Private markets / Note 03
An SPV is a structure, not a signal.
A special purpose vehicle can be the legal structure through which several members subscribe to one private-company opportunity. The structure is not the thesis.
What an SPV does.
An SPV, or special purpose vehicle, is a separate legal vehicle formed for a defined transaction or holding. A member subscribes to the vehicle. The vehicle then follows the partner’s documents and its agreed transaction path.
What it does not do.
An SPV does not make an opportunity suitable, liquid, or guaranteed. It does not remove company risk, valuation risk, dilution, transfer limits, or the possibility of total loss.
The documents carry the detail.
Before participating, read the subscription materials and the vehicle documents. Check the structure, fees, expenses, governance, reporting, transfer rules, timing, and how decisions are made. Do not infer terms from the label alone.
Know who holds the transaction.
If you proceed, you subscribe through the relevant partner vehicle and follow its documents. Private provides the membership and information layer. It does not custody member capital.