Frequently Asked Questions

REF does not issue “no-action” letters in lieu of real estate syndication filings. However, there are filing exemptions available through the Policy Statements for syndications. 

REF memorandum entitled "Real Estate Syndication Offerings That Include Rights to Acquire Condominium Units" (June 19, 2013) will provide guidance in situations similar to FAQ #2.

Yes. Filing with the Securities Exchanges and Commission ("SEC") does not satisfy the requirement for filing under the New York Syndication Act. However, if you have filed with the SEC, there are filing exemptions available through the Policy Statements.

If you have filed with the SEC pursuant to Rule 504 or 505 of Regulation D, you may qualify for a filing exemption through Policy Statement 100. If you have filed with the SEC under another category of securities, you may qualify for a filing exemption through either Policy Statement 102 or 104.

If you have filed with the SEC pursuant to Rule 506 of Regulation D; or pursuant to Regulation A, Tier 2; or as a "qualified purchaser" defined by Section 18(b)(3) of the Securities Act of 1933, Form 99 is available to file notification filings with REF. 

If you own a participation interest in the partnership with other individuals and are selling all or part of your participating interest, you are offering participation interests in a real estate venture. Thus, you must register your syndication with REF. There are filing exemptions available through the Policy Statements. 

Every real property and every real estate venture is unique; thus, every circumstance may be different. If you have an issue concerning your syndication, send your question to REF and we can assist you in resolving the issue. Please put "syndication inquiry" in the subject line.