accountant/auditor)-1160 Battery Street East Building, 4th Floor San Francisco, CA 94111 (415) 356-8000
9. Mercer Consumer(fidelity bonding)-P.O. Box 310293 Des Moines, IA 50331-0293 (800) 978-6273
Our firm currently has no outstanding loans from any banks or other lenders. If our firm does ever obtain such financing, Robert Yu Loo will contact our banks and lenders to determine whether they can continue to provide the financing that our firm will need in light of an internal or external SBD. The bank maintaining our operating account is listed above(#2). We also maintain reserve accounts with our clearing firm listed above(#1). If our banks and other lenders are unable to provide the financing, Robert Yu Loo shall seek alternative financing immediately from the banking relationships available to us at the time of the SBD.
Our firm has contacted our critical counter-parties, such as other broker-dealers or institutional customers, to determine if our firm will be able to carry out our transactions with them in light of the internal or external SBD. Where the transactions cannot be completed, Robert Yu Loo shall work with our clearing firm and our other securities issuers or contact those counter-parties directly to make alternative arrangements to complete those transactions as soon as possible.
XII. Regulatory Reporting
Our firm is subject to regulation by the FINRA, SEC, SIPC, MSRB, and the California Departments of Insurance and Corporations. Our firm currently files reports with our regulators using paper copies in the U.S. mail, and electronically using fax, e-mail, and the Internet. In the event of an SBD, Robert Yu Loo will check with all of our regulators to determine which means of filing are still available to us, and use the means closest in speed and form (written or oral) to our previous filing method. In the event that our firm cannot contact our regulators, our firm shall continue to file required reports using the communication means available to us. Our regulators can be reached at the following:
1. FINRA(local)-100 Pine Street Suite #1800, San Francisco, CA 94111 (415) 217-1100
2. FINRA(national)-9509 Key West Avenue 3rd Floor, Rockville, MD 20850 (301) 590-6500
3. SEC(local)-44 Montgomery Street Suite #2800 San Francisco, CA 94104
4. SEC(national)-450 5th Street NW, Washington, DC 20549 (202) 272-7450
5. SIPC-1667 K Street NW Suite #1000, Washington, DC 20006-1620 (202) 371-8300
6. MSRB-1300 I Street NW Suite #1000, Washington, DC 20005 (202) 838-1500
7. CA Dept. of Insurance(local)-45 Fremont Street 23rd Floor, San Francisco, CA 94105 (415) 904-6072
8. CA Dept. of Insurance(state)-300 Capitol Mall Suite #1700, Sacramento, CA 95814 (916) 322-3555
9. CA Dept. of Business Oversight(local)-One Sansome Street Suite #600, San Francisco, CA 94104 (415) 972-8565
10. CA Dept. of Business Oversight(state)-1515 K Street Suite #200, Sacramento, CA 95814 (916) 445-7205
XIII. Disclosure of Business Continuity Plan
We provide a written summary of our BCP to customers at account opening. We also reference its existence on our Web site and mail it to customers upon request. Our summary addresses the possibility of a future SBD and how we plan to respond to events of varying scope. In addressing the events of varying scope, our summary (1) includes specific scenarios of varying severity (e.g., a firm-only business disruption, a disruption to a single building, a disruption to a business district, a city-wide business disruption, and a regional disruption); (2) states whether we plan to continue business during that scenario and, if so, our planned recovery time; and (3) provides general information on our intended response. Our summary discloses the existence of back-up facilities and other arrangements. Robert Yu Loo or any principal he designates shall ensure that the aforementioned disclosure has been delivered to each customer at account opening. His signature or the signature of whichever principal he designates approving the new account shall document that the approving principal has assured himself of the proper delivery of this disclosure and attests to the proper receipt by the customer. Robert Yu Loo shall also ensure that the BCP disclosure statement to customers is displayed on the firm’s website(www.whitehall-parker.com) as long as it is operational, and that all changes to the statement are immediately made to the disclosure on the firm’s website.
XIV. Updates and Annual Review
Robert Yu Loo shall update this plan whenever we have a material change to our operations, structure, business or location or to those of our clearing firm or our other securities issuers. In addition, Robert Yu Loo shall review this BCP annually and as warranted to modify it for any changes in our operations, structure, business, or location or those of our clearing firm and/or our other securities issuers.
XV. Senior Manager Approval
I have approved this Business Continuity Plan as reasonably designed to enable our firm to meet its obligations to customers in the event of an SBD.
Signed: Robert Yu Loo
Title: President & CEO
Date: June 30, 2020