A Special-purpose entity of Vehicles

A special purpose entity (SPE) special purpose vehicle in some cases, A formal definition is "a special purpose entity is in organization with a limited predefined purpose and legal personality".Typically, companies transfer assets to SPEs for management or use SPEs to finance large projects in order to achieve a narrow set of goals without putting the entire company at risk.SPEs are also commonly used in complex financings to separate different layers of equity injections.SPEs are often created and registered in tax havens, allowing tax avoidance strategies not available in the home region.Round trips are one such strategy.Additionally, they are often used to own a single asset and the associated licensing and contractual rights (such as an apartment building or a power plant) in order to transfer that asset more easily.They are part of common public-private partnerships throughout Europe, depending on the structure of the project financing type.

A special purpose vehicle may be owned by one or more other entities, and certain jurisdictions may require certain parties to own certain percentages of ownership.It is often important that the SPE is not part of the entity set up on behalf of the SPE (sponsor).For example, in the context of loan securitization, if the SPE securitization vehicle was owned or controlled by the bank whose loans were secured, the SPE would be merged with the rest of the banking group for regulatory, accounting and bankruptcy purposes, which would destroy the securitization meaning of transformation.As a result, many SPEs are set up as "orphan" companies whose shares are settled in a charitable trust with professional directors provided by a management company to ensure there is no relationship with the promoters.

Uses 

Some reasons for creating special purpose entities are as follows:

• Securitization: SPEs are often used to securitize loans (or other receivables).For example,a bank may wish to issue mortgage-backed securities, with payments drawn from a pool of loans.But to ensure that holders of mortgage-backed securities have a priority right to receive loan payments, those loans need to be legally separated from the bank's other obligations.This is done by creating an SPE and then transferring the loan from the bank to the SPE.

• Risk sharing:Companies can use SPEs to legally insulate high-risk projects/assets from the parent company and allow other investors to share the risk.

• Financial: A multi-tier SPE allows for multiple layers of investments and debt.

• Asset transfer: Many licenses required to operate certain assets, such as power plants, are either non-transferable or difficult to transfer.By having the SPE own the assets and all licenses, the SPE can be sold as a standalone package instead of trying to distribute multiple licenses.

• Keep intellectual property private:For example, when Intel and HP began developing the IA-64 (Itanium) processor architecture, they created a dedicated entity that owned the intelligence behind the processor.This is done to prevent competitors like AMD from acquiring the technology through pre-existing licensing deals.

• Financial Engineering:SPE is often used in financial engineering schemes where the primary goal is tax avoidance or financial statement manipulation.The Enron case is perhaps the best-known example of a company using SPE to achieve the latter goal.

•  Regulatory reasons:SPEs can sometimes be set up in orphan structures to circumvent regulatory restrictions, such as regulations relating to the nationality of ownership of particular assets.

• Real estate investment:Some countries tax capital gains and real estate sales at different rates. Having each property owned by a separate company can mean a lower tax bill.These companies can then be bought and sold instead of the actual property, effectively turning property sales proceeds into capital gains for reduced tax payments.