# FOLLA CAPITAL, LLC X-17A-5 (2025-03-31) — Broker-dealer annual report

- Company: FOLLA CAPITAL, LLC
- Form: X-17A-5
- Filed: 2025-03-31
- Period: 2024-12-31
- Accession: 0001786669-25-000002
- CIK: 1786669
- File #: 8-70399
- Type: Broker-dealer
- Material weakness: No
- Auditor: Sanville & Company LLC
- Auditor location: Huntington Valley, PA
- Contact: Christopher Franklin
- Phone: 401-527-0746
- Email: cirankin@follacapital.com
- Website: follacapital.com
- Signed by: Christopher L. Franklin (CCO)

Original filing: https://www.sec.gov/Archives/edgar/data/1786669/000178666925000002/FOLLA2024Long1.pdf

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| of to the extrans selling of the read bus . SE-GT sell . 2-ST selux of theusury being of |  |
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|                                                                                                                                                                               | Comments of the contraction of the controlled to the controllable of the controllable of the comments of the controllable of the controllable of the controllable of the contr |  |
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| Colletings Follo Capital LLCC |
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| C<br>DIPACING 77                                            |                                                                                                                                                                               |                           |
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|                                                             | (No. and Street)                                                                                                                                                              |                           |
| Vilmington                                                  | ON                                                                                                                                                                            | 27403                     |
| City)                                                       | State                                                                                                                                                                         | Zip Code                  |
| A more and the many of the many of the more of the supering |                                                                                                                                                                               |                           |
| Christopher L. Franklin                                     | 0001-5270746                                                                                                                                                                  | cirankin@follacapital.com |
| Name                                                        | Area Code - Telephone Number                                                                                                                                                  | Ermail Address            |
|                                                             | 8. 8.                                                                                                                                                                         |                           |
|                                                             | " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " " |                           |
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| Sanville & Company I                                                                                                                                                                                                                       |                                                         |                                          |
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|                                                                                                                                                                                                                                            | ame - if individual, state last. first. and middle name |                                          |
| 2617 Huntington Pike                                                                                                                                                                                                                       | Sunting gruppy varies                                   | Ad<br>90061                              |
| Addresss                                                                                                                                                                                                                                   | City<br>State                                           | Zip Code                                 |
| 00/2/8/12003                                                                                                                                                                                                                               | ea                                                      |                                          |
| Dete of Registration with PCMOB) if applicable                                                                                                                                                                                             |                                                         | PCAOB Registration Number, if applicable |
|                                                                                                                                                                                                                                            | A CONSULTA DA TAIDITIO A CA                             |                                          |
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Securities and Exchange Commission simu Exchange Act of 1934. A Statement of Financial Condition bound separately has been filed with the This report is deemed CONFIDENTIAL in accordance with Rule 17a-5(e)(3) under the Securities ltaneously herewith as a PUBLIC DOCUMENT.

SEC ID 8 - **70399**

# **FOLLA CAPITAL LLC**

Financial Report

For the Year Ended December 31, 2024

With Report of Independent Registered Public Accounting Firm

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#### Management's Exemption Report 13 Report of Independent Registered Public Accounting Firm 12 Exemption Report: Under Rule 15c3-3 of the Securities and Exchange Commission 11 Information Relating to the Possession or Control Requirement Computation for Determination of Reserve Requirement and Computation of Net Capital 10 Supplemental Schedule: Notes to Financial Statements 6-9 Statement of Cash Flows 5 Statement of Changes in Members' Equity 4 Statement of Operations 3 Statement of Financial Condition 2 Financial Statements: Report of Independent Registered Public Accounting Firm 1

#### **FOLLA CAPITAL LLC**

Table of Contents

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Huntingdon Valley, PA 2617 Huntingdon Pike 19006 215.884.8460

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

Folla Capital LLC Those Charged With Governance of To the Members and

## **Opinion on the Financial Statements**

the related statements of income, changes in members' equity and cash flows for the year then ended and the related notes (collec We have audited the accompanying statement of financial condition of Folla Capital LLC(the "Company") as of December 31, 2024, tively referred to as the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial conformity with accounting principles generally accepted in the United States of America. position of the Company as of December 31, 2024, and the results of its operations and its cash flows for the year then ended in

#### **Basis for Opinion**

These financial statements are the respons ibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audi t 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 regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence 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.

Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to principles used and significant estimates made by management, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.

## **Emphasis of Matter Regarding Going Concern**

evaluation of the events and conditions and management's plans to mitigate these matters are also described in Note 2. Our opin discussed in Note 2 to the financial statements, the Company has suffered recurring losses from operations. Management's The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As ion is not modified with respect to this matter.

#### **Supplemental Information**

Control Requirements Under SEC Rule 15c3-3 have been subjected to audit procedures performed in conjunction with the audit of t Computation for Determination of Reserve Requirements Under Rule SEC 15c3-3 and Information Relating to the Possession or The supplementary information contained in The Schedule I, Computation of Net Capital Under SEC Rule 15c3-1 and Schedule II, he Company's financial statements. The supplemental information is the responsibility of the Company's management. Our audit supplemental information, including its form and content, is presented in conformity with 17 C.F.R. §240.17a-5. In our opinion presented in the supplemental information. In forming our opinion on the supplemental information, we evaluated whether the accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information procedures included determining whether the supplemental information reconciles to the financial statements or the underlying , the Control Requirements Under SEC Rule 15c3-3 are fairly stated, in all material respects, in relation to the financial statements Computation for Determination of Reserve Requirements Under SEC Rule 15c3-3 and Information Relating to the Possession or supplementary information contained in the Schedule I, Computation of Net Capital Under SEC Rule 15c3-1 and Schedule II, as a whole.

March 24, 2025 Huntingdon Valley, Pennsylvania This is our initial year as the Company's auditor.

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#### **FOLLA CAPITAL LLC** Statement of Financial Condition December 31, 2024

#### Assets

| Total Current Assets<br>\$ | Other Assets | Prepaid Expenses | Accounts Receivable | Cash & Cash Equivalents<br>\$ | Current Assets: |
|----------------------------|--------------|------------------|---------------------|-------------------------------|-----------------|
|                            |              |                  |                     |                               |                 |
| 36,788                     | 945          | 736              | 20,500              | 14,607                        |                 |

## Liabilities and Members' Equity

| Total Liabilities and Members' Equity | Members' Equity | Total Liabilities | Liabilities:<br>Due to Related Party<br>Accounts Payable |  |
|---------------------------------------|-----------------|-------------------|----------------------------------------------------------|--|
| \$                                    |                 |                   | \$                                                       |  |
| 36,788                                | 32,083          | 4,705             | 3,230<br>1,475                                           |  |

Securities and Exchange Commission simultaneously herewith as a PUBLIC DOCUMENT. Exchange Act of 1934. A Statement of Financial Condition bound separately has been filed with the This report is deemed CONFIDENTIAL inaccordance with Rule 17a-5(e)(3) under the Securities

See Accompanying Notes to Financial Statements.

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#### **FOLLA CAPITAL LLC** Statement of Operations For the Year Ended December 31, 2024

| Net Loss | Total Operating Expenses | Operating Expenses:<br>Office and Other Expenses<br>Travel and Entertainment<br>Regulatory Fees and Expenses<br>Professional Fees<br>Occupancy Expenses<br>Communications and Technology<br>Bad Debts<br>Advertising<br>Platform and Escrow Agent Fees<br>Insurance | Total Revenues | Revenues:<br>Consulting Income<br>Success Fees Earned |
|----------|--------------------------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|----------------|-------------------------------------------------------|
| \$       |                          |                                                                                                                                                                                                                                                                     |                | \$                                                    |
| (54,665) | 153,615                  | 18,223<br>36,027<br>31,283<br>19,605<br>14,858<br>20,500<br>2,354<br>5,246<br>4,442<br>1,077                                                                                                                                                                        | 98,950         | 89,500<br>9,450                                       |

Exchange Act of 1934. A Statement of Financial This report is deemed CONFIDENTIAL inaccordance with Rule 17a-5(e)(3) under the Securities Condition bound separately has been filed with the Securities and Exchange Commission simultaneously herewith as a PUBLIC DOCUMENT.

See Accompanying Notes to Financial Statements.

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Statement of Changes in Members' Equity For the Year Ended December 31, 2024

| Balance, December 31, 2024 | Net Loss | Contributions From Members | Balance, January 1, 2024 |  |
|----------------------------|----------|----------------------------|--------------------------|--|
| \$                         |          |                            | \$                       |  |
| 32,083                     | (54,665) | 51,667                     | 35,081                   |  |

See Accompanying Notes to Financial Statements.

Securities and Exchange Commission simultaneously herewith as a PUBLIC DOCUMENT. Exchange Act of 1934. A Statement of Financial Condition bound separately has been filed with the This report is deemed CONFIDENTIAL inaccordance with Rule 17a-5(e)(3) under the Securities

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#### **FOLLA CAPITAL LLC** Statement of Cash Flows For the Year Ended December 31, 2024

|  | Expenses Paid by Members<br>on Behalf of the Company<br>\$<br>20,668 | Supplemental Disclosure of Non-Cash Financing Activity: | Cash, End of Year<br>\$<br>14,607 | Cash, Beginning of Year<br>15,120 | Net Change in Cash<br>(513) | Net Cash Provided by Financing Activities<br>31,000 | Cash Flows From Financing Activities<br>Contributions From Members<br>31,000 | Net Cash Used in Operating Activities<br>\$<br>(31,513) | Due to Related Party<br>Accounts Payable<br>Prepaid Expenses<br>(1,727)<br>2,259<br>(47) | Change in Operating Assets and Liabilities:<br>Accounts Receivable<br>2,000 | Changes in Net Income not Requiring the use of Cash:<br>Non-Cash Capital Contributions<br>20,667 | Cash Flow From Operating Activities:<br>Adjustments to Reconcile Net Loss to Net Cash<br>Net Loss<br>Used in Operating Activities:<br>\$<br>(54,665) |
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Securities and Exchange Commission simultaneously herewith as a PUBLIC DOCUMENT. Exchange Act of 1934. A Statement of Financial Condition bound separately has been filed with the This report is deemed CONFIDENTIAL inaccordance with Rule 17a-5(e)(3) under the Securities

See Accompanying Notes to Financial Statements.

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## Notes to Financial Statements

# **1. Summary of Significant Accounting Policies:**

**Nature of Business:**  Folla Capital LLC is a North Carolina based Limited Liability Company engaged in the business of assisting Companies prepare for and raise capital under various provisions of the JOBS Act of 2012.

Authority (FINRA"). Effective November 5, 2020, the Company became a member of the Financial Industry Regulatory

**Basis of Accounting:**  The accompanying financial statements have been prepared on the accrual of America ("GAAP"). basis of accounting in accordance with accounting principles generally accepted in the United States

**Going Concern and Liquidity:**  The Company does not have sufficient liquidity to meet its statements. needs of the Company through one year from the date of the issuance of these financial Company has access to funds from the Members that are sufficient to fund the working capital an Entity's Ability to Continue as a Going Concern," management has determined that the with FASB's Accounting Standards Update ("ASU") 201-15, "Disclosures of Uncertainties about In connection with the Company's assessment of going concern considerations in accordance anticipated obligations over the next year from the date of issuance of these financial statements.

**Use of Estimates:**  The preparation of financial statements in conformity with GAAP requires from those estimates. the reported amounts of revenues and expenses during the period reported. Actual results could differ liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and management to make estimates and assumptions that affect the reported amounts of assets and

**Risks and Uncertainties:**  Financial instruments which potentially expose the Company to Insurance Corporation ("FDIC") up to \$250,000. protection for cash by the Securities Investor Protection Corporation ("SIPC") or Federal Depository customers. The Company maintains cash and cash equivalents in broker-dealers and banks offering concentrations of credit risk consist primarily of cash and cash equivalents and receivables from

**Cash and Cash Equivalents:**  The Company considers all highly liquid debt instruments 2024 the Company did not hold any cash equivalents. purchased with an original maturity of three months or less to be cash equivalents. At December 31,

**Fair Value of Financial Instruments:**  The Company follows FASB guidance with respect to fair value measurements. This guidance provides a framework for measuring fair value under GAAP, for all financial assets and liabilities measured at fair value on a recurring basis (see Note 2).

**Allowance for Credit Losses:**  The Company follows ASC Topic 326, Financial Instruments – Credit cost by requiring a current expected credit loss ("CECL") methodology to estimate expected credit losses Losses ("ASC 326"). ASC 326 impacts the impairment model for certain assets measured at amortized

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Notes to Financial Statements, Continued

# **1. Summary of Significant Accounting Policies, Continued**

# **Allowance for Credit Losses, Continued:**

credit losses are reported in credit loss expense. of financial condition that is deducted from the asset's amortized cost basis. Changes in the allowance for amortized cost basis, the allowance for credit losses is reported as a valuation account on the statement estimate of expected credit losses as an allowance for credit losses. For financial assets measured at an over the entire life of the financial asset, recorded at inception or purchase. The Company records the

determining the allowance for credit losses. and future economic conditions that may affect the Company's expectation of the collectability in Company considers factors such as historical experience, credit quality, age of balances and current instruments carried at amortized cost, including fees receivable utilizing CECL framework. The The allowance for credit losses is based on the Company's expectation of the collectability of financial

The Company's expectation is that credit risk associat ed with fees receivable is not significant until 31, 2024. For the year ended December 31, 2024 credit losses totaled \$20,500. with industry standards. Management does not believe that an allowance is required as of December they are 90 days past due on the contractual arrangement and expectation of collection in accordance

**Concentrations** : The Company maintains it cash balance in one financial institution. The Company does customers. not consider itself to be at risk with respect to its cash. The Company earned 55% of its revenues from 4

### **Revenue Recognition:**

uncertainty associated with the variable consideration is resolved. reversal in the amount of cumulative revenue recognized would not occur when the may include variable consideration only to the extent that it is probable that a significant the entity satisfies a performance obligation. In determining the transaction price, an entity price to the performance obligations in the contract, and (e) recognize revenue when (or as) obligations in the contract, (c) determine the transaction price, (d) allocate the transaction five-step model to (a) identify the contract(s) with a customer, (b) identify the performance entitled in exchange for those goods or services. The guidance requires an entity to follow a customers in an amount that reflects the consideration to which the entity expects to be The Company recognizes revenue to depict the transfer of promised goods or services to

*Consulting Fees:*  The Company provides marketing and business consulting services to customers. consulting fee income of \$89,500. as they are provided by the Company. For the year ended December 31, 2024, the Company earned advisory services is satisfied over time because the customer is receiving and consuming the benefits Consulting fees are billed monthly and the Company believes the performance obligation for providing

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Notes to Financial Statements, Continued

# **1. Summary of Significant Accounting Policies, Continued**

## **Revenue Recognition, Continued:**

*Success Fee Income:* The Company also earns revenue through securing investors to purchase earned success fee income of \$9,450. the financial instruments to the purchaser. For the year ended December 31, 2024 the Company in time upon closing of the equity raise. Revenue is recognized at the point in time upon transfer of equity securities and other financial instruments for their customers. Revenue is recognized at a point

*Private Placement Fees:*  The Company provides advisory services in raising capital. Revenue earned the arrangement is completed (the closing date of for successful closings of raising capital are recognized at the point in time that performance under the transaction). For the year ended December 31, 2024 the Company did not earn any private placement fees.

31, 2023 and December 31, 2024. \$22.500 and \$20,500, respectively. The Company had no contract assets or liabilities on December The Company had outstanding receivables on December 31, 2023 and December 31, 2024 of

Disaggregation can be found on statement of operations for the year ended December 31, 2024.

**Income Taxes:**  The Company has elected to be treated as a partnership under the provisions of the Internal Revenue Code, which provides that the members are taxed on the Company's taxable income or loss. Similar provisions apply for state and local income tax reporting. Accordingly, no provision for income taxes is provided in the accompanying financial statements.

**Income Tax Uncertainties:**  The Company follows the FASB guidance for how uncertain tax positions should be recognized, measured, disclosed and presented in the financial statements. This requires the evaluation of tax positions taken or expected be taken in the course of preparing the Company's provisions of this guidance as of December 31, no uncertain tax positions that require adjustment to the financial statements to comply with the Management has evaluated the Company's tax positions and concluded that the Company has taken the more-likely-than-not threshold would be recorded as a tax expense and liability in the current year. challenged" or "when examined" by the applicable tax authority. Tax positions not deemed to meet tax returns to determine whether the tax positions are "more-likely-than-not" of being sustained "when 2024. The Company is not currently under audit by any tax jurisdiction.

**Segment Reporting:**  The Accounting Standards Update (ASU) 2023-07 issued by the Financial segment. determined that no additional disclosures are required as the Company has only one reportable 2023-07. Company management reviewed the ASU 2023-07 disclosure requirements and identified its Chief Executive Officer as the Chief Operating Decision Maker as specified in the ASU requirements are effective for fiscal years starting after December 15, 2023. The Company has usefulness of financial disclosures for investors and other stakeholders. ASU 2023-07 disclosure for public entities, including broker-dealers. The update aimed to improve the transparency and Accounting Standards Board (FASB) introduced enhancements to segment reporting requirements

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Notes to Financial Statements, Continued

#### **2. Indemnifications:**

occurrences while the manager or officers are, or The Company has certain obligations to indemnify its managers and officers for certain events or were, serving at the Company's request in such however, the Company's insurance policies serve to further limit its exposure. capacities. The maximum liability under these obligations is limited by the Code of North Carolina;

## **3. Regulatory 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 12.5 to 1. On December 31, 2024, the Company had net capital of \$ 9,902 which was \$ 4,902 in excess of required minimum net capital of \$ 5,000. The Company's net capital ratio was 47.52%.

obligation under SEC Rule 15c3-3. The Company does not handle cash or securities on behalf of customers and accordingly has no

## **4. Subsequent Events:**

the financial statements. there have been no events that have occurred that would require adjustments to or disclosures in The Company has evaluated subsequent events through the date of this report and has determined

## **5. Related Party Transactions:**

of the Company. The 2024 amount was paid as of the date of this report. On December 31, 2024 a Member of the Company was owed \$3,230 for expenses incurred on behalf

monthly rent is \$1,400 and totaled \$16,800 for the year ended December 31, 2024. The Company leases office space from a Member of the Company on a month-to-month basis. The

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## **Computation for Determination of Reserve Requirement and Information Relating to the Possession or Control Requirement Under Rule 15c3-3 of the Securities and Exchange Commission**

**For the Year Ended December 31, 2024** 

no obligation under SEC Rule 15c3-3. The Company does not handle cash or securities on behalf of customers and accordingly has

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#### **FOLLA CAPITAL LLC** Computation of Net Capital Pursuant to

### December 31, 2024 Rule 15c3-1 of the Securities Exchange Act of 1934

| 47.52%          | Ratio of Aggregate Indebtedness to Net Capital                                                                               |
|-----------------|------------------------------------------------------------------------------------------------------------------------------|
| 4,902           | \$<br>Net Capital in Excess of Minimum Requirements                                                                          |
| 5,000           | \$<br>Minimum Net Capital Required (the Greater if \$5,000 or<br>6 2/3% of Aggregate Indebtedness                            |
| 4,705           | \$<br>Total Aggregated Indebtedness                                                                                          |
| 4,705           | Amounts Included in Total Liabilities Which Represent<br>Aggregate Indebtedness<br>Accounts Payable and Due to Related Party |
| 9,902           | \$<br>Net Capital                                                                                                            |
| 9,902<br>-      | Net Capital Before Capital Charges on Firm Securities<br>Less: Haircuts on Firm Securities Positions                         |
| 22,181          | Total Nonallowable Assets                                                                                                    |
| 20,500<br>1,681 | Nonallowable Assets:<br>Prepaid Expenses and Other Assets<br>Accounts Receivable                                             |
| 32,083          | \$<br>Members' Equity                                                                                                        |

**Note:** There are no material differences between the computation of net capital presented above December 31, 2024, filed on January 28, 2025. and the computation of net capital in the Company's Amended Form X-17A-5, Part II-A filing as of

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Huntingdon Valley, PA 2617 Huntingdon Pike 19006 215.884.8460

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

Folla Capital LLC Those Charged With Governance of To the Members and

Capital LLC (the "Company") stated that: We have reviewed management's statements, included in the accompanying Exemption Report in which Folla

- 1. The Company does not claim an exemption under paragraph (k) of 17 C.F.R. § 240.15c3-3.
- 2. The Company is filing an Exemption Report relying on Footnote 74 of the SEC Release No. 34-70073 adopting financial advisory services in connection with mergers, acquisitions and private placement of securities; and amendments to 17 C.F.R. § 240.17a-5 because the Company limits its business activities exclusively to
- 3. 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 proprietary accounts of brokerdealers (as defined in 17 C.F.R. § 240.15c3-3) throughout the most recent fiscal year without exception.

ceased to provide this service to its Customers. agent and remitted payments to their investors. Upon discovery of this violation, the Company immediately During an examination, FINRA identified two exceptions where the Company accepted Customer funds as an

The Company's management is responsible for its statements.

Accordingly, we do not express such an opinion. scope than an examination, the objective of which is the expression of an opinion on management's statements. C.F.R. § 240.15c3-3) throughout the most recent fiscal year without exception. A review is substantially less in carry accounts of or for customers; and (3) did not carry proprietary accounts of broker-dealers (as defined in 17 did not directly or indirectly receive, hold, or otherwise owe funds or securities for or to customers, (2) did not to financial advisory services in connection with mergers, acquisitions and private placement of securities and (1) Company's compliance with the exemption provisions and the Company's other business activities were limited (United States) and, accordingly, included inquiries and other required procedures to obtain evidence about the Our review was conducted in accordance with the standards of the Public Company Accounting Oversight Board

Based on our review, we are not aware of any material modifications that should be made to management's in 17 C.F.R. § 240.17a-5. statements referred to above for them to be fairly stated, in all material respects, based on the provisions set forth

Huntingdon Valle y, Pennsylvania March 24, 2025

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#### **Exemption Report**

certain brokers and dealers"). This Exemption Re the Securities and Exchange Commission (17 C.F.R. Section 240.17a-5, "Reports to be made by Folla Capital LLC (the Company) is a registered broker-dealer subject to Rule 17a-5 promulgated by port was prepared as required by 17 C.F.R. following: Section 240 17a-5(d)(1) and (4). To the best of my knowledge and belief, the Company states the

- (1) The Company does not claim an exemption under paragraph (k) of 17 C.F.R. Section 240.15c3-3, and
- (2) The Company is filing this Exemption Report relying on Footnote 74 of the SEC Release via subscriptions on a subscription way basis wh Company limits its business activities exclusively to: (1) effecting securities transactions No. 34-70073 adopting amendments to 17 C.F.R. section 240.17a-5 because the ere funds are payable to the issuer or its transactions to other broker-dealers, or prov identifying potential merger and acquisition opportunities for clients, referring securities agent and not to the Company; (2) receiving transaction-based compensation for iding technology or platform services, and securities for or to customers, (other th the Company (1) did not directly or indirectly receive, hold, or otherwise owe funds or an money or other consideration received and exception. accounts (as defined in Rule 15c3-3) throughout the most recent fiscal period without Company); (2) did not carry accounts of or for customers; and (3) did not carry PAB subscription way basis where the funds are payable to the issuer or its agent and not the funds received and promptly transmitted for effecting transactions via subscriptions on a promptly transmitted in compliance with paragraph (a) or (b) (2) of Rule 15c2-4 and/or
- (3) During an examination, FINRA identified two exceptions where the Company accepted Customers. of this violation, the Company immediately ceased to provide this service to its Customer funds as an agent and remitted payments to their investors. Upon discovery

Report is true and correct. I, Folla Capital LLC, swear (or affirm) that, to the best of my knowledge and belief, this Exemption

Christopher L. Franklin, Member

By: \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

See Report of Independent Registered Public Accounting Firm


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