Corporate structure

@@ -4,7 +4,7 @@ title: "Corporate structure"
slug: corporate-structure
aliases:
  - topic-corporate-structure
short_description: "Woodfine Capital Projects Inc.'s corporate structure: the parent holding company, the Manager and technology subsidiaries beneath it, and the governing entities and promoter-equity companies of each Direct-Hold Solution."
short_description: "Woodfine Capital Projects Inc.'s corporate structure: the parent holding company, its operating-services and technology subsidiaries beneath it, and the governing entities and promoter-equity companies of each Direct-Hold Solution."
category: company
index_group: corporate-structure-and-ownership
type: reference
@@ -14,39 +14,39 @@ status: active
audience: public
bcsc_class: public-disclosure-safe
language_protocol: PROSE-TOPIC
last_edited: 2026-08-24
last_edited: 2026-08-26
editor: pointsav-engineering
paired_with: corporate-structure.es.md
cites: []
---

Woodfine Capital Projects Inc. (WCP), a holding company, originates Direct-Hold Solutions through its subsidiaries for the procurement, development, and management of real property. WCP acts as Developer and Promoter of the Direct-Hold Solutions. Its origination and development activities exclude the management of capital, funds, or financial assets on behalf of third parties.
Woodfine Capital Projects Inc. ("Woodfine"), a holding company, originates Direct-Hold Solutions through its subsidiaries for the procurement, development, and management of real property. Woodfine acts as Developer and Promoter of the Direct-Hold Solutions. Its origination and development activities exclude the management of capital, funds, or financial assets on behalf of third parties.

## Key takeaways

- WCP is a holding company that acts as Developer and Promoter of the Direct-Hold Solutions.
- Woodfine is a holding company that acts as Developer and Promoter of the Direct-Hold Solutions.
- Four Direct-Hold Solutions exist or are planned: one established, in Canada; three planned, in the United States, Spain, and Mexico.
- Each jurisdiction has a governing entity (a general partner or an administrator) and a separate company holding the promoter's equity.
- Woodfine Management Corp. ("MCorp") is the Manager entity within the group. PointSav Digital Systems is the group's separate technology subsidiary.
- WCP has held this holding-company structure since at least 2011.
- Woodfine Management Corp. ("MCorp") is the group's operating-services subsidiary — it employs staff and performs delegated operational work, holding no governing authority in any vehicle. PointSav Digital Systems is the group's separate technology subsidiary.
- Woodfine has held this holding-company structure since at least 2011.

## The parent company and its development focus

WCP's development focus is Power Centres — a large aggregation of retail stores with at least one large box-store anchor tenant — in North America and Europe. WCP's stated development opportunity is leasable space in and near Power Centres for professional and industrial service providers.
Woodfine develops Power Centres — a large aggregation of retail stores with at least one large box-store anchor tenant — in North America and Europe. Its stated development opportunity is leasable space in and near Power Centres for professional and industrial service providers.

Initial Canadian developments are concentrated in British Columbia and Alberta, with consideration given to other Western Canadian markets.

## The subsidiary layer

Woodfine Management Corp. ("MCorp") holds the role of Manager within the group.
Woodfine Management Corp. ("MCorp") is the group's operating-services subsidiary: it employs the staff and retains the consultants required by the businesses of the direct-hold vehicles, performing procurement, development, management, and administration work delegated to it. It holds no governing authority in any vehicle.

PointSav Digital Systems is a separate, wholly-owned technology subsidiary of WCP under the [[vendor-customer-model|vendor-customer model]].
PointSav Digital Systems is a separate, wholly-owned technology subsidiary of Woodfine under the [[vendor-customer-model|vendor-customer model]].

The promoter's equity interest in each jurisdiction is held by a separate company: Benetti Holdings Inc. in Canada, Benetti Holdings 2 Inc. in the United States, Benetti Holdings 3 S.L. in Spain, and Benetti Holdings 4 S.R.L. in Mexico. These units are held in escrow until limited partners recover 100% of contributed capital or a defined liquidity event occurs.

Woodfine Advisors Inc., a wholly owned subsidiary of WCP, provides procurement, development, and management services to the Canadian partnership.
Woodfine Advisors Inc., a wholly owned subsidiary of Woodfine, provides procurement, development, and management services to the Canadian partnership.

Legal title to each property is held by a separate WCP Titleco nominee company, beneficially owned by the applicable Direct-Hold vehicle.
Legal title to each property is held by a separate Woodfine Titleco nominee company, beneficially owned by the applicable Direct-Hold vehicle.

## The vehicle layer

@@ -61,7 +61,7 @@ Only Professional Centres Canada LP is established. The United States, Spain, an

## Continuity of the structure

WCP has held this holding-company structure since at least 2011, when its own executed legal documents described it as "a holding company for a group of corporations that engage in the development of commercial real estate that is owned through limited partnerships of which the general partners are wholly owned subsidiaries" of WCP.
Woodfine has held this holding-company structure since at least 2011, when its own executed legal documents described it as "a holding company for a group of corporations that engage in the development of commercial real estate that is owned through limited partnerships of which the general partners are wholly owned subsidiaries" of Woodfine.

The chief executive role has a multi-decade record as a developer in the Western Canadian commercial real estate market, spanning construction, leasing, design-build work for national retailers, site selection, permitting, and construction supervision. The chief executive role and a second executive role have worked together since the late 1990s.