Federal and state securities laws and regulations limit investors in Roalstad U.S. Small Cap Fund, LP (the “Fund”) to “accredited investors”. These individuals or entities are considered to have a sufficient level of financial sophistication, wealth, or regulatory clearance to participate in private funds such as the Fund.

 Here are the key qualifications for qualifying as an “accredited investor”:

Accredited investors, generally, are individuals (and their spouses) with:

• An individual or joint net worth of at least $1 million (excluding their primary residence);

• Annual income of $200,000 or more ($300,000 for joint income); or

• Certain professional licenses such as the Series 7, Series 82 or Series 65 examinations

Entities, generally, may also qualify as accredited investors under certain circumstances if they:

• Have total investments in excess of $5,000,000 (not formed for the purpose of investing in the Fund); or

• Have equity owners all of whom themselves are accredited investors

Other individuals or entities, under certain circumstances, may qualify as accredited investors under the federal securities laws and regulations. Please contact the general partner of the Fund if you have any questions as to your eligibility to invest in the Fund.