Starting a Partnership with a Friend. In need of a Contract.

Starting a Partnership with a Friend. In need of a Contract.

Rental Property Investor · Augusta, GA · Member since 2017 · 20 posts · 3 votes

Let me start by saying I love real estate! It provides so many opportunities that would otherwise be unobtainable by ordinary people like me. So I have jumped into it looking for as many opportunities as I can find.

I am currently working through a for sale by owner deal and discovered that this seller is no ordinary real estate owner. He owns more than 150 properties and is now looking to retire. With that being said I am trying to learn as much as I can from him while also trying to acquire more property.

In order to be able to scale the business and purchase more property, I am working with a good friend of mine to partner on a couple of deals. 

Here are the terms:

1. 50/50 on money down and any associated cost to purchase the property.

2. As real estate agents and property managers he wants my wife and I to manage property.

3. He will be completely hands off (Since he will be a remote investor) and does not require any profits made from rents.

4. We will split the equity 50/50 when we go to sale the property.

I have a couple of questions:

1. Has any one done a deal like this?

2. How do we structure it to create a win-win scenario for both of us?

3. If there are any damages or large capital repairs required how should we handle (HVAC, Roof, Plumbing etc.)?

4. How do we structure it for when we should sell property, or any extra payments made by us from profits to escalate payoff of property.

Any other advise when going into business with a friend or any example of contracts are wanted and welcomed. Thanks in advance!                                                                                  

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Rental Property Investor · Durham, NC · Member since 2016 · 7k+ posts · 7k+ votes
7y
@Raymond Brown. You’ll want an attorney for this. So many things you never even mentioned and to many to get into on a forum. Talk to an attorney.
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  • Rental Property Investor · Durham, NC · Member since 2016 · 7k+ posts · 7k+ votes
    7y
    @Raymond Brown. You’ll want an attorney for this. So many things you never even mentioned and to many to get into on a forum. Talk to an attorney.
  • Realtor · WV · Member since 2018 · 454 posts · 310 votes
    7y
    @Caleb Heimsoth A couple hundred dollars for an attorney could save you infinite amount of time and money if you structure incorrectly.
  • Rental Property Investor · Augusta, GA · Member since 2017 · 20 posts · 3 votes
    7y

    I was thinking that was the case I will be talking to an attorney this next coming week to hammer out the details. Thanks for your help. Has anyone done a deal like this? How would you structure your deal?

  • Attorney, CPA, Broker & Author · Scottsdale, AZ · Member since 2018 · 532 posts · 488 votes
    7y

    @Raymond Brown After you talk with the attorney, you may want to share some of their suggestions with the BP Community. Thanks

  • Daniel DietzPro Member
    Rental Property Investor · Reedsburg, WI · Member since 2011 · 1k+ posts · 857 votes
    7y

    We just made an offer today and got it accepted on a 4 plex for 265K. 

    The 'private money partner' (no work or management what-so-ever) is brining ALL the down of 60K, and we will do ALL of the finding of properties, purcashe, finance, manage, etc..... We are forming a new LLC (our lawyer advises to do a new one with each private lender if we do this more than once) where we will be 50% owner, and the private lender will be 50% owner.

    We are all more interested in the long term equity build as much or more than the monthly cash flow. We will split up any 'cash flow' once a year. In the end, or if we want to do a refinace earlier, the private money partner will FIRST get their 60K back, and THEN all proceeds are 50-50. 

    From our exisitng properties (we have 25 units before this) it looks like we should EACH be able to make about a 10-15% return on the initial equity. 

    He is getting a great, relatively safe return that is much more stable than the stock market, and we get to make a great return with no cash out of pocket, and just using or management skills which we have pretty well fine turned. 

    A win-win if you ask me :-)

    Dan Dietz

  • Rental Property Investor · Augusta, GA · Member since 2017 · 20 posts · 3 votes
    7y

    @Daniel Dietz that is awesome. It looks like you have worked out all of the details and are making great returns. Do you mind me asking why it is good practice to form an LLC for the partnership?

  • Daniel DietzPro Member
    Rental Property Investor · Reedsburg, WI · Member since 2011 · 1k+ posts · 857 votes
    7y

    @Raymond Brown in my state it is fairly cheap to form an LLC, about $800 or so. It does a great job of spelling out SO many things in detail; voting rights, buyouts, accounting details etc...

    The other thing I like, being that our partnerships are 'long term', is that it is well defined how each member can sell 'shares'. This allows partial buyouts and the like. 

    There is also the added liability protections that come with an LLC, especially a multimedia LLC (there is some questions if single member LLCs offer viability protection, especially if you don't do a good job keeping LLC things separated from personal things)

    Hope that helps, 

    Dan Dietz

  • Attorney · Nashville, TN · Member since 2015 · 1k+ posts · 1k+ votes
    7y

    @Raymond Brown

    I know nothing about TN law --- but a few thoughts:

    • You probably want an LLC. Not sure about the law in TN but the general law is that general partners share liability.
    • I have no idea if TN has Tenancy by the Entirety or if it is Community Property state. But if the parties are married and there are no nuptial agreements, that's something the partners should discuss.
    • It's not a bad idea for parties to expressly spell out the minimum percentage of reserves (e.g. vacancy, repair/maintenance, and capex) that the LLC or the partnership must hold. This is especially true since the word "profit" can be a bit ambiguous.
    • Partnership Agreement or Operating AGreement should spell out capital call obligations. You should also consider funding your reserve accounts from day 1 using your own funds. For example, let's say you are buying the property $100k. You both expect that the property will need about $20k in capital expenditures in the next two years or so. In such cases, you can fund the LLC at $120k instead of $100k.
    • This is getting to a rather specific advice but I would probably have the LLC/Partnership pay you and your wife for your service instead of messing with the distribution formula for the underlying property. In other words, instead of writing the agreement to say that you are entitled to rental profit/income, just leave the distributions as is but enter into a separate contract between you and the LLC/Partnership for the payment. Or pay yourself as the manager. In my experience, it is generally a good idea to have the profit interests of an LLC/Partnership to match the ownership/membership interests of the LLC/Partnership. You don't have to --- but I think it's just easier. Talk to your attorney and CPA about it.

    Disclaimer: While I’m an attorney licensed to practice in PA, I’m not your attorney. What I wrote above does not create an attorney/client relationship between us. I wrote the above for informational purposes. Do not rely on it for legal advice. Always consult with your attorney before you rely on the above information.

  • Investor · New Hope, PA · Member since 2019 · 16 posts · 3 votes
    7y

    Hi!  I'm very glad to have found this thread.  I am trying to purchase another investment property - but this time with a partner and I have no idea how to structure the contract and wanted some experienced thoughts before I go digging for an attorney.  If anyone has anything else to share...please do so.  My other thoughts are 1) What if one of the partners wants to exit the agreement at some point for personal reasons; 2) What if one of the partners wants to live in one of the units within the multi-family properties.  Thank you.  Mandee

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