Issues in Fractional Interests in Real Estate, with Attorney Connor Inlow
The Fractional Interest Podcast · · Guest: Connor Inlow, TLD Law
Episode summary
Bill Gross talks with Connor Inlow, an attorney in the transactional law division at TLD Law's Long Beach office and a past Probate Weekly guest, about the problems that come up when several people own one property.
Connor says fractional ownership most often comes through estate planning, when siblings or relatives from different marriages inherit together. He explains the difference between a tenant who rents and a co-owner holding as a tenant in common, and says many co-owners do not know that each one, even a minority owner, has an absolute right to partition.
He explains that in a partition action the court has discretion over fees and costs, that a probate judge may give a second chance to recover costs, and that a buyer of a partial interest usually pays less than its share of the full value. To prevent fights, Connor recommends a tenants in common agreement with a right of first offer or first refusal, buyout terms and, where appropriate, a waiver of partition, signed while everyone is on good terms.
They also cover leases, subleases and license agreements, property management, and business partnership agreements, including buy-sell plans funded with life insurance. Connor's closing advice: preparation and communication.
Key points
- Inheritance is the most common way people end up co-owning real estate.
- Every co-owner, even a minority owner, has a right to partition.
- A partial interest usually sells for less than its share of the full value.
- Sign a tenants in common agreement while everyone is still getting along.
- Business partners need a buy-sell plan; life insurance can fund a buyout.
Questions answered in this episode
What is the difference between a tenant and a co-tenant?
Connor Inlow explains that a typical tenant has no ownership, only a leasehold interest, while tenants in common each own part of the property. Watch at 3:20
Can a minority co-owner force a sale?
Connor says many people do not know about the absolute right to partition, which every co-owner has, including a minority owner. Watch at 6:21
Who pays the attorney's fees in a partition action?
Connor says the court has discretion and broad equitable powers over fees and costs, and in some cases can assign most or all of them to the losing party. Watch at 8:49
What should a tenants in common agreement include?
Connor recommends terms such as a right of first offer or first refusal when one owner wants to sell, plus buyout and dispute-resolution terms, agreed before closing while everyone is on good terms. Watch at 14:47
Can co-owners waive the right to partition?
Connor says that if co-owners waived the right to partition in their contract, it is much easier to avoid a partition, and courts will typically throw such a claim out. Watch at 17:24
Is a half interest worth half the property's value?
Not usually, Connor says. You may own half of a million-dollar property free and clear and still be unable to get $500,000 for it, because a partial interest sells at a discount. Watch at 18:10
Transcript
Transcript generated from YouTube captions for this episode and lightly cleaned (filler words and repeated words removed, names and web addresses corrected; phone numbers and email addresses read on air are replaced with a placeholder; [unclear] marks words the captions did not capture). It may still contain transcription errors, and speaker labels are not included. Timestamps link to that point in the video, which is the authoritative record.
Editor's note: Bill Gross is a California real estate broker, not an attorney. This is general information, not legal advice.
0:00 Welcome to the Fractional Interest Podcast where we talk about issues that come across when there are several parties on a property who maybe are to be together or no longer want to be together and how do we avoid that and how do we resolve it favorably for our party if not for all parties. Really lucky to have attorney Connor Inlow with TLD law one of my favorite law firms. Connor, thank you for joining us today.
0:24 Thanks Bill, thanks for having me again. Good to be with you and past guest my podcast on Probate Weekly and fellow Trojans. So, lots of good stuff going for you. Real appreciate your time. So, let's talk about fractional interest. My experience as a real estate agent is often it comes into a probate case where lack of estate planning. Somebody ends up with two people who are maybe not related or not interested in holding property together. Could be two siblings or commonly it's maybe a sibling from a prior marriage and then the new wife or kids from the new wife that now find themselves in common owning property. Talk about these issues when they come to you. What's the problem people might bring to your attention and look for help with?
1:00 Yeah. Yeah, it's exactly right, Bill. That's when we see it the most common is the estate planning purposes because that's when people really end up with real estate most commonly with, you know, siblings or someone they don't know. It's uncommon to kind of stumble upon real estate ownership with someone that you don't kind of know and trust, have a working relationship with outside of that. And so that's where we see it the most common where you know parents will have multiple kids and they want to be fair and you know you certainly understand that but if there's one real estate asset in the estate or even two and there's multiple siblings you know co-owning real estate in California is difficult and it comes with a lot of you know responsibilities that each co-tenant has and it also comes with rights that each co-tenant has that creates a lot of challenges just from the highest level you know if you own 10% of a property, you're expected to pay 10% of every common shared expense, you know, the insurance, the property taxes, you know, the maintenance, anything associated with the common ownership of the property, you're expected to pay 10%. Likewise, any income from the property, you're expected to pay 10%. And then the biggest thing that I think people don't know, and I'm sure you're this would be your next question, is that the right every co-tenant has is the right to partition in California. And what that means is if you don't want to co-own real estate with your other co-tenants, the other people who own the real estate with you don't have to.
2:28 And so you can force the sale if they can't buy you out. And we can get into kind of what that looks like, but it's a big problem potentially.
2:38 Now, when you use word co-tenants, just for non legal personnel, you're not referring to people renting property together as tenants. You're saying co-tenants as in tenancy, the way that you own property. So two people own property together. They have rights and even for the minority and this is a common misconception I find often times people say well you know I only own 25% so I'm stuck with whatever my brother wants whether it be he lives there and lives there free or he collects all the rent and pays himself management fees are unfair and the reality is that even minority has certain rights and you mentioned the one partition which means you can force the sale under certain terms talk a bit about what the rights a minority owner might have and what the process looks like generally.
3:20 Yeah. Yeah. Thanks for catching me on that. I know I sometimes forget. But yeah, you know, a typical tenant when you're thinking about it is someone who doesn't have any ownership in the property. They have a leasehold interest or they have a lease agreement with the person who does own the actual real estate. A tenant in common is just a legal term for someone who does have ownership of the property but not complete ownership themselves. They share it with another party. So they have a relationship with the other owners of the real estate. And so what you have as a someone who owns a portion of the real estate and like you said it, you know, I'm 1% interest is enough to have the right to partition. And so what that means is in California, it's an absolute right. So unless there's an agreement like a tenancy and common agreement or you put the property into an LLC and have an operating agreement that waives partition, it means you have the absolute right to sell the property if you want. And so you can go to the other party saying,"I no longer want this interest. Can you buy me out?" And, you know, this is often challenging when, you know, residential real estate, commercial real estate, in Southern California, it's really expensive and people don't potentially have the liquidity to do that or they don't want to take out a loan with current interest rates to do that. And so, they are stuck potentially not being able to buy this person out who has the right to partition. And so if you can't come to an agreement to sell the property or buy that person out, you end up going to court and you can have a court supervised sale of the property. And this is most common when there's a lack of agreement when someone is living there because, you know, sometimes they have a low property tax basis. Sometimes it's they have an emotional attachment to the property. They've lived there forever. It's their mom and dad's home, their grandparents home. And so they don't want to leave and they're resisting this right. But, you know, like I said, it's an absolute right. So ultimately, unless you have some sort of waiver or some sort of off-ramp, the court will order the sale of the property and it ends up being expensive and long process where there's not many defenses to it unless there's some sort of agreement to the
5:22 Contrary. And so I think this is one of those things that my experience it happens from time to time. Many people don't know their rights, so they don't explore it. But the process usually looks like I want to sell but my the other partner won't. And I argue with them for a while. Then I get an attorney. The attorney writes the nasty letter and the other party just ignores the nasty letter. Then the attorney files the partition action which I think is the word used is absolute right absent an agreement otherwise. Which means basically saying we're not selling the property. We want the court to approve a process and allow us to sell the property under certain procedures. And once I find the parties serve with that lawsuit and they're faced with retaining an attorney if they want to try to fight it, that's where everything rolls over and they come, you know, all of a sudden, you know, minds come to agreement and some sort of a settlement is. Is that kind of your experience in this area?
6:21 Yeah, I think you got it exactly right. I mean, that's always how it goes. Once you know people don't really know about the absolute right to partition and so especially if you're living there or you have some sort of attachment to it or you know it has good maybe even steady rental income maybe people just like the passive income whereas the other person wants kind of the cash now and they want to move or something along those lines. There's different needs. Some people value just the recurring passive income of a property, whereas the other sibling who owns it, let's say, wants, you know, to sell it for a lump sum injection of cash because they want to say move to Idaho and put down a down payment on their new home in Idaho. I mean, there's a lot of different reasons people might want to stay or sell. And that disagreement will cause that dispute. And so, you're right. I mean the first step as a lawyer because when you talk to clients you don't going to trial on a partition is typically a waste of everyone's money if there's no dispute about you know that there was no waiver of the right to partition I mean the outcome is more or less guaranteed it's just about these agreements about when you're going to sell it what broker to use the purchase price you want to list it at things like that there are other agreements that you need to have even if you agree to sell that sometimes parties aren't able to overcome but yeah the first step is that nasty letter. And then that usually people typically ignore, but maybe they, you know, if they get their own counsel, they can, their counsel can explain to them what this letter is saying. It's not just scary. There are real you know, rights here that your co-owner has. And so, but once the complaint is filed, typically you do see most cases settle because of the inevitability of it all.
8:03 But, people really will fight strongly for additional time. They'll fight strongly for their friend to be the broker. They'll fight strongly saying, you know, this isn't a good time to put the property on the market. The there's a lot of things that can be negotiated and the impetus to do all that, the incentive is that once you go to court, you know, there's additional court fees, legal fees, and then also if the court needs to, you know, hire appraisers, then the probate referee or sorry, not a probate referee, a partition referee. I mean, these are all additional expenses that the parties typically have to share based on their interest in the property unless there's some equitable reason to balance it otherwise. And so, it's all just money coming out of your pocket that you could keep if you just agree to list it on the terms you guys come together on.
8:49 And I believe in a partition action the prevailing party gets reimbursed for expenses and their attorney's fees. Not always. There are the court has discretion to do so. The court has a lot of equitable powers in that realm. And so there is certainly the chance that if you're the party who loses, the court can assign a 100% of the costs and fees including the other party's attorney's fees to the party who let's say resisted it. But it's the baseline standard is that if you own it 50/50, you share 50% of the partition costs and fees and you pay your own attorney's fees is kind of the baseline. But there are statutes within the partition action section that allows the court the power and discretion with their equitable reasons to allocate it as the court sees fit. And so if there are you know really unreasonable actions or bad faith actions, things done to make it more difficult that you know the court sees equitable reasons in their discretion to allocate the cost of the partition to one party over the other and any allocation they see fit. They are within their rights to
9:59 And then probate there's like a second bite of the apple because even if it doesn't happen through the pro the partition court the probate judge can be persuaded you know these are expenses that were caused if the other party's a beneficiary and I've seen this where the judge will take all the costs saying you know you had no right to hold this property you were one of four you siblings and therefore you know I'm allocating all the expenses to get you out and that's true for evictions as well that often times, you know, if you have a beneficial interest in the property, you're spending your own money and while it seems easy to fight it legally, at the end of the day, you may end up losing a lot of money as a result.
10:37 Yeah. Yeah. Certainly. And then the other part you have to consider if you can't settle is after the court issues the partition which that what that means is the property will be listed to sell there is a contribution argument or a fees argument and you can kind of really rack up you know a lot of time and money on this trying to fight over who paid for which costs and what income and you try to you know you would go back over the last let's say few years of who paid you know every dollar you paid over your % interest, you can try to claw that back. Every dollar of income that the other party took at your expense, you can try to claw that back and that's a lot of difficult accounting and it's expensive and document driven. It can lead to a lot of discovery work which can be costly. But, you know, one example of that, if you're the co-tenant and you only own half the property, but you pay 100% of the mortgage, you pay the property taxes every, you know, year, you pay all the insurance, you the roof broke and you repaired all of it out of pocket. I mean, there's a lot of money that you can go back on if you and your co-tenant aren't following the statutory guideline that is you share it based on your interest. And so, if you're one of the co-owners of a real estate and you're not chipping in the amount you owe, there is certainly exposure if the other you know, you might have a good relationship with the co-owner right now and there's a working agreement, but nothing's written down. I mean, that's a risky spot to be in because if something goes wrong, they change their mind. They have a lot of rights and presumptions in their favor. Should they try to go back and say I was entitled to reimbursement for every single check I cut related to the common interest of this property and that will come out in the partition action if you can't come to a settlement as well.
12:18 So one of the this is this is most common we're talking about in cases where neither party was involved in the acquisition of the property they inherited it or was became theirs through some action. I've had cases where it was a court case and they won the right to the equity but now they have to you know deal with it. But there's also cases where you have disputes between co-tenants, meaning people own property together. Or they buy the property that way. They buy it as a maybe a tenant common, and either they don't have an agreement, assuming they're going to live together like they're going to get married, I've seen, or they write tenant agreement, a tenant common agreement that's insufficient. Can you talk a little bit about what are the important factors to put in a proper agreement to be, you know, enforcable and effective to protect both parties?
13:04 Yeah. Yeah, it's a great question. Really, there's two main ways to do it. One is if you're owning it in your individual name, owning the property that is in your individual name or in your trust, you'll have what's called a tenants in common agreement. And it's exactly what it sounds like that whoever is buying the property together, whether it's one to 100 people, they all sign an agreement where it's a contract and it's an enforcable contract among the co-owners describing their rights and responsibilities in relationship to this property. Meaning you can avoid kind of the statutory presumption. So, if you know one person is going to be paying more than their equity interest or less than their equity interest, that can be spelled out. And it can be spelled out who is the one responsible for making sure the property taxes are paid without being late. Even if you're paying the right amount, who's you know, which one of you, let's say there's three of you, I mean, one of you has to actually make sure the property taxes are paid. And so you can have a property manager, you can win, which is very common in the tenants in common agreement, but it's just an enforceable contract that lays out all of the rights and all of the responsibilities that each party has. And that way, if there's a dispute, you don't, it's not just a presumption. You have an enforceable contract where it said, you know, on this date, you agreed to do X and Y, you didn't do it. It's much cleaner and easier in order to clarify the rights and responsibilities and avoid someone doing a partition if there's a concern of that, which you know we typically do recommend. But you can create your own buyout procedure, meaning if a party wants to get out of their ownership of the real estate, you can create, you know, the rights of first offer, rights of first refusal.
14:47 What that looks like in practice is if you're one of the co-tenants and you want to sell your 25% interest, you have to let all the other parties who own the other 75% know, hey, I want to sell it. Here are the terms I'm looking for. If it's a right of first offer, if it's a right of first refusal, if you get an offer from a third party who you're looking to accept it, you first have to give them the identical terms. And that creates a time structure where there's, you know, hopefully good faith discussions on terms and conditions. And if the other parties can't or won't agree to those terms that you've either received or that you've created yourself, then typically you would have the right to take that third party offer or list it on the open market. But, you know, it is difficult to sell a partial interest. So, you do have to be mindful when you're signing this. Waving your right to partition is not only a good thing. You can be stuck owning real estate that you don't necessarily want to own anymore. That's why the law allows the right to partition. But overall, it's, you know, you have to kind of know why you're buying this property, what the timeline of buying this property is, and who you're buying it with. And then the kind of correlary to that is if you know, if it's a rental property, you might want to own it in an LLC for the liability protection of kind of making that bucket of assets for anything kind of separated from your other assets in case there's liability on that property. And you would have an operating agreement which is the internal governing document of the LLC and that would have a lot of the same provisions that you would see in a tenant in common agreement. It would just be in a separate enforceable contract among the LLC. And so it's the same thing of just understanding the risks and the opportunities of owning real estate with another person and trying to preempt all of these disputes.
16:32 And to the extent possible, you can create a dispute resolution, a buyout resolution when you're on good terms the day you're closing, you know, before you've closed on the property and you're in good spirits and you're happy with each other. That is best pace. Once something has gone wrong and emotions are high is when it is much more difficult to come to resolutions. And if there's no contract to fall back on, you're stuck with what the California law presumptions are. And that may favor you, it may not. So,
16:58 And even with a in truth, and I don't mean to put down the, you know, work of an effective attorney preparing a contract, but even with a good tenant common agreement, two parties that are just not going to get along and work out things. And if one party's dishonest, that doesn't change just because the contract, oftentimes these things still require litigation or attorney involvement to resolve things, right?
17:24 Yeah, certainly. You know, if you wave the right to partition, it is a lot easier to avoid a partition. If you can just produce that contract, courts will typically throw it out. But as to if they're not following the tenants in common agreement, I mean, that's a simple breach of contract claim and you still can end up in court for, you know, suing and counter suing of each other for breaching the contract. And you'll need to resolve that
17:50 Yourselves or let the court you know at the end of the day will be either a jury trial or bench trial whatever you agree to decide what happened who's owed money for what actions but certainly you're right if you don't follow the contract it's like any other contract it can be enforced against you or you can use it to enforce against the cosigners so
18:10 One of the challenges is that the partial interest may not be worth its percentage of the market value of the property meaning you can own half of a million dollar property free and clear and you may not be able to get $500,000 for it because if the other party doesn't want to pay that or you can't sell it together as a whole for a million dollars, the roster of people who would pay $500,000 for half a property that now they're partnering with somebody they don't know maybe is a small list. And so typically I believe there's a discount given for these fractional interests. I've been involved as a expert witness. I researched cases where you know different properties have different you know different product buckets have different discounts and situations have different discounts but at the end of the day there's a lot of discretion. I would say commonly the round number is about 70%. Meaning if you have a half interest in a million dollar property it's not worth $500,000 but it's worth about 350. How do you advise clients on the value of a property when it's a fractional interest?
19:11 Yeah. No, you're exactly right, Bill. And you know, basically taking everything I said, I hope it's clear that there are a lot of difficulties co-owning real estate together if you don't know them and get along with them and have a great working relationship with them where there's trust and everyone is following what's agreed to or just the code. And so there's not a lot of appetite in the open market for a third party to come in and co-own real estate with someone they don't previously know or have a working relationship with. And so, like you said, I mean, trying to just sell 50% of a property is extremely difficult to find a buyer and you will not get, you know, you can appraise a property at 100% as a baseline, but you typically need a professional appraiser who has like you, I mean, you know, you sound like you were an expert witness in this case. You need someone with experience appraising fractional interests. And, you know, appraisals are a bit of an art, not a science. But like you said, 70% is a is a reasonable number and you really just have to advise the client that it will not be the full amount and it makes it difficult in the negotiations in a partition because if the party who wants to be bought out owns 50%. They're not quick to accept that reality. So their offer for the buyout to avoid going to court for a partition is
20:27 Appraise it at 100% divide by two. That's my number. Take it or leave it. They don't want to deduct for, you know, if you do sell on the even if you sell on the open market 100%, you know, there are escrow fees, you know, there's broker fees, there's attorneys fees, whereas, you know, they don't want to deduct those things. And so those are what goes into the negotiations to avoid a
20:50 Partition. And so trying to come together to everyone acknowledging that there are costs and fees with selling the property, there are minority discounts, you need to be transparent with your client about it either way. You want to advocate for them as best you can, but you do need to manage expectations and realize if they're not going to consider these, you know, market truths that it's going to be more and more difficult to settle this or come to a realistic solution earlier and then it only ends up costing them more and more until they finally come to accept that. And so I think early communication about all of these, you know, unavoidable costs and difficulties with buying and selling real estate is paramount to creating an early settlement position that is reasonable.
21:36 Shameless plug. I track all the probate court confirmation sales in LA County and I've tracked every as a result every Fractional Interest sale that got court confirmation or it was denied. Hint, a lot of denied or don't go through because the objections and the difficulty of getting it done. And so somebody's interested in that particular topic, that's something that I have the data on that I don't think anybody else has. And the reality there is now you have a double piece, right? You're getting you're trying to sell the half interest and then if you buy the half interest, now you're dealing with a tenant common, you know, so it's like a double it's like a, you know, two bites of that discount two court matters. You have to really have the appetite to go through all that to get that done. So you know let's talk about the you know kind of move off a little bit off the fractional interest to where you deal with you know in general real estate. I know part of your practice is more is more broad than just probate and just fractional interest. I do appreciate going in detail like this. One of the areas that I know you talked about, I think it was a post that I read of yours about subleases and licensing agreements on properties and how those have different impact if you're trying to fractionalize or you're trying to sell interest in the property. Can you talk a little bit about what are strategies if you're trying to, you know, sell portional interest? What are some strategies that can make the property interesting or marketable to investors?
22:59 Yeah. So, I mean, subleases and license agreements are both non-equity ownership, meaning it's just a possessory interest in the property. You're not exchanging the ownership of the underlying deed, the underlying, you know, dirt, the land. But lease agreements will create a landlord tenant relationship with comes with a lot of rights and responsibilities. And one of the key differences between the two is typically a license is revocable at any time, meaning you can just take away a license if you're the party granting it. And so that gives you a lot more flexibility. And so we do see, you know, and ultimately what the courts will decide whether it's a lease agreement or license agreement. Parties want to, you know, landlords typically like revocability. You know, a lease agreement that's terminable at will by the landlord is a nice prospect for a landlord, but you can't just have a lease agreement and call it a license agreement. Ultimately, the court will look to the factors between them and decide whether it's a license or lease agreement. But when you have a lot smaller of an interest in a property where the, you know, let's say it's a vendor who comes on the property once a week or just wants to use a small space on the property. I mean, it's I think really important to have an attorney who's experienced drafting lease agreements and license agreements draft it in a way that is clear that there is no landlord tenant relationship that is being formed and that it's revokable at any time to ensure that you're not stuck in a position where you now have a landlord tenant relationship that you don't want. Because in California, whether it's residential or commercial, I mean, there's a lot of difficulties being a landlord and it's not easy to get rid of a bad tenant. But in any event, if you're selling a property, whether residential or commercial, if there's a lease on there, it's you can still sell it and you just assign the lease to the new buyer. But if there's a long-term lease, I mean, that's the number one asset that the buyer is going to be looking to when doing their due diligence of whether they want to buy this, how they determine the purchase price is how strong the lease agreement is, how, you
25:04 Know, fair market rent it is, what the option terms are, what the rent, you know, increases are, all those things they're going to be checking in the due diligence. And if they don't like the lease or they know that the tenant has missed payments. I mean, you see buyers go out of escrow when they see things like that they don't like in the lease agreement or in the tenant history. And so, if you're an investor in real estate or, you know, even if you just have one rental property, it's really important to make sure that the lease agreement you have is something you're proud of and that the tenant you have is a is a good tenant. I think people will try to be quick to rent rather than being patient and really trying to find the right tenant. And in my experience, getting the right tenant is better than getting, you know, the first tenant or just the highest paying because there's more factors than just looking to the highest rents you can have. And so the lease agreement is going to be the biggest factor into a sale of property that's under that has a tenant in place.
26:00 Excuse me. Whether it be commercial or residential, the best property management companies I've seen always have a couple different prospective tenants. They price it to be competitive enough where they're not getting top dollar, but they're getting the choice tenant who's going to be there turnover less, not cause problems other tenants. And at the end of the day, that creates more value for the property.
26:21 Yeah, certainly. And I think property management companies are a great tool. You know, having a good property management agreement is similar to like a tenant in common agreement. It's extremely valuable for real estate owners to have a good agreement with your property manager and have them do a good job and you know like you said having multiple tenants that apply is a good sign and you can weigh among them but you know especially commercial the eviction process is a little bit easier but in residential the eviction process is extremely costly and expensive and there's a lot of tenant protections in California given our you know housing crisis and homelessness problem. I mean, there's been a ton of legislation that's made it a really complex and even city by city, county bycounty issue. And so, you need oftentimes a evictions expert, not just in California, but in that locality. And that can be expensive and difficult. So, if you have the wrong tenant in a residential property who doesn't take care of the property or, you know, stops paying rent, it's really costly on the landlord in more ways than just a $50 rent difference month over month. And so, I certainly agree with you. If you can have, you know, get multiple applications and really take your time and think diligently about which tenant is the best fit for this property is a recommended by, I think, most attorneys. So,
27:42 Yeah, definitely. I feel like you're going to get a better property if somebody's bringing value to you and appreciates it. You get a tenant who just is out for every little nickel and they're overusing the restrooms and the parking and they disrupt and don't concern themselves with that. Then you really have yourself a problem. I think it's difficult. so, one other area I want to talk a little bit about that I know you get involved with business litigation and partnership divorces. You know, I deal in probate where oftentimes partners are kind of shotgun wedding put together because somebody died and for lack of planning now you're you have somebody who's maybe not an appropriate partner in an ownership position with somebody who is or built a company over a period of time. And so obviously that can be you know accounted for ahead of time with proper planning but once you're in a position with a difficult with a partner that maybe wasn't difficult you have a divorce people's interests change their finances change their marriages change or whatever it is. What are some of the issues in partnership divorces that you advise clients to either make those dissolutions you know more efficient, more productive and maybe avoid some of the problems that come up?
28:49 Yeah. Yeah, it's a great question. I think the first step is it's sort of similar to all the other agreements we've talked about is that partnership agreement that you first draft making sure that has the buyout and divorce mechanism that you want. It's sort of like a partnership prenup. And it describes what responsibilities the parties have. There are a lot of different options. I mean one is you give a right of first offer and write a first refusal to the partnership itself. You can give a right of first offer to the other partners. And then you can have a mandatory buyout by the partnership where if you want to sell the partnership has to buy it or if you want to be out the other partners have to buy it. But those all come with risks too because if all the partners want out at the same time that's a huge you know potential obligation on the partners or on the partnership. And so whether you want mandatory buyouts is something you have to think long and hard about. But you know it is certainly recommended to give those rights of first offers and refusals internally first and then figuring out what rights they have to you know sell after that. But what you do need to consider too with a partnership is that it needs two people. So if you have a partnership that just has two individuals and it's a general partnership I mean basically you can terminate that partnership at any time if the other party leaves. And so I think it's early ne you know early communication about what obl you know whether you want it to be mandatory or just rights of first offers and then giving reasonable timelines that keeps people you know a long enough leash to have good discussions but not so much time that they can kind of ignore it to figuring that out but ultimately there you know it's hard it's just hard because if it is a big asset and the other parties don't have the liquidity or the desire to buy them out I mean the divorce like any divorce is going to be challenging. So all you can do is have the best mechanisms in place you can early. And then one tool we do like to use in like kind of closely held businesses is you can often have a life insurance policy if someone does you know unexpectedly pass. You can use that
30:53 Funds to help buy out their interest from their estate so that their estate or their trust, you know, gets the money, the fair market value of their interest in it. And then the other person who's run the business with them gets to remain the sole owner. So, it's sort of an easy win-win with life insurance because it creates that liquidity that you want and need to have both parties kind of get the outcome they want and it's contractually obligated. So, there's not really any dispute over it. But short of that, you know, if there's not the money involved, you really you're really stuck with having to figure out the best way to split in a way that is agreeable to everyone.
31:30 I think two of the things you said are, you know, truisms and business in general. One being preparation. I think there's no substitute in anything in business for being prepared, doing the work early, getting an early jump on things you're trying to anticipate. And second, communication. And it just seems in every endeavor in business, the more you communicate with your client, more you communicate with the parties as appropriate, then things go smoother and better in the long run. So that's why we do this podcast is to help prepare us, think ahead of time for, questions or problems with our clients as well as to communicate. And then Connor, I think in this case, it's great to meet you, on this format to talk about fractional interests and probate and these kind of real estate transactions. I really appreciate again you being on our podcast. For those who want to get a hold of Connor, he's with TLD Law, which has offices throughout Southern California. And you can get his contact information below on the banner, the office number 0971, Connor Inlow, who's an associate at TLD Law, one of our favorite law firms had on numerous times on our podcast. So, Connor, thank you so much for your time today. Really appreciate the insights and look forward to continue our conversation going forward.
32:39 Yeah, likewise, Bill. Thanks for having me again and have a good weekend and hope to talk again soon. Thanks so much. This is the Fractional Interest Podcast. I am Bill Gross at Bill Gross Probate. We try to get together and learn how to be better in services of our customers whether you're real estate agent or attorney. Fractional interest come up often in probate, real estate planning and other aspects of real estate. If I can help again at Bill Gross Probate in social media and otherwise make today your best day
More with Connor Inlow
- Property Taxes and Buy-Sell Agreements in Probate, with Attorney Connor Inlow (Probate Weekly, October 23, 2026)
- Probate Process Overview, with Connor Inlow (Probate Weekly, March 5, 2026)
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- Title Company Resources in a Fractional Interest Dispute, with Kevin Sayles
- Fractional Interest Is Not Just Real Estate, with Scott Rahn
- Partition Actions and Evictions, with Real Estate Attorney Roy J. Jimenez
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Educational media, not legal advice. Guest views are their own. Hosted by Bill Gross, The LA Probate Expert, a licensed California real estate broker (DRE #01022275) brokered by eXp Realty of California, Inc. (DRE #01878277). Bill is not an attorney and is not a Probate Referee.