Investment TICs, Crowdfunding & Securities

Securities law issues important to both small developers and large syndicators

The articles, links and resources on this page relate to real estate investments, including tax-deferred exchange (1031) TICs, limited and general partnerships, limited liability companies, and offering and raising money for real estate investments. These topics raise securities law issues that are important to both small developers and large syndicators and project sponsors. To learn more about 1031 TIC and syndication legal services offered by SirkinLaw APC, visit Our Services.

Sample Property Co-Ownership Agreement For Three or More Parties Investing Together

This agreement template is for groups of 3-6 parties, couples or subgroups to co-own investment property as tenants in common. Can be used in any U.S. state, to protect the owners from unforeseen events or disagreements, and following death. Plain English, easy to understand and customize, eighteen pages in length with a detailed table of contents. Not suitable where the title will be held as a limited liability company (an “LLC”), but excellent for the increasingly common arrangement where the property will be held in tenancy in common, but one or more of the tenant in common investors will hold/her her TIC share in an LLC.

Sample Property Co-Ownership Agreement For Two Parties Investing Together

This agreement template is designed for situations where two parties will co-own investment property as tenants in common, or where there are more parties but they will be effectively separated into no more than two subgroups.

Investment Offerings Securities Restrictions Relaxed

Those wishing to raise money for real estate investments will now be able to advertise their offerings to the general public without registering a securities offering.

Securities Law Primer For Real Estate Professionals

An explanation of when securities regulations apply, and how they operate, for investment property sellers, brokers, and other real estate professional

TICs and 1031s

An introduction to the issues relating to tax-deferred (IRC Section 1031) exchanges into tenancy in common (TIC) property investments.

SEC Rules That 1031 TIC Offerings Are Securities

On January 14, 2009, the U.S. Securities and Exchange Commission issued a letter under which most sponsored tenant in common (TIC) investment opportunities, commonly promoted in connection with 1031 tax deferred exchanges, would be subject to federal securities regulations. This further confirms the opinion held by most legal experts that these 1031 TICs must meet securities offering requirements. Specifically, they would need to be either registered or offered privately (without advertising) to only the very wealthy, and that those selling them must be licensed to sell securities. The SEC ruling was limited to the specific facts of a particular offering, but the offering presented used a very common structure. While the effect of the ruling will be debated by some, it leaves little doubt that the typical tenant in common investment is a security. (2324 KBytes, PDF)