# B&D CAPITAL PARTNERS, LLC X-17A-5 (2023-03-30) — Broker-dealer annual report - Company: B&D CAPITAL PARTNERS, LLC - Form: X-17A-5 - Filed: 2023-03-30 - Period: 2022-12-31 - Accession: 0001857539-23-000002 - CIK: 1857539 - File #: 8-70704 - Type: Broker-dealer - Material weakness: No - Auditor: Jennifer Wray CPA - Auditor location: Sugar Land, TX - Contact: Geoffrey Owen - Phone: 980-428-2297 - Email: geoff@bdcappartners.com - Website: bdcappartners.com - Signed by: Geoffrey Owen (CCO) Original filing: https://www.sec.gov/Archives/edgar/data/1857539/000185753923000002/2022BDCPSHORTPUBSEC20330223.pdf --- {0}------------------------------------------------ ### UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 | OMB APPROVAL | |---------------------------| | OMB Number: 3235-0123 | | Expires: Oct. 31, 2023 | | Estimated average burden | | hours per response:
12 | | | sec file number 8-70704 # ANNUAL REPORTS FORM X-17A-5 PART III | 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 | 08/09/22 | AND ENDING | 12/31/22 | | | | | MM/DD/YY | | MM/DD/YY | | | | A. REGISTRANT IDENTIFICATION | | | | | | | NAME OF FIRM: B&D Capital Partners, LLC | | | | | | | TYPE OF REGISTRANT (check all applicable boxes):
[ Security-based swap dealer __ Major security-based swap participant
XI 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.) | | | | | | | 211 East Blvd. | | | | | | | | (No. and Street) | | | | | | Chartlotte | NC. | | 28203 | | | | (City) | (State) | | (Zip Code) | | | | PERSON TO CONTACT WITH REGARD TO THIS FILING | | | | | | | Geoff Owen | 908-428-2797 | | geoff@bdcappartners.com | | | | (Name) | (Area Code - Telephone Number) | | (Email Address) | | | | | B. Accountant IDENTIFICATION | | | | | | INDEPENDENT PUBLIC ACCOUNTANT whose reports are contained in this filing*
Jennifer Wray CPA PLLC | | | | | | | | (Name - if individual, state last, first, and middle name) | | | | | | 800 Bonaventure Way, Suite 168 | Sugar Land | 18 | 77479 | | | | (Address) | (City) | | (Zip Code)
(State) | | | | 11/30/2016 | | 6328 | | | | | (Date of Registration with PCAOB)(if applicable) | FOR OFFICIAL USE ONLY | | (PCAOB Registration Number, if applicable) | | | | | | | | | | \* Claims for exemption from the requirement that the annual reports of an independent public accountant must be supported by a statement of facts and circumstances relied on as the basis of the exemption. See 17 CFR 240.17a-5(e)(1)(ii), if applicable. Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. {1}------------------------------------------------ ### OATH OR AFFIRMATION | Geoff Owen | swear (or affirm) that, to the best of my knowledge and belief, the | | |--------------------------------------------|---------------------------------------------------------------------|--| | financial report pertaining to the firm of | B&D Capital Partners, LLC | | December 31 partner, officer, director, or equivalent person, as the case may be, has any proprietary interest in any account classified solely as that of a customer. tarv Public ### This filing \*\* contains (check all applicable boxes): - & (a) Statement of financial condition. - (b) Notes to consolidated statement of financial condition. - [] (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) Statement of cash flows. - [] (e) Statement of changes in stockholders' or partners' or sole proprietor's equity. - [ (f) Statement of changes in liabilities subordinated to claims of creditors. - [ (g) Notes to consolidated financial statements. - [ (h) Computation of net capital under 17 CFR 240.15c3-1 or 17 CFR 240.18a-1, as applicable. - [i) Computation of tangible net worth under 17 CFR 240.18a-2. - [] Computation for determination of customer reserve requirements pursuant to Exhibit A to 17 CFR 240.15c3-3. - □ {k} Computation for determination of security-based swap reserve requirements pursuant to Exhibit B to 17 CFR 240.15c3-3 or Exhibit A to 17 CFR 240.18a-4, as applicable. - [ (I) 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 240.18a-4, as applicable. - □ {o} Reconciliations, including appropriate explanations, of the FOCUS Report with computation of net capible net worth under 17 CFR 240.15c3-1, 17 CFR 240.18a-1, or 17 CFR 240.18a-2, as applicable, and the reserve requirements under 17 CFR 240.15c3-3 or 17 CFR 240.18a-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. - (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 240.17a-5 or 17 CFR 240.18a-7, as applicable. - [ (s) Exemption report in accordance with 17 CFR 240.17a-5 or 17 CFR 240.18a-7, as applicable. - (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 statements under 17 CFR 240.17a-5, 17 CFR 240.18a-7, or 17 CFR 240.17a-12, as applicable. - [] (v) Independent public accountant's report based on an examination of certain statements in the compliance report under 17 CFR 240.17a-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 240.17a-5 or 17 CFR 240.18a-7, as applicable. - [ {x} Supplemental reports on applying agreed-upon procedures, in accordance with 17 CFR 240.15c3-1e or 17 CFR 240.17a-12, as applicable. - [] {y} Report describing any material inadequacies found to have existed since the date of the previous audit, or a statement that no material inadequacies exist, under 17 CFR 240.17a-12(k), - (z) Other: Signature: Title: CCO William A. Struble NOTARY PUBLIC Mecklenburg County, NC My Commission Expires August 23, 2027 \*\* To request confidential treatment of certain portions of this filing, see 17 CFR 240.170-5(e)(3) or 17 CFR 240.18c-7(d)(2), as applicable. {2}------------------------------------------------ # B&D CAPITAL PARTNERS, LLC # FINANCIAL STATEMENTS AND REPORT OF INDEPENDENT REGISTERERED PUBLIC ACCOUNTING FIRM # Pursuant to Rule 17a-5(d) of the Securities and Exchange Commission For the Period from January 1, 2022 through December 31, 2022 {3}------------------------------------------------ # Content | Report of Independent Registered Public Accounting Firm | | |---------------------------------------------------------|---| | Financial Statement | | | Statement of Financial Condition | 2 | | Notes to Financial Statement | | {4}------------------------------------------------ # REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the member of B&D Capital Partners, LLC ### Opinion on the Financial Statements We have audited the accompanying statement of financial condition of B&D Capital Partners, LLC as of December 31, 2022, the related statements of income, changes in member's equity, and cash flows for the year ended December 31, 2022, and the related notes and schedules. In our opinion, the financial statements present fairly, in all material respects, the financial position of B&D Capital Partners, LLC as of December 31, 2022 and the results of its operations and its cash flows for the year ended December 31, 2022 in conformity with accounting principles generally accepted in the United States of America. ## Basis for Opinion These financial statements are the responsibility of B&D Capital Partners, LLC's management. Our responsibility is to express an opinion on B&D Capital Partners, LLC 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 B&D Capital Partners, 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. ### Auditor's Report on Supplemental Information The supplementary information contained in Schedules I, II & III have been subjected to audit procedures performed in conjunction with the audit of B&D Capital Partners, LLC financial statements. The supplemental information is the responsibility of B&D Capital Partners, LC management. Our audit procedures included determining whether the supplemental information reconciles to the financial statements or the underlying 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 Supplementary schedule is fairly stated, in all material respects, in relation to the financial statements as a whole. Jennifer Wray CPA PLLC We have served as B&D Capital Partners, LLC's auditor since 2022. Sugar Land, Texas March 29, 2023 {5}------------------------------------------------ # B&D CAPITAL PARTNERS, LLC # STATEMENT OF FINANCIAL CONDITION December 31, 2022 # ASSETS | Cash | ಕಿ | 23,508 | |---------------------------------------|-------|--------| | LIABILITIES AND MEMBER'S EQUITY | | | | Accounts payable and accrued expenses | S | | | Member's equity | | 23,508 | | | ਦਿੱਤੇ | 23,508 | See report of independent registered public accounting firm and notes to financial statements. {6}------------------------------------------------ # B&D CAPTIAL PARTNERS, LLC # NOTES TO FINANCIAL STATEMENTS December 31, 2022 (See Report of Independent Registered Public Accounting Firm) #### Organization and nature of business Note 1 B&D Capital Partners, LLC (the "Company") was formed in 2021 and is a North Carolina limited liability company. The Company is a wholly-owned subsidiary of Blystone & Donaldson, LLC ("Parent"). The Company is a registered broker dealer under the Securities Exchange Act of 1934 and is a member of FINRA("FINRA") and the Securities Investor Protection Corporation ("SIPC"). The Company does not claim exemption from the provisions of Rule 15c3-3 of the SEC, in reliance on footnote 74 to SEC Release 34-70073. #### Summary of significant accounting policies Note 2 ### Basis of presentation The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America ("GAAP"). ### Accounts receivable The Company carries its accounts receivable at costs less an allowance for doubtful accounts. On a periodic basis, the Company evaluates its receivables and establishes an allowance for doubtful accounts based on history of past write-offs, collections and current credit conditions. As of December 31, 2022, no allowance for doubtful accounts was necessary. ### Revenue recognition The Company adheres to ASC Topic 606, Revenue from Contracts with Customers ("ASC Topic 606"). The 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. In determining the transaction price, an entity may include variable consideration only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized would not occur when the uncertainty associated with the variable consideration is resolved. Revenue from contracts with customers includes fees from investment banking and financial advisory services. The recognition and measurement of revenue is based on the assessment of individual contract terms. {7}------------------------------------------------ # B&D CAPTIAL PARTNERS, LLC # NOTES TO FINANCIAL STATEMENTS (CONTINUED) December 31, 2022 (See Report of Independent Registered Public Accounting Firm) #### Summary of significant accounting policies (continued) Note 2 Significant judgement is required to determine whether performance obligations are satisfied at a point in time or over time; how to allocate transaction prices where multiple performance obligations are identified; when to recognize revenue based on the appropriate measure of the Company's progress under the contract; and whether constraints on variable consideration should be applied due to uncertain future events. Revenue from investment banking success fees are generally recognized at the point in time that performance under the arrangement is completed (the closing date of the transaction). At December 31, 2022, contract assets are \$0 and contract liabilities were \$0. Disaggregation can be found on statement of operations for the year ended December 31, 2022. ## Income taxes The Company is a limited liability company treated as a disregarded entity. Accordingly, in lieu of Federal and state income taxes, the member is taxed on their proportionate share of the Company's taxable income. Therefore, no provision or liability for Federal or state taxes has been included in these financial statements. The Company's sole member's tax return remains subject to examination by the appropriate taxing jurisdiction for tax years ending after December 31, 2019. # Fair value of financial instruments The carrying amounts of financial instruments, including cash, prepaid expenses, deposits, and accounts payable and accrued expenses, approximates fair value due to the short term maturities of these assets and liabilities. # Use of estimates Management uses estimates and assumptions in preparing financial statements. Those estimates and assumptions affect the reported amount of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenues and expenses. Actual results could differ from those estimates. #### Net capital requirements Note 3 The Company is subject to the Securities and Exchange Commission's Uniform Net Capital Rule (Rule 15c3-1), which requires the maintenance of a minimum net capital balance and requires that the Company's aggregate indebtedness to net capital, as defined, shall not exceed 15 to 1. At December 31, 2022 the Company's net capital was \$23,508 which was \$18,508 in excess of its required net capital of \$5,000. The Company's aggregate indebtedness to net capital was 0. {8}------------------------------------------------ ## B&D CAPTIAL PARTNERS, LLC # NOTES TO FINANCIAL STATEMENTS (CONTINUED) December 31, 2022 (See Report of Independent Registered Public Accounting Firm) #### Note 4 Commitments and Contingencies The Company does not have any commitments, guarantees or contingencies including arbitration or other litigation claims that may result in a loss or future obligation. The Company is not aware of any threats or other circumstances that may lead to the assertion of a claim at a future date. #### Note 5 Subsequent events In accordance with FASB Accounting Standards Codification 855, Subsequent Events, the Company has evaluated subsequent events to the Statement of Financial Position date of December 31, 2022 through March 29, 2023, which is the date the financial statements were issued. Management has determined that there are no subsequent events that require disclosure. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.