Reed Brimhall, BAM’s CFO, vouches on camera for an accounting firm that says it serves nearly 100 Bricks & Minifigs franchisees, and BAM’s disclosure has never named it.
Every Bricks & Minifigs store has to hire an accountant, from vendors the company approves. The disclosure document BAM gives every buyer calls the accountant “the required vendor” and has never named one. On an accounting firm’s website, BAM’s chief financial officer describes the firms “that we recommend,” tells of having to “intervene and ask questions related to franchisees” the firm serves, and vouches for its work. A second firm says it keeps BAM’s own books and several stores’ as well. A third calls itself “the preferred accounting firm for Bricks and Minifigs,” and in 2018, the year the requirement began, went into business with Legally Mine, where BAM’s chief executive, president and treasurer then held office. Five passages from BAM’s disclosure and its chief financial officer’s own words are set beside the record below.
PRIMARY SOURCEMinnesota Department of Commerce, franchise file 9006: BAM’s September 2026 amended disclosure document and its 2018 edition, issued April 16, 2018, both downloadable from the state and linked below. Utah Division of Corporations and Commercial Code, SHIELLD LLC, entity 10950141-0160: its certificate of organization and its filings of 2019, 2020, 2021 and 2025.
CONFIRMEDThe firms’ words are from their own websites. The three videos are embedded on the Bricks & Minifigs page of Specialized Accounting Services, which calls itself SAS; YouTube dates all three July 30, 2026.
Five passages, beside the record
Each quotation is from BAM’s disclosure document as filed with Minnesota, or from its chief financial officer on camera. After each one, what the rest of the record shows.
“A list of approved vendors and suppliers from whom products, supplies and services may be purchased will be provided to you and may be amended by us periodically.”
CONFIRMEDNo edition prints the list, and the franchise agreement does not attach it either (reported July 25). The accountant is on it. Since 2025, Item 6 lists a “CPA Fee,” “Payable to the required vendor for service rendered,” its amount depending on “which of the required vendors are selected.” No edition, 2017 through the September 2026 amendment, names an accounting or bookkeeping firm for franchisees.
“Currently, neither we nor any affiliate(s) receive any other rebates, price adjustments, or discounts on products or services sold to you by recommended or approved suppliers.”
UNRESOLVEDThe document has a category for recommended suppliers and names none of them. BAM’s chief financial officer, on the website of one: “the kind of traits that the firms have that we recommend are experience.” Item 8 says vendors are approved in part on “contributions or other benefits to us and/or any marketing fund” (read here August 6), and that if BAM requires a vendor who pays allowances, “we may place the funds in the Brand Fund” (September 1). What, if anything, the recommended accounting firms give BAM is not in the public record.
“We want franchisees to report consistently across the population. And in order to do that, we have to have a unified single chart of accounts. We have to have the same kind of accounting software. We have to have the same point of sale system.”
CONFIRMEDThat is the purpose, and the reports feed what buyers are shown. Item 19’s gross margin tables include 104 stores that reported gross margin “in a reliable manner,” and BAM says of its figures, “While we believe this information to be reliable, it has not been independently audited” (the number that sold the Salem store, August 17).
“Our experience with the team at SAS has been very good. They support several of our franchisees. We rarely, in fact, I can only remember maybe one or two instances where I’ve had to intervene and ask questions related to franchisees that they support.”
CONFIRMEDThe franchisee hires the accountant and pays the bill, “Actual Cost” by Item 6. By Brimhall’s own account, BAM’s chief financial officer takes questions about franchisees to that accountant, and BAM gets the franchisees’ year-end financial statements. The firm says “nearly 100” Bricks & Minifigs franchisees. Brimhall says “several.” Brimhall is, by every public identifier, the same Reed N. Brimhall the Securities and Exchange Commission censured in 1992 for improper professional conduct on an audit (reported July 8), and by the LinkedIn profile Brimhall publishes held three chief titles at once in July (July 10).
UNRESOLVEDIn the same 2018 edition, Item 2 lists BAM’s chief executive, president and treasurer as the chief executive, president and vice-president of marketing of Legally Mine, LLC. That September, Legally Mine and Certus formed SHIELLD LLC to provide “bookkeeping, payroll and tax preparation to clientele nationwide,” and Legally Mine has owned it alone since 2019 (below). Whether SHIELLD ever kept a Bricks & Minifigs store’s books is not in the public record. The approved list that would show whether it was a vendor has never been printed.
What every store has to buy
The requirement entered Item 8 in the 2018 edition, and the wording has not changed since.
In 2025 the accountant became a line in Item 6, the table of other fees.
The disclosure calls the accountant “the required vendor.” No edition has named one.
The requirement has only grown. In 2018 Item 8 added the bookkeeper and the tax preparer. From 2021 the franchise agreement requires that “All accounting and other reports shall use our then-current standard chart of accounts,” and lets BAM require an owner’s statements audited, at the owner’s expense, “by an independent certified public accountant approved by us.” In 2025 came the Item 6 line. The operations manual “mandates the use of a standard chart of accounts and may require employing an authorized, pre-qualified bookkeeping service” (published July 26) and refers to “a preferred accounting vendor” (August 8). The one accounting firm the amended disclosure does name is the auditor of BAM’s own statements, Gilbert & Stewart of Provo (reported July 2).
The firms
Three accounting firms advertise to Bricks & Minifigs owners, and each one names BAM.
Specialized Accounting Services says it serves “nearly 100 Bricks & Minifigs franchisees across the country.” Its Bricks & Minifigs page carries three videos, the chief financial officer’s above and two franchisees’. Paul Indelicato, who owns the Glen Allen and Midlothian, Virginia stores, opens with “I’ve told lots of people to go switch to SAS,” and says the store was among the firm’s first Bricks & Minifigs clients.
“They were eager to find unique solutions for us. Specifically, like I don’t have to put in a lot of things manually, they connect to our back end right away.”
The Accounting Guys says, under the heading “Already Familiar with BAM Books,” “We do all of the accounting for BAMF Corporate office and several BAMF Franchisee stores.” By its own account, the firm that keeps BAM’s books also keeps the books of stores that report to BAM.
Certus Accounting & Tax Services calls itself “a preferred accounting partner of Bricks & Minifigs” on its page for owners. Its flyer, addressed to “a new Bricks and Minifigs franchisee” and made in April 2026, the month BAM issued its 2026 disclosure document, calls Certus “the preferred accounting firm for Bricks and Minifigs” and promises, “We align your reporting with Bricks and Minifigs’ requirements.”
The disclosure names no accountant for the stores. The accountants name BAM.
Locked on BAM’s site, open on the firm’s
BAM keeps the six franchisee testimonials on its own sales site privacy-locked; a prospect who clicks gets an error (reported September 15). One of the six is Nick Gerow of Charlottesville, Virginia, the owner BAM’s corporate Facebook page spotlighted in December. On the accounting firm’s page, Gerow’s video plays, captioned “SAS CLIENT,” beside the chief financial officer’s.
BAM locks its franchisees’ testimonials. Its CFO’s testimonial for an accounting firm plays for anyone.
The year it began
Certus and Legally Mine have been in business together before. On September 4, 2018, Utah approved the certificate of SHIELLD LLC, formed to do accounting.
It had two members, Certus Accounting & Tax Services LLC and Legally Mine, LLC, the Orem asset-protection company.
It was the year BAM began requiring accountants. BAM’s 2018 disclosure document, issued April 16, is the first with the bookkeeper and the tax preparer in Item 8. Its Item 2 lists three of BAM’s officers as officers of Legally Mine: Dan McNeff, BAM’s chief executive; Ammon McNeff, its president; and Matthew McNeff, its treasurer.
Certus was out a year later. SHIELLD’s filing of September 30, 2019 removed it as manager and as member.
On January 23, 2020, SHIELLD’s registered agent became LMRA Services, Inc., the network’s own agent (the machine). Its later filings list Legally Mine as its member, and its latest renewal, on September 30, 2025, is signed in Legally Mine’s name. Utah lists it doing business as “SHIELLD Tax & Accounting” and “Legally Mine Tax & Accounting” (the shells). It is among the Legally Mine companies a lender sued in Connecticut (the lenders), and one of six that pledged “all assets now owned or hereafter acquired” in a single Utah UCC filing in January 2025 (the law).
The year BAM began requiring every store to hire an accountant, the company its chief executive ran went into the accounting business.
The accountant, in order
| When | What the record shows |
|---|---|
| April 2018 | Dan McNeff becomes BAM’s chief executive, Ammon McNeff its president, Matthew McNeff its treasurer. Item 2 lists each as an officer of Legally Mine since January 2011. |
| April 16, 2018 | The 2018 disclosure document puts the bookkeeper and the tax preparer in Item 8. |
| September 4, 2018 | Utah approves SHIELLD LLC, members Certus and Legally Mine, to provide “bookkeeping, payroll and tax preparation to clientele nationwide.” |
| September 30, 2019 | Certus is removed as SHIELLD’s manager and member. |
| January 23, 2020 | SHIELLD’s registered agent becomes LMRA Services, Inc. |
| 2021 edition | The franchise agreement requires BAM’s “then-current standard chart of accounts.” |
| January 2025 | SHIELLD is one of six Legally Mine companies pledging “all assets now owned or hereafter acquired” in one UCC filing. |
| 2025 edition | Item 6 lists the “CPA Fee,” payable “to the required vendor.” |
| April 2026 | The 2026 disclosure document, issued April 8, names no accounting firm for franchisees. Certus’s flyer, made that month, calls Certus “the preferred accounting firm for Bricks and Minifigs.” |
| July 30, 2026 | YouTube dates the three videos now on the Bricks & Minifigs page of Specialized Accounting Services, one of them BAM’s chief financial officer. |
| September 2026 | The amended disclosure document names no accounting firm for franchisees. |
What a buyer can ask
A buyer or a franchisee can ask BAM for the approved list the disclosure says “will be provided to you,” and ask any firm BAM recommends whether the firm gives BAM anything, the approval factor Item 8 names. An owner can ask the store’s accountant what it tells BAM about the store, and at whose request. The rights guide sets out, state by state, what the disclosure document said and what the law says.
The fair reading, and its limit. Franchisors often point owners to accountants who already know the system’s chart of accounts, and an officer who has seen a firm’s work may say so on camera. SAS’s own clients credit other routes to the firm. Indelicato has told other owners to switch, and Gerow says it “came very highly recommended from another financial institution that I worked with.” “Preferred” may be Certus’s word rather than BAM’s, and the firms’ pages are advertising. The filings put Certus in business with Legally Mine for one year, from September 2018 to September 2019, and nothing public ties the two after that. Nothing shows that SHIELLD ever kept a store’s books, that any of the three firms gives BAM anything, or that any franchisee was harmed. None of that puts a name on the list the disclosure says “will be provided to you,” or explains why a document that calls the accountant “the required vendor” has never named one while BAM’s chief financial officer names a firm on camera. The right of reply is open to BAM, to Reed Brimhall and to the three firms.
The record
Everything in this update is published by a state or by the firms themselves. A prospective franchisee can download both disclosure documents from Minnesota.
Minnesota, file 9006. The September 2026 amendment, marked, 395 pages: Item 2 at page 10, Item 6 at pages 14 and 17, Item 8 at pages 27 to 29, Item 19 at pages 59 and 61. The 2018 edition, document 3968-201804-05: Item 2 at page 8, Item 8 at pages 17 and 18. The firms. Specialized Accounting Services. The Accounting Guys. Certus and its flyer. The videos. Reed Brimhall. Paul Indelicato. Nicholas Gerow.
On this site. The CFO and the 1992 SEC censure. The CFO’s three jobs. The auditor’s clean opinion. The approved vendor list. What Item 8 makes stores buy. The Brand Fund. The manual’s money chapter. The manual against itself. The Item 19 number. The locked testimonials. The Orem store. The September amendment. The disclosure, edition by edition. The shells. The lenders. The machine. The cast. The rights guide.
Sources. BAM Franchising, Inc., Franchise Disclosure Documents, 2017 through 2025, April 8, 2026, and the September 2026 amendment as filed with Minnesota, and the 2018 edition, Minnesota document 3968-201804-05, issued April 16, 2018; quoted verbatim, errors included. SHIELLD LLC, Utah entity 10950141-0160: certificate of organization, filed and approved September 4, 2018, and filings of September 30, 2019, January 23, 2020, August 25, 2021 and September 30, 2025. Specialized Accounting Services, “Accounting for Bricks & Minifigs Franchisees,” and the three videos embedded there, YouTube 0fuvXkduC60, zPXCdc4MWho and h-pYqlwu120, dated July 30, 2026, quoted from the recordings. The Accounting Guys, “BAM Accounting.” Certus Accounting & Tax Services, “Bricks and Minifigs Specialty,” and its flyer, “BaM Flyer 4.2026.” Everyone named here is presumed to have acted lawfully.