SEC filing record
Primary Source · SEC.gov

MML Partnership Capital VII S.C.Sp

Fund Vehicle2019 vintageRule 506(b), Section 3(c), Section 3(c)(1), Section 3(c)(7)Filing record

Built from the SEC filing index the day the filing landed. The figures below are the issuer's own from Form D; AltStreet's analysis, sponsor link and data flags follow when the entity is enriched.

Raised

$783M

Investors

56

Min Invest

$54,865

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What this filing shows

·

Every sentence is a value as filed on SEC Form D

MML Partnership Capital VII S.C.Sp is a Luxembourg limited partnership that first filed a Form D on March 26, 2019 and most recently amended it on September 15, 2021, describing itself as a other investment fund. The offering claims Rule 506(b), Section 3(c), Section 3(c)(1), Section 3(c)(7) and covers pooled investment fund interests. MML Partnership Capital VII S.C.Sp reported $783,129,927 sold from 56 investors of a $783,129,927 total offering as of the Form D filed September 15, 2021. The offering relies on Rule 506(b), which permits sales to accredited investors and to no more than 35 non-accredited investors who meet a sophistication standard, and prohibits general solicitation. The filing checks both Section 3(c)(1), which caps the fund at 100 beneficial owners, and Section 3(c)(7), which requires every investor to be a qualified purchaser, generally an individual with at least $5 million in investments. A fund normally relies on one or the other. The filing reports no non-accredited investors. The minimum investment accepted from an outside investor is $54,865. The Form D names Mercury Capital Advisors, LLC (CRD 152338) as the recipient of sales compensation soliciting in all states. The issuer's address of record is 8 Rue Lou Hemmer, Senningerberg, Luxembourg L-1748.

EDGAR Filing Data

Form D — Primary Source

View on SEC.gov
CIK Number0001771702
Entity NameMML Partnership Capital VII S.C.Sp
ExemptionRule 506(b), Section 3(c), Section 3(c)(1), Section 3(c)(7)
What the exemption meansRule 506(b) of Regulation D: securities may be sold to an unlimited number of accredited investors and up to 35 non-accredited investors who meet the rule's sophistication standard, without general solicitation or advertising. Section 3(c) of the Investment Company Act of 1940: the issuer is a pooled investment vehicle relying on an exclusion from registration as an investment company. Section 3(c)(1) of the Investment Company Act: the fund is excluded from investment-company registration because it has no more than 100 beneficial owners. Section 3(c)(7) of the Investment Company Act: the fund is excluded from investment-company registration because every investor is a qualified purchaser, generally an individual with at least $5 million in investments or an institution with at least $25 million.
Entity TypeLimited Partnership
Jurisdiction of OrganizationLuxembourg
Issuer Address8 Rue Lou Hemmer, Senningerberg, Luxembourg L-1748
Phone003522461606000
Industry / Fund TypePooled Investment Fund · Other Investment Fund
Investment Company ActExcluded under Section 3(c)(1) (100 beneficial owners or fewer) and Section 3(c)(7) (qualified purchasers only) (both boxes checked on the filing)
Securities TypePooled investment fund interests
First Sale DateMarch 27, 2019
Filing DateSeptember 15, 2021
Accession Number0001771702-21-000002
Total Offering Amount$783,129,927
Total Amount Sold$783,129,927
Amount Remaining$0
Total Investors56
Non-Accredited InvestorsNone
Minimum Investment$54,865
Offering DurationOne year or less
Net Asset Value RangeDecline to Disclose
State (Issuer Address)N4
Amendment Count2 filings on record

Filings on Record

Every filing AltStreet's ledger holds for this CIK, newest first. Each opens the SEC archive folder.

In the Terminal

Filing events

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Statements extracted

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NAV prints

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none on file

Offering chains

1

closed

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Fund family Part of the MML Partnership Capital family: 2 vehicles across 2 generations · adviser of record Mml Uk Advisor LLP · full family and the filing behind each link in the terminal

Investor

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Related Persons (Form D)

Executive officers, directors, and promoters listed on the SEC Form D filing. Source: SEC.gov.

Item 3 changed on the Form D filed 2021-09-15: 5 related persons added and 4 removed against the filing of 2019-03-26; 7 now listed. The names are in the Terminal feed.

MML Partnership Capital VII GP S.a.r.l.

Promoter · Senningerberg, N4

General Partner of the Issuer

Carne Global Fund Managers (Luxembourg) S.A.

Promoter · Senningerberg, N4

AIFM of the Issuer

MML UK Advisor LLP

Promoter · London, X0

Advisor to the Issuer

MML Holdco 7 Ltd

Promoter · London, X0

Advisor to the Issuer

Salman Tajak

Executive Officer · Senningerberg, N4

Anne-Cecile Vasseur-Jourdren

Executive Officer · Senningerberg, N4

Fabrice Badouraly

Executive Officer · Senningerberg, N4

Placement Agents and Sales Compensation (Form D)

Who the issuer reported paying to sell the securities (Form D Item 12), with the FINRA registration number the filer gave. Source: SEC.gov.

Mercury Capital Advisors, LLCCRD 152338 on BrokerCheck

London, X0 · Soliciting in all states

Questions About MML Partnership Capital VII S.C.Sp

Each answer is built from the values on the SEC filing and the AltStreet ledger, not from the issuer's marketing.

What is MML Partnership Capital VII S.C.Sp?

MML Partnership Capital VII S.C.Sp is a Luxembourg limited partnership that filed a Form D with the SEC on September 15, 2021 as a other investment fund. The filing claims Rule 506(b), Section 3(c), Section 3(c)(1), Section 3(c)(7) for an offering of pooled investment fund interests.

Is MML Partnership Capital VII S.C.Sp legit?

AltStreet does not rate legitimacy; it reports the public record. MML Partnership Capital VII S.C.Sp filed a Form D with the SEC on September 15, 2021 claiming Rule 506(b), Section 3(c), Section 3(c)(1), Section 3(c)(7). A Form D is a notice of an exempt offering, not a review or approval of it. The newest notice reports $783,129,927 sold to 56 investors. AltStreet's enforcement record (SEC, FINRA and state actions) shows no action naming the issuer as of today. Before investing, confirm the filing on EDGAR, check the seller's registration on FINRA BrokerCheck, and read the offering documents, which a Form D does not include.

Is MML Partnership Capital VII S.C.Sp registered with or approved by the SEC?

No. A Form D is a notice that an issuer is selling securities under an exemption from registration, and the SEC does not review, approve, or pass on the merits of the offering. The filing shows that MML Partnership Capital VII S.C.Sp claimed Rule 506(b), Section 3(c), Section 3(c)(1), Section 3(c)(7) and disclosed the items the form requires, such as the amount sold, the minimum investment, related persons, and anyone paid to sell the securities. It does not verify the issuer's claims or its business.

How much has MML Partnership Capital VII S.C.Sp raised?

MML Partnership Capital VII S.C.Sp reported $783,129,927 sold from 56 investors of a $783,129,927 total offering as of the Form D filed September 15, 2021.

Who can invest in MML Partnership Capital VII S.C.Sp?

The offering relies on Rule 506(b), which permits sales to accredited investors and to no more than 35 non-accredited investors who meet a sophistication standard, and prohibits general solicitation. The filing checks both Section 3(c)(1), which caps the fund at 100 beneficial owners, and Section 3(c)(7), which requires every investor to be a qualified purchaser, generally an individual with at least $5 million in investments. A fund normally relies on one or the other. The filing reports no non-accredited investors. The minimum investment accepted from an outside investor is $54,865.

What is the minimum investment in MML Partnership Capital VII S.C.Sp?

The Form D lists $54,865 as the minimum investment accepted from any outside investor as of September 15, 2021. Issuers can waive their own minimums, and the figure does not include fees.

Who is selling MML Partnership Capital VII S.C.Sp and how are they paid?

The Form D names Mercury Capital Advisors, LLC (CRD 152338) as the recipient of sales compensation soliciting in all states.

Who is behind MML Partnership Capital VII S.C.Sp?

The Form D lists 7 related persons: MML Partnership Capital VII GP S.a.r.l., promoter (General Partner of the Issuer); Carne Global Fund Managers (Luxembourg) S.A., promoter (AIFM of the Issuer); MML UK Advisor LLP, promoter (Advisor to the Issuer); MML Holdco 7 Ltd, promoter (Advisor to the Issuer); Salman Tajak, executive officer; Anne-Cecile Vasseur-Jourdren, executive officer; Fabrice Badouraly, executive officer. Form D Item 3 requires executive officers, directors, and promoters of the issuer to be listed.

Where is MML Partnership Capital VII S.C.Sp located?

The issuer's address on its SEC filings is 8 Rue Lou Hemmer, Senningerberg, Luxembourg L-1748. Its phone number of record is 003522461606000. It is organized under the laws of Luxembourg.

How long is the MML Partnership Capital VII S.C.Sp offering open?

The issuer indicated that the offering is not intended to last more than one year. An issuer must amend its Form D annually while a continuing offering stays open; 1 amendment is on record for this CIK.

How large is MML Partnership Capital VII S.C.Sp?

The issuer declined to disclose its net asset value range on the Form D, which the form permits.

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Data Methodology

Capital raise figures, investor counts, and filing dates are sourced directly from SEC EDGAR Form D primary documents via the SEC EDGAR submissions API and full-text search index. EDGAR entity profiles and deal-level data are reviewed by AltStreet analysts with backgrounds in corporate finance and securities law — cross-referenced against offering circulars, audited financial statements, and primary regulatory filings before publication. Platform-provided information, where present, is clearly labeled and does not affect EDGAR data or AltStreet editorial coverage. Platforms may request factual corrections for demonstrable inaccuracies by contacting [email protected]. This page does not constitute investment advice.