SPV Dictionary

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Regular LLC/LP (Traditional LLC/LP)

Before the Master Series LLC/LP structure was codified there was only LLC or LP. Now, because the Master Series structure can cause confusion, we need to distinguish between the two and the typical words to describe the original LLC/LP structure is “regular” or “traditional” (or the “OG!”). A regular LLC/LP structure typically requires a filing […]

Regulation D (Reg D)

Regulation D is the primary SEC exemption that allows SPVs to raise capital from investors without registering their securities with the SEC, provided they meet specific disclosure, investor qualification, and offering limitations. Under Rules 506(b) and 506(c), SPVs can privately issue interests—such as membership units, partnership interests, or notes—to accredited investors while maintaining streamlined compliance […]