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An image featuring two professionals in conversation in front of a modern building. The man, sporting a beard and a suit, holds a tablet and gestures while talking to the woman, who is attentively listening and dressed in a professional suit. The title "SELLING YOUR 1031 EXCHANGE PROPERTY" is prominent at the top with "A Strategic Guide for Investors" below. The Point Acquisitions logo is visible, indicating a focus on the strategic considerations of what happens when you sell a 1031 exchange property.

What Happens When You Sell a 1031 Exchange Property?

In a 1031 exchange, when you sell a property and use the proceeds to buy another, you defer capital gains taxes. This simple process lets business owners reinvest without immediate tax consequences, making it easier to upgrade or diversify their property portfolio. Selling a 1031 exchange property isn’t just a sale; it’s a strategic move in real estate investment. Nearly a third of real estate transactions involve 1031 exchanges, highlighting their significance in the industry.

This article will explore what happens when you sell a 1031 exchange property. From tax benefits to important timelines, we’ll provide essential insights. This knowledge can help you make informed decisions, potentially saving substantial capital gains taxes.

Our focus is to offer clear, practical information. Whether you’re a seasoned investor or new to the field, this guide will simplify complex tax regulations and help you understand the impact of your sale in a 1031 exchange scenario.

Two professionals shaking hands over a wooden table, signifying a successful agreement, likely related to selling a 1031 exchange property. On the table, there's a contract with a pen on top, indicating that a significant transaction has been completed. This could represent the finalization of the sale of a property under a 1031 exchange, a critical moment in the investment process.

The Basics of a 1031 Exchange

A 1031 exchange in commercial real estate allows investors to defer capital gains tax when they sell a property and reinvest the proceeds into a new one. Key to this process is the qualified intermediary (QI), a neutral third party who facilitates the exchange. The QI holds the sale proceeds, ensuring the investor doesn’t receive the funds directly, which is essential for the tax-deferral benefit.

In this context, ‘real property’ refers to commercial properties like office buildings, retail spaces, or industrial complexes. When these are exchanged, capital gains taxes, which normally arise from the sale, are deferred. This means the taxes are not immediately due; they are postponed until the final property in the exchange chain is sold without reinvestment. This deferral is a major advantage for CRE investors, allowing them to use the full equity from their sold property to invest in another, potentially more valuable, property.

In other words, a 1031 exchange is a strategic tool for commercial real estate investors, providing a pathway to grow their portfolios while deferring taxes on gains. This mechanism is not limited to the swapping of identical types of properties; rather, it allows for the exchange of any real property held for investment purposes for another property of ‘like-kind.’

The definition of ‘like-kind’ is broad, encompassing a wide range of real estate, from land to commercial buildings, provided the new property continues to serve investment objectives. By reinvesting the equity from a sold property into a new investment, investors not only defer capital gains taxes but also leverage the opportunity to consolidate, diversify, or upgrade their real estate holdings. This flexibility is pivotal for investors looking to optimize their portfolios in alignment with evolving market conditions and investment strategies.

What Happens When You Sell a 1031 Exchange Property?

When you sell a property under a 1031 exchange, certain critical steps and implications come into play, especially for commercial real estate investors. Here’s an overview of the key points to consider:

  • Completion of the Exchange Cycle
  • Capital Gains Tax Implications
  • Strategic Impact on Investment
  • Compliance with Tax Regulations
  • Reassessment of Investment Portfolio:

We will now look at each of these points in more detail.

Completion of the Exchange Cycle

As we look at what happens at the end of a 1031 exchange cycle, it’s crucial to understand the various factors that come into play. This phase is more than just a transaction; it’s a decision point that can significantly impact your financial and investment strategy in commercial real estate. Some of the key considerations are:

  • Evaluating Capital Gains Tax: When the exchange cycle ends, assess the capital gains tax due. This involves calculating the difference between the sale price and the property’s adjusted basis, which includes the original purchase price plus any capital improvements minus any depreciation.
  • Decision to Reinvest: Consider reinvesting in another property through a new 1031 exchange. This decision should be based on current market conditions, future real estate market predictions, and personal investment goals.
  • Timing Constraints: Remember the strict timelines of a 1031 exchange. If opting for another exchange, identify a replacement property within 45 days and close within 180 days from the sale of the relinquished property.
  • Market Analysis: Conduct a thorough market analysis to determine whether reinvesting is wise. Consider factors like market trends, property values, and potential rental income of the new property.
  • Long-term Investment Strategy: Align the decision with your long-term investment strategy. Does another exchange align with your goals, or is it time to cash out and pay the deferred taxes?
  • Consult with Professionals: To make this decision, engage tax advisors and real estate experts. Their expertise can provide valuable insights into a new property’s tax implications and investment viability.

Capital Gains Tax Implications

When a 1031 exchange cycle concludes with a property sale, it’s time to confront the capital gains tax implications. This tax, deferred during the exchange process, now becomes a primary concern for the investor. The amount owed is calculated based on the difference between the sale price of the property and its adjusted basis.

The adjusted basis includes the original purchase cost plus any capital improvements made to the property, offset by depreciation over time. Understanding how this tax is calculated and its impact on your overall financial return is crucial for any commercial real estate investor.

Let’s look at capital gains tax implications with an example:

Suppose you originally purchased a commercial property for $500,000. Over the years, you invested $100,000 in capital improvements. The total adjusted basis of the property is now $600,000 ($500,000 purchase price + $100,000 improvements). Assume the property depreciated by $50,000 throughout ownership, reducing the adjusted basis to $550,000.

If you sell this property for $800,000 after completing a 1031 exchange, the capital gains tax will be calculated on the difference between the sale price and the adjusted basis. In this case, the gain is $250,000 ($800,000 sale price – $550,000 adjusted basis). The capital gains tax due will be based on this gain, considering your specific tax rate and other relevant factors.

Using the example, if you initiate another 1031 exchange after selling the property for $800,000, you can defer the $250,000 capital gain. This means you will wait to pay the capital gains tax. Instead, you reinvest the entire $800,000 into a new property.

This continuation allows you to use the full sale proceeds for further investment, deferring taxes until you sell the new commercial property without reinvesting in another exchange. This strategy can compound investment growth over time while deferring tax payments.

Strategic Impact on Investment

Selling a property in a 1031 exchange has a significant strategic impact on your future investment decisions. This moment presents an opportunity to realign your investment portfolio with your long-term goals and current market conditions.

  • Reinvestment vs. Diversification: Decide whether to reinvest in a new property through another 1031 exchange or to diversify your investments. This choice can define your portfolio’s direction and potential growth.
  • Market Trends: Evaluate current real estate market trends. The sale allows you to invest in properties or markets with higher growth potential.
  • Financial Flexibility: If you opt not to reinvest, the sale provides liquidity. This can be used for various financial strategies, including diversifying investments outside real estate.
  • Long-Term Objectives: Align your decision with your long-term investment objectives. Whether expanding your real estate portfolio or consolidating assets, this choice can significantly influence your investment journey.
  • Risk Assessment: Consider how your decision impacts your risk tolerance. Diversifying your investments can mitigate potential risks associated with market changes.

These considerations are important for CRE investors in shaping a robust and dynamic reinvestment strategy post-1031 exchange sale.

Compliance with Tax Regulations

After selling, file IRS Form 8824 to accurately report the 1031 exchange details. This includes the timeline of the exchange, properties involved, and financial aspects.

If you opt out of a subsequent 1031 exchange, calculate the deferred capital gains tax. This involves determining the gain based on the property’s adjusted basis at the original exchange and its final sale price.

Understand how depreciation impacts your tax liability. The basis of the sold property is adjusted for depreciation taken during ownership, affecting the capital gains calculation. Depreciation reduces the value of your property for tax purposes. 

For example, if you bought a commercial property for $1 million and claimed $200,000 in depreciation, the tax basis becomes $800,000. If you sell this commercial property for $1.2 million, the taxable gain isn’t just $200,000 ($1.2M – $1M) but $400,000 ($1.2M – $800,000), considering the depreciation. Understanding this adjustment is vital for accurate tax calculations.

Be aware of state tax implications. Some states have specific rules regarding 1031 exchanges and capital gains tax, which may require additional filings or payments. 

For instance, while you can defer federal capital gains taxes through a 1031 exchange in California, state capital gains taxes may still apply. Imagine you sell a commercial property in California that has appreciated by $300,000.

Even if you defer federal taxes by reinvesting in another property through a 1031 exchange, you might still be liable for state capital gains tax on that $300,000 gain. This scenario highlights the need to consider federal and state tax implications in your financial planning after a 1031 exchange.

Reassessment of Investment Portfolio

After selling a commercial real estate (CRE) property in a 1031 exchange, you must reassess your investment portfolio. This involves deciding whether to reinvest in a similar asset or diversify.

With careful consideration, you can avoid misaligning your portfolio with market trends and your investment goals. The changing real estate landscape and tax implications make this decision crucial. Here are some good ideas to help:

  1. Evaluate market conditions, potential investment properties, and real estate assets.
  2. Consider factors like property type, location, and potential return on investment.
  3. Align your choice with long-term goals, whether expanding your CRE portfolio or diversifying into other assets.

Reassessing helps in strategically positioning your portfolio for future growth and stability.

To understand this better, consider the following: 

Imagine a CRE investor selling an office building in a bustling city center through a 1031 exchange. Now, they face a portfolio reassessment. Given the current market trend towards remote work, the investor is considering reinvesting in another office space or diversifying into e-commerce-friendly industrial properties. 

By analyzing market shifts, potential rental income, and future growth areas, they can strategically decide to invest in an industrial complex, aligning with evolving market demands and diversifying their portfolio, thus positioning themselves for stable, long-term growth in the CRE sector.

Handshake over a signed contract on a desk, symbolizing a successful 1031 property sale transaction

Unique Aspects for CRE Sellers

For CRE investors, maximizing tax benefits and managing tax liability require tailored strategies. When selling commercial properties, vacant land, or industrial properties, consider these unique aspects:

  1. Property Type and Market Trends: Different property types, like industrial or vacant land, have varying market trends and tax implications. Tailor your strategy to the specific type of property you are dealing with.
  2. Leveraging Depreciation: Commercial and industrial properties often offer significant depreciation, which can be used strategically to reduce taxable income.
  3. 1031 Exchange for Diverse Assets: Consider using a 1031 exchange for like-kind commercial properties and diversifying into different types of CRE assets, like moving from office buildings to industrial complexes.
  4. Assessing Market Value: Properly assess the market value of your property to ensure you reinvest in a property of equal or greater value, a key requirement for 1031 exchanges.

Each strategy is important in how CRE sellers can effectively manage their investments and tax obligations.

Common Misconceptions

Understanding misconceptions about real estate assets in the context of a 1031 exchange sale is necessary because it helps you in making informed decisions that align with legal requirements and financial goals.

In commercial real estate and 1031 exchanges, several misconceptions need clarification:

  • Only properties used for business or investment purposes are eligible for a 1031 exchange, not personal real estate.
  • Exchange funds are not directly accessible to investors; a Qualified Intermediary must hold them until a new commercial property is acquired.
  • The replacement property must have equal or greater fair market value to defer capital gains tax fully.
  • ‘Net equity’ implies reinvesting all proceeds from the sale beyond just the profit.
  • ‘Like-kind’ refers to the property’s use in a commercial context, allowing for a broad range of commercial real estate to be exchanged.

Misconceptions can lead to unintended tax consequences or missed opportunities. Knowing the true scope and limitations of what qualifies as like-kind property, for example, can significantly impact the success of the exchange. Understanding the 1031 exchange identification rules can help you to avoid unnecessary mistakes and save you money.

Accurate knowledge ensures compliance with IRS rules and maximizes the benefits of a 1031 exchange, particularly in commercial real estate where the stakes are high.

Legal Considersations

When selling commercial real estate (CRE) through a 1031 exchange, legal and financial considerations are key. The IRS oversees these exchanges, ensuring properties are held for business or investment purposes and comply with tax regulations. 

For example, a CRE investor looking to sell an office building must ensure it qualifies under the following IRS rules for 1031 exchanges:

  • Held for Investment or Business Use
  • Like-Kind Requirement
  • Timeline Compliance
  • No Direct Handling of Funds

Consulting a tax advisor is essential for navigating complex tax strategies and return requirements, such as accurately reporting the exchange on IRS Form 8824 and understanding the tax implications. This expert guidance is crucial for optimizing tax benefits and ensuring legal compliance in the sale process.

Are you considering a 1031 exchange for your commercial property?

Explore how we can help you streamline the 1031 exchange process. Our expertise in quick, efficient property acquisitions ensures that your 1031 exchange is compliant and advantageous for your investment goals.

Contact Point Acquisitions today to seamlessly transition into your next commercial investment opportunity.


Understanding and leveraging 1031 exchanges is a strategic move for CRE sellers. It allows for the deferral of capital gains tax and opens doors for diversifying your investment portfolio.

Choosing the right replacement properties allows you to adapt to market trends and enhance your investment’s potential. Consulting with tax and real estate professionals is crucial to deal with the complexities of 1031 exchanges.

Experts like Point Acquisitions will guide you in making decisions that align with your financial goals and ensure legal compliance. Embrace 1031 exchanges as a smart way to evolve and grow your commercial real estate portfolio.

A person in a suit holds three wooden blocks stacked vertically with the letters "F," "A," and "Q," symbolizing a frequently asked questions section that might address queries about selling a 1031 exchange property. The image suggests professional guidance on the complexities involved in such real estate transactions.

What qualifies as investment real estate for a 1031 exchange?

An investment property in a 1031 exchange refers to real estate held for business or investment purposes, not for personal use.

Can I exchange personal property in a 1031 exchange?

No, personal property doesn’t qualify for a 1031 exchange. Only real estate used for business or investment is eligible.

However, if you’re interested in transitioning from residential to commercial properties, consider the “1031 exchange residential to commercial” approach, which allows for such a transition under specific conditions.

What does ‘only the net equity’ mean in a 1031 exchange?

‘Only the net equity’ means you must reinvest all proceeds from the sale, not just the profit, into the replacement property.

How does the Internal Revenue Code impact 1031 exchanges?

The Internal Revenue Code sets the legal framework for 1031 exchanges, outlining the rules and requirements for deferring capital gains tax.

Are there specific sections of the tax code that govern 1031 exchanges?

Yes, 1031 exchanges are specifically governed by Section 1031 of the Internal Revenue Code. This section details the requirements for deferring capital gains tax on the exchange of investment properties. It outlines eligibility, timelines, and the nature of properties that can be exchanged, emphasizing the need for properties to be held for investment or business use.

About The Author

Jesse Shemesh

With a wealth of experience in nurturing diverse commercial real estate investment portfolios across multiple markets, I actively engage in the development and execution of deals spanning all asset classes. My expertise lies in collaborating with strategic partners, including corporate real estate professionals, fund managers, developers, and investors, to source, identify, and entitle opportunities. At Point Acquisitions, we take pride in our unique, proprietary platform that specializes in property acquisitions, generating a steady stream of organic deal flow that sets us apart from the competition. As a seasoned professional in the real estate industry, I am dedicated to creating lasting partnerships and delivering exceptional results for all stakeholders.


Please note that Point Acquisitions is not a tax expert or tax advisor. The information on our blogs and pages is for general informational purposes only and should not be relied upon as legal, tax, or accounting advice. Any information provided does not constitute professional advice or create an attorney-client or any other professional relationship. We recommend that you consult with your tax advisor or seek professional advice before making any decisions based on the information provided on our blogs and pages. Point Acquisitions is not responsible for any actions taken based on the information provided on our blogs and pages.

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