# TD PRIVATE CLIENT WEALTH LLC X-17A-5/A (2025-01-29) — Broker-dealer annual report - Company: TD PRIVATE CLIENT WEALTH LLC - Form: X-17A-5/A - Filed: 2025-01-29 - Period: 2024-10-31 - Accession: 0001551017-25-000002 - CIK: 1551017 - File #: 8-69105 - Type: Broker-dealer - Material weakness: No - Auditor: Ernst & Young LLP - Auditor location: New York, NY - Contact: Kevin Wilson - Phone: (212) 827-7383 - Email: jorge.l.ortiz@tdsecurities.com - Website: tdsecurities.com - Signed by: Jorge Ortiz (Finance & Operations Principal) Original filing: https://www.sec.gov/Archives/edgar/data/1551017/000155101725000002/TDPCWSOFCFY24revised.pdf --- {0}------------------------------------------------ ![](_page_0_Picture_0.jpeg) # **STATEMENT OF FINANCIAL CONDITION** # **(AUDITED)** **October 31, 2024** {1}------------------------------------------------ #### **Notes to Financial Statements** October 31, 2024 #### **TD PRIVATE CLIENT WEALTH LLC** Financial Statements #### **October 31, 2024** #### **Contents** | Annual Audited Report X-17A-5 – Part III | 1 | |---------------------------------------------------------|---| | Oath or Affirmation | 2 | | Report of Independent Registered Public Accounting Firm | 3 | | Statement of Financial Condition | 5 | | Notes to Statement of Financial Condition | 6 | {2}------------------------------------------------ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL OMB Number: 3235-0123 Expires: Nov. 30, 2026 Estimated average burden hours per response: 12 # ANNUAL REPORTS FORM X-17A-5 PART III | | SEC FILE NUMBER | | |--|-----------------|--| | | | | 8-69105 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 11/01/2023 10/31/2024 and Ending MM/DD/YY MM/DD/YY A. REGISTRANT IDENTIFICATION # TD PRIVATE CLIENT WEALTH LLC TYPE OF REGISTRANT (check all applicable boxes): NAME OF FIRM: Broker-dealer [ ] Check here if respondent is also an OTC derivatives dealer ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use a P.O. box no.) | One Vanderbilt Avenue | | | | | |-------------------------------------------------------------------------------------------------|------------------------------------------------------------|-----------------|--------------------------------------------|--| | | (No. and Street) | | | | | New York | NY | | 10017 | | | (City) | (State) | | (Zip Code) | | | PERSON TO CONTACT WITH REGARD TO THIS FILING | | | | | | Jorge Ortiz | (212) 827-7000 | | Jorge.L.Ortiz@tdsecurities.com | | | (Name) | (Area Code - Telephone Number) | (Email Address) | | | | | B. ACCOUNTANT IDENTIFICATION | | | | | INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing *
Ernst & Young LLP | | | | | | | (Name - if individual, state last, first, and middle name) | | | | | One Manhattan West | New York | NY | 10001 | | | (Address) | (City) | (State) | (Zip Code) | | | (Date of Registration with PCAOB)(if applicable) | | | (PCAOB Registration Number, if applicable) | | | | FOR OFFICIAL USE ONLY | | | | | | | | | | \* Claims for exemption from the requirement that the annual 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-5(e)(1)(ii), if applicable. 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. {3}------------------------------------------------ #### OATH OR AFFIRMATION | Jorge Ortiz | swear (or affirm) that, to the best of my knowledge and belief, the | | |-------------------------------------------------------------------------|-------------------------------------------------------------------------------------------------------------------------------------|-------| | tinancial report pertaining to the firm of TD Private Client Wealth LLC | | as of | | 10/31 | 2 024 | | | | 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. ![](_page_3_Figure_3.jpeg) | Signature: | | |------------|--| | Title: | | Finance & Operations Principal # This filing\*\* contains (check all applicable boxes): - (a) Statement of financial condition. - ‍ - □ \*\*To request confidential treatment of certain portions of this filing, see 17 CFR 240.17a-5(e)(2), as applicable. {4}------------------------------------------------ ![](_page_4_Picture_0.jpeg) Ernst & Young LLP One Manhattan West New York, NY 10001 Tel: +1 212 773 3000 Fax: +1 212 773 6350 ey.com # **Report of Independent Registered Public Accounting Firm** The Shareholder and Board of Directors of TD Private Client Wealth LLC # **Opinion on the Financial Statement** We have audited the accompanying statement of financial condition of TD Private Client Wealth LLC (the Company) as of October 31, 2024 and the related notes (the "financial statement"). In our opinion, the financial statement presents fairly, in all material respects, the financial position of the Company at October 31, 2024, in conformity with U.S. generally accepted accounting principles. # **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 statement. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. EY has served as auditor since 2012. December 30, 2024 {5}------------------------------------------------ #### **Notes to Financial Statements** October 31, 2024 #### **TD PRIVATE CLIENT WEALTH LLC** #### **Statement of Financial Condition** *See accompanying notes.* | As of October 31 | 2024 | |--------------------------------------------|------------------| | ASSETS | | | Cash | \$
78,102,084 | | Cash deposited with clearing organizations | 250,000 | | Cash and restricted cash | 78,352,084 | | Other | | | Receivable from affiliate | 261,961 | | Accounts receivable | 183,910 | | Other assets | 3,041,599 | | Total assets | \$
81,839,554 | | Unearned revenue | 8,730,947 | | Payable to asset managers | 901,439 | | Payables to affiliates | 2,327,260 | | Other payables | 247,333 | | Total liabilities | 12,206,979 | | Member's equity | | | Member's equity | 69,632,575 | **Total liabilities and member's equity \$ 81,839,554** {6}------------------------------------------------ #### **Notes to Financial Statements** October 31, 2024 # **1. NATURE OF OPERATIONS** #### **Organization** TD Private Client Wealth LLC ("the Company") is a direct subsidiary of TD Bank N.A. ("the Parent"), which is a whollyowned subsidiary of TD Bank US Holding Company ("TDBUSH"). TDBUSH is an indirect subsidiary of The Toronto– Dominion Bank. The Company is a Securities and Exchange Commission ("SEC") registered broker-dealer and investment advisor engaged principally in the provision of investment advisory services and products to high-net-worth clients and institutions. This includes the distribution of securities, including certain mutual funds, limited partnerships, and equity and fixed income securities through its brokerage platform and the provision of managed investment accounts. The Company is licensed to engage in investment advisor activity and broker-dealer activity throughout the United States. The Company is registered with the Financial Industry Regulatory Authority ("FINRA") as an Introducing Broker Dealer. Pershing LLC acts as the clearing agent for the Company's trading activity and custodial broker for client assets through a fully disclosed clearing agreement. Except as otherwise provided by the Delaware Limited Liability Company Act, and by applicable case law, a member of a Delaware limited liability company is generally not liable for the debts, obligations, or liabilities of the Company, much in the same manner as the shareholder, officers and directors of a corporation are generally not liable for the acts and omissions of the corporation. # **Operating Segment** An operating segment is a component of a business that (i) engages in business activities from which it may earn revenues and incur expenses; (ii) has operating results that are reviewed regularly by the entity's chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance; and (iii) has discrete financial information available. The Company has one operating segment, Private Client Wealth. # **2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES** #### *Basis of Presentation* The accompanying financial statements are prepared in accordance with generally accepted accounting principles in the United States of America ("U.S. GAAP"). Significant U.S. GAAP policies, which affect the determination of financial position and changes in member's equity, are summarized below**.** #### *Accounting Estimates and Assumptions* In preparing financial statements in conformity with U.S. GAAP, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the Statement of Financial Condition. Actual results could differ from those estimates. Certain expenses are based on accounting estimates from the Parent. See Note 4 – Related Party Transactions for additional information. #### *Cash and Restricted Cash* Cash and cash deposited with clearing organizations have an original maturity of three months or less. Cash deposited with clearing organizations represent those amounts required under the Company's clearing agreement with Pershing LLC and is considered restricted from general use. {7}------------------------------------------------ #### **Notes to Financial Statements** October 31, 2024 # **2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)** #### *Payable to Asset Managers* The Company receives funds from client billings which includes a portion due to third-party asset managers. These funds are received quarterly in advance and are paid to asset managers when earned. The Company's Payable to asset managers as of October 31, 2024 was \$901,439. #### *Income Taxes* The Company, including its Parent and its affiliates, file a consolidated TDBUSH federal income tax return. Pursuant to a tax-sharing arrangement, TDBUSH arranges for the payment of federal, state, and local income taxes on behalf of the entire consolidated group. The Company is treated as a disregarded entity for U.S. tax purposes. During 2022, the Company adopted ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which reduced the cost and complexity related to accounting for income taxes. As a result, the Company no longer calculates income taxes on its results as a separate legal entity. {8}------------------------------------------------ #### **Notes to Financial Statements** October 31, 2024 #### **3. ACCOUNTING CHANGES** The following recent accounting pronouncements are effective for the Company in the current fiscal year. | Standard | Description | Annual Reporting
Period Ending | Effects on Financial
Statements | |-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|-----------------------------------|--------------------------------------------------------------------------------------------------------------------------------------| | In October 2021, the
FASB issued ASU
2021-08, "Business
Combinations
(Topic 805)
Accounting for
Contract Assets and
Contract Liabilities
from Contracts with
Customers". | The guidance in this Update requires that
an entity (acquirer) recognize and measure
contract assets and contract liabilities
acquired in a business combination in
accordance with Topic 606. At the
acquisition date, an acquirer should
account for the related revenue contracts
in accordance with Topic 606 as if it had
originated the contracts. | October 31, 2024 | The guidance will be
relevant if the
Company acquires
assets and liabilities
accounted for as a
business combination. | The following recent accounting pronouncements are effective for the Company in future fiscal years. | Standard | Description | Annual Reporting
Period Ending | Effects on Financial
Statements | |-------------------------------------------------------------------------------------------------------------------------------------------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------|-----------------------------------|----------------------------------------------------------------------------------| | ln November 2023, the FASB
issued ASU 2023-07 "Segment
Reporting (Topic 280):
Improvements to Reportable
Segment Disclosures" | The amendments in this Update improve
reportable segment disclosure
requirements, primarily through enhanced
disclosures about significant segment
expenses | October 31, 2025 | The Company is
assessing the impact
of the guidance on its
disclosures. | #### **4. RELATED PARTY TRANSACTIONS** The Company has entered into a services agreement with its Parent for the provision of services related to the business of the Company. Costs related to employees who provide substantial service to the Company have been identified and allocated to the Company, including compensation and employee benefit expense, general office expense and travel expense. Also, costs related to the provision of support services such as finance and accounting support, human resources support, risk management support, compliance support, legal support, and general management oversight of the Company are identified and allocated to the Company. The Parent also provides services such as the payment of direct expenses which are reimbursed by the Company. The Company has a payable to its Parent related to this services agreement of \$1,579,839 as of October 31, 2024, which is included in Payables to affiliates on the Statement of Financial Condition. {9}------------------------------------------------ #### **Notes to Financial Statements** October 31, 2024 # **4. RELATED PARTY TRANSACTIONS (CONTINUED)** The Company has entered into an agreement with its Parent TD Bank N.A. and TD Bank USA (together, "the Banks") related to the deposit sweep agreement with Pershing LLC discussed in Note 2. The Company receives a marketing fee from the Banks for arranging the sweep of cash to the Banks. The Company has a receivable from its Parent related to this agreement of \$404,089 as of October 31, 2024, which is included with Payables to affiliates on the Statement of Financial Condition. The Company has a receivable from TD Bank USA related to this agreement of \$261,961 as of October 31, 2024, which is included in Receivable from affiliates on the Statement of Financial Condition. # **5. CONTINGENCIES** #### *Regulatory and Litigation Matters* Regulatory bodies, such as the SEC, FINRA, and others regularly make inquiries and conduct examinations or investigations concerning the Company's compliance with, among other things, securities laws, laws governing the activities of broker-dealers, and registered investment advisers. Legal and regulatory proceedings in which the Company is a defendant or respondent may arise in the normal course of business. Legal provisions are established when it becomes probable that the Company will incur an expense and the amount can be reliably estimated, although it is possible the Company may incur additional losses and actual losses may vary significantly from estimates. Based on currently available information, the Company believes no further losses are reasonably possible. On November 27, 2023, the Company settled a matter with FINRA related to the failure to establish and maintain a supervisory system, including written procedures, reasonably designed to achieve compliance with the firm's obligation to review correspondence and internal communications. The Company agreed to pay a penalty of \$600,000 and undertake certain compliance remediations as part of the settlement. On August 14, 2024, the Company and certain affiliates (TD Securities (USA) LLC and Epoch Investment Partners, Inc.) settled with the Securities and Exchange Commission (SEC) to resolve a civil investigation into the Company's compliance with records preservation requirements for certain business-related electronic communications stored on personal devices applicable to broker-dealer firms and investment advisers. The Company paid penalties totaling \$1,790,000 and agreed to various other customary terms similar to those imposed on other financial institutions that have resolved similar investigations. On September 17, 2024, the Company settled with the SEC related to violations of SEC Rule 13(f)(1) of the Exchange Act and its failure to file Forms 13F from the quarter ending December 13, 2019 to the quarter ending March 31, 2024. The Company was censured, ordered to cease and desist from any future violations, and paid a penalty of \$475,000. # **6. REGULATORY AND NET CAPITAL REQUIREMENTS** As a registered broker-dealer and member of the FINRA, the Company is subject to the Uniform Net Capital Rule of the SEC ("Rule 15c3-1"), which requires the maintenance of minimum net capital and requires that the ratio of aggregate indebtedness to net capital, both as defined by Rule 15c3-1, not exceed 15 to 1 (1500%). Dividend payments and other equity withdrawals are subject to certain notification and other provisions of the Net Capital Rule of the SEC. At October 31, 2024, the Company's net capital, as defined, was \$66,144,413, which exceeded the minimum requirement under SEC Rule 15c3-1 by \$65,330,614. The ratio of aggregate indebtedness to net capital was 18.46%. {10}------------------------------------------------ #### **Notes to Financial Statements** October 31, 2024 # **7. SUBSEQUENT EVENTS** The Company has evaluated the impact of the events that have occurred subsequent to October 31, 2024 through December 30, 2024, the date the statement of financial condition was issued. Based on this evaluation, the Company has determined that no events were required to be recognized or disclosed in the statement of financial condition. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.