# BROOKFIELD PRIVATE ADVISORS LLC X-17A-5 (2022-02-25) — Broker-dealer annual report - Company: BROOKFIELD PRIVATE ADVISORS LLC - Form: X-17A-5 - Filed: 2022-02-25 - Period: 2021-12-31 - Accession: 0001102673-22-000002 - CIK: 1470736 - File #: 8-68370 - Type: Broker-dealer - Material weakness: No - Auditor: Deloitte & Touche LLP - Auditor location: New York, NY - Contact: Michael Stupay - Phone: 2128971692 - Website: deloitte.com - Signed by: Robert White (CEO, Managing Partner) Original filing: https://www.sec.gov/Archives/edgar/data/1470736/000110267322000002/bpal21s.pdf --- {0}------------------------------------------------ (A wholly owned subsidiary of Brookfield Private Advisors Holdings, LLC) Statement of Financial Condition Pursuant to Rule 17a-5 under the Securities Exchange Act of 1934 December 31 , 2021 {1}------------------------------------------------ #### **ITED STATES SECURITIES AND EXCHA** GE **COMMISSION** Washington, D.C. 20549 # **ANNUAL REPORTS FORM X-17A-5 PART Ill** | 0MB APPROVAL | |--------------------------| | 0MB Number: 3235-0123 | | Expires: Oct. 31, 2023 | | Estimated average burden | | hours per response: 12 | | | SEC FILE NUMER 8- 68370 **FACING PAGE Information Required Pursuant to Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934** FILING FOR THE PERIOD BEGINNING **0 1/01 /21** AND ENDING **12/31 /21** --------- MMJD D !YY MM/DD/YY #### **A. REGISTR TIFICATIO** # NAME OF FIRM: Brookfield Private Advisors LLC ------------------------------ TYPE OF REGISTRANT (check all applicable boxes): IZI Broker-dealer D S curity-based swap deal r D Major security-bas d swap participant D Check here if respondent is also an OTC deri ati es dealer ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.) | | B. ACCOUNTANT IDENTIFICATION | | |----------------------------------|--------------------------------------------------------|------------------------------| | (Name) | (Area Code - Telephone
umber) | (Email
ddres ) | | (212) 897-1692
Michael Stupay | | mstupay@integrated.so1utions | | | PERSON TO CONTACT WITH REGARD TO THIS FlLING | | | (City) | ( late) | (Zip Code) | | New York | NY | 10281-1021 | | | ( o. and Street) | | | | 4 World Financial Center, 250 Vesey Street, 15th Floor | | INDEPENDENT PUBLIC ACCOUNTANT whos reports are contained in this filing\* ## Deloitte & Touche LLP | ame- if individual, state last, first, and middle name) | | | | | | |---------------------------------------------------------|---------------------------------------------|---------|------------|--|--| | 30 Rockefeller Plaza | New York | NY | 101
12 | | | | (Addres ) | (City) | ( tale} | (Zip Code) | | | | 10/20/2003 | | 34 | | | | | (Date of Regi tralion wilh PCAOB)(if applicable) | (PC OB Regi tration
umber, ifapplicable) | | | | | #### **FOR OFFICIAL SE ONLY** \* Claim for exempti on from the requirement that the annual reports be covered by the report ofan independent public accountant must be upported b a statement of fact and circumstances relied on as the basis of the exemption. See 17 CFR 240.17a-5 e)( I )(ii), **if** applicable. **Persons who are to re pond to the collection of information contained** in **this form are not required to respond unless the form displays a currently valid 0 MB control number.** {2}------------------------------------------------ #### AFFlRMA TION I, Robert White , swear (or affirm) that, to the best of my knowledge and belief, the financial report pertaining to Brookfield Private Advisors LLC as of 12/31/21 , is true and correct. I further swear (or affirm) that neither the c-0mpany nor any partner, officer, director, or equivalent person, as the case may be, has any proprietary interest in any account classified solely as that of a customer. Signature CEO, Managing Partner Title - Notary Public ![](_page_2_Picture_6.jpeg) {3}------------------------------------------------ #### **This filing\*\* contains (check all applicable boxes):** - **CEI** (a) Statement of financial condition. - **CEI** (b) Notes to unconsolidated or consolidated statement of financial condition, as applicable. - D (c) Statement of income (loss) or, if there is other comprehensive income in the period(s) presented, a statement of comprehensive income (as defined in § 2 10.1-02 of Regulation S-X). - **D** ( d) Statement of cash flows. - D (e) Statement of changes in stockholders' or partners' or members' or sole proprietor's equity, as applicable. - D (f) Statement of changes in liabilities subordinated to claims of creditors. - D (g) Notes to unconsolidated or consolidated financial statements,, as applicable. - D (h) Computation of net capital under 17 CFR 240.15c3-l or 17 CFR 240.18a-1, as applicable. - D (i) Computation of tangible net worth under 17 CFR 240. J 8a-2. - D (j) Computation for determination of customer reserve requirements pursuant to Exhibit A to 17 CFR 240. l 5c3-3. - D (k) Computation for determination of security-based swap reserve requirements pursuant to Exhibit B to 17 CFR 240.15c3- 3 or Exhibit A to 17 CFR 240.18a-4, as applicable. - D (I) Computation for Determination of PAB Requirements under Exhibit A to§ 240.15c3-3. - D (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 J 7 CFR 240. 15c3- 3(p)(2) or 17 CFR 240.18a-4, as applicable. - D (o) Reconciliations, including appropriate explanations, of the FOCUS Report with computation of net capital or tangible net worth under 17 CFR 240.15c3-l, 17 CFR 240.18a-l, or 17 CFR 240.18a-2, as applicable, and the reserve requirements under 17 CFR 240.15c3-3 or 17 CFR 240. l 8a-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. - **0** (q) Oath or affirmation in accordance with 17 CFR 240. l 7a-5, 17 CFR 240. l 7a-l 2, or 17 CFR 240.1 Sa-7, as applicable. - **D** (r) Compliance report in accordance with 17 CFR 240. l 7a-5 or 17 CFR 240.18a-7, as applicable. - **D** (s) Exemption report in accordance with 17 CFR 240. l 7a-5 or 17 CFR 240. 18a-7, as applicable. - **CEI** (t) Independent public accountant's report based on an examination of the statement of financial condition. - D (u) Independent public accountant's report based on an examination of the financial report or financial statements under 17 CFR 240.17a-5, 17 CFR 240.1 8a-7, or 17 CFR 240.l7a-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 240.18a-7, as applicable. - D (w) Independent public accountant's report based oo a review of the exemption report under 17 CFR 240. l7a-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-I e or 17 CFR 240. 17a-l 2, as applicable. - D (y) Report describing any material inadequacies found to exist or found *to* have existed since the date of the previous audit, or a statement that no material inadequacies exist, under 17 CFR 240. l 7a-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.* {4}------------------------------------------------ # **Deloitte.** Deloitte & Touche LLP 30 Rockefeller Plaza New York, NY 10112 USA Tel: + 1 212 492 4000 Fax: + 1 212 489 1687 www.deloitte.com #### **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM** To the Board of Directors and Member ofBrookfield Private Advisors LLC #### **Opinion on the Financial Statement** We have audited the accompanying statement of financial condition of Brookfield Private Advisors LLC (the "Company") as of December 31, 2021, and the related notes ( collectively referred to as the "financial statement"). In our opinion, the financial statement presents fairly, in all material respects, the financial position of the Company as of December 31, 2021, in confonnity with accounting principl.es generally accepted in the United States of America. #### **Basis for 0 11inion** The financial statement is the responsibility of the Company's management. Our responsibility is to express an opinion on this financial statement based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perfonn the audit to obtain reasonable assurance about whetJier the financial statement is free of material misstatement, whether due to error or fraud. Our audit included perfonnfog procedures to assess the risks of material misstatement of the financial statement, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis. evidence regarding the amounts and disclosures in the financial statement. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financiaJ statement. We believe that our audit oftbe financial statement provides a reasonable basis for our opinion. February 25, 2022 We have served as the Company's auditor since 2018. {5}------------------------------------------------ **(A wholly owned subsidiary of Brookfield Private Advisors Holdings, LLC)** #### **Statement of Financial Condition December 31 , 2021** | Assets
Cash
Due from affiliates
Other assets | \$
534,213
36,057
160,586 | |-------------------------------------------------------|------------------------------------| | Total assets | \$
730 856 | | Liabilities and Member's Equity | | | Liabilities
Accounts payable and accrued expenses | \$
140,594 | | Member's equity | 590,262 | | Total liabilities and member's equity | 730,856 | The accompanying notes are an integral part of this financial statement. {6}------------------------------------------------ #### **Brookfield Private Advisors LLC (A wholly owned subsidiary of Brookfield Private Advisors Holdings, LLC)** #### **Notes to Statement of Financial Condition For the year ended December 31, 2021** #### **1. Organization and Business** Brookfield Pri ate Ad isors LLC (the "Company'), a limited liability company formed under the laws of the State of Delaware is a broker-dealer in securities registered with the Securities and Exchange Commission (the 'SEC") and a member of th Financial Industry Regulatory Authority ("FINRA"). The Company is a wholly owned subsidiary of Brookfield Priv ate Advisors Holdings, LLC (the "Pai-ent"), which is an indirect wholly owned subsidiary of Brookfield Asset Management Inc. (the "Ultimate Parent" or 'BAM"), a publicly listed entity. The U.S. dollar is the functional and presentation currency of the Company. The Company acts primarily as a broker or dealer selling private placements of securities. The Company primarily distributes private placements for investment funds that are managed by BAM. #### **2. Summary of Significant Accounting Policies** #### **Basis of Presentation** This financial statement was **pr** pared in conformity with accounting principl s generally ace pted in the United States of America which requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and clisclosure of contingent assets and liabilities at the date oftbe financial statements and the amounts ofre enues and expenses during the reporting period. Actual results could differ from these estimates. #### **Revenue Recognition:** The Company recognizes re enue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. The Company follows a five-step model to (a) identify the contract(s) with a custom r, (b) identify the performance obligations in the contract, (c) determine the transaction price, ( d) allocate the transaction price to the performance obligations in the contract, and (e) recognize revenue when (or as) the entity satisfies a performance obligation. [n determining the transaction price, the Company includes variable consid ration only to th extent that it is probable that a significant reversal in the amount of cumulative revenue recognized would not occur when the uncertainty associated with the variable consideration is resolved. #### Private placem nts: The Company places securities for entities that want to raise funds through a sale of securities. Revenues are earned from fi es arising from securities offerings in which the Company acts as a plac ment ag nt for funds not managed by BAM. Placem nt fees earned for services to alt mative asset managers are typically recognized upon acceptance by a fund of capital or capital commitments (referred to as a "closing date") in accordance with terms set forth in indi idual agreements. The Company has determined that the closing date is the appropriate point in time to recognize revenue for private placement securities transactions as there are no significant actions which the Company needs to take subsequent to this date and the purchaser obtains the control and benefit of the offering at that point. {7}------------------------------------------------ **(A wholly owned subsidiary of Brookfield Private Advisors Holdings, LLC)** #### **Notes to Statement of Financial Condition For the year ended December 31, 2021** #### **2. Summary of Significant Accounting Policies (continued)** The Company does not recei e any compensation from its fund-raising activities for BAM managed funds. Accordingly the Company does not expect to realize revenue in the future. #### **Cash** All cash deposits are held by one financial institution and therefore are subject to the crerut risk at that financial institution. The Company has not experienced any losses io such accounts and does not believe there to be any significant credit risk with respect to these deposits. #### **Income Taxes** The Company is a single member limited liability company and is treated as a disregarded entity for federal income tax reporting purposes. The Internal Revenue Code ('1RC") provides that any incom or loss is passed through to th ultimate taxpaying ntity for fed ral stat and c rtain local income taxes. #### **3. Economic dependency** The Company may require from time-to-time support from the Ultimate Parent, however, management believes it has sufficient cash to support operations for at least one year from the date of the issuance of these financial statements. #### **4. Transactions with related parties** The Company maintains an administrative services agreement (the "Agreement") with the Ultimate Par nt. Pursuant to the Agreement, the Ultimate Parent provid s accounting administrati e office space human resources, payroll and other services. The Parent pro ides these services at no cost to the Company. During 2021 , the Company paid expenses on behaJf of an affiliate in the amount of 36,057 all of which remained unpaid at December 31, 2021. AU transactions with related parties are settl d in the normal course of business. Th terms of any of these arrangements may not be the same as those that would otherwise exist or result from agreements and transactions among unrelated parties. #### **5. Regulatory Requirements** The Company is subject to SEC Uniform Net Capital Rule 15c3-l under the Securities Exchange Act of 1934, which requires the maintenance of minimum net capital and requires that the ratio of aggregate indebtedness to net capital both as defined, shall not exceed 15 to I. At December 31 , 2021 the Company had net capital of 393,619 which exceeded the required net capital by \$3 4,246. The ratio of aggregate indebtedness to net capital, at December 31 2021 was .36 to I . The Company does not hold customers' cash or securities and, therefore has no obligations under SEC Rule 15c3-3 under the Securiti s Exchange Act of 1934. {8}------------------------------------------------ **(A wholly owned subsidiary of Brookfield Private Advisors Holdings, LLC)** #### **Notes to Statement of Financial Condition For the year ended December 31, 2021** #### **6. Financial risk management** The Company is exposed to credit risk as substantially all of the cash of the Company is held by one financial institution. The Company manages its credit risk through careful selection of the financial institutions through which it conducts its busin ss and clients to whom it provides services. Th Company has minimal liquidity, foreign exchange and market risk. #### 7. **Subsequent events** Management has evaluated the impact of all subsequent c en.ts on the Company and has determined that there were no subsequent e ents through the date of issuance of the financial statements requiring recognition or disclosure in the financial statements. \*\*\*\*\*\*\* Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.