# BCMS CAPITAL ADVISORS LLC X-17A-5 (2021-03-01) — Broker-dealer annual report

- Company: BCMS CAPITAL ADVISORS LLC
- Form: X-17A-5
- Filed: 2021-03-01
- Period: 2020-12-31
- Accession: 0001471978-21-000001
- CIK: 1471978
- File #: 8-68386
- Material weakness: No
- Auditor: Spielman, koenigsberg & Parker LLP
- Auditor location: New York, NY
- Contact: Ken George
- Phone: 6033805435
- Signed by: Robert Goldsmith (President)

Original filing: https://www.sec.gov/Archives/edgar/data/1471978/000147197821000001/dec20_audit_bcms2.pdf

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l 'NITF.D S l ATES "il..Cl 'RI flt S At-,;D f-X(. flANCiF COMM[SSI() ' WashingtL1n. l>.C. 205-ll)

OMO APPROVAL 0MB Number: 1235-0123 E~pircs: October 3 I. *2013*  Estimated average burden hour~ pl!r response ... 12.00

> SF.C rlLE NUMBER 8-68386

# **A'.'1'.'lllAL AllDITED REPORT FORM X-17A-5 PARTIII**

#### **FACIN(; PAGE**

Information **Rcquii·ed** of Brokers **and Dealers** Pursuant to Section 17 of **the**  Securities **Exchange Act** of **193.i** and **Ruic 17a-~ Thereunder** 

| Kl POR I F< )R I HL Pt-.RIOD lfr(jl'\Jl\lf\.l i                                                  | 01/01 /2020<br>\.1\1. l)l),'I y                                | Al\0 F~DING                                               | 12/3 I /2020_<br>"11\11111,YY                     |
|--------------------------------------------------------------------------------------------------|----------------------------------------------------------------|-----------------------------------------------------------|---------------------------------------------------|
|                                                                                                  | ---<br>-<br>A. REGISTRANT IDENTIFICATION                       |                                                           |                                                   |
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| ( :--ioind Street)                                                                               |                                                                |                                                           |                                                   |
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| ~ \\ell· A\D I Fl l PHOI\<br>F. \Jl                                                              |                                                                | iMl3l'R OF PFRSON TO CONT/\C I' IN REGARD ro n llS REPORT |                                                   |
|                                                                                                  |                                                                | _<br>(/\                                                  | __<br>(@J.l .HW-5-135<br>n:a Code - Tdephonc No.) |
|                                                                                                  | B. ACCOUNTANT ll)El\TIFICA TION                                |                                                           |                                                   |
| Pl·.I\DI i\ I PllAI IC 1\CCOl<br>l'\iDr<br>f'.J'I /\;\11 \\hl)Sc opini,111 i:-                   |                                                                | contained in th is Report*                                |                                                   |
| ~pidumn, 1'lWill_g,:,_b,;rg_&, Purl-.c:r. LL!'                                                   | ___                                                            | __ __                                                     |                                                   |
|                                                                                                  | (i'<mrn: - it"ind1, idual. ~talc la~!. lir,,t. 111iJdk 11.1mc) |                                                           |                                                   |
| 1675 Rroad\\a,. 20:1, Fhir. J\.c,\ Y,lrh '.\fY 10019<br>--<br>(AddrL'Ss)··-<br>((it:<br>-<br>· - | \                                                              |                                                           | (Zip Code)                                        |
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| CIIECKONE:                                                                                       |                                                                |                                                           |                                                   |
| ~ Certified Public :\cc1)u11ta111                                                                |                                                                |                                                           |                                                   |
| □ Public<br>Ac<.:l.>U11tant                                                                      |                                                                |                                                           |                                                   |
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#### **OA l'I** I **OR AfFIR~IATIO'\'**

I. R, ,hen (1<1ld,mi1h. ,\\ e,11 ( 1 ,r affirm) thm. Ill tlw bcst of m~ k11cm kdgl.! and hdicf the aecompan) ing li11a111.:ial statc111c11h an<l ,upporting. sd1cdulc-. pl·rtaining to the firm or BCMS Capita l Ach isors. LLC a~ or Oecemhcr 31. 2020. arc trul.! and corrl.!l:I. I f1111hcr ,\,.,Car (\1r affirm) thnt m.·ithcr the Com pan~ llllr nil) pai1ncr. prnpriet1ir. prindpal 1,fliccr 11r dirccwr ha:-; an) propri\.·lar> interest in an:y account classified !>1)ld) as that uf a dhl111111:r. eseept a, fol l(m :-,

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#### This report contain!, (check all applicable boxc!-.):

- (\I (a) I al:ing page.
- (\.J (b) ~l:tlemcnl \Ir r·111aiKi,1I Con<lit1on.
- (, l (C) Statement of I nc(1111e ( I lhS).
- c,i (d) )latemenl of(.a:,h I lu,,s.
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P11r:-.uan1 t11 Ruk ' 5<.: ,\_ I under the <.;lxuritie--. l.:-.dmngc A<.:l ,,r 19 q \_

- ( ) l h) t 1•mputatit1n fnr Dc1crlll inat iun 111' R~·:.en c Rcq11in.:1111;11h t,1r Brnl-.cr, and l>ealcr:. Pun,11a111 to Ruh: l Sd-3 under the Sccuritic:, l:sd1:111ge 1 \ ct of 1934. (not applicable}
- l ) (i) l11li1r111atil111 Relating to the:: Pt1s~cs-,it111 l1r L'omrol Rc4uin.:111cnt:, li.>r Brol-.cr, and IJ1:alt:r-, Pur<;uam ltl Ruic I Sc 3-J under the Se<.:uritic~ E,diangt: Al..'.t 1)t' I lJJ-l (not appht:ablt:).
- ( I (j) \ Rcconciliatit,n. irn:luu111g Appropm1tc l.:,:-.pla11atiol1:-. o t' the Computation of Net l '.tpital l ,ndc::r Ruic I :.ii.:3- 1 and the Cnmputat,011 for I >c1em1ina1ion o f the Rc::scne Rl'yuir1::111c11t~ l inder Rule l *5-:3-3*
- t ) ( 1-.) \ Rc-:onl..'.iliation tkt\\t·cn the Audited and l 111nud1tcd Consolidated Statcmcnt..; (111 inane in I(. onditinn Wtth Re-;pcct to \-let hods lll Cnn;,olldation (not appl i.::nblc ).
- I ' ) (I) \ 1 < lath 01 .\ffir111atio11.
- ( ) (ml ,\ ( ·op~ of the -.;1pc \upplcrnc111al Repon.
- (' I (Ill Report nn nrnnagcmcnf, n,.,c11ion letter regarding. I 5d-3 1-,cmption Report
- ( \I (II) :\fa11ag1.:mcn1 ·--. a"e111011 lcuer r..:gardin!! 15c 1-1 F'\cmption Rep0n

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Financial Statements and Supplemental Information

December 31, 2020

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### TABLE ON CONTENTS

| Report of Independent Registered Public Accounting Firm                                          | 1-2        |
|--------------------------------------------------------------------------------------------------|------------|
| Financial statements:                                                                            |            |
| Statement of Financial Condition                                                                 | 3          |
| Statement of Income                                                                              | 4          |
| Statement of Changes in Member's Equity                                                          | 5          |
| Statement of Cash Flows                                                                          | 6          |
| Notes to Financial Statements                                                                    | 7 -<br>I 0 |
| Supplemental information:                                                                        |            |
| Computation of net capital pursuant to Rule l 5c3-l of the<br>Securities and Exchange Commission | 1 1        |
| Report of Independent Registered Public Accounting Firm<br>Regarding Rule l 5c3-3 Exemption      | 12         |
| Rule l 5c3-3 Exemption Report                                                                    | 13         |

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![](_page_4_Picture_0.jpeg)

*Report of Independent Registered Public Accounting Firm* 

To the Board of Directors and Shareholder of BCMS Capital Advisors, LLC:

#### **Opinion on the Financial Statements**

We have audited the accompanying statement of financial condition of BCMS Capital Advisors, LLC, as of December 31, 2020, and the related statements of income, changes in member's equity, and cash flows for the year then ended, and the related notes and schedules (collectively referred to as the " financial statements"). In our opinion, the financial statements present fa irly, in all material respects, the financial position of BCMS Capital Advisors, LLC as of December 31, 2020, and the results of its operations and its cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America.

#### **Basis for Opinion**

These fi nancial statements are the responsibility of BCMS Capital Advisors, LLC's management. Our responsibility is to express an opinion on BCMS Capital Advisors, 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 BCMS Capital Advisors, 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 fra ud. 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 fi nancial statements. Our audit also included evaluating the accounting principles used and signifi cant estimates made by management, as we ll as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.

1675 Broadway, 20th Floor, New York, NY 10019 I 212. 453. 2500 I 212. **453.** 2550 I **SKPN', COM** 

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& Parker, LLP CERTIFIED PUBLIC ACCOUNTANTS

#### **Auditor's Report on Supplemental Information**

The Schedule of Computation of Net Capital under SEC Rule I Sc3- I has been subjected to audit procedures performed in conjunction with the audit of BCMS Capital Advisors, LLC's financial statements. The supplemental info rmation is the responsibility of BCMS Capital Advisors, LLC's management. Our audit procedures included determi ning whether the supplemental information reconciles to the financial statements or the underlyi ng accounting and other records, as appl icable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental information. In forming our opinion on the supplemental info rmation, we evaluated whether the supplemental info rmation, including its form and content, is presented in conformity with 17 C.F.R. §240. I 7a-S. In our opinion, the Schedule of Computation of Net Capital under SEC Rule I Sc3-l is fa irly stated, in all material respects, in relation to the financial statements as a whole.

We have served as BCMS Capital Advisors, LLC's auditor since 20 I 0.

New York, New York March I, 202 1

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### ST A TEMENT OF FINANCIAL CONDITIO

### December 31, 2020

#### **Assets**

| Current                               |                |
|---------------------------------------|----------------|
| Cash                                  | 144,147<br>\$  |
| Accounts receivable                   | 1. 12<br>1.222 |
| Total assets                          | \$ 1,265,369   |
| Liabilities                           |                |
| Accounts payable and accrued expenses | 6,330<br>\$    |
| Due to parent company                 | 38,1<br>25     |
| Total liabilities                     | 44,455         |
| Member's equity                       | 1,220,914      |
| Total liabilities and member's equity | \$ 1,265,369   |

The accompanying notes are an integral part of these financial statements.

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### ST A TEMENT OF INCOME

For the Year Ended December 31, 2020

| Revenue                    |               |
|----------------------------|---------------|
| Advisory services          | \$ 4,779,663  |
| Interest                   | 9<br>1        |
| Total revenue              | \$ 4,779,754  |
| Expenses                   |               |
| Salaries and related taxes | 606,905<br>\$ |
| Professional fees          | 184,63<br>1   |
| Rent expense               | 143,509       |
| Guaranteed payments        | 11 7,258      |
| General and administrative | 19,980        |
| Insurance                  | 15,79<br>1    |
| Regulatory fees            | 15 169        |
| Total expenses             | 1,103,243     |
| Income from operations     | 3,676,5<br>11 |
| Provision for income tax   |               |
| Local income tax (benefit) | ( 15.000)     |
| Net income                 | \$ 3,691.511  |

The accompanying notes are an integral part of these financial statements.

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### STATEMENT OF CHANGES IN MEMBER'S EQUITY

For the Year Ended December 31, 2020

| Member's equity, beginning of year | 521<br>,149<br>\$ |
|------------------------------------|-------------------|
| Capital distributions              | (2,991,746)       |
| Net income                         | 3,691.511         |
| Member's equity, end of year       | \$ 1,220.914      |

The accompanying notes are an integra l part of these financial statements.

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### ST A TEMENT OF CASH FLOWS

For the Year Ended December 31 , 2020

### **Cash flows from operating activities:**

| Net income                                 | \$3,69<br>1,5<br>11 |
|--------------------------------------------|---------------------|
| Adjustments to reconcile net income·to     |                     |
| net cash provided by operating activities: |                     |
| Decrease in:                               |                     |
| Prepaid expense                            | 310                 |
| Accounts payable and accrued expense       | (468)               |
| Income tax payable                         | (15,000)            |
| Increase in:                               |                     |
| Due to parent company                      | 22,440              |
| Accounts receivable                        | (1,1<br>21,222)     |
| Net cash provided by operating activities  | 2,577,571           |
| Cash flows from financing activities:      |                     |
| Capital distributions                      | (2,99<br>1,746)     |
| Net cash used in financing activities      | (2,991.746)         |
| Net decrease in cash                       | (414,175)           |
| Cash, beginning of year                    | 558,322             |
| Cash, end of year                          | \$<br>144,147       |
|                                            |                     |

The accompanying notes are an integral part of these financial statements.

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### NOTES TO FINANCIAL STATEMENTS

# As of and For the Year Ended December 31, 2020

#### **1. Organization**

BCMS Capital Advisors, LLC ("BCMS" or the "Company") is a New York single member limited liability Company that was formed on August 14, 2009. BCMS is a wholly owned subsidiary of BCMS Corporate LLC. Effective August 30, 2010, the Company commenced operations as a broker-dealer registered with the Securities and Exchange Commission (the "SEC") and became a member of the Financial Industry Regulatory Authority ("FINRA"). The Company is currently engaged in finding buyers and sellers of businesses, effecting or facilitating securities transactions and consulting and advisory services relating to the acquisition of business enterprises.

#### **2. Significant Accounting Policies**

# **Basis of Presentation**

The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (US GAAP).

#### **Revenue Recognition**

Receivables from customers are reported at their outstanding principal balance, adjusted for any allowance for doubtful accounts. The Company provides advisory services on mergers and acquisitions. Revenue for advisory arrangements is recognized at the point in time that performance under the arrangement is completed (the closing date of the transaction). Advisory services are primarily comprised of merger and acquisition advice and structuring the purchase and sale of business and securities transactions. There were no unsatisfied performance obligations at December 31, 2020.

The Company's advisory revenue consist of success fees and deferred fees. Success fees consist of contractually agreed upon percentage of consideration transferred between buyers and sellers for transactions facilitated by the Company. These success fees cannot be less than a contractually agreed upon amount, which varies among contracts. Deferred fees are generally structured as a percentage of seller's notes, earn out fees, or cash held in escrow accounts. Future cash payments are released based on future quantitative requirements or the expiration of most indemnities. There were no unsatisfied performance obligations at December 31, 2020.

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### NOTES TO FINANCIAL ST A TEMENTS

# As of and For the Year Ended December 31 , 2020

#### **Income Taxes**

The Company is a disregarded entity for federal, state and local tax purposes and income taxes are calculated as if the Company fil ed a separate tax return.

In accordance with US GAAP, the Company applied the standard related to accounting for uncertainty in income taxes and the related disclosures in 2020. The Company has assessed its income tax positions and has recorded no tax liability based upon management's evaluation of the facts, circumstances, and information available at the reporting date. No uncertainties exist that will materi ally affect management's evaluation at December 31 , 2020.

The tax years of 2018, 20 19 and 2020 remain subj ect to examination by federal, state, and local taxing authorities.

#### **Accounts Receivable**

Receivables from customers are reported at their outstanding principal balance, adjusted for any allowance of doubtful accounts. The Company pe1forms ongoing credit evaluations of its customers and maintains allowances for doubtful accounts based on factors sun-ounding the credit risk of specific customers and other information. The Company estimates an allowance for doubtful accounts based on credit worthiness of its customers as well as general economic conditions and evaluates credit risks associated with its customers on a continuous basis. Accordingly, no allowance for uncollectible accounts receivable is required at December 31, 2020. There were \$1,121,222 accounts receivable outstanding as of December 31 , 2020.

# **Use of Estimates**

The preparation of financial statements in conformity with US GAAP 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 dates of the financial statements and the reported amounts of expenses during the reporting periods. Accordingly, actual results could differ from those estimates.

#### **Exemptive Provisions**

The Company does not claim exemption from the provisions of Rule l 5c3-3 under the Securities Exchange Act of 1934. The Company relies on Footnote 74 of SEC Release 34- 70073 as Non-Covered Company. The Company does not receive, hold or handle customer funds or securities and is not required to include Computation fo r Determination of Reserve Requirements and Information Relating to the Possession and Control Requirements.

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#### NOTES TO FINANCIAL STATEMENTS

# As of and For the Year Ended December 31, 2020

# **3. Concentration of Credit Risk**

The Company transacts business with several customers and discloses any concentration in revenue from those customers. The Company recognized revenue from transactions with fifteen non-recurring customers during the year ended December 3 1, 2020.

The Company maintains its cash balance at a fi nancial institution located in the New York metropolitan area which is insured by the Federal Deposit Insurance Corporation ("FDIC").

#### **4. Liabilities Subordinated to General Creditors**

The Company has no liabilities subordinated to general creditors.

#### **5. Net Capital Requirements**

The Company is subject to the Uniform Net Capital Rule under the Securities Exchange Act of 1934. The rule 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 I. The net capital and aggregate indebtedness change from day to day but net capital was \$99,692 as of December 31, 2020. The Securities and Exchange Commission required net capital was \$5,000 and excess net capital was \$94,692 as of December 31, 2020.

#### **6. Related Party Transactions**

The Company is a wholly owned subsidiary of BCMS Corporate LLC (the "Parent"). The Company and the Parent entered into an expense sharing agreement for the allocation of certain expenses of the Company, including guaranteed payments to the company's president, and payment thereof by the Parent. The Company is also a sub-lessee of the Parent's several offices, in which both the Company and Parent reside. The Parent allocates rent to the Company on a per usage basis. This agreement is in compliance with the applicable SEC and FINRA rulings and interpretations. The total expenses allocated to the Company from the Parent were \$865,056 for the year ended December 31, 2020. There was \$38,125 outstanding balance payable to the Parent as of December 31, 2020.

The Company maintains a related party relationship with BCMS Corporate NA, Ltd, an entity in which the Company's president has a significant ownership share. The Company is charged certain expenses related to the facilitation of securities transactions by the Company in which BCMS Corporate NA, Ltd provides services. The total expenses allocated to the Company from BCMS Corporate NA, Ltd were \$23 1,0 I 3. There was no outstanding balance payable to BCMS Corporate NA, Ltd as of December 31, 2020.

The Company and the affiliates are under common control and the existence of that control creates operating results and a financial position significantly different than if the companies were unaffiliated.

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### NOTES TO FI ANCIAL ST A TEMENTS

# As of and For the Year Ended December 3 1, 2020

#### **7. Commitments and Contingencies**

The Company structures advisory service fees received into success fees, recognized on the contract execution date between the buyer and seller. The buyers and sellers of facilitated securities transactions performed by the Company set aside escrow accounts that are released upon completion of future performance levels.

In March 2020, the World Health Organization (WHO) declared COVID-19 a global pandemic. This pandemic event has resulted in significant business disruption and uncertainty in both global and U.S. markets. While management believes the Company is in an appropriate position to weather the potential short-term effects of these world-wide events, the direct and long-term impact to the Company and its financial statements is undetermined at this time.

#### **8. Subsequent Events**

The Company has evaluated subsequent events tlu·ough March I, 2021 , the date on which the financial statements were available to be issued and determined there were no events that require to be measured or disclosed in the financial statements.

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SUPPLEMENT ARY INFORMATION

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# SCHEDULE OF COMPUTATION OF NET CAPITAL FOR BROKERS AND DEALERS PURSUANT TO RULE 15c3-1

December 31, 2020

| Member's equity                                                                           | \$ 1,220,914     |
|-------------------------------------------------------------------------------------------|------------------|
| Less: nonallowable assets:                                                                |                  |
| Total non-allowable assets                                                                | (1 J 2<br>1.222) |
| Net capital                                                                               | 99,692           |
| Computation of basic net capital requirement:                                             |                  |
| Minimum net capital requirement (greater of<br>6 ½% of aggregate indebtedness or \$5,000) | 5 000            |
| Capital in excess of minimum requirement                                                  | 94,692<br>\$     |
| Schedule of Aggregate Indebtedness                                                        |                  |
| Total liabilities                                                                         | 44,455<br>\$     |
| Aggregate indebtedness                                                                    | 44,455<br>\$     |
| Ratio of aggregate indebtedness to net capital                                            | :1<br>.45        |

There were no material differences between the computation of net capital in the above schedule and the amount reported in the Company's unaudited Form X-17 AS, Part IIA filing (as amended) as of December 31 , 2020.

See the Report of Independent Registered Public Accounting Firm

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& Parker, LLP CERTIFlrn PUBLIC ACCOUNfANTS

*Report of Independent Registered Public Accounting Firm* 

To the Board of Directors and Shareholder of BCMS Capital Advisors, LLC

We have reviewed management's statements, included in the accompanying Exemption Repo1t Pursuant to SEC Rule 17 A-5, in which ( I) BCMS Capital Advisors, LLC (the ·'Company) does not claim an exemption from 17 C.F.R. § l Sc3-3 under paragraph (k). The Company is fi ling the exemption report in reliance on footnote 74 of 2013 SEC Release 34-70073. (2) The Company is engaged in private placement of securities and corporate consulting. (3) As a Non-Covered Company that does not claim an exemption under paragraph (k) of Rule l Sc3-3, during the reporting period the Company affirms that it (I) does not directly or indirectly receive, hold or otherwise owe funds or securities for or to customers; (2) does not carry accounts of or for customers; and (3) does not carry PAB accounts (as defined in Rule l Sc3-3). These cond itions were met throughout the most recent year without exception. BCMS Capital Advisors, 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 BCMS Capital Advisors, 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. Accord ingly, 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 fa irly stated, in all material respects, based on the provisions set forth in Rule l Sc3-3 under the Securities Exchange Act of 1934.

New York, New York March I, 2021

1675 Broadway, 20th Floor, New York, NY 10019 I 212. 453. 2500 I 212. 453. 2550 I **SKPNY.COM** 

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# **BCMS CAPITAL ADVISORS, LLC EXEMPTION REPORT PURSUANT TO SEC RULE 17 A-5 For the Year Ended December 31, 2020**

BCMS Capital Advisors, LLC (the "Company'') is a registered broker-dealer subject to Rule 1 ?a-5 promulgated by the Securities and Exchange Commission (17 C.F.R. 240.17-5, "Reports to be made by certain brokers and dealers") This Exemption Report was prepared as required by 17 C.F R. 240.17a-5(d)(1) and **(4).** To the best of its knowledge and belief, the Firm states the following:

- 1.) The Company does not claim an exemption from 17 C. F. R. 240, 15c3-3 under paragraph (k). The Company is filing the exemption report in reliance on footnote 74 of the 2013 SEC Release 34-70073.
- 2.) The Company ls engaged in private placement of securities and corporate consulting.
- 3.) As a Non-Covered Company that does not claim an exemption under paragraph (k) of Rule 15c3-3. during the reporting period the Company affirms that it (1) does not directly or indirectly receive. hold or otherwise owe funds or securities for or to customers: (2) does not carry accounts of or for customers; and (3) does not carry PAB accounts (as defined in Rule 1 Sc3-3). These conditions were met throughout the most recent year without exception.

I. Robert Goldsmith. affirm that. to my best knowledge and belief. thrs Exemption Report is true and correct.

Robert Goldsmith. President

Date: *J\_* / *J.* **S-** /;;, 0 **a,1**


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