How to Syndicate an Apartment Deal in Ohio: A Sponsor Guide
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To syndicate an apartment deal in Ohio, you form the deal LLC (or register an outside LLC with the Ohio Secretary of State), raise under Rule 506(b) or 506(c), and file a Form D notice with a $100 fee through NASAA's EFD within 15 days of your first Ohio sale; after 15 days Ohio adds a $100 late fee. Ohio has a distinctive property tax habit: a sale price is public evidence, and after a sale well above the auditor's value a school board can file a complaint to raise the value.
This is the Ohio version of our general syndication guide. It covers what changes when the building, the investors or both are in Ohio. It is general information, not legal advice.
What is the Ohio Rule 506 notice filing?
Ohio treats Rule 506 interests as federal covered securities and wants a notice. You file the SEC Form D copy and the fee through the NASAA Electronic Filing Depository (EFD) for the Ohio Division of Securities. DoorRaise's state data, from NASAA's fee schedule, lists the fee as $100 and a $100 late fee if the filing comes more than 15 days after the first sale in the state. EFD shows the exact amount before you pay, and that amount wins. See blue sky notice filings and blue sky fees by state for every state.
How do you form the deal LLC in Ohio?
An Ohio LLC is formed by filing Articles of Organization with the Ohio Secretary of State; the published fee is $99. An LLC formed elsewhere that will own Ohio property registers as a foreign LLC, also published at $99. Ohio does not require an annual report for LLCs, which keeps upkeep light, though you still need a statutory agent with an Ohio address. Confirm fees on the Secretary of State fee schedule before you file. See forming an LLC for a syndication and foreign qualification in the property state.
What Ohio landlord and tenant rules should a sponsor know?
Ohio Revised Code Chapter 5321 governs residential leases and Chapter 1923 covers eviction. A landlord must return a security deposit within 30 days after the tenancy ends, with an itemized list of deductions (5321.16), and pay 5% yearly interest on the part of a deposit above $50 or one month's rent, whichever is greater, once the tenant has stayed six months or more. For nonpayment, a landlord serves a 3 day notice to leave the premises before filing an eviction (1923.04). A tenant has repair and rent escrow rights under 5321.07. Your manager should use lease forms that match Chapter 5321, because a clause that waives these rights is not enforceable.
How does Ohio property tax work when an apartment building sells?
Ohio county auditors reappraise all property every six years, with a statistical update in the third year, and assess property at 35% of market value (R.C. 5715.01). The sale price of a recent, arm's length sale is strong evidence of value. Since House Bill 126 (2022), a board of education may file an original complaint with the county board of revision to raise a value only in narrow cases, mainly after an arm's length sale for more than 10% and more than $500,000 above the auditor's value, and only after adopting a resolution and notifying the owner; it also can no longer appeal a board of revision decision (R.C. 5715.19). Underwrite taxes off your purchase price, not the seller's bill, and set a protest plan if you bought below the auditor's value. See property tax reassessment in apartment underwriting and appealing property tax on an apartment building.
Does Ohio tax the deal LLC or its investors?
Ohio taxes income earned in the state, and a pass through entity may have to withhold or file a composite return for nonresident owners. Ask your CPA early; the investor side is in state tax returns for nonresident syndication investors.
How DoorRaise fits in
DoorRaise helps sponsors raise equity for apartment buildings from their friends and followers under Rule 506(b) or 506(c), with verified accredited investors only. Investors fund by wire into escrow. By default DoorRaise files the property's state notice; on new deals, the first investor from another state pays that state's filing fee by card when they sign, and later investors from that state pay nothing. See pricing or how it works.
FAQ
How much is the Ohio Rule 506 notice fee?
$100, per NASAA's fee schedule. EFD shows the final amount before you pay.
Is there an Ohio late fee?
DoorRaise's data lists a $100 late fee if the notice comes more than 15 days after the first Ohio sale.
Does Ohio require an annual LLC report?
No, though you must keep a statutory agent on file.
Can a school board raise the value of my building?
Only in narrow cases since 2022: mainly after an arm's length sale for more than 10% and more than $500,000 above the auditor's value. A large apartment purchase can meet that test, so plan for it.
Sources
- Ohio Division of Securities
- NASAA: Form D fee schedule
- Ohio Secretary of State: business filings
- Ohio Revised Code, Chapter 5321
- Ohio Revised Code, Chapter 5715
- Ohio Revised Code, Section 5321.16
This article is general information as of November 2026, not legal, tax or investment advice. State laws and fees change: confirm with the state agency and your own attorney before you file. DoorRaise is not a law firm, broker-dealer, investment adviser or funding portal.