§ III / III  ·  Legal
Disclosures · MMXXVI
Plain disclosures, in five parts

The firm, on the record.

What follows is the material the firm is required to put in writing, plus a few things we prefer to state even where we are not required to. It is intended to be read; it is not intended to be long. Material changes are dated at the bottom of this page.

§ I

Entity & jurisdiction

Who, on paper.

The firm referred to throughout this site as "J & A" or "the firm" is the below-named entity. All correspondence, engagements, and fund documentation are issued in this name; no other entity is authorized to act for the firm.

Legal name
J & A Capital Management, LLC
Form of entity
Limited liability company
Jurisdiction of formation
Delaware, United States
Principal place of business
United States Distributed — no public office; meetings by appointment
Adviser registration
None The firm operates solely as the general partner and investment manager of a private fund, under the issuer exemption and Section 3(c) of the Investment Company Act
Fund vehicle
J & A Partners Fund, LP Delaware limited partnership · offered exclusively under Regulation D, Rule 506(c)
Founded
2026 · MMXXVI

The firm is not a broker-dealer, is not a bank, and does not hold or custody client assets. All fund assets are held by third-party custodians and exchanges appropriate to each market traded; audited statements are produced annually by an independent PCAOB-registered firm.

§ II

Not an offer to sell securities

This is a website, not a prospectus.

Nothing on this site is an offer to sell, or a solicitation of an offer to buy, any security, interest, or product.

Any such offer, if and when made, will be made only by means of the fund's confidential private placement memorandum, limited partnership agreement, and subscription documents, each of which is delivered privately to a prospective investor after a conversation with the firm.

The material on this site is general in nature. It does not constitute investment advice, a recommendation to take any action, a description of a specific investment program, or a statement of current or historical returns. Past performance is not indicative of future results; investing in a private fund involves risk of loss, including the total loss of invested capital.

The firm may, from time to time, describe its approach, cadence, and disposition in plain language on this site. Such descriptions are provided for identification only and are not a contractual commitment to any particular method, asset, or outcome.

§ III

Accredited & qualified investors only

Rule 506(c) — verification required.

The fund is offered exclusively to investors who are accredited investors within the meaning of Rule 501(a) of Regulation D under the Securities Act of 1933. The fund is offered pursuant to Rule 506(c), which permits general solicitation but requires the firm to take reasonable steps to verify accredited status before accepting a subscription.

In practice, this means

Reg D · 506(c)

Self-certification on the contact form is sufficient to begin a conversation. It is not sufficient to subscribe. Before any subscription is accepted, the firm will require documentation (or a written verification from a qualified third party — e.g. a CPA, attorney, registered investment adviser, or broker-dealer) establishing the subscriber's accredited status within the prior three months.

Subscriptions from non-U.S. investors are considered on a case-by-case basis and are subject to the accredited-investor standard (or its local equivalent), applicable securities laws in the subscriber's jurisdiction, and the firm's own suitability judgment.

Accredited-investor thresholds are set by the SEC and change from time to time. The firm will apply the definition in effect on the date of each subscription; a summary of the current definition is available from the firm on request and will be included in any subscription package.

§ IV

Privacy

What we keep, what we don't.

The firm collects only the information it needs to do its work, keeps it for only as long as the work requires, and does not sell, rent, or share it with anyone outside the firm except where required by law or by a regulated service provider engaged on your behalf.

  1. What this site collects. Information you provide to the firm through the contact form — your name, email, entity affiliation, inquiry type, and note. No cookies are set for tracking or advertising. No analytics are sent to third parties. The site does not use fingerprinting.
  2. What the firm keeps in the course of business. For prospective and active investors: identification, accredited-status verification, tax documents, subscription paperwork, and correspondence, as required by applicable securities and anti-money-laundering regulations. For service providers, press, and general correspondents: the content of your note and our reply.
  3. Who sees it. The principals, and the firm's regulated counsel, auditors, fund administrator, and tax preparers, each under a professional duty of confidence. No other party — and in particular no marketing, advertising, data-broker, or third-party research service.
  4. How long it is kept. Investor records are retained for the life of the fund plus the period required by applicable law (typically seven years after redemption). Inquiries that do not lead to a relationship are retained for up to twenty-four months, then deleted.
  5. Your rights. Residents of jurisdictions that grant statutory rights of access, correction, or deletion (including under GDPR, UK GDPR, and state privacy laws of the United States) may exercise those rights by writing to the address in §V below. The firm will respond within the time required by the applicable law.

In the event of a material change to this policy, a revised version will be posted here with a new effective date (see the bottom of this page). Investors and active correspondents will also be notified directly.

§ V

Correspondence & notices

Where to write, and what will reach us.

The firm does not operate a physical reception. Notices, regulatory correspondence, and privacy requests should be directed in writing to the address below and will be treated as received on the date of delivery to the same.

General inquiries
inquiries@ja.capital
Legal & privacy
inquiries@ja.capital Subject line: "Legal — [topic]" or "Privacy — [request]"
Service of process
By formal service on the firm's registered agent in Delaware, per applicable Delaware law. Registered-agent details provided on request.
Press
Handled through the Contact form, Press path. The firm does not grant interviews; factual corrections are welcomed in writing.

Correspondence that reaches the firm through the Contact form is read personally by one of the principals. Replies are written in the same way.

§ Date
This version of the disclosures is effective as of the date shown.
Effective · 21 April 2026