What Is Passive Real Estate Investing?

How syndications work, and how to vet an operator before you invest

Natalie Pilkinton

By Natalie Pilkinton, REALTOR® & Real Estate Investor · Updated

Short answer

Passive real estate investing means putting money into a property or fund that someone else finds, buys and manages. The most common form is a syndication: an experienced sponsor pools money from investors to buy a large property, often an apartment community, and investors share in the cash flow and profits.

You give up control, and your money is usually tied up for several years. That makes choosing the right operator the most important decision you'll make.

How a real estate syndication works

Investors typically earn returns three ways: cash flow distributions while the property is held, proceeds if it's refinanced, and profit when it's sold. Many deals pay investors a preferred return before the sponsor shares in profits, then split the rest. Sponsors also charge fees, such as acquisition and asset management fees — read exactly what they are.

RoleWhat they do
Sponsor (general partner, GP)Finds the deal, arranges the loan, runs the business plan and reports to investors.
Passive investors (limited partners, LPs)Provide most of the equity, have limited liability and no day-to-day role.
Property managerLeases units, collects rent and handles maintenance — sometimes affiliated with the sponsor.

Syndications are securities

Because investors put money into a deal someone else manages, a syndication is a securities offering, usually under SEC Regulation D, Rule 506.

  • Rule 506(b): the sponsor can't advertise publicly, and may accept up to 35 non-accredited but sophisticated investors alongside accredited ones.
  • Rule 506(c): the sponsor can advertise, but every investor must be accredited and the sponsor must take reasonable steps to verify it.
  • An individual is generally accredited with income over $200,000 ($300,000 with a spouse or partner) in each of the last two years, or net worth over $1 million excluding their primary residence. Certain licensed professionals (Series 7, 65 or 82) also qualify.

How to vet an operator

  1. Track record. How many deals have they taken full cycle — bought, run and sold — and how did investors actually do?
  2. Reputation on the street. Ask lenders, brokers and other investors, not just online reviews. Local reputation is often where the real story is.
  3. Underwriting. Are the rent, expense, vacancy and exit assumptions conservative? Ask to see the rent roll and T-12 behind them.
  4. Skin in the game. Does the sponsor invest their own money alongside yours?
  5. The documents. Have your attorney and CPA review the private placement memorandum (PPM) and operating agreement before you sign.
  6. Communication. How often do they report, and what did they tell investors when a deal went wrong?

Other ways to invest passively

  • Real estate investment trusts (REITs), which trade like stocks and can be sold quickly.
  • Private real estate funds that hold several properties.
  • Private lending secured by real estate. See private lending.
  • Owning rentals with a property manager handling the day-to-day — less passive, but you keep control. See how to start investing.
  • Investing retirement money through a self-directed IRA, which must follow strict IRS rules. Work with a custodian and CPA.

Taxes

Syndication investors usually receive a Schedule K-1 each year showing their share of income, losses and depreciation. Depreciation, including any accelerated through a cost segregation study, can offset reported income. Ask the sponsor how it's passed through, and review it with your CPA.

Frequently asked questions

How does passive real estate investing work?

You invest money in a property or fund that an experienced operator buys and manages. You receive a share of the cash flow and profits, but you don't make day-to-day decisions.

Do I need to be an accredited investor?

For many syndications, yes. Rule 506(c) deals accept only accredited investors; Rule 506(b) deals can accept a limited number of sophisticated non-accredited investors. REITs and some funds are open to everyone.

How long is my money tied up in a syndication?

Usually several years, until the property is refinanced or sold. Most syndications don't let you withdraw early, so only invest money you won't need.

What are the risks of passive real estate investing?

You can lose some or all of your investment if the business plan fails, the market turns, the loan comes due at a bad time, or the operator makes mistakes or acts dishonestly. You also have little control and limited ability to sell your share.

Can I invest my IRA in real estate?

Yes, through a self-directed IRA, which can invest in property, syndications or private loans. The IRS rules on prohibited transactions are strict, so work with a self-directed IRA custodian and CPA.

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