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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

Principal alignment and fee preservation

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de3c4285 · Woodfine Capital Projects Inc. ·

content(financial-model): reclassify 3 articles to bcsc_class forward-looking, add mandatory 'What this is not' sections

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@@ -10,7 +10,7 @@ quality: complete
short_description: "Compensation model planned to replace the 2/20 structure: developer profit taken as equity held in trust until investor capital is returned, plus a fixed annual overhead contribution."
status: stable
audience: public
bcsc_class: current-fact
bcsc_class: forward-looking
last_edited: 2026-09-06
editor: pointsav-engineering
language_protocol: PROSE-TOPIC
@@ -60,6 +60,10 @@ The fee structure of the Direct-Hold Solutions is designed so that the single fi

The term "preserved fees" refers to the overhead contribution that is available to independent Asset Managers after the developer's fixed overhead cost is satisfied. Because the developer's compensation is taken as equity rather than as additional cash fees, the overhead contribution represents a smaller total fee extraction from the vehicle's income than a conventional management fee would represent. The preserved portion is deliberately retained as a resource for the independent managers who serve the international and institutional investor segments of the capital structure.

## What this is not

No compensation under this model is currently being paid. No offering of units has closed, so no Equity-Based Compensation units have been issued, none are held in trust, and no Retained Equity exists on any vehicle's balance sheet. The annual overhead contribution and the one-time offering-cost reimbursement are provided for in the established Canada vehicle's governing agreement; neither has been triggered by a closed offering. The preserved fee pool for independent Asset Managers describes an intended allocation, not fees currently received by anyone. This article states the compensation structure the Direct-Hold Solutions are designed to apply as each vehicle is funded — not amounts paid, earned, or accrued to date.

## See also

- [[narrow-bank-financial-model]] — the financial model the fee structure operates within
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.

Read the full disclaimer →