COMMON QUESTIONS
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One: What is a Real Estate Syndication?
A real estate syndication is an efficient way for investors to pool their money together to purchase larger real estate assets that they typically couldn’t manage or afford to purchase as an individual investor. Generally, by leveraging and raising additional funds from outside investors to purchase it, we force appreciation and then actively manage the asset.
Typically 25%-30% of the funds are pooled together from the syndicator and the passive investors, and the other 70%-75% of the funds come from the lender/bank.
There are many parties involved in a syndication, including, but not limited to, CPAs, lenders, real estate brokers, attorneys, property managers, passive investors (you), and the syndicator who puts the whole deal together and manages the asset (Zenya Capital).
What is a Real Estate Syndication?
A real estate syndication is a powerful investment structure that allows multiple investors to pool their capital together to purchase and manage large-scale real estate assets—such as apartment complexes, self-storage facilities, or commercial properties—that would typically be out of reach for individual investors due to their size, cost, or complexity.
Think of it as a team effort: instead of one person coming up with all the money and expertise to acquire and manage a multimillion-dollar property, a group of investors combines resources, while a lead sponsor (also known as the syndicator) oversees the deal.
How It Works:
- The Sponsor (Syndicator): This is the individual or team (like Zenya Capital) who finds the deal, underwrites it, negotiates the purchase, assembles the team of professionals, and manages the asset throughout the life of the investment. They also contribute capital to the deal—typically 5% to 10% of the total equity—and may earn fees (typically between 1% and 5%) and/or a share of the profits in return for their active role.
- Passive Investors (Limited Partners): These are the individuals who invest capital into the syndication but take a hands-off approach. They don’t manage the property or make day-to-day decisions. In exchange for their capital, they receive a share of the income, equity, and tax benefits generated by the property.
- The Capital Stack:
- Typically, 25%–30% of the project is funded by the sponsor and passive investors (equity).
- The remaining 70%–75% is financed through a commercial mortgage or bank loan (debt).
- This combination allows the group to acquire large assets with less capital per investor and greater scalability.
- Value-Add Strategy: Once acquired, the syndicator often executes a value-add strategy—renovating units, improving operations, raising rents, or optimizing expenses—to increase the property’s Net Operating Income (NOI), which leads to forced appreciation.
- Exit Strategy & Returns: After holding the property for a predetermined period (typically 3–7 years), the sponsor sells or refinances the asset. Profits from the sale or refinance are distributed among investors, along with regular cash flow throughout the hold period.
Who’s Involved in a Real Estate Syndication?
- Syndicator / Sponsor – Oversees and manages the deal
- Passive Investors – Provide capital and share in profits
- CPAs – Handle tax reporting and K-1 distributions
- Attorneys – Draft legal documents like PPMs
- Lenders / Banks – Finance the acquisition
- Brokers – Help source the deal
- Property Managers – Operate and maintain the asset
Why Investors Love Syndications
- Passive Income without property management headaches
- Diversification into larger, stable real estate deals
- Tax advantages including depreciation and cost segregation
- Scalability – Invest in multiple markets and deals
- Access to institutional-quality assets
In short: Real estate syndications offer the best of both worlds—you get the benefits of owning real estate without the stress. And for sponsors like Zenya Capital, it’s an opportunity to create wealth alongside investors by identifying strong opportunities and managing the investment to success.
Two: What Exactly Does Zenya Capital Do?
Zenya Capital is a specialized Fund of Funds manager and multifamily real estate syndicator, focused on helping accredited investors build wealth through access to institutional-grade real estate investments.
At our core, we operate as a Fund of Funds (FoF)—a strategic model that pools investor capital and allocates it into multiple vetted multifamily syndications run by top-tier sponsors nationwide.
What Is a Fund of Funds?
A Fund of Funds invests in other real estate funds rather than directly in properties. This creates diversification, professional oversight, and access to deals usually unavailable to individuals.
Instead of investing in just one deal, Zenya Capital gives you exposure to many, spreading risk while maximizing returns and tax advantages.
Our Process:
- Vet elite operators and deals
- Raise capital into our Fund of Funds
- Allocate funds across multiple syndications
- Actively monitor all investments and report to you
Why This Matters:
Most people can’t access institutional-quality real estate on their own. Through Zenya’s Fund of Funds, you get:
- Diversification across sponsors, markets, and deals
- Better negotiated terms and preferred access
- Simplified paperwork and consolidated K-1s
- Hands-free investing with pro management
Our Mission:
Zenya Capital exists to make elite real estate investing accessible—without stress or guesswork. We do the heavy lifting. You build passive wealth.
Three: How Often Will Updates on the Deal Be Sent Out to Investors?
Investor communication is one of our top priorities. While the exact frequency of updates may vary depending on the specific deal, market activity, or stage of the investment cycle, you can expect clear, transparent, and timely communication throughout the entire life of the investment.
At a minimum, we provide (subject to change based on the deal):
- Quarterly performance updates with detailed financials, occupancy data, renovation progress (if applicable), and overall asset performance.
- Immediate notifications via email for any major developments or milestones—such as acquisitions, refinance events, distributions, or significant market changes.
- End-of-year reporting including investor K-1s and summaries for tax filing.
In addition to scheduled updates, our team is readily available Monday through Saturday to answer any questions or concerns you may have. Whether you prefer email, phone, or a scheduled Zoom call—we’re here to make sure you’re always informed and confident in your investment.
We believe that strong investor relationships are built on trust, transparency, and consistent communication—and that’s exactly what we aim to deliver.
Four: Understanding Accredited vs. Non-Accredited Investors and Their Options
In the world of private investments, not all opportunities are created equal—and not all investors can access the same types of deals. The SEC (Securities and Exchange Commission) created various regulations to both protect investors and give them pathways to participate depending on their financial situation.
Let’s break this down:
Accredited Investors
Definition Recap:
An individual or entity that meets either the income, net worth, or professional criteria defined by the SEC. These investors can participate in most private offerings.
Common Investment Offerings for Accredited Investors:
- Regulation D – Rule 506(b):
• Allows both accredited and up to 35 non-accredited investors to participate.
• No general advertising or solicitation allowed.
• Investors must have a pre-existing relationship with the issuer.
• Most common for private syndications. - Regulation D – Rule 506(c):
• Accredited investors only.
• General solicitation and advertising are allowed.
• Investors must verify their accredited status through third-party documentation (CPA, attorney, etc.). - Regulation S:
• Applies to international offerings made outside the U.S.
• Open to accredited investors globally, depending on jurisdiction.
Non-Accredited Investors
Definition Recap:
Anyone who does not meet the SEC’s income or net worth thresholds. Though more limited in options, they can still invest through specific SEC-approved exemptions.
Common Investment Offerings for Non-Accredited Investors:
- Regulation A+ (Tier I and Tier II):
• Allows companies to raise up to $75 million from the general public.
• Open to non-accredited investors with some limitations (based on income or net worth).
• Investments are typically offered via crowdfunding platforms.
• Subject to SEC review and ongoing reporting requirements.
• Example: Real estate development funds, tech startups. - Regulation CF (Crowdfunding):
• Allows businesses to raise up to $5 million per year.
• Open to everyone, including non-accredited investors.
• Limits on how much you can invest annually, based on income and net worth.
• Offered on registered crowdfunding portals (e.g., StartEngine, Wefunder). - Regulation D – Rule 506(b):
• Allows up to 35 non-accredited investors.
• Must have a pre-existing relationship with the issuer.
• Investors must be “sophisticated”—meaning they understand the risks involved.
What This Means for Zenya Capital
- Currently, Zenya Capital works with accredited investors under Regulation D 506(c), offering institutional-grade real estate opportunities with full compliance and transparency.
- Non-accredited? We’re building a waitlist for future Regulation A+ and CF offerings that allow everyone to participate.
- You’ll gain access to passive income opportunities, educational tools, and early-bird announcements.
Want to Join the Accredited Interest List?
Email us at: Invest@ZenyaCapital.com or click here to view opportunities!
We’ll notify you as soon as a new opportunity becomes available.
Five: What Are the Assets We Are Investing In?
At Zenya Capital, as a Fund of Funds (FoF) manager, we strategically invest in high-performing real estate assets by placing capital into professionally managed real estate syndications operated by top-tier sponsors across the country.
Rather than acquiring properties directly, our model allows us to pool capital from our investors into a single Fund of Funds, which we then allocate into multiple large-scale real estate deals—primarily 100+ unit multifamily properties—carefully selected for their potential to generate strong, risk-adjusted returns.
We actively track and evaluate the deals that professional syndicators are already investing in, and we look for alignment with the most experienced operators in the industry. These sponsors often have exclusive access to off-market or institutional-grade opportunities that are typically unavailable to individual investors.
Our Core Focus: Value-Add Multifamily
We concentrate on value-add multifamily properties in Class A, B, and C asset categories—located in high-growth markets with strong job fundamentals, population growth, and rental demand. These properties may need cosmetic upgrades, operational improvements, or repositioning to unlock hidden value and increase cash flow over time.
The Fund Structure
Your investment goes into one Zenya-managed Fund of Funds, not a basket of randomly selected deals. From there, our fund deploys capital across multiple syndications with built-in diversification—across operators, geographies, and asset types—while giving you access to:
- Institutional-quality deals
- Passive income from stabilized assets
- Equity growth from value creation
- Tax advantages such as depreciation and K-1s
By investing through our Fund of Funds, you’re gaining a diversified stake in multiple vetted multifamily real estate assets—all without the burden of managing any property or conducting deal-by-deal due diligence yourself.
We do the heavy lifting, so you don’t have to.
No, real estate syndications and fund-of-funds investments are not liquid, meaning your capital is typically locked in for the duration of the investment hold period. These are long-term, illiquid investments designed to maximize returns through appreciation, value-add improvements, and strategic refinances or dispositions.
Depending on the specific deal, the hold period may range from 3 to 7 years (or longer), and your initial investment cannot be withdrawn during that time. The first potential liquidity event—when investors may begin to see a return of capital—often occurs during a refinance of the property, which could happen as early as year three, depending on market conditions and property performance.
Some deals may offer partial capital return through cash flow distributions, but a full return of principal typically happens only at the exit (sale or refinance). That’s why it’s important to invest only funds you’re comfortable leaving untouched for the duration of the projected hold.
A Schedule K-1 (Form 1065) is a tax document issued annually to investors in partnerships, LLCs, and certain other pass-through entities—including real estate syndications and fund-of-funds structures like those used at Zenya Capital.
When you invest in a real estate deal structured as a partnership or LLC, you’re considered a limited partner (LP) or member. These entities themselves do not pay federal income tax. Instead, they “pass through” profits, losses, and other tax items to each individual investor. The K-1 form is how these amounts are reported to both the investor and the IRS.
What Does the K-1 Include?
- Net income or losses from the property
- Depreciation deductions
- Capital gains or losses
- Distributions received during the year
- Any passive activity loss carryovers
It’s essentially your personalized report of how the investment performed from a tax perspective.
Why is it Important?
- You’ll need your K-1 to file your personal income taxes.
- Even if you received no cash distributions, you may still have taxable income (or losses).
- In many cases, real estate investors see paper losses (due to depreciation) that help offset other income, even while receiving cash flow from the investment.
When Will I Receive My K-1?
K-1s are typically issued by March 15 of the following year, though this may vary depending on the complexity of the deal and the CPA timeline.
How Does Zenya Capital Handle K-1s?
At Zenya Capital, we work with professional accountants to prepare accurate and timely K-1s for all investors involved in our Fund of Funds.
You can find your K-1 forms conveniently in the Investment Portal when they’re ready for download.
At Zenya Capital, we focus on acquiring and investing in Class A, B, and C apartment communities in high-growth, economically resilient markets across the United States. Our priority is to follow data-driven insights and strategic fundamentals that indicate long-term demand, rent growth, and population inflow.
While our primary target areas include the Sunbelt and Southeast regions, we remain flexible and opportunistic, always looking for exceptional value-add multifamily opportunities wherever they emerge. We partner with experienced syndicators already investing in these strong markets, allowing us to piggyback on institutional-grade deals.
Key Markets We Invest In:
- Florida (FL) – Extensive coverage in cities like Miami, Fort Lauderdale, Orlando, Tampa, Naples, and Jacksonville
- Texas (TX) – Including Dallas, Austin, Houston, and San Antonio metro areas
- Georgia (GA) – Primarily the Atlanta region
- Alabama (AL) – Key investment spots in southern AL
- Arizona (AZ) – Growth-focused areas such as Phoenix
As a Fund of Funds, we track syndicated deals across the country and work only with vetted operators in markets that demonstrate:
- Strong job and population growth
- Landlord-friendly regulations
- Solid rental demand
- Opportunities for value-add improvements
While our core strategy is concentrated in the Sunbelt, we remain open to deals nationwide as long as they meet our criteria for risk-adjusted returns. You can refer to our map to see a representation of where our strategic partners are actively investing across the U.S.
We go where the good deals are—so you don’t have to.
At Zenya Capital, we offer flexible options for how you can participate in our investment opportunities. You can invest using:
- Personal cash (as an individual or joint investor)
- Business capital through an LLC, S-Corp, or other entity
- Self-Directed IRA (SDIRA)
- Solo 401(k) or other qualified retirement plans
- Trust accounts or custodial accounts
- A combination of multiple accounts or sources
This allows you to structure your investment in a way that best aligns with your financial goals, tax planning, and long-term wealth-building strategy.
Many investors are unaware they can use their retirement accounts to invest in real estate syndications. If you’d like to learn how to tap into your 401(k), IRA, or similar plans to invest passively in real estate, we’ve created a helpful free guide to walk you through the process.
Click here to download our free 401(k)/IRA investment guide and discover how to unlock your retirement funds for potential passive income and long-term appreciation.
We work closely with trusted custodians and advisors to help make the process seamless and compliant, whether you're rolling over funds or starting with a new retirement account strategy.
Ten: What is a General Partner & Limited Partner?
General Partner (GP)
The General Partners are the individuals or group responsible for sourcing, structuring, and managing the multifamily syndication opportunity.
They are actively involved in every stage of the investment, from finding the property, securing financing, and assembling the team, to executing the business plan and overseeing the day-to-day asset management. You may also hear them referred to as the syndicator, sponsor, or operator.
In return for their active role, GPs typically receive a portion of the profits through an acquisition fee, asset management fee, and a share of the upside (called the “promote” or “carried interest”).
Limited Partner (LP)
Limited Partners are passive investors who contribute capital to the syndication but do not have any direct role in managing the property or executing the business strategy.
Their primary responsibility is to fund the investment and receive distributions, which may be paid monthly or quarterly, depending on the syndication structure. This income is entirely passive.
LPs are essentially investing alongside the sponsor team into a stabilized, appreciating asset without needing to manage tenants, handle repairs, or deal with operational stress.
The Relationship Between GPs and LPs
- GPs provide the expertise, deal access, and active management.
- LPs provide the capital and receive passive income, equity growth, and tax benefits.
- Together, they form a partnership where the GP handles the execution, and the LP enjoys the returns.
In short: General Partners work. Limited Partners earn. That’s the beauty of passive real estate investing through syndications.

CONTACT
Bobby Zapp
Zenya Capital
(609)248-5375
405 Magnolia Road
Pemberton N. J. 08068
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General Disclosure
Investing involves risk, including loss of principal. Past performance does not guarantee or indicate future results. Any historical returns, expected returns, or probability projections may not reflect actual future performance. While the data we use from third parties is believed to be reliable, we cannot ensure the accuracy or completeness of data provided by investors or other third parties.
Neither Zenya Capital Investments nor any of its affiliates provide tax advice and do not represent in any manner that the outcomes described herein will result in any particular tax consequence. Offers to sell, or solicitations of offers to buy, any security can only be made through official offering documents that contain important information about investment objectives, risks, fees and expenses. Prospective investors should consult with a tax or legal adviser before making any investment decision.
Different rules apply to accredited investors and non-natural persons. Before making any representation that your investment does not exceed applicable thresholds, we encourage you to review Rule 251(d)(2)(i)(C) of Regulation A. For general information on investing, we encourage you to refer to www.investor.gov.
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