# MANOR PRIVATE CAPITAL, LLC X-17A-5 (2026-02-26) — Broker-dealer annual report - Company: MANOR PRIVATE CAPITAL, LLC - Form: X-17A-5 - Filed: 2026-02-26 - Period: 2025-12-31 - Accession: 0001452463-26-000001 - CIK: 1452463 - File #: 8-68117 - Type: Broker-dealer - Material weakness: No - Auditor: Fulvio & Associates, LLP - Auditor location: New York, NY - Contact: Edward Cohen - Phone: 203-557-6070 - Email: ecohen@cohenandassociates.com - Website: cohenandassociates.com - Signed by: John Daly (Managing Member) Original filing: https://www.sec.gov/Archives/edgar/data/1452463/000145246326000001/public.pdf --- {0}------------------------------------------------ STATEMENT OF FINANCIAL CONDITION AND REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM DECEMBER 31, 2025 PUBLIC {1}------------------------------------------------ ### STATEMENT OF FINANCIAL CONDITION DECEMBER 31, 2025 ### Financial Statement | Facing Page - Oath or Affirmation | | |---------------------------------------------------------|-----| | Report of Independent Registered Public Accounting Firm | | | Statement of Financial Condition | | | Notes to the Statement of Financial Condition | 3-5 | {2}------------------------------------------------ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 | 3235-0123
OMB Number: | | |--------------------------------|--| | Expires:
Nov.
30, 2026 | | | Estimated
average
burden | | | hours
per
response: 12 | | | | | | | | | | | # ANNUAL REPORTS SECFILE NUMBER FORM X-17A-5 8-68117 PART III | 016 16 01 1 6 0 14 0 11 0 0 1 2 0 1 1 0 0 1 2 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 | |-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------| | | | SECFILE NUMBER | | 8-68117 | | | OMB APPROVAL FILING FOR THE PERIOD BEGINNING 01/01/2025 AN D E N DING 12/31/2025 MM/DD/YY MM/DD/YY S Broker-dealer Security-based swap dealer Major security-based swap participant # NAME OF FIRM: Manor Private Capital LLC # 257 Rowayton Avenue \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ | Information
Required
Pursuant | FACING
PAGE
to
Rules17a-5,
17a-12,
and
18a-7
under | the SecuritiesExchangeAct | of
1934 | |------------------------------------------------------------------------------------------------------------------------|--------------------------------------------------------------------------------------------------------|---------------------------|----------------------------------| | | MM/DD/YY | | MM/DD/YY | | _________________________________A. REGISTRANT | IDENTIFICATION | | ________________________________ | | NAME OF FIRM: | Manor Private Capital | LLC | | | TYPE
OF REGISTRANT
(check
here
if
respondent
is
also
Check
ADDRESS
OF PRINCIPAL
PLACE | all applicable
boxes):
an
OTCderivatives
dealer
OF BUSINESS:(Do not use a P.O. box no.) | | | | 257 Rowayton | Avenue _____________________ | | | | Norwalk | (No.
and
Street)
CT | | 06853 | | (City) | (State) | | (Zip
Code) | | PERSON
TO CONTACT
WITH REGARD
Edward Cohen | TO
THIS
FILING
(203) 557-6070 | | ecohen@cohenandassociates.com | | (Name) | (Area
Code-Telephone
Number) | (Email
Address) | | | | B. ACCOUNTANT
IDENTIFICATION | | | | INDEPENDENT
PUBLIC
ACCOUNTANT
Fulvio | whose reports
are contained
& Associates, LLP __________ | in this
filing* | | | (Name
5 West 37th Street, | - if
individual,
state
last,
first,
and
middle
4th Floor New York | name)
NY | 10018 | | (Address)
12/20/2018 | (City) | (State)
6529 | (Zip
Code) | | (Date
of
Registration
with
PCA0B)(if | applicable) | (PCAOBRegistration | Number,
if
applicable) | | | FOR OFFICIAL
USE ONLY | | | \* Claimsfor 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 basisof the exemption. See17 CFR 240.17a-5(e)(l)(ii), if applicable. Personswho are to respondto the collectionof informationcontainedin thisform are not requiredto respondunlessthe form displaysa currentlyvalidOMB controlnumber. {3}------------------------------------------------ ### OATH OR AFFIRMATION I, John Daly , swear (or affirm) that, to the best of my knowledge and belief, the financial report pertaining to the firm of Manor Private Capital LLC , as of 1 2/31 ' 2 025 . 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. Managing Member This filing\*\* contains (check all applicable boxes): - (a) Statement of financial condition. - (b) Notes to consolidated statement of financial condition. - (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) 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. - (g) Notes to consolidated financial statements. - (h) Computation of net capital under 17 CFR 240.15c3-l or 17 CFR 240.18a-l, as applicable. - (i) Computation of tangible net worth under 17 CFR 240.18a-2. - (j) 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 24O.18a-4, as applicable. - (l) Computation for Determination of PABRequirements under Exhibit A to § 240.15c3-3. - (m) Information relating to possession or control requirements for customers under 17 CFR 240.15c3-3. - (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 FOCUSReport 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 240.18a-4, as applicable, if material differences exist, or a statement that no material differences exist. (z) Other: \_\_\_\_\_ \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ n o n - (p) Summary of financial data for subsidiaries not consolidated in the statement of financial condition. - (q) Oath or affirmation in accordance with 17 CFR 240.17a-5, 17 CFR 240.17a-12, or 17 CFR 24O.18a-7, as applicable. - (r) Compliance report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - (s) Exemption report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - (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. - (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 24O.18a-7, as applicable. - (w) Independent public accountant's report based on a review of the exemption report under17 CFR240.17a-5 or 17 CFR 24O.18a-7, as applicable. - (x) Supplemental reports on applying agreed-upon procedures, in accordance with 17 CFR 240.15c3-le 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). - - \*\*To request confidential treatment of certain portions of this filing, see 17 CFR240.17a-5(e}(3) or 17 CFR240.18a-7(d)(2), as applicable. {4}------------------------------------------------ # FUL VI O & ASSO CI AT ES. L.L.p. Cer tif ied Pu bli c Ac co untant s New York Office: 5 West 37th Street, 4th Floor New York, New York 10018 www.ffilviollp.coin TEL: 212-490-3113 FAX: 212-575-5159 Connecticut Office: 95B Rowayton Avenue Rowayton, CT 06853 TEL:203-857-4400 FAX:203-857-0280 ## REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Member of Manor Private Capital, LLC ### Opinion on the Financial Statement We have audited the accompanying statement of financial condition of Manor Private Capital, LLC (the "Company") 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 the Company 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 the Company's management. Our responsibility is to express an opinion on the Company's financial statement based on our audit. We are a public accounting firm registered with thePublic 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 U.S. Securities and Exchange Commission (SEC) and thePCAOB. 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 We have served as the Company's auditor since 2024. New York, New York February 26, 2026 {5}------------------------------------------------ # STATEMENT OF FINANCIAL CONDITION | December 31, 2025 | | | |---------------------------------------|------|---------| | ASSETS | | | | Cash | ക്ക | 233,788 | | Investment banking fees receivable | | 559,338 | | Other assets | | 11,491 | | Total Assets | ക | 804,617 | | LIABILIITES AND MEMBER'S EQUITY | | | | Liabilities | | | | Accounts payable and accrued expenses | ക | 15,136 | | Commitment | | | | Member's Equity | | 789,481 | | Total Liabilities and Member's Equity | ಕ್ಕಾ | 804,617 | {6}------------------------------------------------ NOTES TO FINANCIAL STATEMENT DECEMBER 31, 2025 ### Nature of business ー Manor Private Capital, LLC (the "Company"), is a broker-dealer registered with the U.S. Securities and Exchange Commission ("SEC") and is a member of the Financial Industry ("FINRA"), both effective May 6, 2009. The Company's business is primarily comprised of investment banking fees for private placement services in connection with the private placement of securities. The Company operates from an office located in Norwalk, CT. ### 2. Summary of significant accounting policies ### Basis of Presentation The financial statement has been prepared in conformity with accounting principles generally accepted in the United States of America ("GAAP") ") as determined by the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") which requires management to make estimates and assumptions that affect amounts reported in the financial statements and accompanying notes ### Revenue Recognition The Company recognizes revenues in accordance with ASC Topic 606, Revenue from Contracts with Customers. Its core principle is that revenue is recognized to depict the transfer of promised goods or services in the amount expected to be realized in exchange, all according to customer agreements. Private placement fees are typically recognized upon the "successful" closing of the underlying securities placement transaction. At that point, the Company has satisfied its performance obligations; the transaction price is known or estimable; and the Company has determined that collection is probable. The Company may receive retainer and progress payments during the course of its private placements. If such payments represent an advance on the success fee, revenue is recognized upon the successful placement closing. If such payments represent separate fees, revenue is recognized upon the Completion of its performance obligations per the customer agreement. The Company recognizes revenue on advisory services engagements as the Company completes its performance obligations stated in the customer agreement, subject to the Company's determination that collection is probable. ### Investment Banking Fees Receivable At December 31, 2025, Private placess fees receivable amounted to \$559,338, primarily consisting of private placement success fees. These receivables are due for payment under the customer agreements. The Company concluded that no allowance for credit losses was required at December 31, 2025 based upon its assessment of the receivable balances in accordance with ASC Topic 326, Financial Instruments - Current Losses ("CECL"). This standard requires the immediate recognition of estimated credit losses expected over the life financial asset. {7}------------------------------------------------ NOTES TO FINANCIAL STATEMENT DECEMBER 31, 2025 ### 2. Summary of significant accounting policies (continued) The Company's collectability evaluation using the CECL framework considered factors such as historical experience, credit quality, age of balances, current and forecasted economic conditions, as well as other matters that reasonably affected the expectation of collectability. Based upon this broad CECL review, the Company's best judgment was that the receivables balance at December 31, 2025 was fully collectable. ### Lease The Company accounts for its lease agreements in accordance with ASC Topic 842 Leases. For the year ended December 31, 2025, the Company had no lease agreements subject to ASC Topic 842. The Company elected the option under ASC Topic 842 to exclude leases with original terms of 12 months or less. The lease is recognized on a straight-line basis. ### Income Taxes The Company is a single member limited liability company and treated as a disregarded entity for federal and state income tax reporting purposes. The Internal Revenue Code ("IRC") provides that the Company's income or loss is passed through to the member for income tax purposes. At December 31, 2025, management has determined that the Company had no uncertain tax positions that would require financial statement recognition is subject to ongoing reevaluation as facts and circumstances may require. ### Segment Reporting The Company is engaged in a single line of business as a securities broker-dealer, which is comprised of several classes of services, including principal transactions, investment banking, and investment advisory.. The Company has identified the Managing Member 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 4), which is not a measure of profit and loss, to make operational decisions while maintaining capital adequacy, such as whether to reinvest profits or withdraw funds. The Company's operations constitute a single operating segment and therefore, a single reportable segment, because 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 financial information for the Company's single operating segment is the financial information presented in the statements of financial condition, changes in partner's equity, and cash flows ### Use of Estimates The preparation of this financial statement in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the financial statement and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. {8}------------------------------------------------ NOTES TO FINANCIAL STATEMENT DECEMBER 31, 2025 ### 3. Fair value of financial instruments Financial instruments including investment banking fees receivable are carried at amounts that approximate fair value due to generally negligible credit risk and the interest charge option. See Note 2. ### 4. Net capital requirement The Company is subject to the SEC Uniforn Net Capital Rule 15c3-1. This rule requires the maintenance of minimum net capital and that the ratio of aggregate indebtedness to net capital, shall not exceed 15 to 1. Further, equity capital may not be withdrawn if the resulting net capital ratio would exceed 10 to 1. At December 31, 2025, the Company's net capital was \$218,652 which was \$213,652 in excess of its minimum requirement of \$5,000. The Company's ratio of aggregate indebtedness to capital was 0.07 to 1. ### 5. Related party transactions Pursuant to an expense sharing agreement, the sole Member provides office space and the related of the Company. The Company either reimburses the Member for all expenses which the Broker-Dealer retains a direct or indirect benefit, or the expense is classified as a capital contribution to the Broker-Dealer. A schedule of expenses to be reimbursed is prepared on a monthly basis. ### 6. Concentrations The Company periodically maintains significant cash balances in a single financial institution, which at times may exceed federally insured limits. Management does not anticipate any material losses as a result of this concentration. For the year ended December 31, 2025, 100.0% of revenues earned were from two customers. ### 7. Recently Issued Accounting Pronouncements The Company is subject to ongoing revisions to the GAAP standards in the preparation of its financial statement. The Company has either evaluating the impact of pending FASB pronouncements. The Company believes that these future standards will not have a material impact on its financial statement. ### 8. Subsequent Events The Company has evaluated subsequent events through the date the financial statement was issued. No material subsequent events occurred during this period that were required or disclosed in the Company's financial statement. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.