# SPV & Compartment Structure

### TheAngel Tokenisation Architecture

Below is a simplified overview of TheAngel’s legal and technological model:

```javascript
Startup Equity
      ↓
SPV or Luxembourg Securitisation Compartment
      ↓
Tokenised Investment Notes (AMC) with ISIN
      ↓
Investors Purchase Tokens
      ↓
Tokens Trade During Liquidity Windows
```

This structure ensures:

* Legal clarity
* Full segregation of assets
* Regulatory alignment
* Ease of investment and transfer

### The Role of SPVs & Securitisation Funds

TheAngel uses two complementary models depending on jurisdiction and raise size:

#### 1. SPV (Special Purpose Vehicle)

Used for:

* Smaller raises
* Jurisdictions without securitisation requirements
* Simpler, fast-to-deploy structures

#### Benefits

* Clean separation between startup and investors
* Startup issues equity once → SPV holds and represents it
* SPV issues tokens, not the startup directly
* Simplifies your cap table

***

### 2. Luxembourg Securitisation Fund (via Filedgr)

Used for:

* Larger rounds
* Institutional-grade compliance
* Multi-investor, multi-asset structures
* Needs for cross-border regulation

#### Key Features of a Luxembourg Securitisation Fund

(Ref: Filedgr documentation —  )

* Unlimited compartments (each startup gets its own)
* Fully bankruptcy-remote structure
* Assets legally isolated from other compartments
* EU-compliant, tax-efficient
* Investment notes receive unique ISINs
* Exempt from AIFMD in certain configurations
* Built for alternative assets, including tokenised equity

#### Why Luxembourg?

Luxembourg is the global leader in securitisation and fund vehicles, providing:

* Regulatory trust
* International pass-portability
* Compatibility with institutional custody
* Alignment with EU frameworks (ATAD III, DAC6, ILR, BEPS)

This is infrastructure normally accessible only to hedge funds, private equity firms, and financial institutions.

TheAngel makes it accessible to startups.


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