A step-by-step guide to setting up an SPV, LLC, or LP investor profile, adding owners, identifying authorized signers, and completing accreditation.

When investing through a Special Purpose Vehicle (SPV), Limited Liability Company (LLC), or Limited Partnership (LP), the investing entity may have multiple owners or members. Some may hold significant ownership positions, while others own only a small percentage.

Sally simplifies the process of creating a multi-member entity investor profile by collecting the appropriate ownership information, identifying authorized signers, and guiding users through the accreditation process.

This guide explains how to create an Entity Investor Profile in Sally, including situations involving multiple ownership layers, minority investors, and entities with no major owners.

Understanding Major Owners and Minority Owners

Before creating your profile, it’s important to understand how Sally categorizes owners.

Major Owners — 20% or More Ownership

A Major Owner is an individual or entity that directly or indirectly owns 20% or more of the investing entity.

Sally requires additional information about Major Owners to support identity verification, ownership identification, and compliance requirements.

Minority Owners — Less Than 20% Ownership

A Minority Owner is an individual or entity that owns less than 20% of the investing entity.

Sally generally requires less information from Minority Owners. When a complete ownership breakdown is required for accreditation, Sally collects their names, entity information where applicable, and ownership percentages.

This distinction reduces unnecessary data collection while allowing Sally to obtain the information needed to complete the investor profile.

Step 1: Create a New Entity Investor Profile

1. Log in to your Sally account.
2. Deal Invites or Settings
3. Click Create New Profile.
4. Select Entity as the investor profile type.
5. Enter the requested information about your SPV, LLC, LP, or other investing entity.
6. Click Continue.

Sally will guide you through the remaining ownership, signatory, and accreditation requirements.

Step 2: Enter the Entity’s EIN and Major Owners

On the next screen, Sally requests the investing entity’s Employer Identification Number (EIN) and information about its Major Owners.

Add each individual or entity that directly or indirectly owns 20% or more of the investing entity.

What if another LLC, SPV, or Trust owns part of the entity?

Sally supports multiple layers of ownership.

For example, if an LLC owns 40% of your investing SPV, you can add that LLC as an owner. Sally will then request information about the LLC’s underlying ownership structure to identify the individuals who ultimately meet the applicable ownership threshold.

This process can continue through multiple entities or trusts until the required individual ownership information has been collected.

If the Major Owners are individuals, or if you don’t want limit inputs, you can enter their information directly without adding intermediate entity or trust layers.

Step 3: Identify the Authorized Signer

After entering the Major Owners, Sally requires you to identify the individual authorized to sign investment documents on behalf of the entity.

You can:

• Select an existing Major Owner who has signing authority.
• Add another individual who is authorized to act on behalf of the entity.

The Authorized Signer might be the entity’s manager, general partner, managing member, or another person with appropriate signing authority.

Once the Authorized Signer has been selected, click Continue.

Step 4: What If No Individual Owns 20% or More?

Some SPVs, LLCs, and LPs have numerous minority investors, with no individual owning 20% or more.

This is not a problem. You can still create an Entity Investor Profile in Sally.

If there are no Major Owners, Sally still requires at least one Authorized Signer.

The Authorized Signer does not need to have an ownership interest in the entity. An individual with 0% ownership may serve as the Authorized Signer if they have the appropriate authority.

To continue:

1. Add the Authorized Signer’s personal information.
2. Provide the requested identification details, such as a Social Security number or applicable government-issued identification.
3. Click Continue.
4. Select the individual you just added as the Authorized Signer.
5. Click Continue again.

Sally uses this information to support identity verification and complete the entity profile requirements.

Important: You do not need to enter every minority investor at this stage simply because the entity has no Major Owners. However, a complete ownership breakdown may be required later, depending on the accreditation standard selected.

Step 5: Select the Entity’s Accreditation Status

Every Entity Investor Profile must complete the applicable accreditation questions, regardless of whether the entity has Major Owners.

Sally presents accreditation options to help determine which standard applies to the investing entity.

Option 1: Entity With More Than $5 Million in Assets

If the entity:

• Has more than $5 million in assets;
• Was not formed specifically for the purpose of making the investment; and
• Meets the other requirements of the applicable accreditation standard;

select Question 1.

If this standard does not apply, select No and continue through the remaining accreditation questions.

Option 3: All Equity Owners Are Accredited Investors

Another accreditation option commonly considered by multi-member LLCs, LPs, and SPVs is:

“All of the equity owners are accredited investors.”

If you select this standard, Sally requires a complete ownership breakdown totaling 100%.

This means you must identify all owners, including Major Owners and Minority Owners.

Step 6: Add All Owners Until Ownership Reaches 100%

When using the all-equity-owners-accredited standard, Sally requires the names and ownership percentages of every owner.

The information requested depends on each owner’s ownership percentage.

Major Owners (20% or More)

Sally requires detailed personal or entity information for Major Owners, including information used in identity verification and accreditation workflows.

Minority Owners (Less Than 20%)

For Minority Owners, Sally requests only:

• Owner’s name
• Entity information, if applicable
• Ownership percentage

This makes it easier to complete the ownership breakdown without collecting extensive personal information from every minority investor.

Example

Suppose an SPV has the following ownership structure:

Owner	Ownership	Classification
Investor A	25%	Major Owner
Investor B	25%	Major Owner
Investor C	15%	Minority Owner
Investor D	15%	Minority Owner
Investor E	10%	Minority Owner
Investor F	10%	Minority Owner
Total	100%

Sally collects detailed information about Investors A and B, while Investors C through F require only the limited ownership information described above.

Continue adding owners until the combined ownership reaches 100%.

Step 7: Complete Accreditation for Major Owners

After the ownership breakdown is complete, Sally may require additional accreditation steps for Major Owners.

For owners identified as requiring accreditation, you’ll see an Accredit link.

1. Click Accredit next to the applicable owner.
2. Complete the requested accreditation information.
3. Repeat the process for each Major Owner requiring accreditation.
4. Confirm that all required accreditation steps are complete.

In the demonstrated workflow, Sally requires accreditation to be completed for the two Major Owners before the entity profile can be finalized. If an entity did not have any Major Owners then this step would not be required.

Step 8: Complete the Entity Investor Profile

Once you’ve:

• Entered the entity’s information and EIN;
• Identified the required Major Owners;
• Selected an Authorized Signer;
• Chosen the applicable accreditation standard;
• Entered the full ownership breakdown, if required; and
• Completed the required accreditation steps;

click Continue and confirm the information when prompted.

Your Entity Investor Profile has now been created in Sally.

You can use the profile in the applicable investment onboarding workflow.

Frequently Asked Questions

Do I need to add every member of an LLC or SPV?

Not necessarily. Sally initially focuses on Major Owners who directly or indirectly own 20% or more, along with an Authorized Signer. However, if you select the accreditation standard requiring all equity owners to be accredited investors, Sally requires an ownership breakdown totaling 100%.

What if my SPV has no Major Owners?

You can still create the profile. Sally requires an Authorized Signer who can act on behalf of the entity, even if that individual has no ownership interest.

Can a minority owner be the Authorized Signer?

Yes. An individual does not need to own 20% or more to serve as the Authorized Signer. They must have appropriate authority to act on behalf of the entity.

Can an SPV invest through another SPV or LLC?

Yes. Sally supports multi-layered ownership structures, including entities owned by other SPVs, LLCs, LPs, or trusts. The platform collects the required information about the underlying ownership structure.

Why does Sally ask for ownership percentages?

Ownership information is collected to support Know Your Customer (KYC) and Anti-Money Laundering (AML) compliance requirements. Financial institutions and investment platforms must identify and verify certain individuals who ultimately own or control investing entities. Sally uses ownership percentages to identify Major Owners who require additional verification. Ownership information also helps determine the applicable investor accreditation requirements..

Do all minority investors need to provide Social Security numbers?

Not simply to complete the minority ownership breakdown shown in this workflow. Sally generally collects their names, entity information where applicable, and ownership percentages.

Create and Manage Entity Investor Profiles With Sally

Sally is purpose-built SPV software that simplifies investor onboarding, entity ownership identification, accreditation, and investment administration.

Whether your investing entity has one owner, dozens of minority investors, or multiple layers of LLCs and trusts, Sally guides you through the required steps in one platform.

Learn more about Sally’s SPV software at Sally.co.