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- A sale moves from a pricing conversation to a recorded deed, and every step waits on something specific: a record, a signature, an inspection, a lender or a deadline.
- The purchase agreement sets most of the calendar. Due diligence days, the loan contingency and the closing date are all negotiated.
- A few deadlines come from law rather than the contract, among them the 1031 exchange periods, notice before entering units, and the Residential Property Report.
- Delays come from a short list of places: records that do not reconcile, permits found late, the buyer's lender and your own loan payoff.
Selling a Los Angeles apartment building takes as long as its slowest dependency. The steps below fit an ordinary sale, and how long each one lasts depends on what it waits on, and many of those waits are either in your control before you list or written into the purchase agreement.
The steps, in order
| Step | What happens | What it waits on |
|---|---|---|
| 1. Pricing | You and your broker review the rent roll, expenses and recent sales, and settle on a price and an approach to marketing | Your rent roll, trailing twelve months and leases |
| 2. Listing agreement | You sign an agreement with the broker who will sell the building | Your review of its terms, and your attorney's if you want one |
| 3. Records | Documents are gathered and reconciled, and in the City of LA the Residential Property Report is ordered from LADBS | You, your property manager, and LADBS producing the report |
| 4. Marketing materials | An offering memorandum or summary with photos and a rent roll summary | Finished records, and access to photograph the property |
| 5. Marketing and tours | Buyers review the package and tour units | Notice to tenants before each entry, and their cooperation |
| 6. Offers | Buyers send offers or letters of intent, and you counter | The offer date you set, or the buyers' own pace |
| 7. Contract and escrow | The purchase agreement is signed, escrow opens and the buyer's deposit goes in | Agreement on terms and your attorney's review |
| 8. Seller deliveries | You deliver the documents the contract lists, by its deadline | Records you already assembled in step 3 |
| 9. Due diligence | The buyer inspects, walks units, audits leases and income, and reviews title and City records | The buyer's inspectors, tenant access and your answers |
| 10. Contingency decision | The buyer approves, asks for a credit or a price change, or cancels | The contingency deadline in the contract |
| 11. Loan and estoppels | The buyer's lender appraises the property and orders its own reports, and tenants sign estoppel certificates | The lender and the tenants |
| 12. Closing | You sign the deed, and escrow pays off your loan, prorates rent and taxes, credits the tenant deposits to the buyer, withholds state tax where required and records the deed | Loan funding, your lender's payoff demand and every signature |
| 13. After closing | You notify tenants that their deposits went to the new owner, and any 1031 exchange deadlines run | The dates your sale set |
The first three steps wait mostly on you. A seller who walks into step 1 with a reconciled rent roll and a full T12 can move to marketing as fast as the materials can be made. A seller who starts gathering records after signing a listing agreement starts the whole clock late. The documents buyers ask for lists what to gather.
What sets the timeline
The purchase agreement does most of it. The number of days for due diligence, whether there is a loan contingency and for how long, when the deposit becomes non-refundable and the closing date are all negotiated. Each one is a term of the contract, and each is worth weighing when you compare offers. Every day you give a buyer to decide is a day your building is off the market.
A few deadlines come from law instead of the contract:
- Notice before entering a unit. Civil Code section 1954 allows entry to show a unit to prospective purchasers after reasonable notice, and it presumes 24 hours is reasonable. Every tour and every inspection needs it.
- The Residential Property Report. In the City of LA, Municipal Code section 96.300 requires you to deliver it to the buyer before signing the purchase agreement or before escrow closes.
- 1031 exchange periods. If you are exchanging, you have 45 days after your sale closes to identify replacement property and 180 days, or your tax return due date with extensions if that is earlier, to acquire it, according to the IRS instructions for Form 8824. A buyer who is exchanging has the same clock on their own sale, which can press on your closing date.
- The Measure ULA thresholds. They adjust every July 1. For transfers on or after July 1, 2026 they are $5,400,000 and $10,900,000, so a price near a line can owe a different tax depending on when the transfer happens. See the Measure ULA page.
- An open soft-story order. An owner who receives an LADBS order has two years to submit proof of a prior retrofit or plans to retrofit or demolish, and three and a half years to obtain a permit to start the work. A buyer will want to know where your building sits on that schedule.
Where sales slow down
- Records that do not reconcile. A rent roll that disagrees with the leases or the bank sends the buyer back through every figure.
- Permits found late. A unit that LADBS records do not show, an open order or soft-story work that was never signed off tends to surface during due diligence, when there is the least time to deal with it.
- Tenant access. Each entry needs notice, and a unit the inspector cannot see is a question left open.
- The buyer's lender. The appraisal, the lender's own reports and tenant estoppel certificates all have to come back before the loan funds.
- Your own loan. Escrow needs a payoff demand from your lender. If the buyer wants to assume the loan, the lender's approval process sets its own pace.
- Who signs. If the building is owned by an LLC, a partnership or a trust, the people with authority to sign need to be identified, reachable and in agreement before escrow opens.
How to keep the sale moving
- Reconcile the rent roll, the T12 and the leases before you list.
- Pull your own records from LADBS and check LAHD's RSO property search, so nothing in the buyer's research is news to you.
- Order the Residential Property Report when you list.
- Read your loan documents for prepayment terms, and ask your lender what it needs before it will issue a payoff demand.
- If you want a 1031 exchange, talk to your CPA and line up a qualified intermediary before escrow opens.
- Confirm who signs for the owner, and get any required approvals in writing.
- Tell the tenants early, in writing, and give notice before every entry.
- Answer buyer questions the same day when you can, and in writing.
The legal and tax pieces of the timeline, especially an exchange, authority to sign for an entity or trust, and the contract's deadlines, belong with your attorney and your CPA. Shaya is not an attorney or a CPA.