Zax Capital / The Zax Design

How the firm
is built.

A guided walk through the architecture: the entities, the operating platform and its agent layer, where revenue is created and spent, the technology, and why the model is different.

Six chaptersInteractive diagramsIllustrative · subject to counsel
Begin with chapter one
01
Chapter one · Legal architecture

A holding company over separate, purpose-built entities

This is standard institutional architecture. A parent holding company sits over separate operating, advisory, investing and trading entities. Keeping them apart contains liability, makes the economics clear, and gives the information barriers a legal shape. That is how advisory, research and investing can live under one roof.

Swipe to explore the diagram →
Illustrative legal entity structureZax Capital Holdings LLC owns Zax Advisory, Zax Securities (broker-dealer), Zax Research, Zax Holdings, Zax Principal Strategies, Zax Capital Management and the GP entities. Capital Management advises every fund under an investment management agreement; GP entities are general partners of Zax Ventures Fund I, the Co-Invest SPVs and the Zax Public Equities master-feeder. Information barriers separate the private side (Advisory and Securities) and Research from every investing account.PRIVATE SIDE · CLIENT MNPIRESEARCH · EMBARGOEDINVESTING SIDE · FIRM & CLIENT CAPITALBARRIERBARRIEREquity holders of the parentFounders & principalsEmployer of record; owns brand, IP and the Meridian platform; runs capital allocation; shared services charged to subsidiaries under intercompany agreements.Zax Capital Holdings LLCDelaware · parent holding company · Board of ManagersBRAND · IP · MERIDIAN · CAPITAL ALLOCATIONAdvisory & Portfolio Solutions; holds client engagement letters. Private side of the wall: may receive client MNPI.Zax Advisory LLCCompany, board &shareholder advisoryFINRA member broker-dealer for placement, capital raising, M&A and secondary execution; earns transaction-based fees. Alternatively an affiliated registered BD under a networking arrangement.Zax Securities LLCBroker-dealer (FINRA)raises · M&A · secondariesIndustry and equity research; subscriptions and bespoke work. Separated from Advisory and from all investing accounts; embargo until publication.Zax Research LLCDeep research engineinitiations · subscriptionsPermanent, balance-sheet holdings. No outside LPs initially; no fund life.Zax Holdings LLCPermanent capitalstrategic & minority stakesFirm capital only; separate prime brokerage account; own limits; strictest conflict controls. May sit under Zax Holdings (counsel/tax decision).Zax Principal StrategiesProprietary entity (LLC)firm capital onlyInvestment adviser / management company to every fund and SPV under an investment management agreement; employs investment staff; earns management fees.Zax Capital Mgmt LLCInvestment advisermgmt company · IMAGeneral partner of each fund; receives carried interest / performance allocation. GP interests may be held by principals via a carry vehicle.GP entitiesVentures GP I · PublicEquities GP · carryAdvisory clientsCompanies & shareholdersIssuers & counterpartiesInvestors · buyers · sellersResearch subscribersManagers, LPs, GPs, angelsDirect holdingsMinority / control positionsProprietary accountsPrime broker · own risk limitsIMAGPVenture fund; LPs subscribe; Zax GP commits alongside.Zax Ventures Fund I, L.P.Delaware LP3(c)(1) OR 3(c)(7)Deal-by-deal vehicles; each series separately accounted.Co-Invest SPVsDelaware series LLCDEAL-BY-DEALZAX PUBLIC EQUITIES · MASTER-FEEDEROnshore feederDelaware · US taxableOffshore feederCayman · non-USMaster fundCayman · L/S · agenticLimited partners · funds & SPVs only, never the proprietary entity · Zax GP commits alongsideHOW THE WALL WORKSAdvisory and Zax Securities may hold client MNPI.Research holds pre-publication views under embargo.Both are walled off from every investing account:Holdings, Principal Strategies, funds and SPVs.Advisory/BD and Research are also separated.Enforced in policy and in the data layer: separate tenants,separate retrieval indexes, separate agent pods,restricted & watch lists, documented wall-crossing.
Ownership / controlInvestment management agreement · third-party relationshipInformation barrierPrivate sideAdviser / parent
Figure 1 · Illustrative target structure, restyled from Strategy Blueprint v1.2. Hover an entity for its role.To be finalized with fund formation, broker-dealer and tax counsel.
ParentZax Capital Holdings LLCDelaware holding company and employer of record. Owns the brand, IP and the Meridian platform; runs capital allocation; charges shared services to subsidiaries under intercompany agreements.
Private sideZax Advisory LLCAdvisory & Portfolio Solutions. Holds client engagement letters for company, board and shareholder mandates. May receive client MNPI.
Private sideZax Securities LLCRegistered broker-dealer (FINRA member) for placement, capital raising, M&A and secondary execution; the only entity that earns transaction-based fees. Alternatively an affiliated registered broker-dealer under a networking arrangement.
WalledZax Research LLCInitiation-grade research, subscriptions and bespoke work. Separated from Advisory and from every investing account; embargo until publication.
Investing sideZax Capital Management LLCInvestment adviser and management company to every fund and SPV under an investment management agreement. Employs investment staff; earns management fees.
Investing sideGP entitiesOne general partner per fund family (e.g. Zax Ventures GP I LLC, Zax Public Equities GP LLC); receives carried interest or performance allocation.
Investing sideFund vehiclesZax Ventures Fund I, L.P.; Zax Co-Invest SPVs (Delaware series LLC); Zax Public Equities master-feeder (Delaware onshore and Cayman offshore feeders into a Cayman master), launching first as a single seeded vehicle.
Investing sideZax Holdings LLCPermanent balance-sheet capital for strategic and minority stakes. No fund life; no outside LPs initially.
Investing sideZax Principal Strategies LLCFirm capital only, never outside money. Separate prime brokerage account, its own limits and the firm's strictest conflict controls. Secondary income, not the business.
Why it matters. Large institutions keep advising, publishing and investing in separate buildings. Zax keeps them in separate legal entities, data tenants and agent pods. Wall-crossing is documented and approved by a Control Room, and any issuer on which Zax holds MNPI is placed on a restricted or watch list that pre-trade systems hard-block.
02
Chapter two · Technical & operating architecture

One platform, three layers, a wall built into the data

Zax Meridian is the firm's single operating platform. It holds one data model for relationships, deals, holdings, research and reporting. The agent layer runs on top of it under the same permissions as the people. Humans set direction and approve. Management agents run the operating rhythm, and bench agents do the analysis.

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Zax Meridian operating architectureThree layers run on the Meridian platform: human principals direct and approve; six management agents run the operating rhythm; bench agents analyze, split into private-side and public-side pods by the information barrier. An independent Evaluation and QA agent oversees layers two and three. The data layer is partitioned by side of the wall.LAYER 1 · HUMAN PRINCIPALSSet direction, policy and limits · approve · sign · own accountabilityCEO & CIOZach HallMD, Client Solutions& Capital FormationMD, COO & CFOCCO hat in Phase 1–2PM, Public Equitiesplanned · Phase 3Head of Researchplanned · Phase 2–3DIRECTION · POLICY · LIMITS · APPROVALSEXCEPTIONS · ESCALATIONSLAYER 2 · MANAGEMENT AGENTSRun operating rhythm, monitoring, workflow and first drafts · escalate by threshold · never approveChief of Staffcadence · packs · OKRsGROK BOTPMO Orchestratorworkflows · queuesGROK BOTFinance & Opsclose · recs · cashGROK BOTRisk & Compliancesurveillance · listsGROK BOTCap. Formation & IRCRM · DDQ · LP draftsGROK BOTLAYER 3 · BENCH AGENTSAnalysis and production on assignment · every material output human-reviewed before usePRIVATE SIDEPUBLIC SIDEDiligencedata roomsProposals& DDQsMonitoringportfolio KPIsContractsreview for counselResearchinitiation draftsAnalyticsexposures, stressSourcingscreeningAccountingfund booksFOUNDATION · ZAX MERIDIAN PLATFORMModel gateway & registryWorkflow & approval engineRetrieval index per partitionEvaluation harnessImmutable audit logKill switch · least privilegeDATA · PRIVATE-SIDE TENANTClient data · cap tables · engagement files · MNPIDATA · PUBLIC-SIDE TENANTLicensed market data · research models · fund booksEVALUATION & QAIndependent of agent buildersSamples & scores outputsCitation & number checksDrift & error monitoringPermission-breach alertsReports to the Risk &Model Risk CommitteeOUTSOURCED BACKBONEFund administratorIndependent auditorPrime broker & custodianCounsel · tax adviserCompliance consultantManaged security provider
Figure 2 · The agentic management system on Meridian, restyled from Strategy Blueprint v1.2.Agents hold no regulated or fiduciary role.
Data architecture
PARTITIONED

By side of the wall

The private side (Advisory and client data) and the public side (Research and investing accounts) are separate tenants with separate retrieval indexes. No agent has memory, an index or context that reaches across the wall.

SYSTEM OF RECORD

One truth per domain

The CRM holds relationships, the fund administrator keeps the official books, and the Meridian warehouse handles analytics. The Finance & Operations agent reconciles them every day.

PROVENANCE

Every number traces back

Every figure links to a timestamped source. The firm runs a written information security program and an annual penetration test, follows a SOC 2 roadmap, and has incident response aligned to Regulation S-P.

The glass-box standard · an output's lifecycle

Every material agent output is sourced, logged and signed off by a named human. Select a step to see the provenance record Meridian keeps. The values shown are placeholders.

Placeholder record

Clients and LPs can see how a conclusion was reached, not just what it is. This governance feature is built into the workflow. No agent can bypass the audit log or change its own permissions, and any agent can be disabled instantly.

// step 01 · source
source licensed_dataset · filing · transcript
partition public_side/research
retrieved 2026-10-20T09:14:03Z
Authority matrix · in brief
DomainAgents may do (logged)With human approvalNever
Operating rhythmSchedule, compile packs, track OKRs, update the decision logCirculate packs to the Board or ICSet strategy, priorities or budgets
InvestmentsScreen, model, summarize data rooms, monitor KPIs, draft memosShare analysis outside the deal teamVote at IC, act as PM of record, place orders, set valuations
Clients & LPsUpdate CRM, draft proposals, DDQs, reportsAny external communication or performance dataSign engagement letters or subscription documents
FinanceReconcile, flag breaks, prepare budget-vs-actualIssue invoices; onboard vendorsMove cash, approve payments, sign contracts
ComplianceRun surveillance, check lists, triage pre-clearanceClose a low-risk alert after CCO reviewHold the CCO role, grant exceptions, wall-cross anyone

Watch a representative view of the agent layer

03
Chapter three · Economics

Where revenue is created, where it is spent, and what is left

Advisory and research fees are designed to bring in most of the revenue. They cover the firm's costs first, and what is left is applied in a fixed order: an operating reserve first, then GP commitments, then seed capital, then a capped principal book. The firm never risks its fee engine to fund its investing ambitions.

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Where revenue is created and where expenses are incurredQualitative flow, not to scale. Revenue sources on the left flow into Zax Capital Holdings, which funds operating expenses and then a capital-allocation order: operating reserve, GP commitments, seed capital, and a capped principal book.WHERE REVENUE IS CREATEDWHERE IT IS SPENT, THEN ALLOCATEDAdvisory retainers & projectsZax Advisory LLCTransaction success feesZax Securities LLC (BD)Research subscriptions & reportsZax Research LLCManagement feesZax Capital Management LLCCarried interest / performanceGP entitiesHoldings & principal strategiesHoldings · Principal StrategiesZax Capital HoldingsSHARED PLATFORM · ALLOCATIONOPERATING EXPENSESPeople & principalsCompensation; flex associates only if neededMarket & private dataTerminals, filings, private-market datasetsCompute & AI modelsModel gateway, inference, evaluationMeridian platform & securityIdentity, archiving, CRM, SOC 2 pathOutsourced backboneFund admin, audit, legal, compliance, taxInsurance & regulatoryE&O, D&O, cyber, key-person; BD supervisionDistributionCapital formation, research marketing, eventsCAPITAL ALLOCATION · IN ORDEROperating reserveFirst call on retained earningsGP commitmentsInvested alongside LPsSeed capitalSeeding new strategiesPrincipal book (capped)Firm capital only
Figure 3 · Qualitative flow. Band widths show intended emphasis and are not to scale. No figures are implied.Navy = fee engine · slate = investment-derived · red = capital allocation

Revenue lines

Advisory retainers, projects & valuation workRetainers, fixed-fee strategy and valuation projects, and monthly fees on restructuring mandates.Zax Advisory LLC
Transaction success feesPlacement, capital raising, M&A and secondary sales, charged only through the registered broker-dealer.Zax Securities LLC
Research subscriptions, reports & bespoke workAnnual seat subscriptions, per-report flagship pricing and commissioned projects. Any issuer-paid work is disclosed.Zax Research LLC
Management fees & carried interestManagement fees under the IMA, plus carried interest or performance allocation through the GP entities.Capital Management · GP entities
Holdings & principal strategiesDividends and gains on permanent holdings, and trading P&L on firm capital only. A secondary source.Holdings LLC · Principal Strategies LLC

Expense lines

People & principalsA deliberately small senior team. Agents absorb the operating rhythm and first drafts, and associates are added only if agent capacity runs out.
Data & market dataFundamentals, filings, private-market data, transcripts and expert content under MNPI controls.
Compute & AIThe model gateway, inference, retrieval indexes for each partition, and evaluation.
Platform & securityIdentity, e-comms archiving, CRM, OMS/EMS, portfolio monitoring, the SOC 2 roadmap and penetration testing.
Outsourced backboneFund administrator, independent auditor, fund and corporate counsel, tax adviser, compliance consultant or outsourced CCO, and managed security provider.
Insurance & regulatoryE&O, D&O, cyber and key-person cover, plus broker-dealer supervision and filings.
DistributionCapital formation, research sales and marketing (compliance-reviewed), and events.
The flywheel
earns the rightto investAdvisory & research feesThe fee engine: no capital at riskEarned capitalApplied in a fixed, disclosed orderVehicles & holdingsGP commitments and seed, alongside LPsInsight & deal flowA record; sharper advice

Fee businesses fund the investment platform. The platform deepens the fee businesses.

Board and shareholder mandates put Zax at the center of the deal flow its investing lines later depend on. Research builds a verifiable record of judgment. Zax commits its own earned capital alongside limited partners, so its alignment is there to see.

Order of allocation. Each tier is funded only once the tiers above it are full, and allocation to investing tiers pauses automatically if the reserve drops below its floor. The policy is approved each year by the Board of Managers.
04
Chapter four · Technology

Institutional-grade rails, an agent layer on top

Zax builds on systems that institutional allocators already recognize, which reduces operational due-diligence friction. It adds its own layer only where it creates an edge: Meridian's data model, the partitioned agent platform and the glass-box audit trail.

FoundationIdentity, productivity & archiving
SSO/MFA, devices, email and documents; compliant e-comms capture
OktaEntra IDGoogle WorkspaceMicrosoft 365SmarshGlobal Relay
RelationshipsCRM & deal pipeline
Clients, LPs and deal flow on one CRM
AffinityDealCloudSalesforce
TransactionsData rooms
Inbound diligence; outbound fundraising
DatasiteIntralinksDocSend
DataMarket & private data
Fundamentals, filings, private-market data
BloombergFactSetS&P Capital IQPitchBookPreqin
ResearchResearch tooling
Transcripts, expert content, document search
AlphaSenseExpert networks under MNPI controls
PortfolioPortfolio monitoring
KPI collection and valuation support
ChronographCobaltAllvueMeridian dashboards
MarketsPublic equities
OMS/EMS, pre-trade compliance, risk
EnfusionEzeRestricted-list hard blocks
FundsFund admin, investor portal & compliance
NAV, capital calls, reporting; personal trading and attestations
Administrator portalCartaJuniper SquareComplySciStarCompliance
IntelligenceAgent platform (Meridian)
Management and bench agents, orchestration, approvals, evaluation, logs
Model gateway & registryWorkflow / approval enginePer-partition retrievalEvaluation harnessImmutable audit logGrok Bot agents

Vendor names are illustrative options under evaluation, not endorsements or confirmed relationships. Final selection depends on diligence, cost and integration.

PRINCIPLE

No training on client data

Vendor terms are reviewed for retention and training clauses. Client data never trains a model.

PRINCIPLE

Diverse models for critical checks

Critical evaluations use models independent of the ones that produced the work, plus periodic external validation.

PRINCIPLE

Model inventory & tiering

Every agent is registered with an owner, purpose, data access and risk tier. Tier 1 agents are validated before deployment.

05
Chapter five · Differentiation

Best in class is earned through process, alignment and transparency

Zax is not an “AI fund.” What is new is the operating model: a deliberately small, senior team running the firm through a disciplined system of agents, where every output has a source and every decision has an owner.

i.

The Augmented Principal Model

A deliberately small team of senior principals, each wearing several standard-title hats, can cover what a much larger firm covers. That serves investors who cannot justify an in-house operating-partner team, at a cost base that lets fee profits fund the investment platform.

ConventionAssociate pyramids and large teamsZaxA few principals, each leading a supervised agent pod
ii.

Agentic management, not just an AI bench

Agents run the firm's operating rhythm, including cadence, the monthly close, compliance monitoring and the IR workflow, under a published authority matrix. People keep every regulated, fiduciary and signing role.

ConventionAI as an analyst toolZaxAgents embedded in management, accountable to named owners
iii.

The glass-box standard

Every agent-assisted output is sourced, logged and signed by a named human, so clients and LPs can see how a conclusion was reached.

ConventionBlack-box outputsZaxProvenance on every material output
iv.

Barrier-aware architecture

Information barriers are enforced in the data and agent layers as well as in the policy manual. It is a structural answer to the conflicts that come with combining advisory, research and investing.

ConventionWalls written in a manualZaxWalls enforced by tenancy and permissions
v.

The Conviction Ledger

Every research thesis is recorded with a timestamp in a tamper-evident log and scored against what actually happens. Credibility can be checked from day one, and it is not cherry-picked.

ConventionSelective case studiesZaxEvery call, timestamped, hash-chained
vi.

The Owner's Desk

Clients see their holdings, KPIs, variance flags and Zax work product in one place. It puts them closer to what they own.

ConventionQuarterly PDFsZaxA living view with signed agent briefings
vii.

An operator-grade advisory firm that earns the right to invest

The fee businesses come first and are judged on their own economics. Investing lines are added only when they can be funded from profits and when the previous phase has met its gate. The firm earns its capital before it invests it, and then invests alongside the people it serves.

Every statement about Zax's use of AI is meant to be accurate, specific and pre-approved by compliance. Zax does not claim autonomous investing, predictive superiority or performance attributable to AI.

06
Chapter six · Sequencing

Gated on evidence, not the calendar

Each phase moves forward only when its gate is met. The gates measure revenue quality, track record, operating readiness and capital, and a new line launches only after the one before it has met its gate.

PHASE 0FoundationEntities, Meridian v1, policies, agent controls, brand
PHASE 1Advisory & ResearchFirst mandates, first initiations, Conviction Ledger goes public
PHASE 2First vehiclesCo-invest SPVs, Zax Holdings, Ventures Fund I first close
PHASE 3Public equities & scaleSeeded long/short strategy, then outside LPs
PHASE 4Institutional platformSuccessor funds, SOC 2 Type II, institutional LPs

Restyled from the Zax Capital Strategy Blueprint v1.2. Structures are illustrative and subject to counsel review.

See it in motion

The Live view shows a representative feed of the agent layer at work. Every event in it is sanitized and contains no client data.

Research notes &
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MeridianPhase 0 · FoundationRepresentative view--:--:-- UTC