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DC TOPA Basics for Sellers: The Tenant's Right to Review a Sale
What the Tenant Opportunity to Purchase Act means when selling a tenant-occupied property in Washington, DC, and how a direct sale builds the process in.
By DL Solutions · Reviewed 2026-09-03
What TOPA is
The Tenant Opportunity to Purchase Act is a District law that gives most tenants the right to review, and in many cases match or purchase, a property before the owner sells it to someone else. When an owner of tenant-occupied residential property in DC decides to sell, the law generally requires that the tenant receive a formal offer of sale and a statutory window to respond before the sale to another buyer can close.
TOPA applies to most tenant-occupied residential property in the District, from a single rented rowhouse to a small apartment building. The details, including which notices are required and how long each window runs, depend on the type of property and the number of units, and the District has amended the law more than once. Treat any summary as a map, not a timetable.
What the process looks like from the seller's side
In outline, the owner provides the tenant with an offer of sale that states the price and terms. The tenant then has a statutory period to express interest, and further periods to negotiate, secure financing, or assign their right to another buyer. Tenants may also waive or sell their rights, and many do: a negotiated resolution between owner and tenant is a common way DC sales proceed.
What matters for planning is that these periods run on a statutory clock that neither the seller nor the buyer controls. A sale that ignores the process can unwind. A sale that plans for it simply takes the time it takes, and the timeline is built around the notices from the start.
What TOPA does not do
TOPA does not give the tenant a veto over the sale. The owner retains the right to sell; the tenant holds a right to review, and in some cases to match, the offer. If the tenant declines or the windows expire, the sale proceeds. The law also does not set the price: the terms offered to the tenant are the terms the owner is prepared to accept.
It also does not apply to every transfer. Certain transfers, including some between family members or into trusts, sit outside the law's scope, and a vacant property with no tenants generally raises no TOPA question at all. Whether a specific sale is covered is a question for your attorney, because the exemptions are specific and the stakes of guessing are real.
How a direct sale handles TOPA
In a direct acquisition, the buyer is the company, and the TOPA process is part of the timeline we price rather than a surprise that reprices it. Before we write an offer on a tenant-occupied DC property, the conversation covers the tenancy: who occupies, under what lease, at what rent, and what notices have or have not gone out. The offer we write already accounts for the statutory steps.
The title company and, where the seller engages one, the seller's attorney handle the notices and confirmations that document the process. Existing leases transfer with the property at settlement, and the tenant's rights under District law continue after closing exactly as before. The tenant's position does not change because the owner does.
Questions to ask any buyer of a tenant-occupied DC property
Ask how the buyer handles the tenant notice process and whether their timeline assumes it. A buyer who has not thought about TOPA before writing a number will discover it after, and that discovery usually comes out of the seller's price or the closing date. Ask whether they have closed through the process before and who prepares the notices.
Ask the same of us. Our tenant-occupied situation page explains how we evaluate these properties, and our Washington, DC page covers the District-specific pieces of every DC evaluation, including transfer and recordation taxes. We account for the tenant notice process up front, because in the District it is not optional.
A note on the legal details
This article is general information, not legal advice. TOPA's notice requirements, time periods, and exemptions depend on the property and change by amendment, and a mistake in the process can delay or unwind a sale. Before you list or accept an offer on a tenant-occupied property in the District, have a DC attorney confirm exactly what your sale requires.
If you own a tenant-occupied property in Washington, DC and want to know what a direct purchase would look like with the process built in, start with the address. The conversation costs nothing and the written offer stands on its own; you are never obligated to accept it.