# NOVA CAPITAL SOLUTIONS, LLC X-17A-5 (2021-03-31) — Broker-dealer annual report - Company: NOVA CAPITAL SOLUTIONS, LLC - Form: X-17A-5 - Filed: 2021-03-31 - Period: 2020-12-31 - Accession: 0001630396-21-000005 - CIK: 1630396 - File #: 8-69575 - Material weakness: No - Auditor: RGNC&S Certified Public Accountants PLLC - Auditor location: Woodbury, FL - Contact: Krista Kersey - Phone: 954-610-2522 - Signed by: Krista Kersey (President) Original filing: https://www.sec.gov/Archives/edgar/data/1630396/000163039621000005/Nova2020AuditReport-Final.pdf --- {0}------------------------------------------------ | REPORT FOR THE PERIOD BEGINNING 01/01/20 | | AND ENDING 12/31/20 | | |---------------------------------------------------------------------------------------------------------|---------------------------------------------------------------------|---------------------|--------------------------------| | | MM/DD/YY | | MM/DD/YY | | | A. REGISTRANT IDENTIFICATION | | | | NAME OF BROKER-DEALER: Nova Capital Solutions, LLC | | | OFFICIAL USE ONLY | | ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use P.O. Box No.) | | | FIRM I.D. NO. | | 1600 SE 15th Street, #305 | | | | | | (No. and Street) | | | | Fort Lauderdale | ட்ட | 33316 | | | (City) | (State) | (Zip Code) | | | NAME AND TELEPHONE NUMBER OF PERSON TO CONTACT IN REGARD TO THIS REPORT
Krista Kersey (954) 610-2522 | | | | | | | | (Area Code - Telephone Number) | | | B. ACCOUNTANT IDENTIFICATION | | | | INDEPENDENT PUBLIC ACCOUNTANT whose opinion is contained in this Report* | | | | | RGNC&S Certified Public Accountants PLLC | | | | | | (Name - if individual, state last, first, middle name) | | | | 97 Froechlich Farm Blvd. | Woodbury | NY | 11797 | | (Address) | (City) | (State) | (Zip Code) | | CHECK ONE: | | | | | Certified Public Accountant | | | | | Public Accountant | | | | | | Accountant not resident in United States or any of its possessions. | | | | | FOR OFFICIAL USE ONLY | | | | | | | | | | | | | | * 1 loums for examption from the ragrivamant that the arrenal hat anyoned hatten | | | | {1}------------------------------------------------ | Karen Z. Fischer
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COMMISSION # GG27 1650
EXPIRES: November 22, 2022
Bonded Thru Aaron Notary
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Title | |---------------------------------------------------------------------------------------------------------------------------|---------------------------------| - - - - - - - - - - - - - - {2}------------------------------------------------ NOVA CAPITAL SOLUTIONS, LLC ### FINANCIAL STATEMENTS AND SUPPLEMENTAL INFORMATION PURSUANT TO RULE 17a-5 UNDER THE SECURITIES EXCHANGE ACT OF 1934 FOR THE YEAR ENDED DECEMBER 31, 2020 {3}------------------------------------------------ ## TABLE OF CONTENTS | Oath or Affirmation 1 | |-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------| | Report of Independent Registered Public Accounting Firm 2 | | Financial Statements: | | Statement of Financial Condition 3 | | Statement of Operations 4 | | Statement of Changes in Members' Equity 5 | | Statement of Cash Flows 6 | | Notes to Financial Statements 7-9 | | Supplementary Information: | | Computation of Net Capital under Rule 15c3-1 of the Securities and Exchange Commission 10 | | Computation for Determination of Reserve Requirement and Information Relating to
Possession and Control Requirements under Rule 15-c-3-3 of the Securities and Exchange
Commission…………………………………………………………………………………………………… 11 | | Report of Independent Registered Public Accounting Firm on Statement of Exemption Report……. 12 | | Rule 15c-3-3 Statement of Exemption……………………………………………………………………….13 | {4}------------------------------------------------ ![](_page_4_Picture_0.jpeg) #### REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Members of Nova Capital Solutions, LLC #### Opinion on the Financial Statements We have audited the accompanying statement of financial condition of Nova Capital Solutions, LLC 31, 2020 and the related statement of operations, changes in equity, and cash flows for the year ended December 31, 2020, and the related notes to the financial statements and supplemental information. In our opinion, the financial statements present fairly, in all material respects, the financial position of Nova Capital Solutions, LLC as of December 31, 2020, and the results of its operations and its cash flows for the year ended December 31, 2020, in conformity with accounting principles generally accepted in the United States of America. #### Basis for Opinion These financial statements are the responsibility of the Company ting 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 statements are 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 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 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. #### Supplemental Information The supplemental information, the Computation of Net Capital under Rule 15c3-1 of the Securities and Exchange Commission and the Computation for Determination of Reserve Requirements and information Relating to Possession and Control Requirements under SEC Rule 15c3-3 as contained on pages 10 and 11, has been subjected to audit procedures performed in conjunction with the au supplemental Our audit procedures included determining whether the supplemental information reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental information. In forming our opinion on the supplemental information, we evaluated whether the supplemental information, including its form and content, is presented in conformity with 17 C.F.R. § 240.17a-5. In our opinion, the supplemental information, the Computation of Net Capital under Rule 15c3-1 of the Securities and Exchange Commission and the Computation for Determination of Reserve Requirements and information Relating to Possession and Control Requirements under SEC Rule 15c3-3, is fairly stated in all material respects, in relation to the financial statements as a whole. Raphael Goldberg Nikpour Cohen & Sullivan Certified Public Accountants PLLC 16. Woodbury, New York March 25, 2021 {5}------------------------------------------------ ## Nova Capital Solutions, LLC Statement of Financial Condition For the Year Ended December 31, 2020 #### ASSETS | Current Assets: | | |---------------------------------------------------------------|-------------| | Cash and cash equivalents | \$
9,915 | | Prepaid Expenses | 63 | | Total Assets | \$
9,978 | | LIABILITIES AND MEMBERS' EQUITY | | | Current Liabilities:
Accounts payable and accrued expenses | 230 | | Total Liabilities | 230 | | Members' Equity: | 9,748 | | Total Liabilities and Members' Equity | \$
9,978 | The accompanying notes are an intergral part of these financial statements {6}------------------------------------------------ ## Nova Capital Solutions, LLC Statement of Operations For the Year Ended December 31, 2020 | Revenues: | | |------------------------|----------------| | Total Revenues | \$
- | | | | | Expenses: | 2,647
\$ | | Commission Expense | 3,773 | | Professional fees | 346 | | Office expenses | 2,742 | | Rent and Telephone | 2,647 | | Communication Expenses | 2,176 | | Regulatory Expense | 850 | | Fidelity Bond | 1,461 | | Utilities | 118 | | Total Expenses | 16,760 | | | \$
(16,760) | | Net Loss | | The accompanying notes are an intergral part of these financial statements {7}------------------------------------------------ # Nova Capital Solutions, LLC Statement of Changes in Members' Equity For the Year Ended December 31, 2020 | Members' Equity, beginning of year | \$
13,759 | |------------------------------------|--------------| | Capital Contributions | 12,749 | | Net Loss | (16,760) | | Members' Equity, end of year | \$
9,748 | The accompanying notes are an intergral part of these financial statements {8}------------------------------------------------ ## Nova Capital Solutions, LLC Statement of Cash Flows For the Year Ended December 31, 2020 | Cash flows from operating activities: | | |-------------------------------------------------------|----------------| | Net Loss | \$
(16,760) | | Adjustments to reconcile net loss to net cash used in | | | operating activities: | | | Changes in assets and liabilities: | | | (Increase) decrease in: | | | Prepaid Expenses | 1,618 | | Broker Loans Receivable | 264 | | Commission Recievable | 8,133 | | Increase (decrease) in: | | | Commission Payable | (6,506) | | Net cash (used) provided by operating activities | (13,251) | | Cash provided by Financing activities: | | | Capital Contributions | 12,749 | | Net (decrease) In cash and cash equivalents | (502) | | Cash, beginning of year | 10,417 | | Cash, end of year | \$
9,915 | | Supplemental disclosure of cash flow information: | | | Cash paid during the year for interest | \$
- | | Cash paid during the year for taxes | - | The accompanying notes are in intergral part of these financial statements {9}------------------------------------------------ #### NOVA CAPITAL SOLUTIONS, LLC NOTES TO FINANCIAL STATEMENTS YEAR ENDED DECEMBER 31, 2020 ## NOTE 1 - DESCRIPTION OF BUSINESS Nova Capital Solutions, LLC (the "Company") is registered as a broker-dealer in securities transactions under the Securities Exchange Act of 1934. The Company is a member of the Financial Industry Regulatory Inc. (FINRA) and the Securities Investor Protection Corporation. The Company is a Florida Limited Liability Corporation. The Company has adopted December 31 as its year end. Nova Capital Solutions, LLC has been formed to provide financial advisory and private placement services to early stage, growth stage and mature corporate entities. Nova Capital has designed structured programs for arranging financings and effecting M&A transactions. The Company expects that 70%-80% of its business will be related to arranging financings. ## NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES ### Basis of Presentation The Company's financial statements are prepared using the accrual method of accounting in accordance with accounting principles generally accepted in the United States of America. ### Cash and Cash Equivalents The Company considers all highly liquid debt instruments with original maturities of three months or less to be cash equivalents. #### Property and Equipment The company has no property or equipment yet. The main office is in the CEO's residence. The accounting treatment for property and equipment will be stated at cost less accumulated depreciation. Depreciation and amortization will be provided using the straight-line method over the estimated economic lives of the assets, which are from five to seven years. Expenditures for maintenance and repairs are charged to expense as incurred. Depreciation expense amounted to \$0 for the year ended December 31, 2020. #### Revenue Recognition Standard ASC-606 In May 2104, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-09, "Revenue from Contracts with Customers." This standard along with its related amendments, requires companies to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Financial Accounting Standards Board (FASB) issued (ASU) No. 2015-14 that deferred the effective date until annual periods beginning after December 15, 2019. Earlier adoption is permitted subject to certain limitations. The Financial Accounting Standards Board (FASB) allows two adoption methods under ASC 606. Companies are permitted to either apply the requirements retrospectively to all prior periods presented, or apply the requirements in the year of adoption, through cumulative adjustment. The Company believes that it will not have a material impact on its financial statements. The Company earns revenue from investment banking and consulting. Fees for investment banking and consulting are recognized as services are provided. Investment banking fees are generally based on a {10}------------------------------------------------ ## NOVA CAPITAL SOLUTIONS, LLC NOTES TO FINANCIAL STATEMENTS YEAR ENDED DECEMBER 31, 2020 Revenue Recognition Standard ASC-606 (continued) percentage of the total value of a transaction and are recognized upon successful completion. The Company did not earn revenue the year ended December 31, 2020. #### Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates. #### Income Taxes Nova Capital was organized on October 9, 2014 as a limited liability company. The Company is treated as a partnership for Federal and State income tax purposes. Under subchapter K of the Internal Revenue Code, each member is taxed separately on their distributive share of the Company's income whether or not that income is actually distributed. Accordingly, no provision for income taxes has been recorded in the accompanying statement of operations for the year ended December 31, 2020. ## NOTE 3 – RELATED PARTY TRANSACTIONS There were no related party transactions during the audit year. ## NOTE 4 – NET CAPITAL REQUIREMENTS The Company is subject to the Securities and Exchange Commission Uniform Net Capital Rule (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, shall not exceed 15 to 1, except for the first 12 months of operations when it shall not exceed 8 to 1 (and the rule of the "applicable" exchange also provides that equity capital may not be withdrawn or cash dividends paid if the resulting net capital ratio would exceed 10 to 1). At December 31, 2020, the Company had net capital of \$ 9,685 which was \$4,685 in excess of its required net capital of \$5,000. The Company's ratio of aggregate indebtedness to net capital computed in accordance with Rule 15c3-1 was .66 to 1. ## NOTE 5 – CONCENTRATIONS OF CREDIT RISK The Company maintains its cash in bank accounts at high credit quality financial institutions. The balances have not exceeded federally insured limits of \$ 250,000 during the fiscal year ended December 31, 2020. During the year ended December 31, 2020 the Company did not derive any revenues, accordingly a customer concentration was not applicable. {11}------------------------------------------------ ## NOTE 6 –FAIR VALUE OF FINANCIAL INSTRUMENTS At December 31, 2020, the Company's financial instruments consist of cash. The fair value of cash is based upon the bank balance at December 31, 2020. ## NOTE 7 – COMMITMENTS AND CONTINGENCIES The Company is located at 1600 SE 15th Street, Ft Lauderdale, Florida 33316. This is a private residence and there is no lease commitment. No minimum future lease payments are applicable for disclosure. ## NOTE 8- NEW ACCOUNTNG PRONOUNCEMENTS In 2018, the Financial Accounting Standards Board ("FASB") adopted ASC 606, Revenue from Contracts with Customers, which will supersede nearly all existing revenue recognition guidance under accounting principles generally accepted in the United States. The core principle of this standard is that revenue should be recognized for the amount of consideration expected to be received for promised goods or services transferred to customers. This standard became effective for the Company for the annual reporting period beginning after December 15, 2018. The Company has evaluated the new guidance and the adoption is not expected to have a significant impact on the Company's financial statements and a cumulative effect adjustment under the modified retrospective method of adoption will not be necessary. ## NOTE 9 – RISKS AND UNCERTAINTIES During the 2020 calendar year, the World Health Organization has declared the outbreak of the coronavirus ("Covid-19") to constitute a "Public Health Emergency of International Concern". This pandemic has disrupted economic markets and the economic impact, duration and spread of the COVID-19 virus is uncertain at this time. The financial performance of the Company is subject to future developments related to the COVID-19 outbreak and possible government advisories and restrictions placed on the financial markets and business activities. The impact of financial markets and the overall economy, all of which are highly uncertain, cannot be predicted. If the financial markets and/or the overall economy are impacted for an extended period the Company's results may be materially affected. The financial statements do not include any adjustments that might result from the outcome of this uncertainty ## NOTE 10– SUBSEQUENT EVENTS Subsequent events have been evaluated through March 25, 2020, the date the financial statements were available to be issued. There are no subsequent events. {12}------------------------------------------------ ### SUPPLEMENTARY INFORMATION {13}------------------------------------------------ ## Nova Capital Solutions, LLC Computation of Net Capital Under Rule 15c3-1 For the Year Ended December 31, 2020 of the Securities and Exchange Commission | Net Capital Computation: | | |----------------------------------------------------------------------------------------------|------------------| | Total Members Equity | \$
9,748 | | Deductions on non-allowable assets | | | Non-allowable assets:
Prepaid Expenses | 63 | | Net Capital | 9,685 | | Minimum Net Capital Required | 5,000 | | Excess Net Capital | \$
4,685 | | Aggregate Indebtedness: | | | Aggregate Indebtedness as included in the | | | Statement of Financial Condition | .0237 to 1 | | Ratio of Aggregate Indebtedness to Net Capital | .6612 to 1 | | Reconciliation: | | | Net Capital, per unaudited December 31, 2020 FOCUS report, as filed
Net audit adjustments | \$
9,685
- | | Net Capital, per December 31, 2020 audited report, as filed | \$
9,685 | The accompanying notes are in intergral part of these financial statements {14}------------------------------------------------ ## NOVA CAPITAL SOLUTIONS, LLC SUPPLEMENTARY INFORMATION PURSUANT TO RULE 17A-5 OF THE SECURITIES EXCHANGE ACT OF 1934 DECEMBER 31, 2020 Nova Capital Solutions LLC is claiming exemption under the provisions of Securities and Exchange Commission Rule 15c3-3(k)(2)(i) ie., all customer transactions cleared through another broker-dealer on a fully disclosed basis. Therefore, the following reports are not presented: - A) Computation for Determination of Reserve Requirement under Rule 15c3-3. - B) Information Relating to the Possession or Control Requirements under Rule 15c3-3. {15}------------------------------------------------ ![](_page_15_Picture_0.jpeg) ## REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Members of Nova Capital Solutions, LLC We have reviewed management's statements, included in the accompanying SEC Rule 15c3-3 Exemption Report, in which (1) Nova Capital Solutions, LLC identified the following provisions of 17 C.F.R. §15c3-3(k) under which Nova Capital Solutions, LLC claimed an exemption from 17 C.F.R. §240.15c3-3: (k)(2)(i) (the ova Capital Solutions, LLC stated that Nova Capital Solutions, LLC met the identified exemption provisions throughout the most recent fiscal year without exception. Nova Capital rovisions 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 Nova Capita less in scope than an examination, the objective of which is the expression of an opinion on management's statements. Accordingly, 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 fairly stated, in all material respects, based on the provisions set forth in paragraph (k)(2)(i) of Rule 15c3-3 under the Securities Exchange Act of 1934. Raphael Goldberg Nikpour Cohen & Sullivan Certified Public Accountants PLLC Woodbury, New York March 25, 2021 {16}------------------------------------------------ # Nova Capital Solutions, LLC 1600 SE 15th Street # 305 Fort Lauderdale, Florida 33316 March 25, 2021 RGNC&S Certified Public Accountants PLLC 97 Froehlich Farm Blvd. Woodbury, NY 11797 RE: Exemption Report - Year-end 2020 Certified Audit Gentlemen: Nova Capital Solutions, LLC. is operating under the k2-i exemption of SEC Rule 15c3-3, "Customer Protection-Reserves and Custody of Securities". The firm does not have a retail business. The broker dealer does not sell securities or take in any customer funds; therefore to our best knowledge and belief we have met the identified exemption provisions in 240.15c3-3(k) throughout the most recent fiscal year without exception and qualify for the exemption under the rule. Sincerely, Krista Kersey President & CEO Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.