Does selling or giving away part of your LLC trigger a California property tax reassessment?
It can, even though no deed is recorded. Under Revenue and Taxation Code section 64, the LLC's California property is reassessed when one person or entity gains more than 50% of the LLC, or when the original co-owners who moved the building into the LLC have together transferred more than 50% of the interests. Either event requires Form BOE-100-B with the Board of Equalization within 90 days.
The default: interests are not the building
Section 64(a) starts from a helpful rule: buying or transferring interests in a legal entity, including LLC interests, is not a transfer of the entity's real property. Most changes in who owns how much of your LLC therefore do nothing to the building's assessed value.
Two exceptions, in subdivisions (c) and (d), turn an interest transfer into a change in ownership of the building. The Board of Equalization's Legal Entity Ownership Program page explains why the state tracks them: transfers of interests usually involve no recorded deed, so the county assessor would not otherwise learn of them, and these events require reassessment.
The two tests that reassess the building
Test one: someone gains control
Under section 64(c)(1), when a person or entity obtains a majority ownership interest in an LLC, the transfer is a change in ownership of all the real property the LLC owns. It counts whether the person buys the majority at once or buys 50% or less that tips them over, because the statute covers any purchase or transfer of 50% or less through which control is obtained.
This test looks at the buyer. If no single person or entity ends up with more than half, it is not met, however much has changed hands.
Test two: the original co-owners transfer more than half
The second test catches owners who moved a building into an LLC. Section 62(a)(2) excludes from reassessment a transfer to an entity that only changes how title is held, as long as each owner's proportional interest stays the same. When that exclusion was used, section 64(d) makes the people who held the interests right after the transfer the "original coowners."
From then on, whenever interests representing cumulatively more than 50% of the LLC are transferred by the original co-owners, in one transaction or several, the building is reappraised as of the transfer that crosses 50%. Nobody has to gain control. Gifts count the same as sales.
Three cases side by side
| Made-up situation | Test met? | Result |
|---|---|---|
| Maria's new LLC buys a 12 unit building from a stranger. Later she sells 40% to her cousin. | Neither. Nobody gains control, and the building did not come in under the 62(a)(2) exclusion. | No reassessment from the 40% sale |
| Same LLC, but Maria sells 51% to an investor. | Test one. The investor gains a majority. | Reassessed; the investor files BOE-100-B |
| Ana and Ben owned a building 50/50 and deeded it to their 50/50 LLC in 2019. Ana gives 20% to her daughter in 2024; Ben sells 35% to Carla in 2026. | Test two. The original co-owners have transferred 55% in total. | Reassessed as of the 2026 sale, though the owners are now Ana 30%, Ben 15%, the daughter 20% and Carla 35% |
The third case is the one owners miss. Each step looks small, and no one has control, but the running total crossed 50%. Keep a cumulative log of every interest the original co-owners transfer.
Filing BOE-100-B and the penalty
- Who files: for a change in control, the person or entity acquiring control, under section 480.1; for a change in ownership under test two, the LLC itself, under section 480.2.
- When: within 90 days of the change, or within 90 days of a written request from the Board, which the Board can send even when you believe nothing happened.
- What: Form BOE-100-B, Statement of Change in Control and Ownership of Legal Entities, signed under penalty of perjury and listing every county where the LLC owns real property. The Board's page says it can be completed and submitted on its website.
- After: the Board decides whether a change occurred and reports it to the county assessor, who reassesses.
Section 482(b) sets the penalty for missing the 90 days: 10% of the taxes on the new base year value, or 10% of the current year's taxes if no change in ownership actually occurred. Because the penalty applies even when nothing changed, file when the Board asks.
Where DoorKeeping fits
DoorKeeping keeps one LLC per property, each with its own books, including owner contributions and distributions, so a change in who owns the LLC is easy to see next to the building's numbers. The operating agreement amendments, assignment documents and the BOE-100-B confirmation belong in that property's documents, where you or your preparer can find them by asking your AI app. DoorKeeping does not give legal or tax advice, so a California attorney or tax adviser should review any transfer. It costs $2 per unit per month, with no other fees for owners or tenants.
Sources
- California Revenue and Taxation Code 64, read Oct 30, 2026
- California Revenue and Taxation Code 62, read Oct 30, 2026
- California Revenue and Taxation Code 480.1, read Oct 30, 2026
- California Revenue and Taxation Code 480.2, read Oct 30, 2026
- California Revenue and Taxation Code 482, read Oct 30, 2026
- California State Board of Equalization, Legal Entity Ownership Program, read Oct 30, 2026
Questions
- Does transferring LLC interests trigger Prop 13 reassessment?
- Not usually. It does when one person or entity gains more than 50% of the LLC, or when original co-owners who moved the property in under the proportional-interest exclusion transfer more than 50% in total.
- What is Form BOE-100-B?
- The Statement of Change in Control and Ownership of Legal Entities, filed with the California Board of Equalization within 90 days of a change in control or ownership, or of the Board's written request.
- What is the penalty for not filing BOE-100-B?
- Ten percent of the taxes on the new base year value, or 10% of the current year's taxes if no change actually occurred, added to the assessment.