Articles

Practical commentary on securities law, exempt market compliance, fund formation, investor reporting, and private capital markets.

Mar 20, 2026

How to Structure a Real Estate LP for Development Projects

Real estate development limited partnerships are widely used in Ontario to combine private capital, tax flow-through treatment, and clear governance. This article explains the core limited partnership structure, how private placements typically rely on NI 45-106 exemptions, where NI 31-103 registration risk can arise, and the practical issues regulators and investors scrutinize.

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