# JOSEPH CAPITAL, LLC X-17A-5 (2026-04-09) — Broker-dealer annual report - Company: JOSEPH CAPITAL, LLC - Form: X-17A-5 - Filed: 2026-04-09 - Period: 2025-12-31 - Accession: 0001170989-26-000003 - CIK: 1170989 - File #: 8-65293 - Type: Broker-dealer - Material weakness: No - Auditor: Ohab and Company PA - Auditor location: Maitland, FL - Contact: Michael Ross - Phone: 9178177674 - Email: mross@jocapllc.com - Website: jocapllc.com - Signed by: Michael Ross (President) Original filing: https://www.sec.gov/Archives/edgar/data/1170989/000117098926000003/public.pdf --- {0}------------------------------------------------ # **Joseph Capital LLC** Financial Statement and Supplemental Information Pursuant to SEC Rule 17a-5 December 31, 2025 / {1}------------------------------------------------ Joseph Capital LLC Table of Contents December 31, 2025 # **ANNUAL AUDITED FOCUS REPORT FACING PAGES** # **REPORT** OF **INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM ON** THE **FINANCIAL STATEMENTS FINANCIAL STATEMENT** | Statement of Financial Condition | 1 | | |----------------------------------|-----|--| | Notes to Financial Statements | 5-8 | | {2}------------------------------------------------ | | UNITED STATES | | OMR APPROVAL | | | | |----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|-----------------------------------------------------------------------------------------------------------|-------------------------------------------------------------------------------------------------------|-----------------------|--|--|--| | SECURITIES AND EXCHANGE COMMISSION
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hours per response: 12 | | | | | | | ANNUAL REPORTS | | | | | | | | FORM X-17A-5 | | SEC FILE NUMBER | | | | | | PART Ill | | 8-65293 | | | | | | | | | | | | | | FACING PAGE | | | | | | | | Information Required Pursuant to Rules 17a•S, 17a-12, and lSa-7 under the Securities Exchange Act of 1934 | | | | | | | FILING FOR THE PERIOD BEGINNING O 1/01/2025 | | | AND ENDING 12/31/2025 | | | | | | MM/DD/YY
MM/DD/YY | | | | | | | | A. REGISTRANT IDENTIFICATION | | | | | | | NAME oF FIRM: Joseph Capital LLC | | | | | | | | TYPE OF REGISTRANT (check all applicable boxes):
0 Broker-dealer
D Security-based swap dealer
D 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.) | | | | | | | | | | | | | | | | 512 East 82nd St Apt 3B | | | | | | | | | (No. and Street) | | | | | | | New York | NY | | 10028 | | | | | | (City)
(State)
(Zip Code) | | | | | | | PERSON TO CONTACT WITH REGARD TO THIS FILING | | | | | | | | Michael Ross | 917-817-7674 | | mross@jocapllc.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 Ave #130 | Maitland | FL | 32751 | | | | | (Address) | (City) | (State) | (Zip Code) | | | | | 07/28/2004 | | 1839 | | | | | | (PCAOB Reeistration Number, if applicable)
(Date of Reeistration with PCAOBl(if applicable) | | | | | | | | FOR OFFICIAL USE ONLY | | | | | | | | • Claims for exemption from the requirement that the annual reports be covered by the reports of an independent public | | | | | | | accountant must be supported by 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. {3}------------------------------------------------ #### OATH OR AFFIRMATION | I, Michael Ross | swear (or affirm) that, to the best of my knowledge and belief, the | | |---------------------------------------------------------------|-----------------------------------------------------------------------------------|-------| | financial report pertaining to the firm of Joseph Capital LLC | | as of | | 2~
December 31 | is true and correct. I further swear (or affirm) that neither the company 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:** .. ,! *1 1-r~~s* Title: **Managing Member** **This filing•• contains (check all applicable boxes):** - i!il (a) Statement of financial condition. - i!il (b) Notes to consolidated statement of financial condition. - 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 § 210.1-02 of Regulation S-X). - D (d) Statement of cash flows. - □ (e) Statement of changes in stockholders' or partners' or sole proprietor's equity. - □ (f) Statement of changes in liabilities subordinated to claims of creditors. - D (g) Notes to consolidated financial statements. - □ (h) Computation of net capital under 17 CFR 240.l5C3°1 or 17 CFR 240.lSa-1, as applicable. - D (i) computation of tangible net worth under 17 CFR 240.18a-2. - D 0) Computation for determination of customer reserve requirements pursuant to Exhibit A to 17 CFR 240.15C3-3. - □ (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.lSa-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 17 CFR 240.15c3-3(p)(2) or 17 CFR 240.18a-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 240.18a-1, or 17 CFR 240.18a-2, as applicable, and the reserve requirements under 17 CFR 240.15c3-3 or 17 CFR 240.lSa-4, as applicable, if material differences exist, or a statement that no material differences **exist.** - □ (p) summary of financial data for subsidiaries not consolidated in the statement of financial condition. - i!il (q) Oath or affirmation in accordance with 17 CFR 240.17a-S, 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.lSa-7, as applicable. - □ (s) Exemption report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - i!il (t) Independent public accountant's report based on an examination of the statement of financial condition. - □ (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 240.18a-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 240.18a-7, as applicable. - D (w) Independent public accountant's report based on a review of the exemption report under 17 CFR 240.17a-5 or 17 CFR 240.lSa-7, as applicable. - D (x) supplemental reports on applying agreed-upon procedures, in accordance with 17 CFR 240.15c3-1e or 17 CFR 240.17a-12, as applicable. - □ (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 240.17a-12(k). □ (z) Other: \_\_\_\_\_\_\_\_\_\_\_ \_.:. \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ \_ - - .. To request confidential treatment of certain portions of this filing, .see 17 CFR 240.17o-5(e/(3} or 17 CFR 240.18a-7(d}/2}, as applicable. {4}------------------------------------------------ ![](_page_4_Picture_0.jpeg) JOO E. Sybclia A vc. Suite 130 Maitland, FL 32751 **Cerlijied Public Ac:co11nta11ts 1£mail:· pa1n'a nlmhcnxom** Telephone 407-740-7311 Fa, 407-740-6441 # REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Member of Joseph Capital LLC # **Opinion on the Financial Statement** We have audited the accompanying statement of financial condition of Joseph Capital LLC as of December 31, 2025, 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 Joseph Capital LLC as of December 31, 2025 in conformity with accounting principles generally accepted in the United States of America. #### **Basis for Opinion** This financial statement is the responsibility of Joseph Capital LLC's management. Our responsibility is to express an opinion on Joseph Capital LLC's financial statement based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to Joseph Capital 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 statement is free of material misstatement, whether due to error or fraud. Our audit included performing procedures to **assess** the risks of material misstatement of the financial statement, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial 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. ~**e--r-zR.** *~-fl---'* We have served as Joseph Capital LLC's auditor since 2016. Maitland, Florida March 26, 2026 {5}------------------------------------------------ Joseph Capital LLC Statement of Financial Condition December 31, 2025 #### **Assets** | Cash | \$
22,250 | |---------------------------------------|--------------| | Prepaid Expenses | 2,732 | | | | | Total Assets | \$
24,982 | | | | | Liabilities | | | Accounts and Accrued expenses payable | \$ 5,251 | | Total Liabilities | \$
5,251 | | Member's Equity | | | Total member's equity | \$
19,731 | | Total liabilities and member's equity | \$
24,982 | {6}------------------------------------------------ # **1. Organization and Nature of Business** Joseph Capital LLC, a Delaware limited liability company, (the "Company") is a broker-dealer registered with the Securities and Exchange Commission {the "SEC") and a member of the Financial Industry Regulatory Authority {"FINRA"). The Company is a wholly owned subsidiary of Joseph Advisors Ltd. ("Advisors"). The Company is authorized to conduct the following types of business: selling tax shelters or limited partnerships in primary distributions, private placement of securities and hedge fund sales, and referrals involving non-exchange traded derivatives, asset backed securities and fixed income securities {excluding municipal securities). The Company's policy is to continuously monitor its exposure to market and counterparty risk through the use of a variety of financial position and credit exposure reporting and control procedures. In addition, the Company has a policy of reviewing the credit standing of each broker/dealer, clearing organization, fund manager, customer and/or counterparty with which it conducts business. # **2. Significant Accounting Policies** # **Basis of Presentation** These financial statements were prepared in conformity with accounting principles generally accepted in the United States of America {"GMP") which requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. #### **Cash and Cash Equivalents** All cash deposits of the Company are held by two financial institutions and therefore are subject to the credit risk at those financial institutions. The Company has not experienced any losses in such accounts and does not believe there to be any significant credit risk with respect to these deposits. For purposes of reporting the statement of cash flows, The Company considers all cash accounts which are not subject to withdrawal restrictions or penalties, and all highly liquid debt instruments with a maturity of three months or less to be cash equivalents. Cash balances in excess of FDIC and similar insurance coverage are subject to the usual banking risks associated with funds in excess of those limits. At December 31, 2025, the Company had no uninsured cash balances. {7}------------------------------------------------ # **Income Taxes** The Company is a wholly owned limited liability company and is therefore treated as a disregarded entity for federal and New York State income tax purposes. The Company's assets, liabilities, and items of income and expense are treated as those of its member owner, who is responsible for any taxes thereon. State income taxes are provided for the tax effects of transactions reported in the financial statements and consist of taxes currently due plus deferred taxes related to differences between the financial and income tax bases of assets and liabilities. The deferred tax assets and liabilities, if any, represent the future tax return consequences of those differences, which will either be taxable or deductible when the assets and liabilities are recovered or settled. # **Revenue from Contracts with Customers** #### Significant Judgements Revenue from contracts with customers includes fees from investment banking. The recognition and measurement of revenue is based on the assessment of individual contract terms. Significant judgement Is required to determine whether performance obligations are satisfied at a point in time or over time; how to allocate transaction process where multiple performance obligations are identified; when to recognize revenue based on the appropriate measure of the Company's progress under the contract; whether revenue should be presented gross or net of certain costs; and whether constraints on variable consideration should be applied due to uncertain future events. #### Advisory fees The Company provides advisory services as well as placement fees to related parties. Revenue for advisory arrangements is generally recognized at the point in time that performance under the arrangement is completed (the closing date of the transaction) or the contract **is** cancelled. However, for certain contracts, revenue is recognized over time for advisory arrangements in which the performance obligations are simultaneously provided by the Company and consumed by the customer. In some circumstances, significant judgement is needed to determine the timing and measure of progress I appropriate for revenue recognition under a specific contract. Retainers and other fees received from customers prior to recognizing revenue are reflected as deferred income. At December 31, 2025, the amount of deferred liabilities is \$0. #### Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimate and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. {8}------------------------------------------------ # **3. Regulatory Requirements** The Company is subject to SEC Uniform Net Capital Rule 15c3-1 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 1. At December 31, 2025, the Company had net capital of \$16,999 which exceeded the required net capital by \$11,999. The Company is not claiming an exemption from SEA Rule 15c3-3, in reliance on footnote 74 to SEC Release 34-70073 and as discussed in Q&A 8 of the related FAQ issued by SEC staff. The Company has represented that it does not, and will not, hold customer funds or securities. # **4. Concentration of Business** The Company earned 100% of its placement fee revenues from one client in 2025. #### **5. Related Party Transactions** The balance due to the Company from previous periods and from companies under common control in the amount of \$174,634 was written off at December 31, 2025, and treated as a capital distribution. # **6. Commitments and Contingencies** The Company had no commitments or contingencies at December 31, 2025. #### **7. Office Lease** The Company does not lease office space. #### **8. Single Reportable Segment** The Company is engaged in a single line of business as a securities broker-dealer. The Company has identified its President as the chief operating decision maker {"CODM"), who uses net income to evaluate the results of the business, predominantly in the forecasting process, to manage the Company. Additionally, the CODM uses excess net capital, {See Note 3 ) which is not a measure of profit and loss, to make operational decisions while maintain capital adequacy, such as reinvest profits or make distributions. The Company's operations constitute a single reportable segment, because the CODM manages the business activities using information of the Company as a whole. The accounting policies used to measure the profit and loss of the segment are the same as those described in the summary of significant accounting policies. The Company derived 100 percent of its revenues from a single external customer in 2025. {9}------------------------------------------------ # **9. Credit Losses** The Company follows ASC Topic 326, Financial Instruments- Credit Losses ("ASC 326") ASC 326 impacts the impairment model for certain financial assets by requiring a current expected credit loss ("CECL"} methodology to estimate expected credit losses over the entire life of the financial asset. Under the accounting update, The Company has the ability to determine that there are no expected credit losses in certain circumstances (e.g., based on the credit quality of the customer}. # **10. Company Condition** The Company has a loss of (\$11,878) for the year ended December 31, 2025. The Company's member has agreed to provide capital contributions to the Company as necessary for it to continue operations and maintain compliance with minimum net capital requirements. Management expects the Company to continue as a going concern and the accompanied financial statements have been prepared on a going-concern basis without adjustment for realization in the event the Company ceases to continue as a going concern. # **10. Subsequent Events** Management has evaluated the Company's subsequent events and transactions that occurred through the date which the financial statements were available to be issued. The Company determined there were no subsequent events and transactions that required disclosure. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.