Non-Traded REIT Attorneys — Bakhtiari & Harrison
Non-traded REITs vs. publicly traded REITs
A real estate investment trust (REIT) is a company that owns income-producing real estate. Publicly traded REITs are listed on securities exchanges — investors can buy and sell shares at market prices throughout the trading day, with full price transparency. Non-traded REITs are not listed on any exchange. They raise capital through broker-dealer sales networks, paying commissions of 7-10% of invested capital. Once purchased, they cannot be sold on any exchange — the investor’s only exit options are limited redemption programs (which are typically suspended in periods of financial stress), a secondary market that prices shares at steep discounts, or waiting for a liquidity event that may never occur.
Why non-traded REITs are consistently misrepresented
- Inflated initial valuations: non-traded REITs are typically offered at $10 per share regardless of their actual asset value. After paying 7-10% in commissions and offering costs, the net asset value of a share on day one is typically $9.00-$9.30 — but investors are not told this.
- Distributions funded by return of capital: non-traded REITs frequently pay distributions that are funded not by investment income but by returning the investor’s own capital — creating the illusion of income while actually depleting the investment.
- Illiquidity misrepresentation: brokers routinely describe non-traded REITs as “stable” alternatives to publicly traded REITs without adequately explaining that the stability is illusory — the share price does not fluctuate because there is no liquid market, not because the underlying assets are stable.
- Concentration risk: placing a significant portion of an investor’s retirement assets in a single non-traded REIT creates concentration in a single illiquid asset — a suitability violation for most investor profiles.
FINRA regulatory actions against non-traded REIT sellers
FINRA has brought numerous enforcement actions against broker-dealers for non-traded REIT sales practice violations — including Wells Fargo Advisors, LPL Financial, Securities America, and David Lerner Associates, among many others. The pattern of violations is consistent: unsuitable recommendations, misrepresentation of distributions as investment income when they were return of capital, inadequate disclosure of fees and liquidity risks, and failure to supervise.
Frequently asked questions — non-traded REITs
My non-traded REIT suspended its redemption program — what can I do?
A suspended redemption program is a common sign that the REIT is in financial distress and that the underlying assets are not performing as represented. Contact Bakhtiari & Harrison immediately. If the REIT was unsuitably recommended — particularly if it was placed in a retirement account or represented a significant concentration of your portfolio — you may have a viable FINRA arbitration claim against the selling broker-dealer regardless of whether the REIT itself is solvent.
My broker said the distributions were income — but they appear to be return of capital. Is that fraud?
Yes, potentially. When a broker represents that a non-traded REIT’s distributions are generated by investment income when they are actually return of capital, that misrepresentation is directly actionable as securities fraud and a suitability violation. Return-of-capital distributions deplete the investment while creating the illusion of income — and investors who rely on those “distributions” as retirement income are being systematically harmed.
How can I find out what my non-traded REIT shares are actually worth?
Non-traded REITs are required to provide an estimated per-share value — but this may lag significantly behind actual market conditions. Third-party secondary market platforms (such as Broadmark, Central Trade & Transfer, and others) may provide market pricing. Bakhtiari & Harrison can assist with valuation analysis as part of its initial case evaluation.
For a full overview of the firm’s investment product failure practice, visit the Product Failure page.
Contact a non-traded REIT attorney — free consultation
Contact Bakhtiari & Harrison for a free, confidential consultation. Our FINRA attorneys evaluate every potential investor claim at no charge. Investor cases are handled on a contingency fee basis — no recovery, no fee.
Investor cases are handled on a contingency fee basis — no recovery, no fee.
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