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Woodfine Corporate

The corporate record for Woodfine Capital Projects Inc., developer and promoter of direct-hold commercial real estate. Articles explain the company, its investment vehicles, the financial model, governance, and risk, in plain language. Forward-looking statements carry planned, intended, or target language throughout.

Woodfine Capital Projects

Four-jurisdiction framework

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d23e71f7 · Woodfine Capital Projects Inc. ·

Correct four-jurisdiction-framework.md Canada transfer-consent language to the real mandatory-admission-subject-to-narrow-grounds mechanism

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@@ -9,7 +9,7 @@ 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: 2026-07-15
last_edited: 2026-07-30
editor: pointsav-engineering
language_protocol: PROSE-TOPIC
source_refs:
@@ -40,7 +40,7 @@ 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, without consent from WCP, the Canadian General Partner, or other unitholders.
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 is contractually obligated to admit any eligible transferee — declining only on two narrow grounds (a securities-law opinion, or false eligibility representations) — and records each transfer; 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.
Important Information

Important Information

Securities offering. Woodfine Capital Projects Inc. ("Woodfine") sponsors real-property direct-hold solutions. Interests in those solutions are offered only to investors who qualify under an applicable prospectus exemption — including the accredited-investor exemption under National Instrument 45-106 — Prospectus Exemptions, and equivalent exemptions in other applicable jurisdictions. Content on this wiki is provided for general informational purposes only and does not constitute an offer to sell, or a solicitation of an offer to buy, any security. Any offering is made exclusively by means of the applicable Private Placement Memorandum, which prospective investors should review, together with their own professional advisors, before investing.

Scope. This wiki describes Woodfine's research methodology, geographic data platform, and related activities at a high level and is qualified in its entirety by the applicable Private Placement Memorandum and the governing documents of the relevant issuer.

Risk. Investment in real-property direct-hold solutions involves significant risk, including possible loss of capital. Past performance is not indicative of future results. References to structural features such as advisory fees, transferability, and net asset value methodology describe the contractual terms of the direct-hold solutions and are not representations as to investment outcomes or returns.

Forward-looking statements. Statements that are not historical facts may constitute forward-looking information within the meaning of applicable Canadian securities laws. Such statements are subject to known and unknown risks, uncertainties and assumptions, and actual results may differ materially. Woodfine undertakes no obligation to update such statements except as required by law.

Registration. Registrable activities of Woodfine and its affiliates are conducted, where required, under the applicable registration categories prescribed by the British Columbia Securities Commission and other Canadian securities regulators. Specific registration details are available on request.

Jurisdiction. Woodfine Capital Projects Inc. is organized in British Columbia, Canada. References to the Sovereign Data Foundation on this wiki describe a planned or intended initiative only, not a current equity holder or active governance body.

Trademarks. The full trademark notice appears in the footer of every page on this site.

Content licence. The text of this wiki is licensed under Creative Commons Attribution-NoDerivatives 4.0 International (CC BY-ND 4.0). Readers may quote this content verbatim, with attribution to Woodfine Capital Projects Inc. Readers may not alter, transform, or redistribute a modified version of this content.

Changes to this notice. Woodfine may update this notice from time to time; the version posted on this page governs.

Not a filing system. This wiki is not a securities filing system, an electronic disclosure repository, or a substitute for SEDAR+ or any other regulatory filing system. Formal securities filings are made through the applicable regulatory filing system, not through this wiki.

Full disclaimer. This notice supplements, and does not replace, the full Disclaimers article. In the event of any conflict, the full Disclaimers article governs.

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