Four-jurisdiction framework
docs(corporate): fix venture-issuer AIF exemption -- Professional Centres Canada LP is not required to file an Annual Information Form under NI 51-102; WCP itself is a private company and files nothing directly. Corrected governance-documents.md's false claim that the audit committee charter is filed as part of an AIF, and rewrote its 5 other described governance instruments (board mandate, compensation/nominating committees, governance policy, code of conduct) as planned-not-yet-adopted per operator correction, rather than presenting them as WCP's current documents. Fixed the same blanket AIF-requirement gap in about-annual-reporting-cycle, about-continuous-disclosure, canadian-securities-terminology, regulated-reporting-entity, and four-jurisdiction-framework (EN+ES throughout, operator-directed 2026-08-24)
@@ -10,7 +10,7 @@ quality: complete short_description: "Deployment framework for the Direct-Hold Solutions across Canada, the United States, Spain, and Mexico, each using the flow-through vehicle mandated by local securities law." status: stable bcsc_class: current-fact last_edited: 2026-07-30 last_edited: 2026-08-24 editor: pointsav-engineering language_protocol: PROSE-TOPIC source_refs: @@ -43,7 +43,7 @@ Canada's established vehicle delivers 100% flow-through taxation under its sover The Professional Centres Canada LP is a closed-end limited partnership domiciled in British Columbia. It is the existing vehicle in the framework — the operating model that demonstrates the structure which the three planned Direct-Hold Solutions are intended to replicate in their respective jurisdictions. As a Regulated Reporting Entity under Canadian securities laws, the Professional Centres Canada LP files continuous public disclosure on [[about-filing-systems|SEDAR+]], including annual information forms, audited financial statements, and [[about-material-change-reporting|material change reports]]. Investment Units are freely transferable in Canada after the expiry of the initial four-month statutory hold period. The General Partner admits any eligible transferee who completes the required transfer documentation and records each transfer, subject to a narrow exception where beneficial owners of 45% or more of the outstanding units are, or may be, financial institutions; a holder whose status would create adverse Canadian tax consequences for the partnership can be required to divest, and an acquisition crossing 20% of outstanding units triggers a separate mandatory-offer requirement. WCP and other unitholders have no approval role in an ordinary transfer. As a Regulated Reporting Entity under Canadian securities laws, the Professional Centres Canada LP files continuous public disclosure on [[about-filing-systems|SEDAR+]], including audited financial statements and [[about-material-change-reporting|material change reports]]; as a venture issuer, it is not required to file an Annual Information Form. Investment Units are freely transferable in Canada after the expiry of the initial four-month statutory hold period. The General Partner admits any eligible transferee who completes the required transfer documentation and records each transfer, subject to a narrow exception where beneficial owners of 45% or more of the outstanding units are, or may be, financial institutions; a holder whose status would create adverse Canadian tax consequences for the partnership can be required to divest, and an acquisition crossing 20% of outstanding units triggers a separate mandatory-offer requirement. WCP and other unitholders have no approval role in an ordinary transfer. The Canadian General Partner is Woodfine Professional Centres Inc., a subsidiary of WCP. The LP is not listed for trading on the Toronto Stock Exchange or any other Canadian exchange. Units trade over the counter in brokerage-facilitated private transactions.