Corporate Structure — Woodfine Corporate

Woodfine Capital Projects Inc. is the Ontario parent company holding two wholly-owned subsidiaries: PointSav Digital Systems and Woodfine Management Corp. The three entities occupy distinct roles — ownership, technology, and commercial operations — that do not overlap. The arrangement implements the vendor-customer model at the corporate level and underpins the Direct-Hold framework under which WMC operates, with fiduciary data custody held by WMC and platform services delivered by PointSav.

[edit]Key takeaways

Three entities occupy non-overlapping roles: Woodfine Capital Projects Inc. provides governance and ownership; PointSav Digital Systems delivers technology services; Woodfine Management Corp. holds assets, manages investors, and files continuous-disclosure documents.
PointSav cannot make investment decisions and does not hold equity in managed properties; WMC cannot modify platform code — the separation is enforced at the corporate boundary, not by contract alone.
The design intent is that an operational failure at PointSav does not impair WMC's fiduciary function, and a financial event at WMC does not impair PointSav's platform operations.

[edit]Parent entity

Woodfine Capital Projects Inc. is incorporated in Ontario, Canada. It is the 100% owner of both subsidiaries and provides the governance framework within which each operates. The parent entity does not itself manage real estate assets or develop technology products. Its function is structural: it holds the ownership relationship and sets the policy framework that governs the two operating entities below it.

[edit]Technology vendor

PointSav Digital Systems is a wholly-owned subsidiary of Woodfine Capital Projects Inc. PointSav develops and maintains the property ledger platform, investor portal, and data infrastructure that the commercial operator uses to manage Direct-Hold assets, under the technology services agreement.

PointSav does not hold equity in any managed property. PointSav does not make investment decisions and does not manage investor relations. Its mandate is confined to technology: platform development, ledger integrity, security posture, and system availability. Investment and capital decisions belong to the commercial operator.

[edit]Commercial operator

Woodfine Management Corp. (WMC) is a wholly-owned subsidiary of Woodfine Capital Projects Inc. WMC holds legal title to commercial assets under the Direct-Hold framework. It manages investor relations, executes asset acquisitions, operates the property ledger as fiduciary data custodian, and files continuous-disclosure documents with the Ontario Securities Commission under NI 51-102.

WMC is the entity with which investors transact. It is responsible for asset governance, investor communications, and the accuracy of property ledger records.

[edit]Separation principle

The three-entity structure separates technology decisions from real estate decisions at the corporate level. PointSav cannot make investment decisions; its charter is technology services. WMC cannot modify platform code; that is PointSav's domain. Neither entity has authority in the other's operational scope.

This separation is structural, not contractual. A contract can be amended; a corporate boundary requires a restructuring. The design intent is that neither an operational failure at PointSav nor a financial event at WMC automatically impairs the other entity's core function.

[edit]The bottom line

The three-entity structure is a governance architecture, not a tax or administrative convenience. By placing technology decisions inside PointSav and investment decisions inside WMC, the group prevents either function from encroaching on the other. Investors transact with WMC; they do not have a direct legal relationship with the technology platform, and PointSav has no authority over the investment decisions that affect investor capital. The corporate boundary makes this separation durable: altering it requires a restructuring, not a policy amendment.

[edit]See also

Vendor-Customer Model — the services relationship between PointSav and WMC
Direct-Hold Framework — the asset ownership structure WMC operates
Regulatory Posture — OSC disclosure obligations applicable to the group