# SIGNUM GROWTH CAPITAL LLC X-17A-5 (2023-02-27) — Broker-dealer annual report - Company: SIGNUM GROWTH CAPITAL LLC - Form: X-17A-5 - Filed: 2023-02-27 - Period: 2022-12-31 - Accession: 0001546583-23-000002 - CIK: 1768561 - File #: 8-70297 - Type: Broker-dealer - Material weakness: No - Auditor: YSL & Associates LLC - Auditor location: New York, NY - Contact: Richard Daniels - Phone: 212-751-4422 - Email: rdaniels@dfppartners.com - Website: dfppartners.com - Signed by: Angela Dalton (CEO) Original filing: https://www.sec.gov/Archives/edgar/data/1768561/000154658323000002/signumshort22edgar.pdf --- {0}------------------------------------------------ # **Signum Growth Capital LLC** Statement of Financial Condition December 31, 2022 With Report of Independent Registered Public Accounting Firm {1}------------------------------------------------ ## **SIGNUM GROWTH CAPITAL LLC** ### **Contents** | | Page(s) | |------------------------------------------------------------|---------| | Facing Page and Oath or Affirmation | | | Report of Independent Registered Public Accounting Firm 1 | | | Financial Statement | | | Statement of Financial Condition 2 | | | Notes to Statement of Financial Condition 3-8 | | {2}------------------------------------------------ #### **UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549** 0MB APPROVAL 0 MB Number: 3235-0123 Expires: Oct. 31, 2023 Estimated average burden hours per response: 12 ### **ANNUAL REPORTS FORM X-17 A-5 PART Ill** | SEC FI LE NUMBER | | |------------------|--| | 8-70297 | | **FACING PAGE** **Information Required Pursuant to Rules 17a-5, 17a-12, and 18a-7 under the Securities Exchange Act of 1934** FILING FOR THE PERIOD BEGINNING **O 1/01/2022** AND ENDING **12/3 1/2022** MM/DD/YY MM/DD/YY **A. REGISTRANT IDENTIFICATION** # NAME oF FIRM: Sign um Growth Capital LLC TYPE OF REGISTRANT (check all applicable boxes): ~Broker-dealer D Security-based swap dealer D Major security-based swap participant □ Check here if respondent is also an OTC derivatives dealer ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.) # 23 WELLSFORD DRIVE | | (No. and Street) | | | | |-----------------------------------------------------------------------------------------------------------------------------------------------------------------|-------------------------------|--------------------------|------------|--| | GOSHEN | CT | | 06756 | | | (City) | (State) | | (Zip Code) | | | PERSON TO CONTACT WITH REGARD TO THIS FILING | | | | | | Richard Daniels | (212)751-4422 | RDaniels@dfppartners.com | | | | (Name) | (Area Code -Telephone Number) | (Email Address) | | | | | B. ACCOUNTANT IDENTIFICATION | | | | | INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing*
YSL & Associates LLC
(Name - if individual, state last, first, and middle name) | | | | | | 11 Broadway, Suite 700 | New York | NY | 10004 | | | (Address) | (City) | (State) | (Zip Code) | | | 06/06/2006 | | 2699 | | | | | | | | | | | FOR OFFICIAL USE ONLY | | | | \* Claims for exemption from the requirement that the annual reports be covered by the reports of an independent public accountant must be supported by a statement of facts and circumstances relied on as the basis of the exemption. See 17 CFR 240.17a-S(e)(l)(ii), if appli cable. **Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid 0MB control number.** {3}------------------------------------------------ #### **OATH OR AFFIRMATION** | I, Angela Dalton | 2~ | swear (or affirm) that, to the best of my knowledge and belief, the | |--------------------------------------------|----------------------------------------------------------------------------------------------------------------------------------------------------------|-----------------------------------------------------------------------------------| | financial report pertaining to the firm of | Signum Growth Capital LLC | as | | December 31 ______ | ~ | is true and correct. I further swear (or affirm) that neither the company nor any | | of _ | partner, officer, director, or equivalent person, as the case may be, has any proprietary intere | n account classified solely | | as that of a customer. | MARYROSE MERCADO
NOTARY PUBLIC, STATE OF NEW YORK
Registration No. 01 ME6423025
Qualified in Queens County
Commission Expires October 4, 20~ | Si | #### **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 240.15c3-1 or 17 CFR 240.18a-1, 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 240.18a-4, as applicable. - □ (I) Computation for Determination of PAB Requirements 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 FOCUS Report with computation of net capital or tangible net worth under 17 CFR 240.15c3-l, 17 CFR 240.18a-1, or 17 CFR 240.18a-2, as applicable, and the reserve requirements under 17 CFR 240.15c3-3 or 17 CFR 240.18a-4, as applicable, if material differences exist, or a statement that no material differences exist. - □ (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 240.18a-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. - D (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 240.18a-7, as applicable. - □ (w) Independent public accountant's report based on a review of the exemption report under 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - □ (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). □ (z) Other: \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ \_\_\_\_\_\_ \_ - *\*\*To request confidential treatment of certain portions of this filing, see 17 CFR 240.17a-5{e)(3) or 17 CFR 240.18a-7(d)(2), as applicable.* {4}------------------------------------------------ ![](_page_4_Picture_0.jpeg) 11 Broadway, Suite 700, New York, NY 10004 Tel: (212) 232-0122 Fax: (646) 218-4682 ### **REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM** To the Member of Signum Growth Capital LLC #### **Opinion on the Financial Statement** We have audited the accompanying statement of financial condition of Signum Growth Capital LLC (the "Company") as of December 31 , 2022, 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 , 2022 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 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 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. We have served as Signum Growth Capital LLC' s auditor since 2019. New York, NY February 23, 2023 {5}------------------------------------------------ ### **Signum Growth Capital LLC Statement of Financial Condition As of December 31, 2022** | Assets | | |---------------------------------------|---------------| | Cash | \$
652,246 | | Fees receivable | 30,000 | | Prepaid expense | 37,005 | | Other assets | 1,326 | | Total assets | \$
720,577 | | | | | Liabilities and Member's Equity | | | Unearned income | \$
16,080 | | Accounts payable and accrued expenses | 58,603 | | Due to member | 10,684 | | Pension payable | 140,000 | | Total liabilities | 225,367 | | | | | Member's equity | 495,210 | | Total liabilities and member's equity | \$
720,577 | | | | {6}------------------------------------------------ #### **1. Organization** Signum Growth Capital LLC, (the "Company"), is a single member liability company organized under the laws of the state of Delaware, is registered as a broker-dealer in securities with the Securities and Exchange Commission (SEC), and is a member of the Financial Industry Regulatory Authority ("FINRA"). The Company participates in transactions related to Mergers and Acquisitions and Private Placements. #### **2. Summary of Significant Accounting Policies** #### **Cash** Cash consists of cash in banks, primarily held at one financial institution which at times may exceed federally insured limits. Funds deposited with a single financial institution are insured up to \$250,000 in the aggregate by the Federal Deposit Insurance Corporation ("FDIC"). The Company has not experienced any losses in such accounts related to exceeding these limits. #### **Income Taxes** The Company is recognized as a Limited Liability Company for federal and state tax purposes. As a Limited Liability Company, the Company is not subject to federal or state income taxes, but are subject to New York City taxes. The Company's income or loss is reportable by its member on their individual tax return. In 2022, the Company moved out of New York City and is no longer subject to NYC UBT tax. For the year ended December 31, 2022, the Company had a reversal of prior year New York City UBT tax over accrual of \$27,619. #### **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 revenues and expenses during the reporting period and disclosure of contingent assets and liabilities at the date of the financial statements. Actual results could differ from these estimates. #### **Accounts Receivable and Allowance for Doubtful Accounts** Receivables from customers are uncollateralized customer obligations due under normal trade terms when an invoice is rendered by the Company. The Company provides an allowance for doubtful accounts, when necessary, equal to the estimated collection losses that will be incurred in collection of specific receivables. At December 31, 2022, the Company recorded \$0 for allowance for doubtful accounts. The Company had \$30,000 of accounts receivable balances as of December 31, 2022. The Company had Unearned Revenue of approximately \$16,000 at December 31, 2022, which represents cash received for revenue not yet recognized as earned. {7}------------------------------------------------ #### **2. Summary of Significant Accounting Policies (continued)** #### **Allowance for Credit Losses** Effective January 1, 2020, the Company adopted ASC Topic 326, Financial Instruments - Credit Losses ("ASC 326"). ASC 326 impacts the impairment model for certain financial assets measured at amortized cost by requiring a current expected credit loss ("CECL") methodology to estimate expected credit losses over the entire life of the financial asset, recorded at inception or purchase. Under the accounting update, the Company has the ability to determine there are no expected credit losses in certain circumstances. The Company identified fees receivable carried at amortized cost as impacted by the new guidance. ASC 326 specifies that the Company adopt the new guidance prospectively by means of a cumulative-effect adjustment to the opening retained earnings as of the beginning of the first reporting period effective. The Company believes there is no impact to opening member's equity upon adoption of ASC 326. The allowance for credit losses is based on the Company's expectation of the collectability of financial instruments carried at amortized cost, including fees receivable 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 receivables is not significant until they are 90 days past due on the contractual arrangement and expectation of collection in accordance with industry standards. Management does not believe that an allowance is required as of December 31, 2022. #### **3. Commitments and Contingencies** The nature of the Company's business subjects it to various claims, regulatory examinations, and other proceedings in the ordinary course of business. The ultimate outcome of any such actions against the Company could have an adverse impact on the financial condition, results of operations, or cash flows of the Company. The Company had no underwriting commitments or contingent liabilities at December 31, 2022. #### **4. Net Capital Requirements** The Company is subject to the SEC Uniform Net Capital Rule ("Rule 15c3-1") of 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 8 to 1 for the first year and then 15 to 1 thereafter. At December 31, 2022, the Company had net capital of approximately \$427,000 which exceeded the required net capital minimum of \$100,000 by approximately \$327,000. At December 31, 2022, the ratio of aggregate indebtedness to net capital was 0.53 to 1. {8}------------------------------------------------ #### **5. Retirement Plans** The Company sponsors a 401 (K) plan and maintains a profit sharing plan covering eligible employees. Annual contributions to the plan are at the discretion of the Managing Member and are limited to the percentage of eligible employee compensation under relevant Internal Revenue Code sections. The Company contributed \$44,400 in 2022 and accrued \$25,000 pension liability as of December 31 , 2022 under the 401 Kand profit sharing plan. The Company participates in a noncontributory defined benefit pension plan which covers substantially all of its employees, and is funded through a trust established under the plan. The Company contributed \$250,000 in 2022 and accrued \$115,000 pension liability as December 31 , 2022 under this plan. The benefits are based on years of service, and the employee's compensation during the five consecutive years in which their average compensation was highest. Funding of retirement costs for the plan complies with the funding requirements of the Employee Retirement Income Security Act of 1974 ("ERISA") and other federal legislation. | | Pension Benefits | | | | | |------------------------------------------------|------------------|-----------|----|-----------|--| | At December 31 | | 2022 | | 2021 | | | Change in benefit obligation | | | | | | | Benefit obligation at beginning of year | \$ | 701,156 | \$ | 337,238 | | | Service Cost | \$ | 349,28 1 | \$ | 440,685 | | | Interest Cost | \$ | 19,534 | \$ | 7,861 | | | Amendment | \$ | 0 | \$ | 0 | | | Assumption changes | \$ | (403,163) | \$ | (59,344) | | | Actuarial (gain) oss | \$ | (12,399) | \$ | (25,284) | | | Benefits paid | \$ | 0 | \$ | 0 | | | Benefit obligation at end of year | \$ | 654,409 | \$ | 701 ,156 | | | Change in plan assets | | | | | | | Fair value of plan assets at beginning of year | \$ | 262,991 | \$ | 0 | | | Actual return 011 plan assets | \$ | (100,035) | \$ | (10,509) | | | Employer contribution | \$ | 264,491 | \$ | 273,500 | | | Expenses | \$ | 0 | \$ | 0 | | | Benefits paid | \$ | 0 | \$ | 0 | | | Fair value of plan assets at end of year | \$ | 427,447 | \$ | 262,991 | | | Funded Status at end of year | \$ | (226,962) | \$ | (438,165) | | {9}------------------------------------------------ #### **5. Retirement Plans (continued)** **Amounts recognized** in **the statement of financial position consist of:** | | Pension Benefits | | | | |------------------------|------------------|-----------|----|-----------| | | | 2022 | | 2021 | | Noncu1Tent assets | \$ | 0 | \$ | 0 | | Current liabilities | \$ | 0 | \$ | 0 | | NoncuITent Liabilities | \$ | (226,962) | \$ | (438,165) | | | \$ | (226,962) | \$ | (438,165) | #### **Amounts recognized** in **accumulated other comprehensive income consist of:** | | Pension Benefits | | | | |-------------------------------|------------------|-----------|----|---------| | | | 2022 | | 2021 | | Net loss (gain) | \$ | (129,078) | \$ | 200,728 | | Prior service cost (credit) | \$ | 0 | \$ | 0 | | Transition obligation (asset) | \$ | 0 | \$ | 0 | | | \$ | (129,078) | \$ | 200,728 | #### **Summary of Benefit Obligations and Plan Assets** | At December 31 | 2022 | | 2021 | | |--------------------------------|------|---------|------|----------| | Projected benefit obligation | \$ | 654,409 | \$ | 701 ,156 | | Accumulated benefit obligation | \$ | 654,409 | \$ | 701 ,155 | | Fair value of plan assets | \$ | 427,447 | \$ | 262,991 | | Market-related value of assets | \$ | 427,447 | \$ | 262,991 | #### **Components of Net Periodic Benefit Cost and Other Amounts Recognized** in **Other Comprehensive Income** | | Pension Benefits | | | | |-----------------------------------------------|------------------|----------|----|---------| | | | 2022 | | 202 1 | | Service Cost | \$ | 349,28 1 | \$ | 440,685 | | Interest cost | \$ | 19,534 | \$ | 7,861 | | Expected return on plan assets | \$ | (19,750) | \$ | 0 | | Amortization of transition (asset)/obligation | \$ | 0 | \$ | 0 | | Amortization of prior service cost | \$ | 0 | \$ | 0 | | Amortization of net (gain) loss | \$ | 34,029 | \$ | 62,391 | | Net periodic benefit cost | \$ | 383,094 | \$ | 510,937 | {10}------------------------------------------------ #### 5. Retirement Plans (continued) #### **Other Changes in Plan Assets and Benefit Obligations Recognized in Other Comprehensive Income** | | Pension Benefits | | | | |-----------------------------------------------------------------|------------------|-----------|----|-----------| | | | 2022 | | 2021 | | Net loss (gain) | \$ | (329,806) | \$ | (136,510) | | Prior service cost ( credit) | \$ | 0 | \$ | 0 | | Amortization of prior service cost | \$ | 0 | \$ | 0 | | Amortization of transition asset | \$ | 0 | \$ | 0 | | Total recognized in other comprehensive income | \$ | (329,806) | \$ | (136,510) | | Total recognized in net periodic pension benefit cost and other | | | | | | comprehensive income | \$ | 53,288 | \$ | 374,427 | The estimated net loss and prior service cost for the defined benefit pension plan that will be amortized from accumulated other comprehe11sive income into net periodic benefit cost over the next fiscal year are (\$ 17,926) and \$0 respectively. #### **Assumptions** #### **Measurement Date:** The measurement date for assets and liabilities is December 31 #### **Actuarial Cost Method:** Projected Unit Credit (as defined in ASC 715) #### **Asset Valuation Method:** The market-related value of plan assets is equal to the fair value #### **Demographic Actuarial Assumptions:** | | | 2022 | 2021 | |-------------------|-----------------|------------|-----------| | Mo1tality Tables: | Pre-Retirement | None | None | | | Post-Retirement | RP - 2014 | RP- 2014 | | Improvement Scale | | MP - 202 1 | MP - 2021 | #### **Weighted-average assumptions used to determine benefit obligations at December 31** | | 2022 | 2021 | |-------------------------------|-------|-------| | Discou:nt rate | 5.01% | 2.83% | | Rate of compensation increase | 3.00% | 3.00% | #### **Weighted-average assumptions used** to **determine net** periodic **benefit cost for** fiscal **years end~d December** 31 | | 2022 | 2021 | |------------------------------------------|-------|-------| | Discou:nt rate | 2.83% | 2.52% | | Expected long-tem1 return on plan assets | 500% | 0.00% | | Rate of compensation increase | 3.00% | 0.00% | {11}------------------------------------------------ #### **5. Retirement Plans (continued)** #### Contributions Signum Growth Capital expects to contribute \$150,000 to its pension plan in the fiscal year beginning January 1, 2023 and ending December 31, 2023. #### **Estimated Future Benefit Payments** | 2023 \$ | 0 | |--------------------|---| | 2024 \$ | 0 | | 2025 \$ | 0 | | 2026 \$ | O | | 2027 \$ | 0 | | Years 2028-2032 \$ | o | #### **6. Concentrations** For the year, December 31, 2022, four clients accounted for approximately 85% of revenue and one client makes up the accounts receivable balance at December 31, 2022. #### **7. Subsequent Events** Management of the Company has evaluated subsequent events through the date these financial statements were issued and have no events to report. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.