Structure & Compliance
A two-layer architecture, audit-ready by design.
SPACES is structured as a Tech-Driven PropTech Brand & Operator on a FOCO model. The legal stack separates the technology business from every real estate balance sheet, keeping each asset ring-fenced and each partner's risk fully contained.
Layer 01
Spaces Neighborhood Commerce Technologies Pvt Ltd
The Tech OpCo (the startup)
Owns the app, the brand, the SPACES Ad Exchange and the franchise IP. Holds zero land, zero buildings, takes zero investor deposits. Earns a 15% franchise & management fee invoiced monthly to each asset LLP.
Layer 02
Spaces {Location} Hub LLP × N
The per-asset Investor LLPs
One LLP per building, owned 100% by its 40 founding partners. Signs the 20-year master lease / JDA with the landowner. Holds the construction budget. Distributes the 60% partner profit share monthly.
Compliance Framework
01
MCA §42 Private Placement
Slots are surfaced only inside a KYC-gated dashboard to verified members — strictly within the Section 42 private-placement perimeter.
02
Income Tax §10(2A)
Partners receive their 60% share as LLP profit distribution — tax-free in the hands of the partner under Section 10(2A).
03
Outside SEBI Perimeter
Partnership interests in a single-asset LLP are not securities, debentures or CIS units — they sit outside SEBI's REIT and Collective Investment Scheme regulations.
04
SM REIT Exit Path
Once aggregate portfolio NAV crosses ₹50 Cr, the network can be converted into a SEBI-licensed Small & Medium REIT and listed on BSE/NSE.
P2P Internal Trading · How an Exit Works
01
Partner Lists Exit
Seller flags their slot inside the app. The DCF engine pulls live revenue and quotes a fair price.
02
Verified Buyer Matches
Slot surfaces only to KYC-verified waitlist members. Buyer accepts the quoted price.
03
Aadhaar e-Sign
App generates the digital Deed of Assignment. Both parties e-sign via Aadhaar.
04
RoC Form 4 Filed
MCA registry is auto-updated. New partner's dashboard activates live, tracking the 60% yield.
Disclaimer: SPACES partnership interests are private commercial franchise allocations issued under MCA Section 42 (private placement). They are not securities, not units of a Collective Investment Scheme, and not REIT units. Information on this page is for prospective founding partners and is not an offer or solicitation in any jurisdiction where prohibited.