# WHITEMARSH CAPITAL ADVISORS LLC X-17A-5 (2022-02-28) — Broker-dealer annual report

- Company: WHITEMARSH CAPITAL ADVISORS LLC
- Form: X-17A-5
- Filed: 2022-02-28
- Period: 2021-12-31
- Accession: 0001237318-22-000002
- CIK: 1237318
- File #: 8-65988
- Type: Broker-dealer
- Material weakness: No
- Auditor: AJSH & CO LLP
- Auditor location: New Delhi, K7
- Contact: Mark T Manzo
- Phone: (201) 519-1905
- Email: mmanzo@moppartners.com
- Website: moppartners.com
- Signed by: Granville A. Ungerleider (CEO)

Original filing: https://www.sec.gov/Archives/edgar/data/1237318/000123731822000002/wcaauditreportpubed.pdf

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# WHITEMARSH CAPITAL ADVISORS, LLC

# STATEMENT OF FINANCIAL CONDITION

# FOR THE YEAR ENDED DECEMBER 31, 2021

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# **WHITEMARSH CAPITAL ADVISORS LLC**

# **DECEMBER 31, 2021**

# **CONTENTS**

|                                                    | Page |
|----------------------------------------------------|------|
| Facing Page and Oath or Affirmation Page           | 1-2  |
| Report of Independent Certified Public Accountants | 3    |
| Statements of Financial Condition                  | 4    |
| Notes to the Financial Statements                  | 5-9  |

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**UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549** 

> **ANNUAL REPORTS FORM X-17 A-5 PART** Ill

0MB APPROVAL 0 MB Number: 3235-0123 Expires: Oct. 31, 2023 Estimated average burden hours per response: 12

SEC FILE NUMBER

8-65988

**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 **01/01/21** 

MM/DD/VY

ANDENDING **12/3 1/21**  MM/DD/VY

**A. REGISTRANT IDENTIFICATION** 

# NAME OF FIRM: WHITEMARSH CAPITAL ADVISORS, LLC

TYPE OF REGISTRANT (check all applicable boxes):

<sup>~</sup>Broker-dealer D Security-based swap dealer D Major security-based swap participant □ Check here if respondent is also an OTC derivatives dealer

ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.)

# 10 WHITEMARSH COURT

| (No. and Street)                                                                            |                                                            |                 |                        |  |  |
|---------------------------------------------------------------------------------------------|------------------------------------------------------------|-----------------|------------------------|--|--|
| MARL TON                                                                                    | NJ                                                         |                 | 08053                  |  |  |
| (City)                                                                                      | (State)                                                    |                 | (Zip Code)             |  |  |
| PERSON TO CONTACT WITH REGARD TO THIS FILING                                                |                                                            |                 |                        |  |  |
| Mark T. Manzo                                                                               | (201) 519-1905                                             |                 | mmanzo@moppartners.com |  |  |
| (Name)                                                                                      | (Area Code -Telephone Number)                              | (Email Address) |                        |  |  |
|                                                                                             | B. ACCOUNTANT IDENTIFICATION                               |                 |                        |  |  |
| INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing *<br>AJSH & CO LLP | (Name - if individual, state last, first, and middle name) |                 |                        |  |  |
| C-7/ 227 Sector 7, Rohini                                                                   | New Delhi                                                  | India           | 110085                 |  |  |
| (Address)                                                                                   | (City)                                                     | (State)         | (Zip Code)             |  |  |
| 02/10/2009                                                                                  |                                                            | 3223            |                        |  |  |
|                                                                                             |                                                            |                 |                        |  |  |
| 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.** 

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#### **OATH OR AFFIRMATION**

I, GRANVILLE A. UNGERLEIDER swear (or affirm) that, to the best of my knowledge and belief, the financial report pertaining to the firm of WHITEMARSf;l CAPITAL ADVISORS LLC as of DECEMBER 31 2~, 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.

**2/1 I/** *2.0* **2.** ?.- 0--~ <J .

Notary Public

**This filing\*\* contains (check all applicable boxes):** 

- ~ (a) Statement offinancial condition.
- 0 (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 st atement of
- comprehensive income (as defined in§ 210.1-02 of Regulation S-X).
- 0 (d) Statement of cash flows.
- 0 (e) Statement of changes in stockholders' or partners' or sole proprietor's equity.
- 0 (f) Statement of changes in liabilities subordinated to claims of creditors.
- 0 (g) Notes to consolidated financial statements.
- 0 (h) Computation of net capital under 17 CFR 240.15c3-1 or 17 CFR 240.18a-1, as applicable.
- 0 (i) Computation of tangible net worth under 17 CFR 240.18a-2.
- 0 (j) Computation for determination of customer reserve requirements pursuant to Exhibit A to 17 CFR 240.1Sc3-3.
- 0 (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.
- 0 (I) Computation for Determination of PAB Requirements under Exhibit A to§ 240.15c3-3.
- 0 (m) Information relating to possession or control requirements for customers under 17 CFR 240.15c3-3.
- 0 (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.
- 0 (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 240.18a-4, as applicable, if material differences exist, or a statement that no material differences exist.
- 0 (p) Summary of financial data for subsidiaries not consolidated in the statement of financial condition.
- **iii** (q) Oath or affirmation in accordance with 17 CFR 240.17a-5, 17 CFR 240.17a-12, or 17 CFR 240.18a-7, as applicable.
- 0 (r) Compliance report in accordance with 17 CFR 240.17a-S or 17 CFR 240.18a-7, as applicable.
- 0 (s) Exemption report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable.
- **iii** (t) Independent public accountant's report based on an examination of the statement of financial condition.
- 0 (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 240.18a-7, or 17 CFR 240.17a-12, as applicable.
- 0 (v) Independent public accountant's report based on an examination of certain statements in the compliance report under 17 CFR 240.17a-S or 17 CFR 240.18a-7, as applicable.
- 0 (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.
- 0 (x) Supplemental reports on applying agreed-upon procedures, in accordance with 17 CFR 240.1Sc3-le or 17 CFR 240.17a-12, as applicable.
- 0 (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). 0 (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.*

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#### Report of the Independent Registered Public Accounting Firm

To the Members of Whitemarsh Capital Advisors, LLC

#### Opinion on Statement of Financial Condition

We have audited the accompanying statement of financial condition of Whitemarsh Capital Advisors, LLC (the "Company"), and related notes to the statement. In our opinion, the statement present fairly, in all material respects, the financial position of the Company as of December 31, <sup>2021</sup>in conformity with accounting principles generally accepted in the United States of America .

#### **Basis for Opinions**

The statement of financial condition and related notes to the statement is the responsibility of the Company's management. Our responsibility is to express an opinion on it 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 perform the audit to obtain reasonable assurance about whether the statement of financial condition is free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit, we are required to obtain an understating of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinions.

Our audit included performing procedures to assess the risks of material misstatement of statement of financial condition, 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 statement of financial condition. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation. We believe that our audits provide a reasonable basis for our opinion.

\ \_;1>to <)) **AJSH** & **Co LLP** 

We have served as the Company's Auditor since 2015.

New Delhi, India February 23, 2022

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#### WHITEMARSH CAPITAL ADVISORS LLC

## Statement of Financial Condition

December 31 , 2021

#### ASSETS

| Cash                | \$<br>24,027 |
|---------------------|--------------|
| Accounts Receivable | 4,300        |
| Prepaid expenses    | 1,209        |
| Total assets        | 29,536       |

#### LIABILITIES AND MEMBERS' EQUITY

Liabilities

| Commissions payable                   | 7,090        |
|---------------------------------------|--------------|
| Accrued expenses                      | 4,600        |
| Total liabilities                     | ,690<br>11   |
|                                       |              |
| Member's Equity                       |              |
|                                       |              |
| Member's Capital                      | 26,099       |
| Current earnings                      | (8,253)      |
|                                       |              |
| Total member's equity                 | 17,846       |
|                                       |              |
| Total liabilities and members' equity | \$<br>29,536 |

The accompanying notes are an integral part of these financial statements

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## **1. Organization and nature of business**

Whitemarsh Capital Advisors LLC (the Company) is a broker-dealer registered with Securities and Exchange Commission (SEC) and is a member of the Financial Industry Regulatory Authority (FINRA). The Company was a successor of Stephen L. Schechter & Co. Inc. and organized in the State of New Jersey on November 2, 2007.

The Company does not claim an exemption under Paragraph (k) of SEC Rule 15c3-3. The Company is a Non-Covered firm that relies on Footnote 74 to SEC Release 34-70073. The Company does not hold or carry customer funds or securities.

## **2. Significant Accounting Policies**

# **Basis of Presentation**

The Company concentrates on private placements of securities and advisory services. The Company's income is based on commission for the services provided. The Company does not carry customers' accounts. The financial statements reflect their service activities.

## **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 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 reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

#### **Accounting Method**

The Company prepares its financial statements on the accrual basis of accounting.

## **Revenue Recognition**

The Company recognizes revenue from placement fees upon completion of the private placement offering and advisory fees, over the life of the underlying agreement, at the time work is performed and services are rendered.

A. Significant accounting policy

Revenue is measured based on a consideration specified in a contract with a customer, and excludes any sales incentives and amounts collected on behalf of third parties. The Company recognizes revenue when it satisfied a performance obligation by transferring control over a product or service to a customer.

Taxes and regulatory fees assessed by a government authority or agency that are both imposed

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#### **Revenue Recognition Continued**

on and concurrent with a specified revenue-producing transaction, that are collected by the Company from a customer, are excluded from revenue.

The Company complies with Topic 606" Revenue from Contracts with Customers"

The Company provides advisory services on mergers and acquisitions (M&A). 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 judgment is needed to determine the timing and measure of progress appropriate for revenue recognition under a specific contract. Retainers and other fees received from customers prior to recognizing revenue are reflected as contract liabilities. At December 31, 2021, the Company maintains that no such contract liabilities existed nor were there any circumstances whereby significant judgement was needed to determine the timing and measure of progress appropriate for revenue recognition under a specific contract.

#### B. Nature of services

Fees earned: This includes fees earned from affiliated entities; investment banking fees; M&A advisory; account supervision and investment advisory fees; administrative fees, revenue from research services, rebates from exchanges/ECN and ATS; 12b-1 fees, Mutual fund fees other than concessions or 12b-1 fees; execution service fees; clearing services; fees earned from customer bank sweep into FDIC insured products or form '40 Act companies and networking fees form '40 Act companies.

## **Cash and Cash Equivalents**

For the purposes of balance sheet classification and statement of cash flows presentation, the Company has defined cash equivalents as highly liquid investments, with original maturities of less than three months that are not held for sale in the ordinary course of business. The Company currently maintains a cash balance at a bank that is insured by the Federal Deposit Insurance Corporation.

#### **Fair Value Measurement**

FASB ASC 820 defines fair value, establishes a framework for measuring fair value, and establishes a fair value hierarchy which prioritizes the inputs to valuation techniques. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A fair value measurement assumes that the transaction to sell the asset or transfer the liability occurs in the principal market for the asset or liability or, in the absence of a principal market, the most advantageous market. Valuation techniques that are consistent with the market, income or cost approach, as specified by FASB

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#### **Fair Value Measurement Continued**

ASC 820, are used to measure fair value. The fair value hierarchy prioritizes the inputs to valuation techniques used to measure fair value into three broad levels:

- Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities the Company has the ability to access.
- Level 2 inputs are inputs (other than quoted prices included within level 1) that are observable for the asset or liability, either directly or indirectly. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability and are developed based on market data obtained from sources independent of the Company.
- Level 3 are unobservable inputs for the asset or liability and rely on management's own assumptions about the assumptions that market participants would use in pricing the asset or liability. (The unobservable inputs should be developed based on the best information available in the circumstances and may include the Company's own data.)

At December 31, 2021, the Company reported cash, accounts receivable, prepaid expenses and accounts payable, and accrued liabilities at carrying values that approximate fair values because of the short maturity.

## **3. Prepaid Expenses and Other Current Assets**

Prepaid expenses at December 31, 2021 includes \$1,166 paid in advance to FINRA as annual renewal membership fees for 2022 and \$43 relating to insurance premium paid for January 2022.

## **4. Accrued Expenses and Commissions Payable**

Accrued expenses at December 31, 2021 consists of audit fees of \$2,500 and consulting fees of \$2,100 payable to Manzo Consulting Group, LLC. In addition, at December 31, 2021, the Company owed commissions payable of \$7,090 to its majority member.

# **5. Net Capital Requirements**

The Company is subject to the Securities and Exchange Commission Uniform Net Capital Rule (SEC Rule 15c3-1), which requires the maintenance of minimum net capital and requires that the ratio of aggregate indebtedness to net capital, both as defined, shall not Net Capital Requirements Continued exceed 15 to 1. At December 31, 2021, the Company had net capital of \$12,337 which was \$7,337 in excess of its required net capital of \$5,000. The Company's ratio of aggregate indebtedness to net capital was .95 to 1.

## **6. Income tax**

For Income tax purposes, the Company has elected to be taxed as partnership. Accordingly, the Company's income and loss is passed to the member individually. Therefore, no provision or liability for federal or state income taxes has been included in the financial statements.

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# 7. **Depreciation**

The Company uses the full services from a consulting firm and does not maintain its own office furniture and equipment.

# **8. Commitment and Contingency**

The Company pays professional consulting services of \$500 per month. The term is based on month by month.

# **9. Related Party Transactions**

During the twelve months ended December 31, 2021, the majority member paid expenses of \$9,833 on behalf of the Company which were converted to capital contributions.

At December 31, 2021, the Company owed its majority member a commission payable of \$7,090.

## **10. Recent Accounting Pronouncements**

## **ASU 2018-14-Fair Value Measurement**

In August 2018, FASB issued ASU 2018-14, regarding ASC Topic 820 "Fair Value Measurement". Effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. The amendment on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most interim or annual period presented in the initial fiscal year of adoption.

The adoption of this guidance did not have a material impact on our financial statements.

There were no other new accounting pronouncements relevant for the year ended December 31, 2021, that we believe would have a material impact on our financial position or results of operations.

# **11. Risk and Uncertainties**

The World Health Organization characterized the recent outbreak of the novel coronavirus ("COVID-19) as a global pandemic on March 11, 2020. COVID-19 continues to adversely impact global and domestic commercial activity and has contributed to significant volatility in financial markets. The impact of COVID-19 on the Company's financial performance will depend on future developments, including the duration and spread of the outbreak and related advisories and restrictions. These developments and the impact of COVID-19 on the financial markets and the overall economy are highly uncertain and cannot be predicted. If the financial markets and/or the overall economy are impacted for an extended period, the Company's future financial results may be adversely affected.

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## **12. Subsequent events:**

Management has evaluated subsequent events through February 23, 2022, the date the financial statements were available to be issued and no further information is required to be disclosed.


Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.