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.

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) 

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.