Thus, a "real estate broker" is any person who for compensation or in expectation of a compensation, regardless of the form or time of payment, does or negotiates to do one or more of a number of enumerated acts "for another or others". Cal. Bus. & Prof. Code § 10131. Today's post focuses on corporations and when an act is done "for another or others".It should be apparent that someone selling his or her own house is not acting "for another or others".

Yesterday, I discussed the confused characterization of the defendant inCarbon Crest, LLC v. Tencue Productions, LLC,2022 U.S. Dist. LEXIS 66676. The case is nonetheless a good reminder that those who sell "business opportunities" fall within the definition of a broker under California's Real Estate Law:A real estate broker within the meaning of this part is a person who, for a compensation or in expectation of a compensation, regardless of the form or time of payment, does or negotiates to do one or more of the following acts for another or others:(a) Sells or offers to sell, buys or offers to buy, solicits prospective sellers or buyers of, solicits or obtains listings of, or negotiates the purchase, sale, or exchange of real propertyor a business opportunity.Cal. Bus. & Prof. Code § 10131. A "business opportunity" is defined as including "the sale or lease of the business and goodwill of an existing business enterprise or opportunity".

The California Real Estate Law broadly defines "real estate broker" to encompass numerous activities beyond selling real property. Cal. Bus. & Prof. Code §§ 10131, 10131.1-.45. However, only individuals and corporations may obtain a real estate broker's license.

Rule 260.204.5 exempts any person who effects transactions in securities in California only in connection with mergers, consolidations or purchases of corporate assets, and who does not receive, transmit, or hold for customers any funds or securities in connection with those transactions. As I then pointed out, this exemption does notrelieve anyone fromCalifornia’s licensing requirements under the Real Estate Law. That law defines a “real estate broker” as any person who sells or offers to sell, buys or offers to buy, solicits prospective sellers or purchasers of, solicits or obtains listings of, or negotiates the purchase, sale or exchange of real propertyor abusinessopportunity. Cal. Bus. & Prof. Code § 10131(a). A “business opportunity” is defined in the Real Estate Law to include the sale or lease of the business and goodwill of an existingbusiness enterprise or opportunity.

This isan issue that I raisedthree years ago: That law defines a “real estate broker” as any person who sells or offers to sell, buys or offers to buy, solicits prospective sellers or puchasers of, solicits or obtains listings of, or negotiates the purchase, sale or exchange of real property or a business opportunity. Cal. Bus. & Prof. Code § 10131(a). A “business opportunity” is defined in the Real Estate Law to include the sale or lease of the business and goodwill of an existing business enterprise or opportunity.