Investment VehiclesIndex

This category covers the Direct-Hold Solution structure, its legal form in each jurisdiction, and the exemptions under which units are distributed.

Start here: Direct-Hold Framework

The direct-hold structure

The direct-hold legal structure and how it compares with other vehicle types.

• 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.
• Titleco and the subsidiary silo model — How each Direct-Hold Solution holds legal title to its real property: a separate Titleco subsidiary per building beneath the vehicle, the tax rationale behind Mexico's Subsidiary Silo structure, and the fee-capped third-party manager each Titleco retains.

Legal form and jurisdiction

The legal form used in each of the four jurisdictions.

• 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.
• Professional Centres Spain SOCIMI — Direct-Hold Solution Structure — The planned legal and operating structure of Professional Centres Spain SOCIMI at the vehicle level — the statutory listing mandate, the technical-listing mechanism, the Administrator role, and settlement arrangements — distinct from the corporate-parent and four-jurisdiction overview articles.
• Professional Centres Mexico FIBRA — Direct-Hold Solution Structure — The planned legal and operating structure of Professional Centres Mexico FIBRA at the trust level — the Bank-fiduciary/Technical Committee governance split, the Subsidiary Silo liability model, Article 187/188 fiscal transparency, and the Private FIBRA vs. FICAP vs. S.A.P.I. comparison — distinct from the corporate-parent and four-jurisdiction overview articles.

Eligibility and distribution channels

Who may subscribe, and through which channel.

• 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 as a distribution channel for direct-hold limited partnership units.

See also

• Corporate Structure