# BITOODA TECHNOLOGIES LLC X-17A-5 (2021-03-25) — Broker-dealer annual report

- Company: BITOODA TECHNOLOGIES LLC
- Form: X-17A-5
- Filed: 2021-03-25
- Period: 2020-12-31
- Accession: 0001747614-21-000002
- CIK: 1747614
- File #: 8-70172
- Material weakness: No
- Auditor: Lilling & Company LLP
- Auditor location: Port Washington, NY
- Contact: Brian Megenity
- Phone: 6785752056
- Signed by: Timothy Kelly (Chief Executive Officer)

Original filing: https://www.sec.gov/Archives/edgar/data/1747614/000174761421000002/bitauditfinal.pdf

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**UNITED STATES SECURITIESANDEXCHANGECOMMISSION Washington, D.C. 20549** 

0MB APPROVAL 0MB Number: 3235-0123 Expires: October 31, 2023 Estimated average burden hours per response ...... 12.00

# **ANNUAL AUDITED REPORT FORM X-17A-5 PARTIII**

SEC FILE NUMBER 8-70172

**FACING PAGE** 

**Information Required** of **Brokers and Dealers Pursuant to Section 17 of the**  Securities Exchange **Act of** 1934 **and Rule** 17a-5 **Thereunder** 

| REPORT FOR THE PERIOD BEGINNING 01/01/20                                                  | -----------<br>AND ENDING 12/31/2020                                |         |                                |  |
|-------------------------------------------------------------------------------------------|---------------------------------------------------------------------|---------|--------------------------------|--|
|                                                                                           | MM/00/YY                                                            |         | MM/0D/YY                       |  |
|                                                                                           | A. REGISTRANT IDENTIFICATION                                        |         |                                |  |
| NAME OF BROKER-DEALER: BITOODA TECHNOLOGIES LLC                                           |                                                                     |         | OFFICIAL USE ONLY              |  |
| ADDRESS OF PRINCIPAL PLACE OF BUSINESS: (Do not use P.O. Box No.)                         |                                                                     |         | FIRM I.D. NO.                  |  |
| 33 COMMERCIAL STREET                                                                      |                                                                     |         |                                |  |
| RAYNHAM                                                                                   | (No. and Street)<br>MA                                              | 02767   |                                |  |
| (City)                                                                                    | (State)                                                             |         | (Zip Code)                     |  |
| NAME AND TELEPHONE NUMBER OF PERSON TO CONTACT IN REGARD TO THIS REPORT<br>Brian Magenity |                                                                     |         | (770) 263-6003                 |  |
|                                                                                           |                                                                     |         | (Area Code - Telephone Number) |  |
|                                                                                           | B. ACCOUNTANT IDENTIFICATION                                        |         |                                |  |
| INDEPENDENT PUBLIC ACCOUNTANT whose opinion is contained in this Report*                  |                                                                     |         |                                |  |
| Lilling & Company LLP                                                                     |                                                                     |         |                                |  |
|                                                                                           | (Name - ifi11dil>id11al, state last,first, middle 11a111e)          |         |                                |  |
| 2 Seaview Blvd., Suite 200                                                                | Port Washington                                                     | NY      | 11050                          |  |
| (Address)                                                                                 | (City)                                                              | (State) | (Zip Code)                     |  |
| CHECK ONE:                                                                                |                                                                     |         |                                |  |
| I<br>✓<br>Certified Public Accountant                                                     |                                                                     |         |                                |  |
| Public Accountant                                                                         |                                                                     |         |                                |  |
| B                                                                                         | Accountant not resident in United States or any of its possessions. |         |                                |  |
|                                                                                           | FOR OFFICIAL USE ONLY                                               |         |                                |  |
|                                                                                           |                                                                     |         |                                |  |
|                                                                                           |                                                                     |         |                                |  |
|                                                                                           |                                                                     |         |                                |  |

*\*Claims for exemption ji·om the requirement that the annual report be covered by the opinion of an independent public acco1111tant must be supported by a statement of facts and circ11msta11ces relied on as the basis for the exemption. See Section 240. l 7a-5(e)(2)* 

> **Potential persons who are to respond to the collection of information cont al ned In this form are not required to respond**  unless the form di splays a currently valld 0MB control number.

SEC 1410 (11-05)

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#### **OATH OR AFFIRMATION**

| I, Timothy Kelly<br>, swear ( or affirm) that, to the best of<br>my knowledge and belief the accompanying financial statement and supporting schedules pertaining to the firm of<br>-------------------------------------------,<br>BITOODA TECHNOLOGIES LLC<br>as<br>of December 31<br>are true and correct. I further swear ( or affirm) that<br>neither the company nor any partner, proprietor, principal officer or director has any proprietary interest in any account |
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| classified solely as that of a customer, except as follows:                                                                                                                                                                                                                                                                                                                                                                                                                   |
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| Chief Executive Officer                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
| Title                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |
| ~<br>Andrea W. Mc( ,~·thy                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
| 111<br>This report ** contains (check all applicable boxes):<br>Notary Public. Comrnonweallh oi Massachusetts<br>0 (a) Facing Page.                                                                                                                                                                                                                                                                                                                                           |
| ~WMy Commissioo Expires<br>May 3, 2024<br>0 (b) Statement of Financial Condition.                                                                                                                                                                                                                                                                                                                                                                                             |
| 1Z] (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 ( d) Statement of Changes in Financial Condition.<br>0 (e) Statement of Changes in Stockholders' Equity or Partners' or Sole Proprietors' Capital.                                                                                                                                                                                                                                                                                                                          |
| D (f) Statement of Changes in Liabilities Subordinated to Claims of Creditors.                                                                                                                                                                                                                                                                                                                                                                                                |
| ✓ (g) Computation of Net Capital.                                                                                                                                                                                                                                                                                                                                                                                                                                             |
| (h) Computation for Determination of Reserve Requirements Pursuant to Rule 15c3-3                                                                                                                                                                                                                                                                                                                                                                                             |
| (i) Information Relating to the Possession or Control Requirements Under Rule 15c3-3.<br>D U) A Reconciliation, including appropriate explanation of the Computation ofNet Capital Under Rule 15c3-                                                                                                                                                                                                                                                                           |
| l and the<br>Computation for Determination of the Reserve Requirements Under Exhibit A of Rule l 5c3-3.                                                                                                                                                                                                                                                                                                                                                                       |
| 0 (k) A Reconciliation between the audited and unaudited Statements of Financial Condition with respect to methods of                                                                                                                                                                                                                                                                                                                                                         |
| consolidation.                                                                                                                                                                                                                                                                                                                                                                                                                                                                |
| 0 (I) An Oath or Affirmation.                                                                                                                                                                                                                                                                                                                                                                                                                                                 |
| D (m) A copy of the SIPC Supplemental Report.<br>D (n) A report describing any material inadequacies found to exist or found to have existed since the date of the previous audit.                                                                                                                                                                                                                                                                                            |
| ** For conditions of confidential treatment of certain portions of this filing, see section 240.17a-5(e)(3).                                                                                                                                                                                                                                                                                                                                                                  |

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BITOODA TECHNOLOGIES, LLC Financial Statements and Supplementary Schedules Pursuant to Rule 17a-5 under the Securities Exchange Act of 1934 December 31, 2020

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#### BITOODA TECHNOLOGIES, LLC FINANCIAL STATEMENTS AND SUPPLEMENTARY SCHEDULES FOR THE YEAR ENDED DECEMBER 31, 2020

# C O N T E N T S

| Report of Independent Registered Public Accounting Firm                        |     |
|--------------------------------------------------------------------------------|-----|
| FINANCIAL STATEMENTS:                                                          |     |
| Statement<br>of Financial Condition                                            | 2   |
| Statement of Operations                                                        | 3   |
| Statement of Changes in Member's Equity                                        | 4   |
| Statement of Cash Flows                                                        | 5   |
| Notes to Financial Statements                                                  | 6-9 |
| SUPPLEMENTARY SCHEDULES:                                                       |     |
| Schedule I -<br>Computation of net capital pursuant to Rule 15c3-1<br>of the   |     |
| Securities Exchange Act of 1934                                                | 11  |
| Schedule II -<br>Supplementary<br>information Pursuant to Rule 17a-5<br>of the |     |
| Securities Exchange Act of 1934                                                | 12  |
| Report of Independent Registered Public Accounting Firm                        | 13  |
| Broker Dealer Annual Exemption Report                                          | 14  |

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# Lilling & Company LLP

Certified Public Accountants

#### *REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM*

To the Board of Directors BitOoda Technologies, LLC Raynham, MA

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

We have audited the accompanying statement of financial condition of BitOoda Technologies, LLC as of December 31, 2020, the related statements of operations, changes in member's equity, and cash flows, for the year ended December 31, 2020, and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of BitOoda Technologies, 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 financial statements are the responsibility of BitOoda Technologies, LLC's management. Our responsibility is to express an opinion on BitOoda Technologies, 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 BitOoda Technologies, 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 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 Computation of Net Capital Under Rule 15c3-1 of the Securities and Exchange Commission ("Schedule I") and Computation for Determination of the Reserve Requirements and Information Relating to the Possession or Control Requirements Under Rule 15c3-3 ("Schedule II") have been subjected to audit procedures performed in conjunction with the audit of BitOoda Technologies, LLC's financial statements. The supplemental information is the responsibility of BitOoda Technologies, LLC's management. 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 Schedules I and II are fairly stated, in all material respects, in relation to the financial statements as a whole.

Lilling & Company LLP We have served as BitOoda Technologies, LLC's auditor since 2019.

*Port Washington, New York February 23, 2021*

Two Seaview Boulevard, Port Washington, NY 11050 • (516) 829-1099 • Fax (516) 829-1065

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### **BITOODA TECHNOLOGIES, LLC STATEMENT OF FINANCIAL CONDITION DECEMBER 31, 2020**

#### ASSETS

| Cash                                  | \$<br>100,945 |
|---------------------------------------|---------------|
| Prepaid Expenses                      | 8,322         |
| Other Assets                          | 292           |
|                                       |               |
| Total Assets                          | \$<br>109,559 |
| LIABILITIES AND MEMBER'S EQUITY       |               |
| LIABILITIES                           |               |
| Due to Parent                         | 1,444         |
| Accounts Payable                      | 137           |
|                                       |               |
| Total Liabilities                     | 1,581         |
|                                       |               |
| MEMBER'S EQUITY                       | \$<br>107,978 |
| Total Liabilities and Member's Equity | \$<br>109,559 |

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### **BITOODA TECHNOLOGIES, LLC STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2020**

#### Revenues

| Total revenues                  | \$<br>0         |
|---------------------------------|-----------------|
| Operating Expenses              |                 |
| Compliance Expense              | 48,008          |
| Consulting Expense              | 28,861          |
| Legal Expense                   | 2,107           |
| Licenses and Registrations      | 11,930          |
| Accounting                      | 30,648          |
| Compensation and Benefits       | 23,278          |
| Occupancy                       | 2,404           |
| Travel, Meals and Entertainment | 3,690           |
| IT, Data, and Communications    | 4,678           |
| Other Expenses                  | 5,464           |
| Total Operating Expenses        | 161,068         |
| Net loss                        | \$<br>(161,068) |

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## **BITOODA TECHNOLOGIES, LLC STATEMENT OF CHANGES IN MEMBER'S EQUITY FOR THE YEAR ENDED DECEMBER 31, 2020**

|                            | Total         |
|----------------------------|---------------|
| Balance, December 31, 2019 | \$<br>100,908 |
| Capital contributions      | 168,138       |
| Net loss                   | (161,068)     |
| Balance, December 31, 2020 | \$<br>107,978 |

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# **BITOODA TECHNOLOGIES, LLC STATEMENT OF CASH FLOWS FOR THE YEAR ENDED DECEMBER 31, 2020**

| Cash Flows from Operating Activities<br>Net Loss                               | \$<br>(161,068) |
|--------------------------------------------------------------------------------|-----------------|
|                                                                                |                 |
| Adjustments to reconcile net loss<br>to net cash used in operating activities: |                 |
| Non-cash capital contributions made by Parent:                                 | 138,138         |
| Changes in Operating Assets and Liabilities:                                   |                 |
| (Increase)/Decrease in:                                                        |                 |
| Prepaid Expenses                                                               | (4,721)         |
| Other Assets                                                                   | 484             |
| Accounts Payable                                                               | (10,894)        |
| Due to Parent                                                                  | (31,590)        |
| Net cash<br>used<br>in<br>operating activities                                 | (46,721)        |
| Cash Flows from Financing Activities                                           |                 |
| Capital contributions                                                          | 30,000          |
| Net cash provided<br>by financing activities                                   | 30,000          |
| Net decrease<br>in cash                                                        | (39,651)        |
| Cash at beginning of year                                                      | 140,596         |
| Cash at end of year                                                            | \$<br>100,945   |

#### Supplemental Cash Flow Disclosures:

Non-cash financing activity:

Non-cash capital contributions made by Parent: \$ 138,138

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#### NOTE 1 - NATURE OF OPERATIONS AND BASIS OF PRESENTATION

#### Organization and Description of Business

BitOoda Technologies, LLC ("Company") is a limited liability company that was formed under the laws of the state of Delaware on September 28, 2018 and is based in Raynham, Massachusetts. The Company is a wholly owned subsidiary of BitOoda Holdings, Inc. ("Parent"). On July 31, 2020, the Parent changed its business structure from a limited liability company to a C Corporation. On July 2, 2019 the Company became a broker-dealer registered with the Securities and Exchange Commission ("SEC") and a member of the Financial Industry Regulatory Authority ("FINRA").

The Company has not yet commenced any revenue-generating business activities. Prior to November of 2020, the Company was approved to engage in the private placements of securities and advisory services. In November of 2020, the Company was approved by FINRA to engage in the following business activities:

1) Private placement of securities, including private offerings of certain digital securities where the issuer (or its transfer agent) has control over the definitive record of ownership (which may be on a distributed ledger or have a distributed ledger associated with it) that allows it to enforce transfer restrictions, correct errors and (to the extent relevant) address lost or stolen tokens or keys;

2) Secondary transactions of Simple Agreement for Future Tokens ("SAFTs") securities; and

3) Merger and acquisition advisory services

The Company does not claim an exemption from SEA Rule 15c3-3, in reliance on footnote 74 to SEC Release 34-70073, and as discussed in Q&A 8 of the related FAQ issued by SEC staff, as the Company does not and will not, (1) directly or indirectly receive, hold, or otherwise owe funds or securities for or to customers, (2) does not and will not carry accounts of or for customers and (3) does not and will not carry PAB accounts.

#### NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

#### Basis of Presentation

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

#### Use of Estimates

The preparation of the financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the

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date of the financial statements and the reported amounts of revenues expenses during the reporting period. Actual results could differ from these estimates.

#### Cash

Cash consists of cash in a bank, held at one financial institution which at times my exceed federally insured limits. The Federal Deposit Insurance Corporation insures accounts up to \$250,000. The Company reduces its exposure to credit risk by depositing its cash with high credit-quality financial institutions.

#### Prepaid Expenses and Other Assets

Prepaid expenses consist primarily of amounts paid for annual filing fees net of amortization. Prepaid amounts are amortized over the life related service period.

#### Revenue Recognition

The Company recognizes revenue in accordance with Accounting Standards Codification ("ASC") Topic 606, Revenue from Contracts with Customers. This revenue recognition guidance requires that an entity 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 guidance requires an entity to follow a five step model to (a) identify the contract(s) with a customer, (b) identify the performance obligations in the contract, (c) determine the transaction price, (d) allocate the transaction price to the performance obligations in the contract, and (e) recognize revenue when (or as) the entity satisfies a performance obligation.

Upon commencement of revenue-generating activities, the Company intends to enter into contracts with customers related to their approved business activities. The Company, upon commencement of generating revenue, will recognize such revenue under ASC Topic 606. The Company had no customers in 2020 and accordingly no revenue was recognized during the year ended December 31, 2020.

#### Income Taxes

The Company is a single member limited liability company and is treated as a disregarded entity for federal, state, and local income tax purposes. Accordingly, no provision or liability for federal, state, and local income taxes is included in these financial statements. The Company's taxable income or loss is reportable on the income tax returns on the members of the Parent.

The Company recognizes the effects of uncertain tax positions only when they are more likely than not to be sustained. At December 31, 2020, the Company did not have any unrecognized tax benefits or liabilities. The Company operates in the United States of America and in state and local jurisdictions, and returns since formation of the Company remain subject to examination by tax authorities. There are presently no ongoing income tax examinations.

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# NOTE 3 - MEMBER'S EQUITY

During the year ended December 31, 2020, the Company received cash contributions in the amount of \$30,000 from the Parent. Additionally, the Parent paid for \$138,138 of expenses of the Company for which repayment was forgiven by the Parent and recorded as a Capital contribution to the Company.

# NOTE 4 - NET CAPITAL REQUIREMENT

The Company, as a registered broker dealer 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. At December 31, 2020, the Company had net capital of \$99,364, which was \$94,364 in excess of its required net capital of \$5,000 and its ratio of aggregate indebtedness to net capital was .02 to 1.0.

#### NOTE 5 - RELATED PARTY TRANSACTIONS

On January 4, 2019 the Company and the Parent entered into an Expense Sharing Agreement ("ESA"). In accordance with the ESA, shared expenses for compensation and benefits, occupancy, consulting, legal, accounting, travel and entertainment, and other administrative expenses are allocated to the Company form the Parent on a monthly basis, based on the type of expense and time allocation of the Parent's personnel, and is paid via intercompany loan from the Parent to the Company. The allocation factors of the ESA are reviewed by management on an annual basis, at a minimum, and updated as deemed necessary.

During the year ended December 31, 2020, the Company incurred expenses totaling \$44,497 paid by the Parent which are included in the aforementioned accounts in the Statement of Operations. As of December 31, 2020, there is a balance of Due to Parent of \$1,444 disclosed on the Statement of Financial Condition.

As a result of these related party transactions, the financial condition and results of operations of the Company, as reported, are not necessarily indicative of the results that would have been reported had the Company operated as an independent entity.

The Company's ability to continue operations and meet its net capital requirements may be dependent upon continued financial support from its Parent. The Parent has both the ability and intent to contribute the additional capital needed for the entity to operate as a going concern.

In March 2020, the Parent and Company relocated their headquarters from Jersey City, New Jersey to Raynham, Massachusetts. The office building of the

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Company's current headquarters is owned by a shareholder of the Parent, who permits the Parent and Company to operate out of the office space rent-free and as a result no occupancy expense has been allocated to the Company since the relocation.

#### NOTE 6 - SUBSEQUENT EVENTS

The Company has performed an evaluation of events that have occurred subsequent to December 31, 2020 through February 23, 2021, the date of the filing of this report, and determined that there have been no material subsequent events that occurred during the period that would require recognition or disclosure in these financial statements.

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# BITOODA TECHNOLOGIES, LLC

#### SUPPLEMENTARY SCHEDULES

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# **BITOODA TECHNOLOGIES, LLC SCHEDULE 1 COMPUTATION OF NET CAPITAL PURSUANT TO SEC RULE 15C3-1 OF THE SECURITIES EXCHANGE ACT OF 1934 DECEMBER 31, 2020**

| MEMBER'S EQUITY                      | \$107,978 |
|--------------------------------------|-----------|
| LESS NON-ALLOWABLE ASSETS            | \$(8,614) |
| NET<br>CAPITAL<br>BEFORE<br>HAIRCUTS | 99,364    |
| LESS HAIRCUTS                        | \$0       |
|                                      |           |
| NET CAPITAL                          | \$99,364  |
| REQUIRED NET CAPITAL                 | \$5,000   |
| EXCESS NET CAPITAL                   | \$94,364  |
| AGGREGATE<br>INDEBTEDNESS            | \$1,581   |

There were no material differences with respect to the computation of net capital calculated above and the Company's computation included in Part IIA of the amended Form X-17A-5 as of December 31, 2020.

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# **BITOODA TECHNOLOGIES, LLC SCHEDULE II SUPPLEMENTARY INFORMATION PURSUANT TO SEC RULE 17A-5 OF THE SECURITIES EXCHANGE ACT OF 1934 DECEMBER 31, 2020**

BITOODA TECHNOLOGIES, LLCdoes not claim an exemption from SEA Rule 15c3-3, consistent with Footnote 74 of the adoption release for the Rule 17a-5 amendments.

With respect to the Computation for Determination of Reserve Requirements under Rule l 5c3- 3, the Company does not claim an exemption from SEA Rule 15c3-3, consistent with Footnote 74 of the adoption release for the Rule 17a-5 amendments.

With respect to the Information Relating to Possession and Control Requirements under Rule l 5c3-3, the Company does not claim an exemption from SEA Rule 15c3-3, consistent with Footnote 74 of the adoption release for the Rule 17a-5 amendments.

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# LLP Lilling & Company

Certified Public Accountants

#### *REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM*

To the Board of Directors BitOoda Technologies, LLC MA , Raynham

Exemption 3 - 15c3 Rule accompanying the in included statements, nagement's ma reviewed ave h We ) did not claim (the Company BitOoda Technologies, LLC 5, in which (1) - pursuant to SEC Rule 17a Report 3, and (2) the Company is filing this Exemption - an exemption under paragraph (k) of 17 C.F.R. §240.15c3 § C.F.R. 17 to ents endm am adopting 70073 - 34 No. Release SEC the of 74 Footnote on ing rely Report private the in engaging (1) to: exclusively activities business its its im l Company the because 5 - 240.17a its (or issuer the where securities digital certain of offerings private including securities, of placement trol over the definitive record of ownership (which may be on a distributed ledger or transfer agent) has con have a distributed ledger associated with it) that allows it to enforce transfer restrictions, correct errors and of transactions y secondar conducting (2) s; key r o tokens stolen or lost address relevant) extent the (to y advisor acquisition and rger me (3) and securities; ("SAFTs") Tokens Future for Agreement ple Sim or funds owe otherwise or hold, receive, indirectly or directly not id d Company the addition, In . services accounts AB P carry not accounts of or for customers; and did y carr not securities for or to customers; did 3) throughout the most recent fiscal year without exception. - (as defined in Rule 15c3

ent is responsible for compliance with the exemption provisions nagem ma 's LLC BitOoda Technologies, and its statements.

Our review was conducted in accordance with the standards of the Public Company Accounting Oversight evidence obtain to procedures required other and inquiries included accordingly, and, States) (United Board substantially is review A provisions. exemption the with compliance 's LLC Technologies, BitOoda about ent's nagem ma opinion on an of the expression is of which objective the an examination, than scope in less opinion. statements. Accordingly, we do not express such an

nagement's ma to de ma be should that difications mo aterial m any of aware not are we review, our on Based the Company's upon based respects, terial ma all in stated, fairly be to them for above to referred statements 70073 adopting amendments - Footnote 74 of the SEC Release No. 34 by business activities contemplated 5, and related SEC Staff Frequently Asked Questions. - to 17 C.F.R. § 240.17a

*CERTIFIED PUBLIC ACCOUNTANTS Port Washington, New York 21 , 20 23 February* 

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# Bit~oda

# **BitOoda Technologies, LLC Exemption Report December 31, 2020**

BitOoda Technologies, LLC (the "Company") is a registered broker-dealer subject to Rule 17a-5 promulgated by the Securities and Exchange Commission (17 C.F.R. §240.17a-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 Company states the following:

(1) The Company does not claim an exemption under paragraph (k) of 17 C.F.R. § 240.15c3-3, and

(2) The Company is filing this Exemption Report relying on Footnote 74 of the SEC Release No. 34-70073 adopting amendments to 17 C.F.R. § 240.17a-5 because the Company limits its business activities exclusively to: (1) engaging in the private placement of securities, including private offerings of certain digital securities where the issuer (or its transfer agent) has control over the definitive record of ownership (which may be on a distributed ledger or have a distributed ledger associated with it) that allows it to enforce transfer restrictions, correct errors and (to the extent relevant) address lost or stolen tokens or keys; (2) conducting secondary transactions of Simple Agreement for Future Tokens ("SAFTs") securities; and (3) merger and acquisition advisory services, and the Company (1) did not directly or indirectly receive, hold, or otherwise owe funds or securities for or to customers; (2) did not carry accounts of or for customers; and (3) did not carry PAB accounts (as defined in Rule 15c3-3) throughout the most recent fiscal year without exception.

BitOoda Technologies, LLC

I, Timothy Kelly, swear (or affirm) that, to my best knowledge and belief, this Exemption Report is true and correct.

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

Chief Executive Officer

February 23, 2021

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