We completed and started renting Parkview Mountain House in Park City, Utah about a year ago. Construction took slightly longer than we had initially scheduled, but we finished construction under budget, which is always a good thing. Getting our building permits was easier than expected (thank you, Summit County) and closing them out involved as much back and forth as you would expect for a challenging mountain site. I would happily build another project in Park City.

Some of our greatest challenges happened on the legal and financing side. When we acquired the site, we formed a single-purpose Limited Partnership in Utah that was initially owned by one of Globizen's Canadian corporations, and later with two other partners (another Canadian corporation and a New York LLC).

Limited Liability Companies (LLCs) are very common in the US. They offer a kind of hybrid "sweet spot." They offer the limited liability that comes with corporations, but with the option of having the pass-through taxation you get with Limited Partnerships. However, they don't exist in Canada, and so the legal and tax advice we got was to instead form a Limited Partnership. I'll come back to this later.

The first challenge we had was the seemingly simple task of opening up a bank account for the project LP. Wells Fargo, Chase, and others would not accept a Utah LP owned by a Canadian corporation. Too foreign. Too complicated. We finally managed to get one opened with US Bank, and they've been great, but being Canadian still poses challenges. For example, I can't use their mobile app in Canada. And I can't deposit cheques/checks online without first verifying my mobile number. But I can't verify my mobile number because their system won't send codes to Canadian numbers.

The next hurdle was construction financing. It was frustrating to learn about all of the simple and cost-effective "one-close solutions" available to US entities, but not available to foreign nationals. We could have gotten a great rate, and a construction loan that automatically converts to a permanent facility at substantial completion. Instead, we had to finance construction through a combination of equity, lines of credit, and a private loan. Not ideal, but at least the draws were flexible and easy.

Then came our take-out loan at completion. This proved to be impossible with our legal structure and foreignness. So much so that we ended up having to convert our Utah Limited Partnership to a Limited Liability Company, and become "members" of the LLC personally. This is a clean, common, and widely accepted structure for real estate ownership in the US. But in order to do this, we had to have KPMG advise us on how we could do this without triggering a massive tax liability. We were able to figure that out and close the facility. But our year-end tax filings are going to be a little more complicated this year.

In the end, we overcame the obstacles. But it was certainly challenging, more so than the actual building part I'd say. Every time I mentioned that I was Canadian, I came to expect a pause, where the other person would then need to start processing what to do next. As international as the US is, it feels paradoxically insular when it comes to the things I described in this post. But this is how you gain experience. Now we'll be slightly better prepared for our next US project, whatever that might be.

Note: Nothing in this post should be viewed as legal or financial advice. I'm just sharing our experiences.

I just learned about the ongoing legal dispute on Martin’s Beach (south of San Francisco) through this New York Times article. 

To briefly sum it up, tech billionaire Vinod Khosla bought a 53-acre beachside village known as Martin’s Beach in 2008. On the land is about 47 beach houses, a shop that sold ice cream at one point in its life, and a road that provides the only access to the beach. The road is private, but over the years and before Khosla purchased the property, it provided both parking for and access to the beach. 

After acquiring the property, the county told Khosla that he had 2 options with respect to the road:

(1) Keep it open (there’s a gate that controls access). And charge no more than $2 a car for parking, which was the rate charged in 1972.

(2) Apply for a Coastal Development Permit to change how the access works.

Khosla opted to do neither and in turn the residents of Martin’s Beach sued him. He’s been in a legal battle ever since. But according to the New York Times, he has about $3 billion sitting in his war chest. For him it is both a matter of principle and a matter of protecting property rights.

Not surprisingly, tech billionaire fighting to keep people off a public beach makes for a sensational headline in the media. The NY Times argued that every generation has some sort of rich Californian fighting to privatize the waterfront. Khosla is this generation’s “beach villain”.

But beneath the headlines lies a fascinating legal debate that you can read more about through a blog post that Khosla published earlier this year. For you property lawyers out there, I would be curious to hear your thoughts in the comment section below.