# VIEW PARTNERS CAPITAL LLC X-17A-5 (2021-02-05) — Broker-dealer annual report - Company: VIEW PARTNERS CAPITAL LLC - Form: X-17A-5 - Filed: 2021-02-05 - Period: 2020-12-31 - Accession: 0001426856-21-000001 - CIK: 1426856 - File #: 8-67828 - Material weakness: No - Auditor: WithumSmith & Brown, PC - Auditor location: New York, NY - Contact: Howard Spindel - Phone: 212-897-1688 - Signed by: Ruslan Chilov (Managing Director) Original filing: https://www.sec.gov/Archives/edgar/data/1426856/000142685621000001/20vps4.pdf --- {0}------------------------------------------------ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPRO:V AL OMB Number: 3235-0123 Expires: October 31, 2023 Estimated average burden hours per response ... 12.00 8-67828 I SEC FILE NUMBER I # ANNuAL AUDITED REPORT FORM X-17A-5 PART ID #### FACING 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 THE PERIOD BEGINNING | ___
_ ____.O._.l"-'/0 1-=/2"""0 | AND ENDING | 12/3
1/20 | | | |--------------------------------------------------------------------------|--------------------------------------------------------|----------------|-----------------------------|--|--| | | MMIDDIYY | | MM/DD/YY | | | | | A. REGISTRANT IDENTIFICATION | | | | | | NAME OF BROKER - DEALER: | | | | | | | View Partners Capital LLC | | | OFFICIAL USE ONLY | | | | | FIRM ID.NO. | | | | | | ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use P.O. Box No.) | | | | | | | | 575 Madison A venue | | | | | | | (No. and Street) | | | | | | New York | NY | | 10022 | | | | (City) | (State) | | (Zip Code) | | | | NAME AND TELEPHONE NUMBER OF PERSON TO CONTACT IN REGARD TO nns REPORT | | | | | | | Howard Spindel | | (212) 897-1688 | | | | | | | | (Area Code - Telephone No.) | | | | | B. ACCOUNTANT IDENTIFICATION | | | | | | INDEPENDENT PUBLIC ACCOUNTANT whose opinion is contained in this Report* | | | | | | | | WithumSmith+Brown PC | | | | | | | (Name - if individual, state last, first, middle name) | | | | | | 141 l Broadway. 23rd Floor | New York | NY | 10018 | | | | (Address) | {City) | (State) | (Zip Code) | | | | CHECK ONE: | | | | | | | [!] Certified Public Accountant | | | | | | | D
Public Accountant | | | | | | | D
Accountant not resident in United States or any of its possessions. | | | | | | | | FOR OFFICIAL USE ONLY | | | | | | | | | | | | *must be supported by a statement of facts and circumstances relied on as the basis for the exemption. See section 240.17 a-5(e)(2).SEC* 1410 (3-91) {1}------------------------------------------------ Statement of Financial Condition December 31, 2020 {2}------------------------------------------------ # **TABLE OF CONTENTS** #### **This report\*\* contains (check all applicable boxes):** - [xJ Report oflndependent Registered Public Accounting Firm. - [ x] Facing Page. - [x] Statement of Financial Condition. - [ ] Statement of Operations. - [ ] Statement of Changes in Member's Equity. - [ ] Statement of Cash Flows. - [ ] Statement of Changes in Liabilities Subordinated to Claims of General Creditors (not applicable). - [ ] Computation of Net Capital for Brokers and Dealers Pursuant to Rule 15c3-1 under the Securities Exchange Act of 1934. - [ ] Computation for Detennination of Reserve Requirements for Brokers and Dealers Pursuant to Rule 15c3-3 under the Securities Exchange Act of 1934. - [ ] Information Relating to the Possession or Control Requirements for Brokers and Dealers Pursuant to Rule 15c3-3 under the Securities Exchange Act of 1934. - [ ] A Reconciliation, including appropriate explanations, of the Computation of Net Capital Pursuant to Rule 15c3-l (included with item (g)) and the Computation for Determination of Reserve Requirements Under Rule 15c3-3 (included in item (g)). - [ ] A Reconciliation Between the Audited and Unaudited Statements of Financial Condition With Respect to Methods of Consolidation (not applicable). - [x] An Affirmation. - [ ] A copy of the SIPC Supplemental Report. - [ J Statement of Exemption from Rule 15c3-3 - [ ] Independent Accountants' Report on Statement of Exemption from Rule 15c3-3. \*\* *For conditions of confidential treatment of certain portions of this filing, see section 240.17 a-5 (e)(3).* {3}------------------------------------------------ #### AfflRMA'TIO.t!I -~. ~-~.~··-··· -·---- ];,Ruslan•€hilov ,.a1Jirmithat, to ·the. best:of my.·knowledge ,and beUef; the· accompanying· sHafe~ent of fmancial co~dition ertaining 'to View-Partners :Capi(al Jili( for ~heyear ended•December 31, 202()~ Is true and -correct. I' further .affirm··that neither the ~ompany,. nor any .. officer:-.or dJredoi: ~a.s.:any P.roprietaey interest in .any account classified solely.as. that· of·!l,customer •. Signature Managing Director Title {4}------------------------------------------------ ![](_page_4_Picture_0.jpeg) # **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM** To the Managing Member, View Partners Capital LLC: #### Opinion on the Financial Statement We have audited the accompanying statement of financial condition of View Partners Capital LLC (the "Company"), as of December 31, 2020, 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 , 2020, in conformity with accounting principles generally accepted in the United States of America. #### Basis for Opinion This 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 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 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 financial statement. We believe that our audit provides a reasonable basis for our opinion. ' .. We have served as the Company's auditor since 2015. January 29, 2021 {5}------------------------------------------------ # **Statement of Financial Condition December 31, 2020** ## Assets | Cash | \$
282,548 | |---------------------------------------|---------------| | Accounts receivable | 12,000 | | Other assets | 20,880 | | Total assets | \$
315,428 | | Liabilities and Member's Equity | | | Contract liabilities | \$
13,000 | | Accrued liabilities | 412 | | Total liabilities | 13,412 | | Member's equity | 302,016 | | Total liabilities and member's equity | \$
315,428 | The accompanying notes are an integral part of this financial statement. {6}------------------------------------------------ # **Notes to Financial Statement December 31, 2020** #### 1. Nature of Operations View Partners Capital LLC (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 engages in investment banking services, such as private placement of securities and merger and acquisition advisory services for corporate customers. The Company's sole member is View Partners LLC. #### 2. Summary of Significant Accounting Policies #### Basis of Presentation These financial statements were prepared in conformity with accounting principles generally accepted in the United States of America ("GAAP") 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 statement. Actual results could differ from these estimates. #### Revenue Recognition The revenue recognition guidance of ASC Topic 606, Revenue from Contracts with Customers, requires that an entity recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance requires an entity to follow a five-step model to (a) identify the contract(s) with a customer, (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. In determining the transaction price, an entity may include variable consideration only to the 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. The Company provides financing and mergers and acquisitions advisory services. Revenue from advisory arrangements is generally recognized at the point in time that performance under the arrangement is completed (the closing date of the transaction) or when 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. Additionally, revenue is recognized once the fee is determinable and collection of the related receivable is reasonably assured. If future collectability from a customer appears uncertain, previously received amounts will be recognized. Expenses directly associated with such transactions are deferred until the related revenue is recognized or the engagement is otherwise concluded. Retainers and other fees received from customers prior to recognizing revenue are reflected as contract liabilities on the accompanying Statement of Financial Condition. Advisory fees recognized at a point in time was \$926,477. Advisory fee revenue recognized over time was \$8,333. {7}------------------------------------------------ # Notes to Financial Statement December 31 , 2020 ## 2. Summary of Significant Accounting Policies (continued) #### Revenue Recognition (continued) At December 31, 2020, the Company had a receivable from a customer upon execution of a letter of intent indicating interest for a transaction from a prospective purchaser. The Company receives non-refundable advisory fees from customers that exceed revenue earned, resulting in contract liabilities. The beginning and ending balance of accounts receivable, contract assets, and contract liabilities are presented below: | | Accounts
Receivable | | Contract
Assets | | Contract
Liabilities | | |------------------------------|------------------------|--------|--------------------|--|-------------------------|--------| | Balance, J
anuary 1, 2020 | \$ | 25,000 | \$ | | \$ | 58,333 | | Balance, December 31, 2020 | \$ | 12,000 | \$ | | \$ | 13,000 | Revenue recognized during the period that was included in contract liabilities at the beginning of the period was \$58,333. #### Credit Losses Effective January l, 2020, the Company adopted 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. The Company identified fees and other receivables (limited to receivables related to private placement of securities and corporate finance consulting) as impacted by the new guidance. ASC 326 specifies that the Company adopt the new guidance prospectively by means of a cumulativeeffect adjustment to the opening member's equity as of January 1, 2020. Accordingly, the Company recognized no adjustment upon adoption. The allowance for credit losses is based on the Company's expectation of the collectability of financial instruments, including fees and other receivables utilizing the CECL framework. The Company considers factors such as historical experience, credit quality, age of balances and current and future economic conditions that may affect the Company's expectation of the collectability in determining the allowance for credit losses. The Company's expectation is that the credit risk associated with fees and other receivables is not significant until they are 90 days past due based on the contractual arrangement and expectation of collection in accordance with industry standards. The Company has not provided an allowance for credit losses at December 31, 2020. {8}------------------------------------------------ # Notes to Financial Statement December 31, 2020 ## 2. Summary of Significant Accounting Policies (continued) ## Income Taxes The Company is a single member limited liability company and treated as a disregarded entity for income tax reporting purposes. As such, income or loss of the Company, in general, is allocated to the member for inclusion in its income tax return. Accordingly, the Company has not provided for federal, state or local income taxes. As of December 31, 2020, management has determined that the Company had no uncertain tax positions that would require financial statement recognition. This determination will always be subj ect to ongoing reevaluation as facts and circumstances may require. ## 3. Regulatory Requirements The Company is subject to SEC Unifonn 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, 2020, the Company had net capital of approximately \$269,000 which exceeded the required net capital by approximately \$264,000. The Company does not handle cash or securities of customers. Accordingly, it does not have any reserve requirements nor any obligation relating to possession or control with respect to SEC Rule 15c3-3. #### 4. Commitments The Company has a month-to-month lease with its landlord and occupies office space pursuant to a cancelable le'ase agreement. The lease may be cancelled if either party gives two month's written notice of its intent to terminate, otherwise it renews at a rate of \$2,000 per month plus pro-rata building escalation charges. # 5. Off-balance sheet risk and concentration of credit risk The Company maintains its cash balances at one financial institution and, at times could exceed federally insured limits. 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. {9}------------------------------------------------ ## **Notes to Financial Statement December 31, 2020** #### **6. COVID-19** During the 2020 calendar year, the World HeaJth Organization has declared COVJD-19 to constitute a "Public Health Emergency of International Concern". This pandemic has disrupted economic markets and the economic impact, duration and spread of the COVJD-19 virus is uncertain at this time. The financial performance of the Company is subject to future developments related to the COVJD-t 9 outbreak and possible government advisories and restrictions placed on the financial markets and business activities. The impact on financial markets and the overall economy, all of which are highly uncertain, cannot be predicted. If the financial markets and/or the overall economy are impacted for an extended period the Company's results may be materially affected. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.