SPV Dictionary

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Investment

The term used to describe an investor’s completed subscription to an SPV’s offering.

Investment Advisers Act of 1940

A U.S. federal law that establishes the duties and responsibilities of investment advisers. The Act defines the criteria for eligibility to register with the Securities and Exchange Commission (SEC) and outlines the requirements for advisers to operate under SEC oversight, ensuring the protection of investors. The Act mandates that individuals or firms providing investment advisory […]

Investment Advisor

An individual or firm engaged in providing advice regarding securities to clients, including recommendations on private assets, stocks, bonds, mutual funds, or exchange-traded funds. SPV Organizers provide investment advice by organizing and managing an SPV. Depending on the size of assets under management, investment advisers must register with either the U.S. Securities and Exchange Commission […]

Investment Amount

The total amount allocated for the purchase of a private asset. This term can refer to the amount an SPV invests in a company or project offering, or the amount an investor subscribes to in an SPV offering.

Investment Company

A business entity, either privately or publicly owned, that manages, sells, and markets investment funds to the public. Investment companies can take the form of corporations, partnerships, business trusts, or limited liability companies (LLCs) that pool capital from investors. The pooled funds are invested, and investors share in the profits and losses in proportion to […]

Investment Company Act of 1940

Investment Company Act of 1940: A U.S. federal law enacted by Congress to regulate mutual funds, closed-end funds, hedge funds, private equity funds, SPVs, and holding companies. Administered by the Investment Management division of the SEC, the Act aims to protect investors by ensuring transparency regarding the risks of purchasing and owning securities.

Investment Portfolio

The collection of companies or assets that an SPV has acquired or invested in.

Investment Round (Securities Offering)

 A capital-raising event in which a company, project, SPV, or fund sells a distinct asset over a specific period. For example, a company may raise capital over a six-month period by selling Series A preferred stock (investment round), which would constitute an investment round. A subsequent investment round may occur 18 months later, with the […]

Investor (LP, limited partner)

An investor is an individual or entity that allocates capital with the expectation of generating financial returns. Investors engage in various investment vehicles, such as SPVs, funds, stocks, bonds, commodities, mutual funds, and real estate. They typically conduct technical and/or fundamental analysis to identify favorable investment opportunities and seek to balance risk and return. An […]

IRA (Individual Retirement Account)

A tax-advantaged investment account that individuals use to save for retirement. IRAs come in various types, including traditional IRAs, Roth IRAs, Simple IRAs, and SEP IRAs. SPVs may accept IRA investments, up to 25% of a fund’s total capital contributions, in accordance with ERISA fiduciary and IRS prohibited transaction rules. Only self-directed IRAs are eligible […]

Issuer

An issuer is a legal entity that creates, registers, and sells securities to raise capital for its operations. An SPV organizer is considered an issuer. SPVs issue LLC or LP membership interests to invite investors to fund the SPV’s purpose, such as acquiring a private asset. Issuers can include startup companies, large corporations, and governments. […]

ITIN (Individual Taxpayer Identification Number)

An ITIN is a 9-digit tax processing number issued to certain nonresident and resident aliens, their spouses, and dependents who are ineligible for a Social Security Number (SSN). It is formatted like an SSN (NNN-NN-NNNN), starting with the number “9.” To obtain an ITIN, individuals must complete IRS Form W-7, which requires documentation verifying foreign/alien […]