Perpetual equity model
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style(corporate): sentence-case headings across 9 article pairs + consequence-first lead swap in direct-hold-framework (EN+ES; no factual changes)
@@ -33,25 +33,25 @@ The Perpetual Equity Model is a structural departure from conventional real-asse Equity positions are denominated in [[investment-units|investment units]] recorded in the property ledger for each named asset. The number of units in circulation is fixed at issuance; the issuing entity does not issue additional units except through formally documented corporate decisions. ## Over-the-Counter Transfer ## Over-the-counter transfer Investors who require liquidity identify eligible counterparties independently. The corporate entity does not intermediate the exit, maintain a buyback facility, or commit to any form of put right. The over-the-counter market for investment units in a given asset is thin by design — a consequence of the asset-specific, fixed-supply structure rather than a deficiency to be corrected. Transfer mechanics are straightforward: the seller identifies a counterparty, agrees a price bilaterally, and the property ledger is updated to reflect the new unit holder. In the established Canada vehicle, no general partner approval decision is required for an ordinary transfer; an acquisition crossing 20% of outstanding units triggers a separate Take Over Bid mandatory-offer requirement rather than an ordinary transfer. ## Distribution Policy ## Distribution policy Distributions are declared per asset, not across the portfolio. The issuing entity declares distributions from operating income when the asset's [[cre-financial-metrics|interest coverage ratio]] (ICR) stands at or above 1.2×. A distribution is not declared from an asset below the 1.2× ICR floor; the floor is a covenant established in the applicable Direct-Hold Solution's governing agreement that governs borrowing capacity, consistent with the 1.2–1.4× range typical of commercial real-estate lending. When distributions are declared, they are paid proportionally across all outstanding units of the relevant asset. No unit within the same asset carries a preferential distribution right over another. ## Asset Disposition ## Asset disposition Dispositions — sales, refinancings with equity return, or structural reorganisations — are corporate decisions made at the asset level. Proceeds are allocated to unit holders in proportion to their registered unit counts. The Perpetual Equity Model does not prohibit disposition; it removes the compulsory-exit mechanism that drives fund-cycle liquidation. In a disposition, the property ledger for the relevant asset is closed and final proceeds are distributed. Unit holders receive their proportional share; the asset exits the holding structure. No other asset in the structure is affected. ## Interest Coverage Ratio Constraint ## Interest coverage ratio constraint The 1.2× ICR floor is the primary operating constraint that governs the model in practice. Because distributions are suspended below 1.2× and the holding horizon is indefinite, an asset that falls below the floor enters a cash-preservation state: operating income is retained, debt service continues, and the asset is managed toward ratio restoration before distributions resume.