Entity, LLC, and Controlling-Interest Real Estate Transfer Tax Guide
Selling an LLC, partnership, trust interest, stock interest, or economic interest can still create transfer-tax exposure when the entity owns real property.
Quick facts
- Washington: 50%+ controlling-interest transfer can be taxable REET
- D.C.: economic-interest tax can apply to indirect controlling-interest transfers
- NYC: RPTT includes transfers of economic interests
- Philadelphia: entity transfers and 75%+ real estate company interest transfers can trigger RTT
- Pennsylvania: 90%+ acquired-real-estate-company rule uses a 3-year lookback
What to verify
- Check whether the deal transfers deed title, membership interests, partnership interests, stock, trust interests, or merger rights.
- Aggregate staged transfers inside the local lookback period before assuming no controlling interest changed hands.
- Ask which return, declaration, economic-interest deed, affidavit, or city form must be filed even if no deed records.
Entity and controlling-interest transfer matrix
| Jurisdiction | Entity-transfer issue | Trigger to verify |
|---|---|---|
| Washington | 50%+ controlling-interest transfer can be taxable REET | A 50% or more ownership change in an entity that owns Washington real property, including staged transfers in the lookback period. |
| New York City | RPTT includes transfers of economic interests | Economic-interest transfers in residential Type 1/Type 2 or all-other categories, with ACRIS filing requirements. |
| District of Columbia | Economic-interest transfer tax: 2.9% of consideration or fair market value | Direct or indirect controlling-interest transfer in an entity tied to D.C. real property receipts or asset-value tests. |
| Philadelphia | Entity transfers and 75%+ real estate company interest transfers can trigger RTT | Philadelphia real estate ownership shown by entity transfer, long lease, easement, life estate, or real estate company interest transfer. |
| Pennsylvania | 90%+ acquired-real-estate-company rule with 3-year lookback | Change in capital and profits ownership interests that does not affect company continuity and reaches the acquired-company threshold. |
Official sources
- Washington real estate excise tax controlling-interest guidance
- NYC Real Property Transfer Tax economic-interest overview
- D.C. economic interest definition
- D.C. Recorder of Deeds economic-interest FAQ
- Philadelphia Realty Transfer Tax entity-transfer guidance
- Pennsylvania acquired real estate company rule
- Pennsylvania entity transfer FAQ
Related calculators and guides
Next step
Before selling the LLC, map the ownership change against transfer-tax rules.
Common questions
What should I verify for Entity, LLC, and Controlling-Interest Real Estate Transfer Tax Guide?
Selling an LLC, partnership, trust interest, stock interest, or economic interest can still create transfer-tax exposure when the entity owns real property. Key items include Check whether the deal transfers deed title, membership interests, partnership interests, stock, trust interests, or merger rights and Aggregate staged transfers inside the local lookback period before assuming no controlling interest changed hands.
What is the next step after using Entity, LLC, and Controlling-Interest Real Estate Transfer Tax Guide?
Before selling the LLC, map the ownership change against transfer-tax rules. Use the calculator result as a planning estimate, then verify final costs with the official authority and the professional handling closing.
Which official source supports Entity, LLC, and Controlling-Interest Real Estate Transfer Tax Guide?
Start with Washington real estate excise tax controlling-interest guidance, then confirm the final treatment with the official authority and the professional handling the transaction.
Last reviewed: 2026-06-25. Estimates are educational and should be verified with the official authority and the professional handling closing.