What is the legal structure of the US Syndicate SPV?
Syndicate SPV structure and US vehicle governance.
The US Syndicate SPV uses a Delaware Limited Partnership structure:
The Syndicate SPV itself is a Series of Carta’s Master Limited Partnership, Vauban Platform LP.
Carta entities act as the General Partner of the Master Limited Partnership, as well as the Investment Adviser of the SPV.
The Syndicate SPVs are not formed through a Delaware filing, but are established when the Limited Partnership Agreement (LPA) of that Series is executed.Each Syndicate SPV is legally segregated: they each have their own bank account, and their own EIN number, and a Form D is filed for each Syndicate SPV.
What is the US Syndicate SPV?
The US Syndicate SPV is a ‘Unincorporated Protected Series Limited Partnership’. This SPV is “hosted” through Vauban Platform LP and makes use of our entity and regulatory structure.
We act as the Investment Manager (an ERA) as well as the General Partner.
Each of the Syndicate SPVs 'underneath' the master LP structure is a 'series' of the master limited partnership.
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