# MAY CAPITAL GROUP, L.L.C. X-17A-5 (2024-03-28) — Broker-dealer annual report - Company: MAY CAPITAL GROUP, L.L.C. - Form: X-17A-5 - Filed: 2024-03-28 - Period: 2023-12-31 - Accession: 0000930669-24-000001 - CIK: 930669 - File #: 8-47616 - Type: Broker-dealer - Material weakness: No - Auditor: Ohab and Company, PA - Auditor location: Maitland, FL - Contact: Lawrence E May - Phone: 2124890100 - Email: lmay@swmgrp.com - Website: swmgrp.com - Signed by: Lawrence E May (President) Original filing: https://www.sec.gov/Archives/edgar/data/930669/000093066924000001/maycapitalaudit-1.pdf --- {0}------------------------------------------------ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 **ANNUAL REPORTS FORM X-17A-5 PART** Ill FACING PAGE 0MB APPROVAL 0MB Number: 3235-0123 Expires: Nov. 30, 2026 Estimated average burden hours per response: 12 SEC FILE NUMBER Information Required Pursuant to Rules 17a-5, 17a-12, and lSa-7 under the Securities Exchange Act of 1934 FILING FOR THE PERIOD BEGINNING **O 1/01/2023** MM/DD/YY AND ENDING **12/23/2023** MM/DD/VY **A. REGISTRANT IDENTIFICATION** NAME oF FIRM: May Capital Group, LLC TYPE OF REGISTRANT (check all applicable boxes): [!) Brokeradealer O Security-based swap dealer 0 Major security-based swap participant D Check here If respondent is also an OTC derivatives dealer ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.) 1776 Broadway , Suite 1900 (No. and Street) New York NY 10019 (City) (State) (Zip Code} PERSON TO CONTACT WITH REGARD TO THIS FILING Lawrence E. May 212-489-0100 lmay@swmgrp.com (Name) (Area Code -Telephone Number) (Email Address) **B. ACCOUNTANT IDENTIFICATION** INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing\* OHAB AND COMPANY, PA (Name - if individual, state last, first, and middle name) 100 E SYBELIA AVENUE, SUITE 130 **MAITLAND** FL 32751 (Address) (City) (State) (Zip Code) JULY 28, 2004 1839 **FOR OFFICIAL USE ONLY (PCAOB Reg;m,tioa N,mbe,,** ;f **appH~bleJ** I .. Claims for exemption from the requirement that the annual reports be covered by the reports of an independent public accountant must be supported by a statement of facts and circumstances relied on as the basis of the exemption. See 17 CFR 240.17a-S(e)(l)(ii), if applicable. Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid 0MB control number. {1}------------------------------------------------ #### OATH R **AFFIRMATION** | | 2~
financial report pertaining to the firm of May Capital Group, LLC
as of
Pe.c e VV\ 6 e Y- | |-------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------| | | 3 i
is true and correct. I further swear (or affirm) that ~ther the company nor any
partner, officer, director, or equivalent person, as the case may be, has any proprietary interes in any account classified solely | | | 'I;:-?
•
I
as that of a customer. | | | | | | ~
Signature: | | | | | | Title: | | | President | | | | | | | | | \ | | | This fili~g** contains (check all applicable boxes): | | i!i! | (a) ' at ment of financial condition . | | | D (b) N es to consolidated statement of financial condition. | | | !! (c) Statement of income (loss) or, if there is other com rehensive income in the period(s) presented, a statement of | | | comprehensive income (as defined in § 210.1-02 of Regulation S-X). | | i!i! | (d) Statement of cash flows. | | i!i! | (e) Statement of changes in stockholders' or partners' or sole proprietor's equity. | | D | (f) Statement of changes in liabilities subordinated to cl ims of creditors. | | | !! (g) Notes to consolidated financial statements. | | i!i! | (h) Computation of net capital under 17 CFR 240.15c3-J or 17 CFR 240.lBa-1, as applicable. | | D | (i) Computation of tangible net worth under 17 CFR 240.-Ba-2. | | i!i! | U) Computation for determination of customer reserve requirements pursuant to Exhibit A to 17 CFR 240.15c3-3. | | D | (k) Computation for determination of security-based swap reserve requirements pursuant to Exhibit B to 17 CFR 240.1Sc3-3 or
Exhibit A to 17 CFR 240.lBa-4, as applicable. | | D | (I) Computation for Determination of PAB Requirements under Exhibit A to§ 240.15c3-3. | | !!ii | (m) Information relating to possession or control requirements for customers under 17 CFR 240.15c3-3. | | D | (n) Information relating to possession or control requirements for security-based swap customers under 17 CFR | | | 240.15c3-3(p)(2) or 17 CFR 240.lBa-4, as applicable. | | | !! (o) Reconciliations, including appropriate explanations, of the FOCUS Report with computation of net capital or tangible net | | | worth under 17 CFR 240.15c3-1, 17 CFR 240.lBa-1, or 17 CFR 240.lBa-2, as applicable, and the reserve requirements under 17 | | | CFR 240.15c3-3 or 17 CFR 240.18a-4, as applicable, if material differences exist, or a statement that no material differences | | | exist. | | D | (p) Summary of financial data for subsidiaries not consolidated in the statement of financial condition. | | | !!! (q) Oath or affirmation in accordance with 17 CFR 240.l 7a-5, 17 CFR 240.17a-12, or 17 CFR 240.lBa-7, as applicable. | | D | (r) Compliance report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. | | ii!!! | (s) Exemption report in accordance with 17 CFR 240.17a-S or 17 CFR 240.lBa-7, as applicable. | | | D (t) Independent public accountant's report based on an examination of the statement of financial condition | | !!!I | (u) Independent public accountant's report based on an examination of the financial report or financial statements under 17
CFR 240.17a-S, 17 CFR 240.lBa-7, or 17 CFR 240.17a-12 as applicable. | | D | (v) Independent public accountant's report based on an examination of certain statements in the compliance report under 17
CFR 240.17a-5 or 17 CFR 240.lBa-7, as applicable. | | | ~ (w) Independent public accountant's report based on a review of the exemption report under 17 CFR 240.17a-5 or 17
CFR 240.18a-7, as applicable. | | D | (x) Supplemental reports on applying agreed-upon procedures, in accordance with 17 CFR 240.15c3-le or 17 CFR 240.17a-12,
as applicable. | | | | - D (y) Report describing any material inadequacies fou d to exist or found to have existed since t he date of the previous audit, or a statement that no material inadequacies exist, under 17 CFR 240.17a-12(k). D (z) Other:-------------------------------------- - \*\*To request confidential treatment of certain portions of this filing, see 17 CFR 240.17a-5{e}(3) or 17 CFR 240.18a-7{d)(2), as applicable. {2}------------------------------------------------ ## MAY CAPITAL GROUP, LLC (SEC I.D. No. 8-47616) # FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULE FOR THE YEAR ENDED DECEMBER 31, 2023 AND REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM AND REVIEW REPORT REGARDING EXEMPTION PROVISIONS {3}------------------------------------------------ ![](_page_3_Picture_0.jpeg) I 00 E. Sybelia Ave. Suite 130 Maitland, FL 32751 *Certified Public* Accoun/011/s Email: pam@ohabco.com Telephone 407-740-7311 Fax 407-740-644 1 #### REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors and Members of May Capital Group, LLC #### **Opinion on the Financial Statements** We have audited the accompanying statement of financial condition of May Capital Group, LLC as of December 31, 2023, the related statements of income, changes in member's equity, and cash flows for the year then ended, and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of May Capital Group, LLC as of December 31, 2023, 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. #### **Basis for Opinion** These financial statements are the responsibility of May Capital Group, LLC's management. Our responsibility is to express an opinion on May Capital Group, LLC's financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to May Capital Group, LLC in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks . Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion. #### **Auditor's Report on Supplemental Information** The Schedule I has been subjected to audit procedures performed in conjunction with the audit of May Capital Group, LLC's financial statements. The supplemental information is the responsibility of May Capital Group, LLC's management. Our audit procedures included determining whether the supplemental information reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental information. In forming our opinion on the supplemental information, we evaluated whether the supplemental information, including its form and content, is presented in conformity with 17 C.F.R. §240.1 ?a-5. In our opinion, the Schedule I is fairly stated, in all material respects, in relation to the financial statements as a whole. We have served as May Capital Group, LLC's auditor since 2021 . Maitland, Florida March 25, 2024 {4}------------------------------------------------ ## **MAY CAPITAL GROUP, LLC STATEMENT OF FINANCIAL CONDITION DECEMBER 31, 2023** #### ASSETS | Cash and cash equivalents | | \$ 34,556 | |---------------------------|--|-----------| | Accounts receivable | | 7,296 | | Prepaid Expense | | 2,009 | | | | | | Total Assets | | \$ 43,860 | #### LIABILITIES AND MEMBER'S EQUITY | Accrued expenses and Accounts Payable | 5,960
\$ | |---------------------------------------|-------------| | Total Liabilities | 5,960 | | Contingencies | | | | | | Member's equity | 37,900 | | Total Liabilities and Member's Equity | \$ 43,860 | {5}------------------------------------------------ ## **MAY CAPITAL GROUP, LLC STATEMENT OF INCOME FOR THE YEAR ENDED DECEMBER 31, 2023** | Revenues: | | |----------------------------------------------------|---------------| | Mutual Funds, variable life and variable annuities | \$
137,765 | | Interest and dividends | 141 | | Total Revenues | 137,906 | | Expenses: | | | Rent | 6,000 | | Professional fees | 10,445 | | Travel and meals | 4,431 | | Office | 5,845 | | Regulatory fees | 2,907 | | Telephone | 840 | | Tax | 9,865 | | Total Expenses | 40,333 | | Net income | \$
97,573 | | | | {6}------------------------------------------------ ## **MAY CAPITAL GROUP, LLC STATEMENT OF CHANGES IN MEMBER'S EQUITY FOR THE YEAR ENDED DECEMBER 31, 2023** | | Total
Member's Equity | | |--------------------------------|--------------------------|--| | Balance, December 31
, 2022 | \$
45,327 | | | Member's distributions | (105,000) | | | et income | 97,573 | | | Balance, December 31
, 2022 | \$
37,900 | | {7}------------------------------------------------ ## **MAY CAPITAL GROUP, LLC STATEMENT OF CASH FLOWS FOR THE YEAR ENDED DECEMBER 31, 2023** | Cash Flows From Operating Activities: | | |-------------------------------------------------------------|--------------| | Net income | \$
97,573 | | Adjustment to reconcile net income | | | to net cash provided by operating activities: | | | (Increase) decrease in Accounts Receivable | 1,419 | | (Increase) Decrease in Prepaid Expense | (450) | | Increase (Decrease) in Accounts payable and Accrued Expense | 250 | | Net Cash Provided by Operating Activities | 98,792 | | Cash Flows (Used) by Investing Activities | \$ | | Cash Flows (Used) by Financing Activities: | | | Member's distributions | (105,000) | | Net Cash (Used) by Financing Activities | (105,000) | | Net Increase In cash and cash equivalents | (6,208) | | Cash and cash equivalents at beginning of the year | 40,764 | | Cash and cash equivalents at end of the year | \$
34,556 | | Non Cash Items | | | Interest | \$ | | Taxes | \$ | | Total Non-cash items | \$ | {8}------------------------------------------------ # **MAY CAPITAL GROUP, LLC OTES TO FINANCIAL STATEMENTS DECEMBER 31, 2023** ### **1.** *ORGANIZATION AND NATURE OF BUSINESS* May Capital Group LLC (the "Company"), was formed as a limited liability company on August 15, 1994 in the State of New Jersey. The Company is a fully disclosed broker dealer and sells mutual funds, variable life insurance and variable annuities as outlined in their FINRA membership agreement. ### **2.** *SIGNIFICANT ACCOUNTING POLICIES* ### **Revenue Recognition** Securities transactions and the related revenues and expenses are recorded in the financial statements on a trade date basis. ### **Mutual Fund Fees, Variable Life and Variable Annuity Fees** The Company enters into agreements with Mutual Funds, Variable Life and Variable Annuities ("Funds") to distribute shares to investors. The Company may receive distribution fees paid by the Fund upfront, over time, upon the investors exit from the fund, or as a combination thereof. The Company believes that its performance obligation is the sale of securities to investors and as such this is fulfilled on the trade date. Any fixed amounts are recognized on the trade date and variable amounts are recognized to the extent it is probable that a significant revenue reversal will not occur once the uncertainty is resolved. For variable amounts, as the uncertainty is dependent on the value of the shares at future points in time as well as the length of time the investor remains in the fund, both of which are highly susceptible to factors outside the Company's influence. The Company does not believe that it can overcome this constraint until the market value of the Fund and the investor activities are known, which usually occurs monthly or quarterly. Mutual Fund Fees, Variable Life and Variable Annuity Fees recognized in the current period are primarily related to pe1fonnance obligations that have been satisfied in prior periods. ### **Property and Equipment** Property and equipment are recorded at cost. Depreciation had been computed using accelerated methods of depreciation. Expenditures for repairs and maintenance are charged to operations as incurred. Additions and improvements are capitalized. {9}------------------------------------------------ ### **Income Taxes** No provision for Federal or State income taxes has been made in the accompanying financial statements since such liabilities and related expenses are the responsibility of the member. The Company is responsible for a NYC unincorporated business tax on income, which is calculated at the statutory rate. ### **Use of Estimates** The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the reported amounts of the assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. ### **3.** *NEW ACCOUNTING GUIDANCE* In June 2016, the FASB issued Accounting Standards Update (ASU) 2016-13 - Current Expected Credit Losses ("CECL") which replaces the current incurred loss model used to measure impairment loss with an expected loss model for trade and other receivables. The Company adopted the standard during 2020, under the modified retrospective approach to the earliest period resented. The adoption of ASU 2016-13 did not have a material effect on the Company's financial statements. ### **4.** *CASH FLOW INFORMATION* The Company considers all short-term investments with an original maturity of three months or less to be cash equivalents. ## **5.** *ACCOUNTS RECEIVABLE* Accounts receivable represent commissions due from mutual funds, insurance companies and trust sponsors. Management has determined that no allowance for credit losses is necessary at December 31, 2023. {10}------------------------------------------------ ## 6. *CONCENTRATION OF CUSTOMER RECEIVABLES* For the year ended December 31, 2023 , three customers accounted for 88% of the Company's Accounts Receivable. ### **7.** *DISAGGREGATED REVENUE FROM CONTRACTS WTH CUSTOMERS* Mutual Funds, variable life and variable annuities: | Commission income | \$114,552 | |-------------------------------------------------|-----------| | Mutual Fund trails | \$ 23,213 | | Total mutual funds, variable life and annuities | \$137,765 | ## **8.** *NET CAPITAL REQUIREMENTS* The Company is a member of the Financial Industry Regulatory Authority (FINRA) and subject to the Securities and Exchange Commission's Uniform Net Capital Rule (Rule 15c3-l), which requires the maintenance of minimum net capital of \$5,000 and requires that the ratio of aggregate indebtedness to the net capital, both as defined, shall not exceed 15 to 1. At December 31, 2023 the Company had net capital of \$28,596 which was \$23,596 in excess of the amount required. The ratio of aggregate indebtedness to net capital was 20.84%. ### **9.** *SUBSEQUENT EVENTS* The Company has evaluated subsequent events through March 25, 2024, the date on which these financial statements were available to be issued. The Company did not identify any material subsequent events requiring adjustment to or disclosure in its financial statements. ## **10.** *RELATED PAR TY TRANSACTIONS* The Company entered into an Expense Sharing Agreement with May Financial Group, LTD ("Affiliate") dated January 4, 2018. The agreement provides that May Capital Group LLC will pay Affiliate \$830 per month for: Rent, administrative costs, telephone and postage. The total paid for 2023 was \$9,960. At December 31, 2023, there is nothing due to May Financial Group under the arrangement. {11}------------------------------------------------ ## **MAY CAPITAL GROUP, LLC COMPUTATION OF NET CAPITAL UNDER RULE 15c3-1 OF THE SECURITIES AND EXCHANGE COMMISSION DECEMBER 31, 2023** | NET CAPITAL: | | |-----------------------------------------------------------------------------------------------------------------------------|--------------| | Total members' equity | \$
37,900 | | Deductions and/or charges: | | | Accounts receivable | (7,296) | | Prepaid expenes | (2,009) | | Total adjustments to Net Capital | (9,305) | | Net capital before haircuts on securities positions | 28,596 | | Haircuts on securities positions | | | Undue concentration | | | Net Capital | \$
28,596 | | AGGREGATE INDEBTEDNESS:
Items included in tbe statement of financial condition:
Accounts payable and accrued expenses | 5,960 | | | | | COMPUTATION OF BASIC NET CAPITAL REQUIREMENT:
Minimum net capital required (6-2/3% of aggregate indebtedness) | 5,710 | | Minimum net capital required | 5,000 | | Excess net capital | \$
23,596 | | Percentage of aggregate indebtedness to net capital is | 20.84% | | | | | Reconciliation with Company's computation as of 12/31/23 | | | Net Capital as reported on FOCUS Form X-17 A-5 Part lIA (unaudited) | \$
28,596 | | Increase in allowable assets | \$ | | Net capital as reported above | \$
28,596 | {12}------------------------------------------------ ![](_page_12_Picture_0.jpeg) I 00 E. Sybelia Ave. Suite I 30 Maitland, FL 32751 *Certified Public* Acco11nta11ts Email : pam@ohabco.com Telephone 407-740-7311 Fax 407-740-644 1 #### REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors and Members of May Capital Group, LLC We have reviewed management's statements, included in the accompanying Rule 15c3-3 Exemption Report pursuant to SEC Rule 17a-5, in which (1) May Capital Group, LLC (the Company) did not claim an exemption under paragraph (k) of 17 C.F.R. §240.15c3-3, and (2) the Company is filing this Exemption Report relying on Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5 because the Company limits its business activities exclusively to mutual fund retailer, broker or dealer selling variable life insurance or annuities and investment advisory services. In addition, the Company did not directly or indirectly receive, hold, or otherwise owe funds or securities for or to customers, other than money or other consideration received and promptly transmitted in compliance with paragraph (a) or (b)(2) of Rule 15c2-4 and/or funds received and promptly transmitted for effecting transactions via subscriptions on a subscription way basis where the funds are payable to the issuer or its agent and not to the Company; did not carry accounts of or for customers; and did not carry PAB accounts (as defined in Rule 15c3-3) throughout the most recent fiscal year without exception. May Capital Group, LLC's management is responsible for compliance with the provisions contemplated by Footnote 74 of SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5 and related SEC Staff Frequently Asked Questions and its statements. Our review was conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States) and, accordingly, included inquiries and other required procedures to obtain evidence about May Capital Group, LLC's compliance with the exemption provisions. A review is substantially less in scope than an examination, the objective of which is the expression of an opinion on management's statements. Accordingly, we do not express such an opinion. Based on our review, we are not aware of any material modifications that should be made to management's statements referred to above for them to be fairly stated, in all material respects, based upon the Company's business activities contemplated by Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5, and related SEC Staff Frequently Asked Questions. Ohab and Company, PA Maitland, Florida March 25, 2024 {13}------------------------------------------------ # **MAY CAPITAL GROUP, LLC EXEMPTION REPORT** **May Capital Group, LLC (the "Company")** is a registered broker-dealer subject to Rule 17a-S promulgated by the Securities and Exchange Commission (17 C.F.R. § 240.l 7a-5, "Reposts to be made by certain brokers and dealers"). This Exemption Report was prepared as required by 17 C.F.R. § 240.17a-5 (d)(l) and (4). To the best of its knowledge and belief, the Company states the following: - (1) The Company does not claim an exemption under paragraph (k) of 17 C.F.R. § 240.15c3-3, and - (2) The Company is filing this Exemption Report relying on Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240. l 7a-5 because the company limits its business activities exclusively to Mutual fund retailer, Broker or Dealer selling variable life insurance or annuities and Investment Advisory services; and the Company (1) did not directly or indirectly receive, hold or otherwise owe funds or securities for or to customers, (other than money or other consideration received and promptly transmitted in compliance with paragraph (a) or (b)(2) of Rule 15c2-4 and/or funds received and promptly transmitted for effecting transactions via subscriptions on a subscription way basis where the funds are payable to the issuer or its agent and not to the Company): (2) did not carry accounts of or for customers; and (3) did not carry P AB accounts (as defined in Rule 1 Sc3-3) throughout the most recent fiscal year without exception. **May Capital Group, LLC** I, **Lawrence E. ay,** swear (or affirm) that, to my best knowledge and belief, this Exemption d rrect February 2, 2024 Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.