# BAYSHORE PARTNERS, LLC X-17A-5 (2019-03-01) — Broker-dealer annual report - Company: BAYSHORE PARTNERS, LLC - Form: X-17A-5 - Filed: 2019-03-01 - Period: 2018-12-31 - Accession: 0001289106-19-000001 - CIK: 1289106 - File #: 8-66480 - Material weakness: No - Auditor: Morrison, Brown, Argiz & Farra, LLC - Auditor location: Fort Lauderdale, FL - Contact: Kristy Johnson - Phone: 2813670380 - Signed by: Michael Turner (Managing Director) Original filing: https://www.sec.gov/Archives/edgar/data/1289106/000128910619000001/bayshorepartners.pdf --- {0}------------------------------------------------ Report Pursuant to Rule 17A-5 Under The Securities Exchange Act of 1934 December 31, 2018 {1}------------------------------------------------ IJNITED STATES SEClJRJTIESA~D EXCHANGE COMMISSION W11shington, D.C. 20549 # **ANNUAL AUDITED REPORT FORM X-17A-5 PART Ill** OM13 APPROVAL OMBNumber: 3235-0123 Expires: August 31, 2020 Estimated average burden hours per response ...... 12.00 | | | SEC FILE NUMBER | |----|--|-----------------| | 8- | | | ## F,\CING PAGE Information Required of Brokers and Dealers Pursuant to Section 17 of the ·securities Exchange Act of 1934 and Rule 17a-5 Thereunder | | REPORT FOR Tl IE PERIOD BEGINNING 01/01/18 | | AND t:NDINC"J 12/31/18
---------------------- | | |---------------------------------------------------------------------------------------------------------------------|---------------------------------------------------------------------|---------|--------------------------------------------------|--| | | MMIODIYY | | MMIDD/YY | | | | A. REGISTRANT IDENTIFICATION | | | | | NAME oF BROKER-DEALER: Bayshore Partners, LLC
ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use 1'.0. Box No.) | | | OFFICIAL USE ONLY | | | | | | FIRM J.D. NO. | | | 401 East Las Olas Boulevard, Suite 2360 | | | | | | | (No and Street) | | | | | Fort Lauderdale | FL | | 33301 | | | (C'Jty) | (State) | | (l.ip Code) | | | NAME AND TELEPHONE NUMBER OF l'I·:RSON TO CONTACT IN REGARD TO TillS REPORT
Michael Turner | | | 954-358·3800 | | | | | | (;\rca Ctldc- Tekphonc Number) | | | | B. ACCOUNTANT IDENTIFICATION | | | | | INDEPENDENT PUBLIC ACCOUNTANT whose opinion is contained in this Report* | | | | | | Morrison, Brown, Argiz & Farra, LLC | | | | | | | 1/im/i.-uluo/, .'Ia/<' la.nfirsl. 1111ddl~ name)
(Name | | | | | 301 East Las Olas Blvd., 4th Floor Fort Lauderdale | | FL | 33301 | | | ---------------------
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(Address) | (Cny) | (Slat~) | (Zip Code) | | | CHECK ONE: | | | | | | [./' [cerli lied Public i\ ccounlB
i'ublic Accountant | Accountant not resident in United States or any or its possessions. | | | | | | FOR OFFICIAL USE ONLY | | | | | | | | | | | | | | | | | | | | | | *\*Ciaimsfor exemplionfrom the req11irement that the anmtal repon he c:m·ered* by *the opinion of em independent public accou11tanl must he supported by a state me* /II *(!f/(JCis and circ/1111.\'lal/ces relied* 011 *as the basis for the exemption See Section 240.17a-5(e)(2)* > Potential 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 OMB control number. SEC 1410 (11-05) {2}------------------------------------------------ # **OATH** OR AfFIRMATION | ______
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t1l' | | | | | | neither the company nor any partner. proprietor, principal of'ficer or dirc~.:tor hus any proprietary interest in nny account | | | | | | classified solely as that or a customer. except as follows: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Signature | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | This report'"* contains (check all applicnblc boxc~): | | | | | | GJ(a) facing Page. | | | | | | ~(b) Stutcment of Financial Condition. | | | | | | QJ'(c) Statement of Income (Loss) or. if there is other comprehensive in com • in the pcriod(s) prescnt,d. a Statement | | | | | | of Comprehensive Income (as defined in §21 0.1-02 of Regulation S-X).
(dl Stmcmcnt of Changes in Finunciul Condition. | | | | | | (c) Statement of Ch11ngcs in Stockholders' Equity or Partners' or Sole l'roprirtors' Cupital. | | | | | | W
!0 Stuterncnt ofChangl'S in Liuoilitics Suboruinulctlto Claims orCrctlilors. | | | | | | (g) Computation or Net Capital. | | | | | | (h) Computation for Dctcrminution or Reserve Requirements Pursuuntto Rule I 5e3-3. | | | | | | (i) lnl'ormalion Relating to the l'nssession or Control Requirements Under Rule I Se3-3. | | | | | | 0 Ul A Reconciliation. including appropriate explanation of the Computation ofNct Cnpitul Under Rule 1 Sd-1 und the | | | | | | Computation for Determination or the Reser\ c Requirements Under Exhibit A or Rule 1 Sc3-3.
0 (kJ A Reconciliation between the audited and unaudited Statements nl' Financial Condition \\'ith respect to methods of | | | | | | consolidation. | | | | | | (I) An Onth or Aflirmntion. | | | | | | (rn) 1\ copy of the SIPC Supplemental Report. | | | | | | (n) 1\ report describing any material inadequacies round to exist or found toiHti'C existed since the date of the f'I'CYious audit. | | | | | | | | | | | u *ror conditions of COI!fidcntial/reu/JIICIII o.f certain portions of lhis.filing . .l'r!e section 2·W./7u-5 (e)(3).* {3}------------------------------------------------ # **CONTENTS:** | REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | | | | |------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|----------------------------------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|----| | | FINANCIAL STATEMENTS: | | | | | Statement of Financial Condition | | | | | Statement of Income | | | | | | Statement of Changes in Members' Equity | 4 | | Statement of Cash Flows | | | 5 | | Notes to Financial Statements | | 6-8 | | | | SUPPLEMENTAL SCHEDULES: | | 9 | | | SCHEDULE 1- | Computation of Net Capital under Rule 15c3-1 of the Securities
and Exchange Commission as of December 31, 2018 | 10 | | | SCHEDULE II | Reconciliation of Computation of Net Capital Under Rule 15c3-1
of the Securities and Exchange Commission to Company's
Corresponding Unaudited Form X-17a-5, Part II Filing as of
December 31, 2018 | 11 | | | | INFORMATION REGARDING COMPLIANCE WITH RULE 15C3-3: | | | | | Report of Independent Registered Public Accounting Firm | 12 | | Exemption Report under Rule 17a5(d)(4) of the Securities and Exchange Commission | | 13 | | | Statement on Exemption from the Computation for Determination of Reserve Requirements
and Information Relating to Possession or Control Requirements Under Rule 15c3-3 of
the Securities and Exchange Commission as of December 31, 2018 | | | 14 | {4}------------------------------------------------ ![](_page_4_Picture_0.jpeg) #### **CERTIFIED PUBliC ACCOUNTANTS AND ADVfSORS** #### **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM** To the Members of Bayshore Partners, LLC #### **Opinion on the Financial Statements** We have audited the accompanying statement of financial condition of Bayshore Partners, LLC (the "Company") as of December 31, 2018 and the related statements of income, changes in members' equity, and cash flows for the year December 31, 2018, 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 Bayshore Partners, LLC as of December 31, 2018, and the results of its operations and its cash flows for the year ended December 31, 2018, in conformity with accounting principles generally accepted in the United States of America. #### **Basis for Opinion** These financial statements are the responsibility of Bayshore Partners, LLC's management. Our responsibility is to express an opinion on Bayshore Partners, 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 Bayshore Partners, 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. #### **Supplemental Information** The supplemental information in schedules I and II which includes the Computation of Net Capital Under Rule 15c3-1 of the Securities and Exchange Commission and the Reconciliation of Computation of Net Capital Under Rule 15c3-1 of the Securities and Exchange Commission to Company's Corresponding Unaudited Form X-17a-5, part II Filling as of December 31, 2018, has been subjected to audit procedures performed in conjunction with the audit of the Company's financial statements. The supplemental information is the responsibility of the Company'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. §240.17a-5. In our opinion, the supplemental information is fairly stated, in all material respects, in relation to the financial statements as a whole. We have served as Bayshore Partners, LLC's auditor since 2006. Miami, Florida February 28, 2019 An independent member of Baker Tilly International {5}------------------------------------------------ STATEMENT OF FINANCIAL CONDITION DECEMBER 31, 2018 #### **ASSETS** | CURRENT ASSETS
Cash
Prepaid expenses - related party
TOTAL ASSETS | \$
119,133
233,667
352.800
\$ | |--------------------------------------------------------------------------------------|-------------------------------------------| | LIABILITIES AND MEMBERS' EQUITY | | | CURRENT LIABILITIES
Accounts payable and accrued expenses
Contract Liabilities | \$
35,703
70,000 | | COMMITMENTS AND CONTINGENCIES (NOTE 6) | | | MEMBERS' EQUITY | 247.097 | | TOTAL LIABILITIES AND MEMBERS' EQUITY | \$
352.800 | {6}------------------------------------------------ # STATEMENT OF INCOME FOR THE YEAR ENDED DECEMBER 31 , 2018 | REVENUES:
Advisory fees
Interest income | \$
5,137,000
8 | |----------------------------------------------------------------------------------------------------------------|-----------------------------------------| | TOTAL REVENUES | 5,137,008 | | EXPENSES:
Bad Debt
Professional fees
Regulatory expenses
Other general and administrative expenses | 120,000
266,252
32,108
285,294 | | TOTAL EXPENSES | 703,654 | | NET INCOME | \$
!l.!laa.a~!l | {7}------------------------------------------------ # STATEMENT OF CHANGES IN MEMBERS' EQUITY FOR THE YEAR ENDED DECEMBER 31, 2018 | MEMBERS' EQUITY- JANUARY 1 I 2018 | \$
603,743 | |-------------------------------------|---------------| | NET INCOME | 4,433,354 | | DISTRIBUTIONS TO MEMBERS | (4.790.000) | | MEMBERS' EQUITY- DECEMBER 31 I 2018 | \$
247.091 | {8}------------------------------------------------ # STATEMENT OF CASH FLOWS FOR THE YEAR ENDED DECEMBER 31, 2018 | CASH FLOWS FROM OPERATING ACTIVITIES: | | |--------------------------------------------------------------------------------------------------------------------------------------------------|----------------------------| | Net income | \$
4,433,354 | | Adjustments to reconcile net income to net
cash provided by operating activities: | | | Provision for bad debt | 120,000 | | Changes in operating assets and liabilities:
Accounts receivable
Prepaid expenses - related party
Accounts payable and accrued expenses | 112,500
70,183
77160 | | TOTAL ADJUSTMENTS | 379,843 | | NET CASH PROVIDED BY OPERATING ACTIVITIES | 4,813,197 | | CASH FLOWS FROM FINANCING ACTIVITIES
Distributions | {4,790,000} | | NET INCREASE IN CASH | 23.197 | | CASH - BEGINNING OF YEAR | 95.936 | | CASH - END OF YEAR | llS.laa
\$ | {9}------------------------------------------------ NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2018 # **1. ORGANIZATION** Bayshore Partners, LLC (the "Company") is a Florida limited liability company based in Fort Lauderdale, Florida. The Company was organized to operate as a registered broker-dealer in securities in the United States of America and provides merger and acquisition advisory services to shareholders and owners of companies as well as engages in the distribution of debt and equity securities of corporations and other entities through the private placement of such securities on a best efforts basis. The Company is a registered broker-dealer with the Securities and Exchange Commission ("SEC") and a member of the Financial Industry Regulatory Authority ("FINRA"). # **2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES** ## **Basis of Financial Statement Presentation** The accounting policies and reporting practices of the Company conform to the predominant practices in the broker-dealer industry and are in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP"). #### **Government and Other Regulation** A broker-dealer of securities business is subject to significant regulation by various governmental agencies and self-regulatory organizations. Such regulation includes, among other things, periodic examinations by these regulatory bodies to determine whether the Company is conducting and reporting its operations in accordance with the applicable requirements of these organizations. As a registered broker-dealer, the Company is subject to the SEC's net capital rule (Rule 15c3-1) which requires that the Company maintain a minimum net capital, as defined. #### **Cash** The Company considers investments with an original maturity of three months or less to be cash equivalents. Financial instruments which potentially subject the Company to concentration of credit risk consist principally of cash deposits in excess of Federal Deposit Insurance Corporation ("FDIC") insured limit of \$250,000. At times, such balances exceed these insured limits. #### **Revenue Recognition** Advisory fee income 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 canceled. Retainers and other advisory fees received from customers prior to recognizing revenue are reflected as contract liabilities and are recognized at a point in time the performance under the arrangement is completed or the contract is canceled. #### **Income Tax** The Company is treated as a partnership for federal income tax purposes and, accordingly, generally would not incur income taxes or have any unrecognized tax benefits. Instead, its earnings and losses are included in the tax return of its members and taxed depending on the members' tax situation. As a result, the financial statements do not reflect a provision for income taxes. The Company recognizes and measures tax positions taken or expected to be taken in its tax return based on their technical merit and assesses the likelihood that the positions will be sustained upon examination based on the facts, circumstances and information available at the end of each period. Interest and penalties on tax liabilities, if any, would be recorded in interest expense and other non-interest expense, respectively. The U.S. Federal jurisdiction and Florida are the major tax jurisdictions where the Company files income tax returns. The Company is generally no longer subject to U.S. Federal or State examinations by tax authorities for years before 2015. {10}------------------------------------------------ NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2018 # **2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)** # **Use of Estimates in the Preparation of Financial Statements** The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that might affect certain reported amounts and disclosures in the financial statements and accompanying notes during the reporting period. Accordingly, actual results could differ from those estimates. # **Accounts Receivable** Accounts receivable are customer obligations due in connection with advisory services performed in the normal course of business. The Company performs continuing credit evaluations of its customers' financial condition, including review of the terms of credit, the amount of credit granted and management's past history with a customer to determine if any such amounts will potentially be uncollectible. The Company includes any accounts receivable balances that are determined to be uncollectible in its overall allowance for doubtful accounts. After all attempts to collect a receivable have failed, the receivable is written off against the allowance. Total bad expense related to accounts receivable for the year ended December 31, 2018 was \$120,000, which is included in the statement of income. There was no Accounts Receivable as of December 31, 2018. # **Concentration of Credit Risk** Advisory fee income from the Company's two largest customers accounted for approximately 73% of advisory fee income for the year ended December 31, 2018. # **Recently Adopted Accounting Standard** In May 2014, the Financial Standards Accounting Board ("FASB") issued ASU 2014-09, Revenue from Contracts with Customers to clarify the principles of recognizing revenue from contracts with customers and to improve financial reporting by creating common revenue recognition guidance for U.S. GAAP and International Financial Reporting Standards. This ASU supersedes the revenue recognition requirements in ASC Topic 605, Revenue Recognition and most industry specific guidance. Entities are required to apply the following steps when recognizing revenue under ASU 2014-9: (1) identify the contract with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract and (5) recognize revenue when (or as) the entity satisfies a performance obligation. An entity may apply the amendments by using one of the following two methods: (1) retrospective application to each prior reporting period presented or (2) a modified retrospective approach, requiring the standard be applied only to the most current period presented, with the cumulative effect of initially applying the standard recognized at the date of initial application. ASU 2014-09 is effective for interim and annual reporting periods beginning after December 15, 2017. The Company adopted the new standard on January 1, 2018 using the modified retrospective method. Company management has completed its analysis of the Company's revenue streams and related underlying contracts with customers. Company management has concluded that the adoption of ASU 2014-09 did not have a material impact on the Company's financial condition, results of operations, or cash flows as the satisfaction of performance obligations under the new guidance is materially consistent with the Company's previous recognition policies. The Company's accounting policies did not change materially as a result of applying the principles of revenue recognition from ASU 2014-09 and are largely consistent with existing guidance and current practices applied. # **Subsequent Events** The Company has evaluated subsequent events through February 28, 2019, which is the date the financial statements were available to be issued. # **3. NET CAPITAL REQUIREMENT** The Company, as a registered broker-dealer in securities, is subject to the Securities and Exchange Commission Uniform Net Capital Rule (Rule 15c3-1 ), which requires that the Company maintain "Net Capital" equal to the greater of \$5,000 or 6 2/3% of "Aggregate Indebtedness," as defined, and requires that the ratio of aggregate indebtedness to net capital shall not exceed 15 to 1 . At December 31 , 2018, the Company had net capital of \$13,430 which was \$6,383 in excess of its required net capital of \$7,047. At December 31, 2018, the ratio "Aggregate Indebtedness" to "Net Capital" was 7.87 to 1. {11}------------------------------------------------ NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 2018 # **4. RELATED PARTY TRANSACTIONS** The Company is party to a Services Agreement with a company under common ownership ("related party") effective Feb 1, 2018. Under this agreement, the Company reimburses the related party for overhead and salaries for shared personnel. For the year ended December 31, 2018, the Company paid \$316,800 for reimbursement of overhead and salaries which is included within professional fees and other general administrative expenses. As of December 31, 2018, the Company prepaid approximately \$233,667 of service fees to the related party which are included as "prepaid expenses - related party" in the accompanying statement of financial condition. # **5. MEMBERS' CAPITAL** The Company operates under an operating agreement ("Agreement") with a perpetual term, unless terminated under provisions of the Agreement. Membership capital is non-interest bearing and members are not entitled to withdraw or demand capital amounts, unless as provided for in the Agreement. Profit and losses are allocated principally based on each members pro rata share of total capital. # **6. COMMITMENTS AND CONTINGENCIES** The Company is exposed to various asserted and unasserted potential claims encountered in the normal course of business. In the opinion of management, the resolution of these matters will not have a material effect on the Company's financial position or results of operations. {12}------------------------------------------------ # SUPPLEMENTAL SCHEDULES {13}------------------------------------------------ # SCHEDULE I COMPUTATION OF NET CAPITAL UNDER RULE 15C3-1 OF THE SECURITIES AND EXCHANGE COMMISSION AS OF DECEMBER 31,2018 | CREDITS
Members' equity | \$
247,097 | |----------------------------------------------------------------------------------------------------------------------|---------------| | DEBITS
Prepaid expenses - related party | 233.667 | | NET CAPITAL | 13,430 | | MINIMUM NET CAPITAL REQUIREMENT 6-2/3%
OF AGGREGATE INDEBTEDNESS OF \$105,703
OR \$5,000, WHICHEVER IS GREATER | 7 047 | | EXCESS NET CAPITAL | \$
6.aaa | | EXCESS NET CAPITAL@ 1000% (NET CAPITAL LESS
120% OF MINIMUM NET CAPITAL REQUIREMENTS) | \$
~.az~ | | SCHEDULE OF AGGREGATE INDEBTEDNESS
Accounts payable and accrued expenses | 105.703 | | TOTALAGGREGATEINDEBTEDNESS | \$
Ja~.zaa | | RATIO OF AGGREGATE INDEBTEDNESS TO NET CAPITAL | Z,§Z 1g l | See Report of Independent Registered Public Accounting firm. {14}------------------------------------------------ # SCHEDULE II RECONCILIATION OF COMPUTATION OF NET CAPITAL UNDER RULE 15C3-1 OF THE SECURITIES AND EXCHANGE COMMISSION TO COMPANY'S CORRESPONDING UNAUDITED FORM X-17a-5, PART II FILING AS OF DECEMBER 31, 2018 There are no material differences between the preceding computation and the Company's corresponding unaudited IJA of Form X-17a-5 as of December 31, 2018. See Report of Independent Registered Public Accounting firm. {15}------------------------------------------------ ![](_page_15_Picture_0.jpeg) ### **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM** To the Members of Bayshore Partners, LLC We have reviewed management's statements, included in the accompanying Exemption Report, , in which (1) Bayshore Partners, LLC identified the following provisions of 17 C.F.R. §15c3-3(k) under which Bayshore Partners, LLC claimed an exemption from 17 C.F.R. §240.15c3-3: (k)(2}(i) (the "exemption provision") and (2) Bayshore Partners, LLC stated that Bayshore Partners, LLC met the identified exemption provisions throughout the most recent fiscal year without exception. Bayshore Partners, LLC's management is responsible for compliance with the exemption provisions 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 Bayshore Partners, 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 on the provisions set forth in paragraph (k)(2)(i) of Rule 15c3-3 under the Securities Exchange Act of 1934. Miami, Florida February 28, 2019 An independent member of Baker Tilly International {16}------------------------------------------------ # **Bayshore Partners, LLC's Exemption Report** Bayshore Partners, LLC (the "Company") is a registered broker-dealer subject to Rule 17a-5 promulgated by the Securities and Exchange Commission (17 C.F.R. §240.17a-5, "Reports to be made by certain brokers and dealers"). This Exemption Report was prepared as required by 17 C.F.R. § 240.17a-S(d)(l) and (4). To the best of its knowledge and belief, the Company states the following: - 1. Bayshore Partners, LLC claimed an exemption 17 C.F.R. § 240.15c3-3 under the following provisions of 17 C.F.R. § 240.15c3-3 (k)(2)(i) for the fiscal year ended December 31, 2018. - 2. Bayshore Partners, LLC met the identified exemption provisions in 17 C.F.R. § 240.15c3-3(k)(2)(i) throughout the most recent fiscal year of January 1, 2018 to December 31, 2018, without exception. Bayshore Partners, LLC I, Michael Turner, affirm that, to my best knowledge and belief, this Exemption Report is true and correct. Signature Title Feb 2.8, 2019 Date 401 East Las Olas Blvd., Su.ile 2360 ·Fort Lauderdale. FL 33301 · P. 954.358.3800 · F. 954.358.3838 {17}------------------------------------------------ AGREED-UPON PROCEDURES RELATED TO AN ENTITY'S SIPC ASSESSMENT RECONCILIATION DECEMBER 31, 2018 ![](_page_17_Picture_3.jpeg) {18}------------------------------------------------ ![](_page_18_Picture_0.jpeg) **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM ON APPPYING AGREED UPON PROCEDURES** To the Members Bayshore Partners, LLC In accordance with Rule 17a-5(e)(4) under the Securities Exchange Act of 1934 and with the SIPC Series 600 Rules, we have performed the procedures enumerated below with respect to the accompanying General Assessment Reconciliation (Form SIPC-7) to the Securities Investor Protection Corporation (SIPC) for the year ended December 31, 2018, which were agreed to by Bayshore Partners, LLC, the Securities and Exchange Commission, Financial Industry Regulatory Authority, Inc., SIPC, and other specified parties, solely to assist you and the other specified parties in evaluating Bayshore Partners, LLC's compliance with the applicable instructions of Form SIPC-7. Bayshore Partners, LLC's management is responsible for Bayshore Partners, LLC's compliance with those requirements. This agreed-upon procedures engagement was conducted in accordance with attestation standards established by the Public Company Accounting Oversight Board (United States) and in accordance with attestation standards established by the American Institute of Certified Public Accountants. The sufficiency of these procedures is solely the responsibility of those parties specified in this report. Consequently, we make no representation regarding the sufficiency of the procedures described below either for the purpose for which this report has been requested or for any other purpose. The procedures we performed and our findings are as follows: 1) Compared the listed assessment payments in Form SIPC-7 with respective cash disbursement records entries, noting no differences; 2) Compared the Total Revenue amount reported on the Annual Audited Report Form X-17A-5 Part Ill for the year ended December 31, 2018 with the Total Revenue amount reported in Form SIPC-7 for the year ended December 31, 2018, noting no differences; 3) Compared any adjustments reported in Form SIPC-7 with supporting schedules and working papers, noting no differences; 4) Recalculated the arithmetical accuracy of the calculations reflected in Form SIPC-7 and in the related schedules and working papers supporting the adjustments, noting no differences; and 5) Compared the amount of any overpayment applied to the current assessment with the Form SIPC-7 on which it was originally computed, noting no differences. We were not engaged to, and did not conduct an examination, the objective of which would be the expression of an opinion on compliance with the applicable instructions of the Form SIPC-7. Accordingly, we do not express such an opinion. Had we performed additional procedures, other matters might have come to our attention that would have been reported to you. This report is intended solely for the information and use of the specified parties listed above and is not intended to be and should not be used by anyone other than these specified parties. Miami, Florida February 28, 2019 An independent member of Baker Tilly International Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.