Bill Miner: Question and Answers When Selling a Community In Oregon (Second of Two Parts)

Want access to MHCO content?

For complete access to forms, conference presentations, community updates and MHCO columns, log in to your account or register.

July 9, 2015
Bill Miner
Litigator Partner in Charge of the Portland office of Davis Wright Tremaine
Davis Wirght Tremaine LLP

 

Q:           What happens after I give them the financial information?

 

A:            The tenants committee must (1) form a corporate entity that is legally capable of purchasing property or associate with a  nonprofit corporation or housing authority that is legally capable of purchasing real property or that is advising the tenants about purchasing the park in which the tenants reside; and (2) submit a written offer to purchase the park, in the form of a proposed purchase and sale agreement, and either a copy of the articles of incorporation of the newly formed entity .

Q:           What happens after I give them the financial information?

 

A:            The tenants committee must (1) form a corporate entity that is legally capable of purchasing property or associate with a  nonprofit corporation or housing authority that is legally capable of purchasing real property or that is advising the tenants about purchasing the park in which the tenants reside; and (2) submit a written offer to purchase the park, in the form of a proposed purchase and sale agreement, and either a copy of the articles of incorporation of the newly formed entity .

 

Q:           Do I have to accept the offer?

 

A:            No. You may accept, reject or submit a counteroffer. You should view the tenants (and negotiate with them) as you would a potential purchaser. If the offer is far off, reject the offer and explain why it’s far off (e.g. unreasonable financing terms, not enough cash, long closing date). If the offer is close to the mark, counter with terms. The key is to deal with the tenants committee as you would any bona fide purchaser. Don’t treat them differently just because they are tenants.

 

Q:           What happens if the tenants don’t respond within the 10 days or don’t respond within the 15 days of me providing financial information?

 

A:            You have no further duties under the statute.

 

Q:           What do I do if I think this process is only being invoked to harass me?

 

A:            Call your lawyer. The parties (including the tenants) arerequired to act in a commercially reasonable manner. Depending on the conduct (and the ability to establish the conduct and motive) your attorney should be able to develop a strategy to combat poor behavior.

 

Q:           I’ve entered into a purchase and sale agreement with a separate buyer and I haven’t followed the process. What should I do?

 

A:            Call your lawyer. It may be fixable, but failing to follow this process allows affected tenants to obtain injunctive relief to prevent a sale to a third-party purchaser (which could cause you to be in breach with that third party purchaser) and to recover the greater of actual damages or 2 times the monthly rent. Bottom line is be aware of your responsibilities and follow the statute.

 

Q:           What do I do after I’ve completed the process?

 

A:            You must file an affidavit certifying that you’ve complied with the process and that you have not entered into a contract for the sale or transfer of the park to an entity formed by or associated with the tenants. The purpose of this affidavit is to preserve the marketability of title to parks.

 

Q:           Who are you and why are you talking to me?

 

A:            I serve as the Partner in Charge of the Portland office of Davis Wright Tremaine. DWT is a full service law firm with 500 attorneys on both coasts and in Shanghai, China. The Portland office consists of approximately 80 attorneys and over 80 staff.  I work with my clients to resolve their legal problems through pre-litigation counseling, litigation, and mediation. I try cases in state and federal courts and through private arbitration. My experience includes defending and prosecuting business torts; breach of contract claims; disputes between and among members of limited liability companies; residential and commercial real estate matters, including landlord-tenant, title, lien, and timber trespass disputes; and probate and trust cases. I speak often at MHCO seminars and conferences. You can reach me here: http://www.dwt.com/people/WilliamDMiner/

Bill Miner is currently Partner in Charge of the Portland office of Davis Wright Tremaine. DWT is a full service law firm with 500 attorneys on both coasts and in Shanghai, China. The Portland office consists of approximately 80 attorneys and over 80 staff.  He works with clients to resolve their legal problems through pre-litigation counseling, litigation, and mediation.   He tries cases in state and federal courts and through private arbitration. His experience includes defending and prosecuting business torts; breach of contract claims; disputes between and among members of limited liability companies; residential and commercial real estate matters, including landlord-tenant, title, lien, and timber trespass disputes; and probate and trust cases. He is a frequent and popular speaker at  MHCO seminars and conferences. You can reach Bill at: http://www.dwt.com/people/WilliamDMiner/

 

Bill Miner | Davis Wright Tremaine LLP
1300 SW Fifth Avenue, Suite 2300 | Portland, OR 97201
Tel: (503) 778-5477 | Fax: (503) 778-5299 
Email: billminer@dwt.com | Website: www.dwt.com