Skip to content
Woodfine Capital Projects

Professional Centres Canada LP — Direct-Hold Solution Structure

← All revisions

22ec4d75 · Woodfine Capital Projects Inc. ·

docs(corporate wiki): fidelity sweep — 15 of 65 articles defective across all 12 categories; MCorp/WCP entity-attribution regression, unresolved CTO-vs-active-offering contradiction (escalated), wrong insider-report deadline, unhedged AGM claims, legal-term errors

View the full record as of this revision →

@@ -42,6 +42,12 @@ Woodfine Properties Inc. was formerly a limited partner of Professional Centres 

Professional Centres Canada LP is currently subject to a cease-trade order issued by the British Columbia Securities Commission (BCSC), arising from delayed continuous-disclosure filings rather than any finding of fraud or misconduct. The partnership has no current limited partners for whom this order is an active transaction condition. The partnership must bring its outstanding filing obligations current and obtain the BCSC's revocation before any future offering of units can close.

**⚠️ Correction (2026-08-02) — NOT resolved:** this contradicts [[four-jurisdiction-framework]]
and this same article's own "Investment Units are freely transferable in Canada"
language a few sections below, both of which describe active offering/transfer
activity in the ordinary course. See [[four-jurisdiction-framework]]'s Correction
callout for full detail. Escalated to Command by mailbox, 2026-08-02.

## Settlement and depositary arrangements

Investment Units in Professional Centres Canada LP settle through CDS Clearing and Depository Services Inc. (CDS), Canada's central securities depository. On closing, units are delivered electronically through CDS's non-certificated inventory (NCI) system rather than by physical certificate; an investor holds its position through the book-based records of a CDS participant — typically a brokerage or custodian — rather than a unit certificate registered directly in the investor's own name. This settlement mechanism is specific to the Canadian vehicle: the parallel vehicles described in the Four-Jurisdiction Framework settle through the central depository applicable to each jurisdiction.
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 →