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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.

Corporate structure

Woodfine Capital Projects Inc. ("Woodfine"), a holding company, originates Direct-Hold Solutions through its subsidiaries for the procurement, development, and management of real property. It owns 100% of those subsidiaries and acts as Developer and Promoter of the Direct-Hold Solutions. Its origination and development activities exclude the management of capital, funds, or financial assets on behalf of third parties.

Key takeaways

  • Woodfine is a holding company that acts as Developer and Promoter of the Direct-Hold Solutions, and owns 100% of its subsidiaries.
  • Woodfine is incorporated federally under the Canada Business Corporations Act, and is extra-provincially registered to carry on business in British Columbia.
  • Four Direct-Hold Solutions exist or are planned: one established, in Canada; three planned, in the United States, Spain, and Mexico.
  • Each jurisdiction has, or is planned to have, a governing entity (a general partner or an administrator) and a separate company holding the promoter's equity.
  • Woodfine Management Corp. ("MCorp") is the group's operating-services subsidiary — it employs staff and performs delegated operational work, holding no governing authority in any vehicle.
  • PointSav Digital Systems ("PointSav") is currently a trade name of Woodfine, planned to become a wholly-owned Woodfine subsidiary upon incorporation.
  • Woodfine has held this holding-company structure since at least 2011.

The parent company and its development focus

Woodfine is incorporated federally under the Canada Business Corporations Act, and is extra-provincially registered to carry on business in British Columbia, Canada.

Woodfine develops Power Centres — a large aggregation of retail stores with at least one large box-store anchor tenant — in North America and Europe. Its stated development opportunity is leasable space in and near Power Centres for professional and industrial service providers.

Initial Canadian developments are concentrated in British Columbia and Alberta, with consideration given to other Western Canadian markets.

The subsidiary layer

Woodfine Management Corp. ("MCorp") is the group's operating-services subsidiary: it employs the staff and retains the consultants required by the businesses of the direct-hold vehicles, performing procurement, development, management, and administration work delegated to it. It holds no governing authority in any vehicle.

PointSav Digital Systems ("PointSav") is currently a trade name of Woodfine, planned to become a wholly-owned Woodfine subsidiary upon incorporation. Its role in the group is set out in the vendor-customer model.

In Canada, the promoter's equity interest is held by a separate company, Benetti Holdings Inc. A parallel company is planned in each of the other three jurisdictions: Benetti Holdings 2 Inc. in the United States, Benetti Holdings 3 S.L. in Spain, and Benetti Holdings 4 S.R.L. in Mexico. The Canadian units are held in escrow until limited partners recover 100% of contributed capital or a defined liquidity event occurs. The same escrow arrangement is intended in each planned jurisdiction.

Woodfine Advisors Inc., a wholly owned subsidiary of Woodfine, provides procurement, development, and management services to the Canadian partnership.

Legal title to each property is held by a separate Woodfine Titleco nominee company, beneficially owned by the applicable Direct-Hold vehicle.

The vehicle layer

Direct-Hold Solution Legal form and jurisdiction Status Governing entity Promoter-equity company
Professional Centres Canada LP Limited partnership, British Columbia Established Woodfine Professional Centres Inc., General Partner Benetti Holdings Inc.
Professional Centres United States LP Limited partnership, Delaware Planned Woodfine Professional Centres 2 Inc., General Partner Benetti Holdings 2 Inc.
Professional Centres Spain SOCIMI SOCIMI, Madrid Planned Woodfine Professional Centres 3 S.A., Administrator Benetti Holdings 3 S.L.
Professional Centres Mexico FIBRA FIBRA, State of Mexico Planned Woodfine Professional Centres 4 S.A., Administrator Benetti Holdings 4 S.R.L.

Only Professional Centres Canada LP is established. The United States, Spain, and Mexico vehicles, their governing entities, and their promoter-equity companies are planned.

Continuity of the structure

Woodfine has held this holding-company structure since at least 2011, when its own executed legal documents described it as "a holding company for a group of corporations that engage in the development of commercial real estate that is owned through limited partnerships of which the general partners are wholly owned subsidiaries" of Woodfine.

The chief executive role has a multi-decade record as a developer in the Western Canadian commercial real estate market, spanning construction, leasing, design-build work for national retailers, site selection, permitting, and construction supervision. The chief executive role and a second executive role have worked together since the late 1990s.

What this is not

This article states the group's corporate structure only. It does not cover investment terms, unit pricing, distributions, fees, or the financial performance of any vehicle. It is not an offer of securities. Only Professional Centres Canada LP is established; the United States, Spain, and Mexico vehicles are planned, and their entities, forms, and governance arrangements may change before they are constituted. PointSav's incorporation as a separate subsidiary is planned, not completed.

See also

Cite this record: /wiki/corporate-structure — revision 5757b945, last updated 6 September 2026.

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.

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