Buying or Selling a DC Property With Tenants? TOPA Just Changed

A major overhaul of DC's Tenant Opportunity to Purchase Act took effect at the end of 2025, and more changes are moving through the Council right now. If a rowhouse, small multi-unit, or condo conversion with tenants is anywhere in your plans, here's what's actually different.

If you've ever heard a DC deal described as "stuck in TOPA," you know the law by reputation even if you don't know the details. For more than 40 years, TOPA has given tenants the first right to buy a rental property before the owner can sell it to anyone else — a protection meant to prevent displacement, but one that's also been known to add months, sometimes over a year, to a closing timeline.

As of December 31, 2025, that law looks meaningfully different, and it's worth understanding whether you're buying, selling, or somewhere in between.

What Changed

The District's RENTAL Act reform introduced several significant updates:

• New construction gets a 15-year exemption. Buildings that have received their Certificate of Occupancy within the past 15 years are now exempt from the TOPA Offer of Sale requirement entirely — though owners still have to send tenants a Notice of Transfer.
• Certain small multi-unit properties are exempt too, depending on ownership structure and portfolio size — a change specifically aimed at making smaller rowhouse-style rental buildings easier to sell.
• Ownership restructuring alone no longer triggers TOPA. If the underlying controlling party doesn't change, swapping investors or entities within a partnership doesn't restart the tenant-purchase process.
• New notice obligations. Owners of newly exempt properties had to notify tenants in writing by March 31, 2026, and any transfer — exempt or not — still requires a formal Notice of Transfer.
• The definition of "tenant" itself is being clarified in follow-on legislation moving through the Council in 2026, aimed at reducing disputes over who can actually assert TOPA rights.

What This Means If You're Buying

• Ask early whether the property is TOPA-exempt, and get it in writing. A newer building or a qualifying small multi-unit may close on a normal timeline now — but you want that confirmed by your title company and agent, not assumed from the age of the building.
• If it's not exempt, plan for the real timeline. Tenants have 45 days to form a tenant association after an Offer of Sale (30 if one already exists), then up to 120 days to negotiate, followed by another 120–240 days if they pursue financing. That can stretch a transaction well past a year — factor that into any timeline-sensitive plans.
• A title company experienced with TOPA is not optional. This is exactly the kind of DC-specific process where the wrong title company can miss a step that jeopardizes the whole transaction.

What This Means If You're Selling

• If your property is newly exempt, you still have obligations. A Notice of Transfer is still required even when an Offer of Sale isn't — skipping it isn't a shortcut, it's a legal risk.
• If your property isn't exempt, build TOPA into your listing strategy from day one, not after you're already under contract. Buyers and their lenders will want clarity on timeline risk before they commit.
• Know exactly what changed for your specific property. "TOPA reform" isn't one blanket rule — whether it applies to your building depends on its age, unit count, and ownership structure, and getting that wrong can undo an otherwise clean sale.

Why This Matters Beyond Landlords

Most of what's been written about this reform is aimed at property owners and investors managing rental portfolios. But plenty of ordinary DC buyers and sellers run into TOPA without ever thinking of themselves as "landlords" — someone selling a rowhouse with a basement rental unit, or buying a small condo conversion that still has existing tenants in place. If that's you, this reform may directly change what your transaction looks like.

The Bottom Line

TOPA has always been one of the most DC-specific wrinkles in a real estate transaction here, and it just went through its biggest change in years — with more still moving through the Council. Whether it works in your favor or adds real time to your deal depends entirely on the specifics of the property.

If you're buying or selling something with tenants attached — even just one unit — let's talk through where your property actually stands before you're surprised by it mid-contract.