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Real Estate Beneficial Ownership

More jurisdictions now require clear disclosure of the ultimate owner or controller of real estate assets, even through layers of ownership, to curb sanctions risk and illicit finance. Rising foreign direct investment (FDI) prompts countries to impose disclosure requirements on inbound investors. Arnold & Porter’s Real Estate Beneficial Ownership (REBO) team advises developers, funds, and financial institutions on complex ownership structures to ensure compliance, transparency, asset protection, and robust financing.

Our REBO team combines advocacy, advisory, and compliance experience to meet diverse client needs. We offer guidance on public policy issues related to FDI and beneficial ownership, support inbound and outbound FDI transactions, and advise on state and federal laws. This includes counseling clients on compliance with the Agricultural Foreign Investment Disclosure Act of 1978 (AFIDA), which requires foreign persons to report certain acquisitions, transfers, and holdings of U.S. agricultural land, as well as advising on the growing body of state-level foreign ownership and disclosure laws. Our team regularly manages complex compliance projects spanning investments, financing, and strategic transactions, including registrations with state and federal agencies. 

Compliance is a core part of our practice. We represent clients before regulatory bodies, provide strategic real estate portfolio management, conduct legal compliance audits, and perform annual monitoring for real properties in jurisdictions with filing requirements. As cross-border investment expands, we provide practical, defensible strategies for companies facing AFIDA reporting obligations and state foreign ownership restrictions and disclosure requirements, helping our clients avoid regulatory pitfalls and substantial fines.

We provide end-to-end advisory services, from ownership verification and risk assessment to regulatory reporting and governance.
“Arnold & Porter has a deep bench of talented and experienced lawyers prepared to deal with complex issues at a moment’s notice.” – (client) Chambers USA 2025

Experience Highlights

  • Canadian pension fund on an audit and compliance with AFIDA and similar state disclosure and reporting statutes in connection with farmland assets in a multistate portfolio; advised multiple subsidiary companies regarding potential multimillion-dollar liability.

  • Chinese consumer products food manufacturer in connection with the acquisition of a U.S. company involving farmland located in Midwest states.

  • Data center development company in connection with federal and state regulatory compliance matters involving foreign ownership of property in the Mid-Atlantic and Southwest regions of the U.S.

  • European family office in connection with a potential multimillion-dollar AFIDA penalty and related compliance project for ranch land.

  • Hydropower facility on AFIDA compliance and audit matters in connection with timberland holdings, including potential penalty assessment.

  • Timberland and agriculture investment company in connection with ongoing AFIDA and state-equivalent counsel relating to multiple U.S. farmland and timberland transactions.

  • U.S. investment manager on AFIDA and state analogous filings in connection with an open fund involving foreign upstream investors.

  • U.S. private equity fund on potential multimillion-dollar liability in connection with a prior real estate acquisition in violation of AFIDA.

  • U.S. real estate private equity fund on federal and state regulatory compliance matters involving upstream Chinese ownership.

  • Wind and solar company on AFIDA and state analogous compliance matters for a national real estate portfolio in connection with their renewable leasing program.

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Recognition

  • Chambers USA
    Real Estate (Washington, D.C.) (2006-2025)
    Real Estate: Mainly Corporate & Finance (New York) (2016-2025)
  • The Legal 500 US
    Real Estate (2021-2025)
    Real Estate Finance (2023-2025)
  • Best Law Firms by Best Lawyers
    Real Estate (Chicago) (2025-2026)
    Real Estate (National) (2011-2026)
    Real Estate (New York) (2018-2026)
    Real Estate (Washington, D.C.) (2010-2026)