Referral Fees for CPAs: Disclosure Rules Explained

Can a CPA accept a referral fee for sending a client to a real estate platform? Often yes, but with limits. The AICPA Code of Professional Conduct generally does not allow a commission or referral fee from a client the CPA also performs audit, review or compilation services for, and for other clients it requires the CPA to disclose the arrangement to the client. State boards of accountancy can add their own rules, some stricter. This post explains the usual framework so you can decide whether and how to take part in any referral program, including DoorRaise's.

This post is part of our guide to real estate syndication. It is general information for accountants; the AICPA Code and your state board are the authority for your own situation. Rules are as of October 2026.

What does the AICPA rule cover?

The AICPA's rule on commissions and referral fees (formerly Rule 503) has two parts that matter here. First, a CPA performing certain services for a client, such as an audit, review or compilation, generally may not accept a commission for a recommendation or referral to that client. Second, for permitted commissions and for referral fees, the CPA must disclose the arrangement to the client. The Code is published by the AICPA, and the numbering and text are updated from time to time, so read the current version; the AICPA Code of Professional Conduct is online. Several state boards publish summaries in everyday words, such as the California Board of Accountancy's page on commissions and contingent fees, which also shows how a state can require written disclosure and a signed client acknowledgment.

How do state rules differ?

State boards adopt their own accountancy rules, and they may follow the AICPA, go further or differ on wording. Points to check with your board:

Whether disclosure must be written and made before the referral.
What the disclosure must say: the amount or method of calculation, and the CPA's role.
Whether a client signature is required.
Whether the rule applies to all clients or only some services.

What should a good disclosure say?

A short written note to the client, kept in the engagement file, covers:

That you are recommending a company or service.
That the company pays you a fee if the client signs up and pays, and how much (a flat amount, not a percentage of what they raise).
That the client is free to choose another provider, and that you will help them compare.
That you do not give securities or legal advice about the raise.

Then keep a copy. If a client says no, send no referral.

Why does the fee structure matter beyond accounting rules?

Securities law adds a second layer. Under federal law, people who are paid for finding investors, especially through transaction-based pay such as a percentage of the money raised, can be treated as brokers who must register. See paying capital raisers and Section 15(a) of the Exchange Act. A fee for referring a client to a service, paid whether or not the client raises money or any deal closes, is a different thing from pay for introducing investors. But the label does not decide it: the facts do. A CPA should not:

Take a fee that depends on money raised, on investors found or on a deal closing.
Introduce investors to a client's deal or recommend that people invest.
Speak to a client's investors about the investment.

DoorRaise's partner fee follows this line: it is a flat $500 in cash, once for each sponsor referred who pays the setup fee, never for an investor, an amount raised or a closing, and never a percentage. The referred sponsor takes $500 off their $1,500 setup fee. CPAs follow their own rules for telling their clients. Read the partner page for CPAs for details.

What about the audit client rule in practice?

If you audit, review or compile for the client, assume you cannot accept the fee at all. Many CPAs simply decline referral fees from any client to avoid confusion. A sponsor who has asked you to prepare their company's financial statements for a lender is a typical case to watch. The question to ask is whether any service you provide to that client is one the Code treats as restricted.

Are there alternatives to a fee?

Yes. You can refer a client without any fee, which removes the disclosure question for you. You can also ask the platform for a discount for your client instead of a fee for you. DoorRaise's referral gives the referred sponsor $500 off the $1,500 setup fee in either case. See the full numbers on the pricing page, and read what a CPA does for a deal in the CPA guide to syndication tax work.

How DoorRaise fits in

DoorRaise is a technology platform, not a law firm, broker-dealer, investment adviser or funding portal. It forms the deal's company, generates the offering documents, runs e-signatures and accredited investor checks and tracks wires into escrow at Enterprise Bank & Trust. It never prepares K-1s: the deal's accountant does, and DoorRaise delivers them. Sponsors pay $1,500 to set up (non-refundable), $5,000 at closing (only if the deal closes) and $3,500 a year.

Raise your apartment deal from the people who already follow you.

DoorRaise is built for apartment buildings with 5 or more units: one link for the deal, escrow until closing and a standard fee card.

Launch a deal See the fee card

If a client of yours wants to raise money for an apartment building, they can create a sponsor page.

FAQ

Can a CPA take a referral fee?

Sometimes. Check the AICPA Code and your state board. A fee from an attest client is generally not permitted, and for other clients disclosure to the client is required.

Does the disclosure have to be in writing?

Many state boards require it, and it is good practice everywhere. Check your board's rule.

Is a flat referral fee different from a commission?

For accounting rules, both are covered by the commissions and referral fees rule. For securities law, a flat fee that does not depend on money raised or a sale is very different from pay tied to a securities transaction.

Can I refer my client's investors to a platform?

DoorRaise's program does not pay for investors, and CPAs should not introduce investors to a client's deal. The link is for sponsors raising money for their own deal.

Who do I ask for a definite answer?

Your state board of accountancy, the AICPA ethics hotline or your own counsel. This post cannot decide your facts.

Sources

This article is general information, not legal, tax or ethics advice. Professional rules differ by state and change, so check the AICPA Code and your state board of accountancy. Information is as of October 2026. DoorRaise is not a law firm, broker-dealer, investment adviser or funding portal.