The evolving role of SPVs: From risk management to strategic investment vehicles

By Joanne McEnteggart, Global Head of Debt, Capital Markets and Corporate

Special purpose vehicles (SPVs) are a critical tool for investment management and corporate structuring.

As legal entities designed to ring-fence specific assets or activities and protect their parent companies from financial and legal liabilities, SPVs were once viewed primarily as a risk mitigation strategy. Today, however, they play a much larger and more strategic role across financial markets, from venture capital to private equity and infrastructure projects. Thanks to regulatory shifts and changing investment strategies, SPVs are now used to drive investment efficiency, structure complex deals, and make capital deployment smoother and more targeted.

As the strategic importance of SPVs grows, so does the complexity of managing them—especially across multiple jurisdictions. In this article, we’ll look at how SPVs are evolving, and why the right support matters now more than ever.

The impact of EU tax reforms

EU regulators have been cracking down on shell companies and overly aggressive tax structures. Measures such as the Base Erosion and Profit Sharing (BEPS) initiative, the Anti-Tax Avoidance Directive (ATAD), the Principal Purpose Test (PPT), and enhanced transparency requirements like DAC6 and the Common Reporting Standard (CRS) have all tightened the rules around tax-motivated structuring.

The European Commission has also recently issued an updated business tax agenda for the 21st century to tighten requirements around economic substance. The end result: SPVs must serve clear, justifiable business purposes beyond tax planning.

This evolution has given rise to SPVs that are lean but still economically meaningful. These vehicles don’t require a large workforce or office space to operate, but still perform critical investment, financing and risk management functions. As such, firms must manage them with more care, precision and strategic alignment than they have in the past.

SPVs as engines of investment efficiency

Modern SPVs are versatile tools for structuring smarter, cleaner investments because they give investors, fund managers and corporates a flexible and efficient platform to structure deals and manage assets without unnecessary friction.

Some of the most common use cases include:

• Securitisation: Corporations and banks create SPVs to securitise asset pools such as trade receivables, loans and mortgages. Isolating these assets within an SPV can improve credit ratings and unlock favourable financing terms, all while protecting the parent entity from risk
• Venture capital: SPVs have become a mainstream tool in venture capital, allowing investors to pool capital for specific deals without forming a complete fund. This level of flexibility empowers venture firms to execute faster, invest deal by deal, and tailor ownership structures. SPVs also help GPs reduce administrative overheads while giving LPs clearer access to specific assets
• Alternative investment funds (AIFs) and Undertakings for the Collective Investment in Transferable Securities (UCITS): SPVs also act as vehicles for EU investors to deploy capital into businesses, real estate and infrastructure projects underneath the AIFs or UCITS. While AIFs and UCITS SPVs typically operate without employees or a significant physical presence, they perform a vital capital pathway for long-term investment into real businesses and projects
• Holding companies: Multinational corporations rely on SPVs to hold shares in other entities, especially when structuring acquisitions, spin-offs or reorganisations
• Project investment companies: Infrastructure and development projects across the EU often use SPVs as dedicated project vehicles. These entities manage contracts, structure financing and streamline risk allocation across stakeholders to ensure successful long-term infrastructure investments

Why SPV management is more complex than ever

As the strategic use of SPVs expands, so does the complexity of managing them. Firms operating across multiple jurisdictions are subject to a maze of local regulations, reporting standards and compliance obligations—all while remaining focused on their core operational goals.

Manually managing even a small handful of SPVs can get unwieldy fast, especially as reporting and audit requirements grow more complex. Without specialist support, firms risk losing valuable time and strategic focus.

Key challenges include:

• Consistent reporting across multiple jurisdictions
• Coordinating board meetings, filings and compliance deliverables across time zones and legal systems
• Meeting transparency standards like CRS, FATCA and DAC6
• Efficiently managing entity lifecycles through creation, ongoing compliance and dissolution
• Minimising operational risks, governance gaps and regulatory penalties

And the regulatory pressure is only increasing. SPVs today need to be fully justifiable, transparent and prepared for scrutiny. Even minor compliance gaps can open you up to regulatory risk and reputational damage.

How IQ-EQ can help: Expert support for SPV management

At IQ-EQ, we ensure your SPVs are a true strategic advantage, not an operational headache.

Our comprehensive SPV management services include:

• Deep expertise in private markets and fund structuring
• Centralised coordination across jurisdictions
• Consistent financial and regulatory reporting
• Board meeting planning and compliance management
• Seamless integration with your existing technology stack

Contact our team today to learn how we can help maximise the strategic potential of your SPVs.