Investment VehiclesIndex

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.

Start here: Direct-hold framework — the single structural decision every other article in this category follows from.

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.

• 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.

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.

• 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 — Direct-Hold Solution 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.

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.

• 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.

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 — the entity that sponsors and develops these vehicles
• Narrow bank financial model — the financing discipline applied inside each vehicle
• Offering risk — illiquidity, concentration, and the other risks specific to this mechanism
• Statutory rights — the rights that attach to each distribution channel