Investment Vehicles

@@ -7,18 +7,70 @@ type: topic
content_type: topic
quality: complete
short_description: "The investment vehicles, present and planned: the parent company's Common Shares and the four Direct-Hold Solutions planned for Canada, the United States, Spain, and Mexico."
index_type: thematic
index_scope: investments
status: active
bcsc_class: public-disclosure-safe
language_protocol: PROSE-TOPIC
last_edited: 2026-07-03
last_edited: 2026-08-24
editor: woodfine-editorial
paired_with: _index.es.md
---

The Investment Vehicles covers the investment vehicles, present and planned: the parent
company's Common Shares and the four Direct-Hold Solutions planned for Canada, the United
States, Spain, and Mexico. Articles here describe what each vehicle is, its legal form, and the
eligibility framework that applies in each investor's home jurisdiction.
An investor in a Direct-Hold Solution holds equity in one named building, not a share of a
commingled pool. The Investment Vehicles covers what that structure is, the legal form it
takes in each of the four jurisdictions, and the exemptions under which units are
distributed. Articles here are structural: what each vehicle is and how it is organised,
not the terms of any specific offering or the projected outcome of any particular asset.

Content is structural — what each vehicle is and how it is organised — not the terms of any
specific offering or the projected outcomes of any particular asset.
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**Start here:** [[direct-hold-framework|Direct-hold framework]] — the single structural
decision every other article in this category follows from.

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## The direct-hold structure

What one unit represents, why a creditor of one asset cannot reach another, and how the
structure compares with the pooled vehicles an allocator is more likely to have seen.

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- [[direct-hold-framework]] — A legal structure that issues equity units in a single named direct-hold vehicle, not a share in a commingled pool, eliminating cross-asset contagion.
- [[investment-units]] — The equity units issued by each direct-hold vehicle in MCorp's Direct-Hold framework.
- [[asset-vehicle-isolation]] — The legal and structural mechanisms through which each direct-hold solution is isolated as a separate vehicle: why creditors of one asset cannot reach assets held in another, and how this isolation protects unit holders.
- [[direct-hold-solutions-structural-comparison]] — Feature-by-feature comparison of the Direct-Hold Solutions with Legacy Joint Ventures, Private Equity funds, and Traditional REITs across twelve governance dimensions.
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## Legal form and jurisdiction

The vehicle each jurisdiction's law mandates: the limited partnership form used in Canada,
the flow-through equivalents planned for the United States, Spain, and Mexico, and the one
Canadian partnership constituted to date.

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- [[limited-partnership-structure]] — How the limited partnership legal form implements the direct-hold investment structure: the GP-LP relationship, limited liability, unitholders as limited partners, and the partnership agreement as the governing instrument.
- [[four-jurisdiction-framework]] — 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.
- [[professional-centres-canada-lp-structure]] — The legal and operating structure of Professional Centres Canada LP at the limited-partnership level — the advisory agreement, escrowed promoter equity, unit history, regulatory standing, and settlement mechanics — distinct from the corporate-parent and four-jurisdiction overview articles.
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## Eligibility and distribution channels

Who may subscribe, and through which channel: the prospectus route and the accredited
investor exemption relied on alongside it, with the disclosure each one requires.

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- [[exemptions]] — Prospectus exemptions relied upon in each jurisdiction's offering: the accredited investor exemption and the parallel prospectus channel.
- [[accredited-investor-eligibility]] — The accredited investor exemption under NI 45-106 as a distribution channel for direct-hold limited partnership units alongside the prospectus offering: who qualifies, what the exemption permits, and the disclosure documentation required at the time of subscription.
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How units are sold on and what a holder is paid is covered under Distributions and
Transfers; the financing behind each building is covered under the Financial Model.

## See also

- [[corporate-structure|Corporate structure]] — the entity that sponsors and develops these vehicles
- [[narrow-bank-financial-model|Narrow bank financial model]] — the financing discipline applied inside each vehicle
- [[offering-risk|Offering risk]] — illiquidity, concentration, and the other risks specific to this mechanism
- [[statutory-rights|Statutory rights]] — the rights that attach to each distribution channel