---
title: What is a Partial 1031 Exchange?
description: All about partial 1031 Exchanges.
image: https://blog.fgg1031.com/hubfs/Partial%201031%20Exchange.png
---

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## [721 UPREIT Options in DST Programs (Part 3)](https://blog.fgg1031.com/blog/721-upreit-options-in-dst-programs)

We have previously written two blog posts on 721 UPREIT options which discuss basic concepts which I encourage readers to review prior to reading this b\[...\]

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# What is a Partial 1031 Exchange?

By [Paul Getty](https://blog.fgg1031.com/blog/author/paul-getty)

Sometimes the benefits of using the proceeds from the sale of one real estate holding to purchase a new real estate investment through a 1031 Exchange are too big to pass up. Sometimes life gets in the way.

That’s where a partial 1031 Exchange comes in with an opportunity to take cash out or reduce leverage while still being able to defer taxes or diversify holdings as in a traditional 1031 Exchange.

In other words, it’s possible to access the long-term benefits of a 1031 Exchange without ignoring short-term needs.

##### **An Overview of 1031 Exchanges**

When selling a real estate investment holding, individuals face potential capital gains and depreciation recapture taxes. In a traditional real estate transaction in which the sale property was held for more than a year, an investor can expect to pay as much as 40% in various taxes.

Those taxes can be deferred through a 1031 Exchange, but rules require that 1) the new property must be of equal or greater value than the sale price of the original property and 2) all sales proceeds must be reinvested in the new property and 3) the mortgage on the new property must be an equal or greater than the final mortgage balance on the original property – or cash from outside the exchange can be added to offset this mortgage requirement.

##### **What is a Partial 1031 Exchange?**

With a partial 1031 Exchange, it’s possible to take cash out or reduce mortgage liability by not fully reinvesting the proceeds from the sale of the original property into the new property. In this case, the investor will incur some taxes at the sale and defer other taxes as part of reinvesting the remaining proceeds into the new purchase.

The proceeds not reinvested in a partial 1031 Exchange are called “boot” and the boot can be in the form of cash out or lower mortgage liability.

Two examples can help clarify scenarios where an individual might pursue a partial 1031 Exchange.

##### **Taking Cash Out in a Partial 1031 Exchange**

By way of example, let’s presume that you purchased a rental unit 10 years ago for $300,000 and recently sold it for $500,000. Over the years, you claimed $100,000 in depreciation deductions.

Setting aside details related to improvements and sales costs, your tax liability at time of sale could be as high as 40% of your taxable gain which would be based on a $500,000 sales price less your adjusted cost which is calculated by subtracting your claimed depreciation expenses of $100,000 from your original purchase price of $300,000 purchase price as follows:

Potential Tax Liability: 40% X ($500,000 - $200,000 adjusted basis) or **$120,000**

While it’s possible to defer the $120,000 of potential owned taxes through a 1031 Exchange, you also have the option of pulling a portion of the funds out from the sale – provided you are willing to pay the taxes on funds not used in a 1031 Exchange. By taking cash from the proceeds, you will still be able to complete a full tax deferral on the remaining funds used to complete a 1031 Exchange or, in this case, what is called a partial 1031 Exchange.

##### **Other Considerations**

This may surprise you, but our general recommendation to our clients is to always consider taking some funds out of an exchange for the following reasons:

- *If you need the funds for an important use that is more valuable than reinvesting funds in a 1031 Exchange e.g., paying for your children’s education, covering medical expenses, etc.*
- *To enjoy some immediate benefit from working many years to accumulate appreciated equity*

I often share the story of a couple that we worked with who had worked very hard over many years to accumulate a large equity position in a rental portfolio that they were growing tired of managing. I asked them to consider investing some of the funds from the sale of their properties to complete a “bucket list” event from their list. A couple of weeks later they told us they had decided to go on a first- class trip to Africa with some of the funds. While they had to pay taxes on funds used for the trip, they told us that the decision to use some of the funds resulted in a highly rewarding and memorable event in their lives which would not have been possible without tapping into their accumulated equity. 

Finally, be sure to seek advice from your tax advisor when considering a partial 1031 Exchange. You may discover that you have items in your overall financial profile such a tax loss carry forward that could offset some of the tax liability.

A partial 1031 Exchange could be a potential path toward improving your current situation while maintaining a good balance with your long-term investment focus.

Please contact us today for more information.  You can also schedule some time directly on Paul's calendar, [here](https://meetings.hubspot.com/pgetty).

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**Disclosure:** DSTs, like all real estate, have risks, including illiquidity, potential for loss of property value, costs and expenses that could offset the benefits associated with tax deferral, and reduction or elimination of monthly cash flow.

**Disclaimer:** There is no guarantee that any strategy will be successful or achieve investment objectives. All real estate investments have the potential to lose value during the life of the investments. This material does not constitute an offer to sell nor a solicitation of an offer to buy any security. Such offers can be made only by the confidential Private Placement Memorandum (the “Memorandum”). Please be aware that this material cannot and does not replace the Memorandum and is qualified in its entirety by the Memorandum.

This material is not intended as tax or legal advice so please do speak with your attorney and CPA prior to considering an investment. This material contains information that has been obtained from sources believed to be reliable. However, FGG1031, First Guardian Group, LightPath Capital, Inc., and their representatives do not guarantee the accuracy and validity of the information herein. Investors should perform their own investigations before considering any investment. There are material risks associated with investing in real estate, Delaware Statutory Trust (DST) and 1031 Exchange properties. These include, but are not limited to, tenant vacancies, declining market values, potential loss of entire investment principal.

Past performance is not a guarantee of future results: potential cash flow, potential returns, and potential appreciation are not guaranteed in any way and adverse tax consequences can take effect.  The income stream and depreciation schedule for any investment property may affect the property owner’s income bracket and/or tax status. An unfavorable tax ruling may cancel deferral of capital gains and result in immediate tax liabilities. All financed real estate investments have a potential for foreclosure. Delaware Statutory Trust (DST) investments are commonly offered through private placement offerings and are illiquid securities. There is no secondary market for these investments. Like any investment in real estate, if a property unexpectedly loses tenants or sustains substantial damage, there is potential for suspension of cash flow distributions. Costs associated with the transaction may impact investors’ returns and may outweigh the tax benefits.

IRC Section 1031, IRC Section 1033, and IRC Section 721 are complex tax codes; therefore, you should consult your tax and legal professional for details regarding your situation. 

### [Paul Getty](https://blog.fgg1031.com/blog/author/paul-getty)

Paul M. Getty is one of the most experienced 1031 exchange specialists in the United States, with a career in real estate that spans over 35 years and more than $5 billion in commercial transactions across every major asset class. His work covers single-family rentals, apartments, retail, office, multifamily, and student and senior housing, giving him a practical understanding of how different property types perform across market cycles and how investors can move between them using tax-deferred exchange strategies. As President and CEO of FGG1031 | First Guardian Group, Paul advises investors through the full 1031 exchange process, from identifying qualifying replacement properties to structuring acquisitions through Delaware Statutory Trusts (DSTs) and wholly owned real estate. His guidance covers both the compliance requirements of a valid exchange and the investment decisions that determine long-term portfolio outcomes – a combination that is difficult to find in a single advisor. Paul holds a California and Texas real estate broker license and carries Series 22, 62, 63, and 82 securities licenses as a registered representative with Emerson Equity LLC, member FINRA /SIPC. He has represented buyers and sellers across complex commercial transactions, sourced and structured debt and equity, and worked alongside nationally recognized firms including Marcus Millichap, CBRE, JP Morgan, and Morgan Stanley. Before founding FGG1031, he co-founded Venture Navigation, a boutique investment banking firm whose M&A and IPO activity generated over $700 million in investor returns. Paul holds an MBA in Finance from the University of Michigan and a bachelor’s degree in chemistry from Wayne State University. He has also completed coursework in artificial intelligence at Stanford University. He is the author of four books on real estate investing and tax deferral strategy, including Tax Deferral Strategies Utilizing the Delaware Statutory Trust (DST) and Real Estate Investing in the New Era, both available on Amazon. A frequent speaker on 1031 exchanges, DST investing, and real estate tax strategy, Paul Getty is a recognized voice for investors and advisors seeking guidance on capital preservation through tax-deferred real estate investment.

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Disclaimer: There is no guarantee that any strategy will be successful or achieve investment objectives. All real estate investments have the potential to lose value during the life of the investments. This material does not constitute an offer to sell nor a solicitation of an offer to buy any security. Such offers can be made only by the confidential Private Placement Memorandum (the “Memorandum”). Please be aware that this material cannot and does not replace the Memorandum and is qualified in its entirety by the Memorandum.

This material is not intended as tax or legal advice so please do speak with your attorney and CPA prior to considering an investment. This material contains information that has been obtained from sources believed to be reliable. However, FGG1031, First Guardian Group, LightPath Capital, Inc., and their representatives do not guarantee the accuracy and validity of the information herein. Investors should perform their own investigations before considering any investment. There are material risks associated with investing in real estate, Delaware Statutory Trust (DST) and 1031 Exchange properties. These include, but are not limited to, tenant vacancies, declining market values, potential loss of entire investment principal.

Past performance is not a guarantee of future results: potential cash flow, potential returns, and potential appreciation are not guaranteed in any way and adverse tax consequences can take effect.  The income stream and depreciation schedule for any investment property may affect the property owner’s income bracket and/or tax status. An unfavorable tax ruling may cancel deferral of capital gains and result in immediate tax liabilities. All financed real estate investments have a potential for foreclosure. Delaware Statutory Trust (DST) investments are commonly offered through private placement offerings and are illiquid securities. There is no secondary market for these investments. Like any investment in real estate, if a property unexpectedly loses tenants or sustains substantial damage, there is potential for suspension of cash flow distributions. Costs associated with the transaction may impact investors’ returns and may outweigh the tax benefits.

IRC Section 1031, IRC Section 1033, and IRC Section 721 are complex tax codes; therefore, you should consult your tax and legal professional for details regarding your situation.

DST 1031 properties are only available to accredited investors (generally described as having a net worth of over one million dollars exclusive of primary residence) and accredited entities only (generally described as an entity owned entirely by accredited individuals and/or an entity with gross assets of greater than five million dollars). If you are unsure if you are an accredited investor and/or an accredited entity, please verify with your CPA and Attorney prior to considering an investment.

Securities offered through registered representatives of [LightPath Capital, Inc.](http://www.lightpathcapital.com/) Member [FINRA](http://www.finra.org/) / [SIPC](https://www.sipc.org/). FGG1031, First Guardian Group, and LightPath Capital, Inc. are separate entities.

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FGG1031 | First Guardian Group and Emerson Equity LLC do not provide legal or tax advice. Securities offered through [Emerson Equity LLC](http://www.emersonequity.com/) Member [FINRA/SIPC](http://finra.org/) and MSRB registered. Emerson Equity LLC is unaffiliated with any entity herein.

1031 Risk Disclosure:

- There is no guarantee that any strategy will be successful or achieve investment objectives;
- Potential for property value loss – All real estate investments have the potential to lose value during the life of the investments;
- Change of tax status – The income stream and depreciation schedule for any investment property may affect the property owner’s income bracket and/or tax status. An unfavorable tax ruling may cancel deferral of capital gains and result in immediate tax liabilities;
- Potential for foreclosure – All financed real estate investments have potential for foreclosure; ·Illiquidity – Because 1031 exchanges are commonly offered through private placement offerings and are illiquid securities. There is no secondary market for these investments;
- Reduction or Elimination of Monthly Cash Flow Distributions – Like any investment in real estate, if a property unexpectedly loses tenants or sustains substantial damage, there is potential for suspension of cash flow distributions;
- Impact of fees/expenses – Costs associated with the transaction may impact investors’ returns and may outweigh the tax benefits

No offer to buy or sell securities is being made. Such offers may only be made to qualified accredited investors via private placement memorandum. Risks detailed in a private placement memorandum should be carefully reviewed, understood and considered before making such an investment. Prospective strategies and products used in any tax advantaged investment planning should be reviewed independently with your tax and legal advisors. Changes to the tax code and other regulatory revisions could have a negative impact upon strategies developed and recommendations made. Past performance and/or forward looking statements are never an assurance of future results.

Many of the investments offered will be only available to those investors meeting the definition of an Accredited Investor under SEC Rule 501(A) and offered as Regulation D private placement securities via a Private Placement Memorandum (“PPM”). Prospective investors must receive, read and understand all of the risks associated with buying private placement securities. Investments are not guaranteed or [FDIC](http://fdic.org/) insured and risks may include but are not limited to illiquidity, no guarantee of income or guarantee that all tax advantages or objectives will be met and complete loss of principal investment could occur.

**Risk Disclosure:** Alternative investment products, including real estate investments, notes & debentures, hedge funds and private equity, involve a high degree of risk, often engage in leveraging and other speculative investment practices that may increase the risk of investment loss, can be highly illiquid, are not required to provide periodic pricing or valuation information to investors, may involve complex tax structures and delays in distributing important tax information, are not subject to the same regulatory requirements as mutual funds, often charge high fees which may offset any trading profits, and in many cases the underlying investments are not transparent and are known only to the investment manager. Alternative investment performance can be volatile. An investor could lose all or a substantial amount of his or her investment. Often, alternative investment fund and account managers have total trading authority over their funds or accounts; the use of a single advisor applying generally similar trading programs could mean lack of diversification and, consequently, higher risk. There is often no secondary market for an investor's interest in alternative investments, and none is expected to develop. There may be restrictions on transferring interests in any alternative investment. Alternative investment products often execute a substantial portion of their trades on non-U.S. exchanges. Investing in foreign markets may entail risks that differ from those associated with investments in U.S. markets. Additionally, alternative investments often entail commodity trading, which involves substantial risk of loss.

NO OFFER OR SOLICITATION: The contents of this website: (i) do not constitute an offer of securities or a solicitation of an offer to buy of securities, and (ii) may not be relied upon in making an investment decision related to any investment offering by FGG1031 | First Guardian Group, Emerson Equity LLC, or any affiliate, or partner thereof. FGG1031 | First Guardian Group does not warrant the accuracy or completeness of the information contained herein.

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