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Layer 1 · The entity / eligibility surface

The eight entity structures

Layer 1 fixes which adviser(s) run, which vehicles they use, and which eligibility gate the investor meets — before any compensation mechanism is chosen. Six come from the RIA + SPV architecture memo; newly identified two closed a coverage gap the memo never modeled — the retail-democratization path and the pooled-vehicle-free floor.

Layer 1 · 8 structures · 2 newly identified
How to read this layer

The whole fork is one question: can Sean advise both the RIA and the SPVs, or only one? Combined buys Sean across both and a lean team, at the cost of a blended, hard-to-sell asset. Separation buys a clean, independently sellable RIA, at the cost of a duplicate investment seat and Sean locked to the RIA. Everything downstream — capital, fundraising, valuation, exit — flows from which side of that fork a structure sits on. Each card below is a one-line teaser and the master-comp-memo score where one exists; follow it for the full architecture, team, capital, and exit treatment.

The six memo structures were scored on the master comparison; the two newly identified structures carry a qualitative verdict rather than a memo number, because they change the eligibility surface itself rather than routing inside the memo's accredited/QP ladder. Every legal characterization here is counsel-gated — see Methodology and Sources.

The eight structures

Ordered as the memo builds them — Combined, the Umbrella interim, then true Separation and its distribution variants, the scaling tier, and the two newly-identified endpoints. Score is the master-comp-memo weighted total (higher = better); the two new structures are verdict-only.

S1 · memo Path A · score 58
Combined (one adviser + MediaCo)
One registered adviser advises both the wealth accounts and the SPVs; Sean is CIO across both. Leanest team and fastest launch, bought at the cost of a blended valuation and the hardest exit.
 S2 · memo §5 · score — (behaves as S1)
Umbrella registration (one adviser, two entities)
The interim between Combined and Separated: one adviser (Sean on both) split across two operating entities for some liability and equity separation — without yet delivering the fully clean, sellable RIA.
 S3 · memo Path B · score 57
Separated (WealthCo RIA + DealCo SPV sponsor)
Real separation, not a referral contract: a HoldCo over two genuinely distinct advisers. A clean, independently sellable RIA at the price of a duplicate investment seat and Sean locked RIA-only.
 S4 · Path B variant · score 60
Separated + affiliated BD / CAB
The separated stack plus a broker-dealer (or FINRA CAB) built and supervised in-house — the only in-house structure that legally opens a capital-keyed pay lane to creators, at a heavy build-and-supervise cost.
 S5 · memo §8 BD-of-record · score 64
Separated + third-party placement agent
The separated stack with the securities-distribution problem routed entirely outside the platform — to an independent, already-registered broker-dealer of record that carries the transaction, the license, and the liability.
 S6 · memo §8 scaling tier
Enterprise-equity / co-GP (creator-owner scaling tier)
The top-of-funnel scaling tier: a marquee creator takes real enterprise equity or genuine co-GP economics for genuine ownership work — reserved for the few, not a distribution-pay lane for the many.
 S7 · newly identified · verdict-only
Regulated-retail wrapper (interval fund / Reg A+ / BDC) new
The one structure that changes the eligibility ladder itself: it wraps private deal flow down into a retail-eligible security rather than gating investors up to the deal — no accreditation gate, no 100-holder cap, public solicitation baked in.
 S8 · newly identified · verdict-only
SMA-only / no-SPV (managed accounts only) new
The RIA stripped to its cleanest core: creators funnel their audience into RIA managed accounts, Sean advises for an AUM fee, and there is no pooled vehicle anywhere in the stack. The lowest-legal-surface bet in the framework.
On the two newly-identified structures. They are the endpoints the memo parked. S7 is the answer to “what happens to the 90% of the audience that isn’t accredited” — it monetizes the mass audience directly, at the price of a ’40 Act / Reg A+ registration and a full retail-suitability surface. S8 is the deliberately de-risked v1 — it deletes the entire deal engine to prove the creator→advisory funnel before any pooled vehicle is stood up. Both are verdict-only rather than memo-scored because they move the gate off the investor and onto the issuer’s registration.

Onward

Layer 2
Mechanisms
The 14 ways to pay creators inside a structure — scored and evidence-tagged. A structure enables a subset.
 Framework
Methodology
The nine axes, the weighting formula, and how the master-comp-memo scores are computed.
 Interactive
Model
Re-weight the axes live and re-rank the structures and mechanisms.
 Primary law
Sources
Archived statutes, rules, and enforcement orders behind every characterization.