The California Real Estate Law is decidedly standoffish when it comes to limited liability companies. While it allows corporations to be licensed as real estate brokers, it makes not such allowance for limited liability companies. This aversion to LLCs dates to the California's first LLC act which provided " a limited liability company may render services that may be lawfully rendered only pursuant to a license, certificate, or registration authorized by the Business and Professions Code if the applicable provisions of the Business and Professions Code authorize a limited liability company to hold that license, certificate, or registration". Former Cal. Corp. Code § 17002(c). That restriction is currently found in Corporations Code Section 17701.04(b). Although there have been attempts over the years to amend the Real Estate Law (which is codified in the Business & Professions Code), those efforts have come to naught. See Legislature To Consider Authorizing Real Estate Broker Licenses To LLCs.
Other provisions of the Real Estate Law also disfavor LLCs. For example, Section 10131 of the Business and Professions Code defines a "real estate broker" to be a person who for compensation or expectation of compensation, regardless of form or time of payment, performs one or more listed acts "for another or others". This potentially could encompass an officer of a corporation or general partner of a partnership with respect to corporate or partnership property if they are considered performing any of the listed acts for another (i.e., the corporation or partnership). Section 10133(a) addresses this situation by providing that the acts described in Section 10131 are not acts requiring a real estate broker's license when performed by a "regular officer of a corporation or a general partner of a partnership with respect to real property owned or leased by the corporation or partnership, respectively, or in connection with the proposed purchase or leasing of real property by the corporation or partnership, respectively, if the acts are not performed by the officer or partner in expectation of special compensation". The statute is silent as to managers, managing members, or officers of LLCs. While this may be attributed to the fact that the statute predates California's first LLC act, it does not explain why in the last three decades the statute has not been updated to refer to LLCs.
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