# SAND CAPITAL LLC X-17A-5/A (2024-03-22) — Broker-dealer annual report - Company: SAND CAPITAL LLC - Form: X-17A-5/A - Filed: 2024-03-22 - Period: 2023-12-31 - Accession: 0001750362-24-000002 - CIK: 1750362 - File #: 8-70193 - Type: Broker-dealer - Material weakness: No - Auditor: Citrin Cooperman & Company LLP - Auditor location: New York, NY - Contact: Kathy Efrem - Phone: 212-897-1686 - Email: ketrem@integrated.solutions - Website: integrated.solutions - Signed by: Patrick Sweeney (CEO) Original filing: https://www.sec.gov/Archives/edgar/data/1750362/000175036224000002/sand23s3.pdf --- {0}------------------------------------------------ # Sand Capital LLC (a wholly-owned subsidiary of Related Fund Management, LLC) Statement of Financial Condition Pursuant to Rule 17A-5 under the Securities Exchange Act of 1934 December 31, 2023 {1}------------------------------------------------ ### UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ## ANNUAL REPORTS FORM X-17A-5 PART III | OMB APPROVAL | | | | |--------------------------|--|--|--| | OMB Number: 3235-0123 | | | | | Expires: Nov. 30, 2026 | | | | | Estimated average burden | | | | | hours per response: 12 | | | | | | | | | SEC FILE NUMER 8- 70193 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 01/01/23 - ----------------------------------------------------------------------------------------------------------------------------------- MM/DD/Y Y ### A. REGISTRANT IDENTIFICATION Sand Capital LLC NAME OF FIRM: TYPE OF REGISTRANT (check all applicable boxes): മ 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.) ### 30 Hudson Yards 83rd Floor | | (No. and Street) | | | |-------------|----------------------------------------------|-----------------------------|--| | New York | NY | 10001 | | | (City) | (State) | (Zip Code) | | | | PERSON TO CONTACT WITH REGARD TO THIS FILING | | | | Kathy Efrem | (212) 897-1686 | ketrem@integrated.solutions | | | (Name) | (Area Code - Telephone Number) | (Email Address) | | | | B. ACCOUNTANT IDENTIFICATION | | | | | | | | INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing\* ### Citrin Cooperman & Company LLP | (Name - if individual, state last, first, and middle name) | | | | | |------------------------------------------------------------|-------------|---------|-------------------------------------------|--| | 180 Park Avenue | Horham Park | N. | 07932 | | | (Address) | (City) | (State) | (Zıp Code) | | | 11/2/05 | 2468 | | | | | (Date of Recistration with PC AOBVif annlicable) | | | (DCAOR Registration Number if annlicable) | | ### 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-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. {2}------------------------------------------------ ### AFFIRMATION I Patrick Sweeney financial report pertaining to - Sand Capital (or the best of . 123/22 financial report pertaining to - Sand Capital LCC - affirm) that neither . Onliner, thue and correct. I Tarther broat "ove may be, has any proprietary interest in any account classified solely as that of a customer. Signature CEO Title Notary Public ![](_page_2_Picture_8.jpeg) {3}------------------------------------------------ ### **This filing\*\* contains (check all applicable boxes):** - **00** (a) Statement of financial condition. - **00** (b) Notes to unconsolidated or consolidated statement of financial condition, as applicable. - □ (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 ofRegulation **S-X).** - □ (d) Statement of cash flows. - □ (e) Statement of changes in stockholders' or partners' or members' or sole proprietor's equity, as applicable. - □ (f) Statement of changes in liabilities subordinated to claims of creditors. - □ (g) Notes to unconsolidated or consolidated financial statements,, as applicable. - □ (h) Computation of net capital under 17 CFR 240.15c3-l or 17 CFR 240. l 8a-l, as applicable. - □ (i) Computation of tangible net worth under 17 CFR 240.18a-2. - □ U) Computation for determination of customer reserve requirements pursuant to Exhibit A to 17 CFR 240. l Sc3-3. - D (k) Computation for determination of security-based swap reserve requirements pursuant to Exhibit B to 17 CFR 240. l Sc3- 3 or Exhibit A to 17 CFR 240. l 8a-4, as applicable. - □ (l) 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. l 8a-4, as applicable. - □ (o) Reconciliations, including appropriate explanations, of the FOCUS Report with computation ofnet capital or tangible net worth under 17 CFR 240.15c3-l, 17 CFR 240.18a-l, or 17 CFR 240.18a-2, as applicable, and the reserve requirements under 17 CFR 240. l Sc3-3 or 17 CFR 240. l 8a-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. - 00 (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. l 7a-5 or 17 CFR 240.18a-7, as applicable. - □ (s) Exemption report in accordance with 17 CFR 240.l 7a-5 or 17 CFR 240.18a-7, as applicable. - 00 (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.l 7a-5, 17 CFR 240. l 8a-7, or 17 CFR 240.l 7a-12, as applicable. - □ (v) Independent public accountant's report based on an examination of certain statements in the compliance report under 17 CFR 240.l 7a-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. l 7a-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.l 7a-l 2, 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. l 7a-l 2(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) **Citrin Cooperman** & **Company, LLP** Certified Public Accountants 180 Park Avenue, Suite 200 Florham Park, NJ 07932 **T** 973.218.0500 **F** 973.218.7160 citrincooperman.com ### REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Member and Management Sand Capital LLC ### Opinion on the Financial Statement We have audited the accompanying statement of financial condition of Sand Capital LLC as of December 31, 2023, 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 Sand Capital LLC as of December 31, 2023, in conformity with accounting principles generally accepted in the United States of America. ### Basis for Opinion This financial statement is the responsibility of Sand Capital LLC's management. Our responsibility is to express an opinion on Sand Capital LLC'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 Sand Capital 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 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 presentation of the financial statement. We believe that our audit provides a reasonable basis for our opinion. We have served as Sand Capital LLC's auditor since 2020. Florham Park, New Jersey March 20, 2024 "Citrin Cooperman" is the brand under which Citrin Cooperman & Company, I.LP, a licensed independent CPA firm, and Citrin Cooperman Advisors I.LC serve clients' business needs. 'lflc two firms operate as separate legal entities in an alternative practice structure. The entities of Citrin Cooperman & Company, LLP and Citrin Cooperman Advisors Ll\_,C are independent member firms of the Moore North .America, Inc. (MNA) Association, which is itself a regional member of Moore Global Network Lmitcd (MGNL). All the firms associated with MNA are independently owned and managed entities. 'l'heir membership in, or association with, MNA should not be construed as constituting or implying any partnership between them. {5}------------------------------------------------ ### Sand Capital LLC (a wholly-owned subsidiary of Related Fund Management, LLC) ### Statement of Financial Condition December 31, 2023 | Assets
Cash
Prepaid expenses and other assets | S
159,704
3,560 | |--------------------------------------------------------------------------------------------------------------------------------|---------------------------------| | Total assets | 163,264
S | | Liabilities and Member's Equity
Liabilities:
Accounts payable and accrued expenses
Due to Parent
Total liabilities | S
11,000
21,618
32,618 | | Member's equity | 130,646 | | Total liabilities and member's equity | S
163,264 | The accompanying notes are an integral part of this financial statement. {6}------------------------------------------------ ### Notes to Statement of Financial Condition December 31, 2023 #### 1. Nature of operations Sand Capital LLC (the "Company") is a limited liability company formed under the laws of the state of Delaware. The Company is a wholly-owned subsidiary of Related Fund Management, LLC (the "Parent"). The Company is a broker-dealer registered with the Securities and Exchange Commission (the "SEC") and a member of the Financial Industry Regulatory Authority ("FINRA"). The primary business of the Company is to act as a broker-dealer providing financial and strategic advice on mergers and acquisitions, divestitures, restructurings, capital raising and other similar transactions. ### 2. ### Basis of presentation This financial statement was prepared in conformity with accounting principles generally accepted in the United States of America which requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statement. Actual results could differ from these estimates. ### Contract assets and liabilities Contract assets represent the Company's right to consideration in exchange for goods or services that the Company has transferred to a customer, excluding unconditional rights to consideration that are presented as receivables. Contract liabilities represent the Company's obligation to deliver products or provide data to customers in the future for which cash has already been received. ### Cash All cash deposits are held by one financial institution. The Company has not experienced any losses in such accounts and does not believe there to be any significant credit risk with respect to these deposits. ### Income taxes The Company is a single member limited liability company and is therefore treated as a disregarded entity for income tax reporting purposes. The Internal Revenue Code provides that any income or loss is passed through to the ultimate beneficial individual member for federal, and state income taxes. Accordingly, the Company has not provided for federal state and local income taxes. At December 31, 2023, management has determined that the Company had no uncertain tax positions that would require financial statement recognition. This determination will be subject to ongoing reevaluation as facts and circumstances may require. Interest and penalties assessed, if any, are recorded as income tax expense. {7}------------------------------------------------ ### Sand Capital LLC (a wholly-owned subsidiary of Related Fund Management, LLC) ### Notes to Statement of Financial Condition December 31, 2023 ### 2. Summary of significant accounting policies (continued) ### Allowance for Credit Losses The Company follows ASC Topic 326, Financial Instruments - Credit Losses ("ASC 326"). ASC 326 impacts the impairment model for certain financial assets by requiring a current expected credit loss ("CECL") methodology to estimate expected credit losses over the entire life of the financial asset. The Company did not have any accounts receivable impacted by the guidance. An allowance for credit losses may be based on the Company's expectation of the collectability of its receivables 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. ### 3. The Parent provides to the Company payroll, pension, and employee benefit administrative services for the Company's associated persons and office and administrative services for the Company to operate its business pursuant to an administrative services agreement (the "Expense Sharing Agreement"). The Company incurred costs of \$4,800 to the Parent for these services and owes the Parent \$21,618 at December 31, 2023. The Parent also pays for various expenses of the Company without seeking reimbursement. All transactions with related parties are settled in the normal course of business. The terms of any of these arrangements may not be the same as those that would otherwise exist or result from agreements and transactions among unrelated parties. ### 4. Regulatory requirements The Company is subject to SEC Uniform Net Capital Rule 15c3-1 under 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 15 to 1. At December 31, 2023, the Company had net capital of \$112,086 which exceeded the required net capital by \$107,086. The ratio of aggregate indebtedness to net capital, at December 31, 2023 was 0.29 to 1. The Company does not hold customers' cash or securities and, has no requirements under SEC Rule 15c3-3 and therefore does not claim an exemption under paragraph (k). {8}------------------------------------------------ ### Notes to Statement of Financial Condition December 31, 2023 #### 5. Subsequent events Management of the Company has evaluated events or transactions that may have occurred subsequent to December 31, 2023 and through the date the financial statement was issued and determined that there are no material events that would require disclosure in the Company's financial statement. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.