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SPV

SPV formation and administration

Form a special purpose vehicle, onboard your investors, and close — with legal, banking, compliance, and tax handled end to end. Flat fees, published up front.

$3B+
Assets
1,800+
Total Private Funds
30,000+
Clients
2019
Year Founded

What is an SPV?

A special purpose vehicle is a single-purpose legal entity — usually a Delaware LLC or limited partnership — created to pool capital from multiple investors into one specific investment. The SPV has its own operating agreement, its own bank account, and its own register of members. It deploys capital into the target asset, holds the position, and winds down once the investment is realised.

For the company or fund receiving the investment, the SPV appears as a single line on the cap table rather than twenty separate investors. For the sponsor, it is a way to bring a network into a deal without raising a full fund. For investors, it is deal-by-deal exposure with defined terms and defined carry, rather than a blind pool and a ten-year lockup.

Allocations forms and administers SPVs across any asset type — venture equity, crypto and digital assets, secondaries, real estate, public markets, and bespoke structures — for both US and non-US investors.

Choose your SPV type

Every structure below runs on the same platform: formation, banking, onboarding, filings, and reporting in one place. The differences are in asset type, investor capacity, and closing flexibility.

Startup SPV

Pool capital into a single early-stage company. The most common structure for syndicate leads and angel groups taking allocation in a priced round or SAFE.

Crypto SPV

Invest in tokens, digital asset treasuries, SAFTs, or equity in blockchain companies, with custody and conversion handled inside a compliant wrapper.

Secondary SPV

Acquire existing shares in a private company from employees, founders, or early investors, rather than participating in a new primary round.

SPV into a Fund

Aggregate a group of investors into a single LP position in a venture, PE, or hedge fund — useful where the fund's minimum commitment is out of reach individually.

Real Estate SPV

Pool investors to acquire property or real asset positions, with the entity, banking, and distribution mechanics handled on-platform.

Custom SPV

For assets that don't fit a standard category — collectibles, sports teams, royalty streams, IP, aircraft, or emerging asset classes needing bespoke structuring.

SPV pricing

Flat, published fees. Standard covers US venture deals; Premium covers any asset type, including crypto, secondaries, real estate, and public markets.

Standard SPV

$9,950One-time fee

Invest in a US based startup. Up to 35 investors, unlimited raise amount, 1 closing event, 5 year term.

Get Started
Most popular

Premium SPV

$19,500One-time fee

Any asset type — crypto, secondaries, funds, public markets, real estate, or other alternatives. Up to 50 investors, multiple closes supported.

Get Started

Migration

$1,950Per year

Already running SPVs elsewhere? Move an existing vehicle onto Allocations with a guided migration and expert support.

Get Started

Blue Sky filing fees are passed through at cost. See the full fee schedule for additional closings, investors, and asset types.

What's included in every SPV

Entity formation
EIN registration
Dedicated bank account
Template operating agreement
Subscription documents
Side letters
Investor KYC and AML
Accreditation checks
Reg D / Form D filing
Blue Sky notice filings
Capital account statements
Annual K-1 preparation

SPV frequently asked questions

How much does it cost to set up an SPV?

A Standard SPV is $9,950 as a one-time fee, covering formation, banking, investor onboarding, compliance, and tax preparation. A Premium SPV, which supports any asset type including crypto, secondaries, real estate, and public markets, is $19,500 one-time. Blue Sky filing fees are passed through at cost and typically run $500 to $1,500 depending on where your investors reside. Additional investors beyond the included count are $100 each.

How long does it take to form an SPV?

Most SPVs are set up within 24 to 48 hours. Funds typically take 3 to 5 business days due to additional structuring complexity. A rush option is available where a deal needs to close faster.

How many investors can an SPV have?

A Standard SPV includes up to 35 investors and a Premium SPV includes up to 50. Additional investors can be added beyond those counts for $100 per investor. Raise amounts are unlimited on both.

Can international investors participate in an SPV?

Yes. Allocations supports US investors under Regulation D and non-US investors under Regulation S. Every investor completes AML, KYC, and sanctions screening, and submits the appropriate tax form — W-9 for US persons, W-8BEN or W-8BEN-E for non-US persons. Investor jurisdictions are tracked separately for compliance purposes.

What is the difference between an SPV and a fund?

An SPV is generally used for a single investment with a defined group of investors: it raises once, deploys once, and distributes once. A fund invests across multiple assets from a pooled commitment base, with recurring capital calls, unlimited closes, and a longer lifecycle. Many managers run a fund as their core strategy and use SPVs alongside it for co-investments and one-off opportunities.

Do I need to file Form D and Blue Sky notices?

Both, in most cases. Form D is the federal filing that evidences your Regulation D exemption. Blue Sky notice filings operate at the state level and are generally required wherever your investors reside, usually within 15 to 30 days of the first sale in that state. Allocations handles Form D automatically and coordinates Blue Sky filings in the same workflow.

What happens when the investment exits?

Proceeds are received by the SPV, expenses and carry are applied according to the operating agreement, and distributions are calculated and paid to each investor in proportion to their interest. Cash, stablecoin, and in-kind share distributions are all supported depending on your plan. After the final distribution the entity is formally dissolved, including final filings and closing K-1s.

Can I keep 100% of the carry?

Yes. Allocations charges flat platform and administration fees rather than taking a share of your carried interest. Whatever carry you negotiate with your investors is yours.

Launch your SPV

From idea to funded vehicle in days, not weeks.

Allocations secondary market is operated through Allocations Securities, LLC dba AllocationsX, member FINRA/SIPC. Check this firm on FINRA BrokerCheck. Allocations Securities, LLC is a wholly owned subsidiary of Allocations, Inc.

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