Is double closing legal in Florida?

Why a double close is lawful in Florida

A double close is two sales of the same property on the same day: the seller deeds the property to you, which is the A to B leg, and you deed it to the end buyer, which is the B to C leg. Each leg has its own contract, its own deed, its own settlement statement and its own tax. No Florida statute prohibits that sequence, and Florida real estate lawyers who write about simultaneous closings treat them as a transaction to structure carefully rather than one to avoid.

At the B to C table the structure is on firm ground. You hold title, and section 475.011 of the Florida Statutes exempts any person or entity that sells its own real property from the real estate licensing law, with a narrow exception for owners who pay agents transaction-based commissions to sell to the public. The hard questions are about what you did before you held title, and that is where most of the Florida risk sits.

Florida has not passed a wholesaling law

Florida wholesaling laws, as people search for them, do not exist as a separate code. The 2026 Florida Statutes version of Chapter 475, the real estate licensing law, does not use the word wholesaling, and no law passed in the 2025 or 2026 sessions amended it.

Other states have moved. In 2025, several states, including Connecticut, Maryland, North Dakota, Oklahoma and Tennessee, enacted wholesaling laws covering licensing, disclosure and the rights of property owners. Florida was not one of them.

That leaves wholesaling in Florida governed by general law: the definition of a broker, the exemptions, presumptions and penalties in Chapter 475, the Department of Business and Professional Regulation’s powers over unlicensed activity, and the criminal statutes that apply to anyone in a real estate deal. The Florida Real Estate Commission is created within that department by section 475.02, and the statute it works under says nothing about wholesaling by name, so every question is answered by applying the general definitions.

What Chapter 475 says, and the two words that matter

Section 475.01 defines a broker as a person who, for another and for compensation, sells, buys, exchanges or negotiates the sale of real property or any interest in it, or offers or attempts to. The definition also reaches anyone who advertises or holds out that they are in the business of selling the real property of others, and anyone who takes any part in procuring purchasers for the real property of another.

The two words that matter are for another. A wholesaler’s position is that they are not acting for the seller: they are a buyer under contract, dealing in their own interest. The statute gives that position some footing, because its definition of real property includes any assignment, and section 475.011 exempts a person selling its own real property. Which side of the line a particular deal falls on depends on its facts.

A single act is enough to matter. Section 475.01(3) says one act described in the chapter is sufficient to bring a person within it, and that each prohibited act is a separate offense.

Section 475.43, the presumption that catches wholesalers

Section 475.43 is the provision that matters most to a wholesaler. In a case under Chapter 475, the law presumes a party was acting as a broker if they advertised real estate for sale, generally or describing the property, when title was not in their name at the time. The same presumption applies if they sold real estate that was not in their name when they offered it for sale. The burden then moves to that party to prove otherwise.

Read that against the usual advice to market the contract, not the house. Any advertisement for your contract describes the property, and you do not hold title when it runs. A double close does not escape it either: you sign the B to C contract, and do the marketing, before your A to B deed exists. The presumption can be rebutted, but you start the argument behind.

The same section declares void, in proceedings under the chapter, contracts, options or other devices that are not based on substantial consideration, or that are used to let an unlicensed person sell real estate whose beneficial title has not passed to them in good faith for substantial consideration. It carves out unconditional contracts to purchase and options backed by substantial consideration actually paid. A token deposit on a contract you can walk away from at will sits closer to what the statute describes than a real deposit on a contract you intend to close, and that is a question for a Florida real estate attorney before you build a business on a contract form.

What unlicensed brokerage costs in Florida

The consequences are written into the statutes, and none of them is small.

• Criminal: operating as a broker without a license is a felony of the third degree under section 475.42(1)(a).
• Administrative: the Department of Business and Professional Regulation can serve an unlicensed person with a notice to cease and desist and impose a penalty of up to $5,000 per incident under section 455.228.
• Civil: under section 475.41, a contract for a commission or compensation for brokerage acts is not valid unless the person held a current license when the act was performed, which puts a fee earned as a broker, rather than as a principal, at risk.
• Cumulative: each prohibited act is a separate offense under section 475.01(3).

Documentary stamp tax is paid on both deeds

Florida’s documentary stamp tax is a tax on documents, and a deed that conveys Florida real property owes it. A double close has two deeds, so the tax is paid twice: once on the A to B price and once on the B to C price.

• Rate: 70 cents per $100 of consideration, or portion of $100, under section 201.02, in every county except Miami-Dade.
• Miami-Dade: 60 cents per $100, plus a surtax of 45 cents per $100 under section 201.031. The surtax does not apply to a deed that conveys only a single-family residence, which the statute defines to include a condominium unit and a detached dwelling.
• Consideration: includes money paid or agreed to be paid, the discharge of an obligation, and any mortgage or other encumbrance on the property, whether or not it is assumed.
• Liability: the Florida Department of Revenue treats every party to the document as liable for the tax, whichever party agreed to pay it.
• Custom: the standard Florida residential contract forms put the deed tax on the seller, and Florida title companies describe that as the usual practice.

Who pays the stamps on each leg, with the arithmetic

On the A to B leg you are the buyer, and your contract with the seller decides who pays the stamps on that deed. Read the closing cost paragraph rather than assuming the standard form applies. On the B to C leg you are the seller, and if your contract with the end buyer follows the standard form, the stamps on the full resale price are yours. An assignment, by contrast, produces one deed, from the seller to the end buyer, so deed stamps are paid once rather than twice.

Take a house under contract at $180,000 that you resell for $215,000.

• Outside Miami-Dade, A to B deed: $180,000 ÷ 100 × $0.70 = $1,260.
• Outside Miami-Dade, B to C deed: $215,000 ÷ 100 × $0.70 = $1,505, for $2,765 across both deeds against a $35,000 gross spread.
• A single-family house in Miami-Dade: $1,080 plus $1,290, or $2,370, with no surtax.
• A duplex in Miami-Dade, where the surtax applies: $1,890 plus $2,257.50, or $4,147.50.
• None of these include title insurance, settlement fees, association estoppel fees or the cost of funding the A to B leg. Put all of them in the spread when you make the offer.

Where a double close stops being legal

A double close is legitimate for the same reason any sale is: real parties, real prices, and documents that say what happened. It stops being legitimate when it depends on somebody relying on something false.

Florida’s mortgage fraud statute, section 817.545, makes it a crime to knowingly make, use or facilitate a material misstatement, misrepresentation or omission in the residential mortgage lending process, with intent to defraud, intending that a lender, a borrower or anyone else in the process rely on it. The documents it names include deeds, appraisal reports and settlement statements. It is a third-degree felony, and a second-degree felony when the loan value on the documents exceeds $100,000.

• Misrepresentation to a lender: a B to C settlement statement or loan file that hides the same day A to B purchase, misstates a price, or shows money that never moved.
• Straw buyers: the Federal Housing Finance Agency describes a straw buyer as someone who appears as the mortgage applicant and purchaser while acting on behalf of another person.
• Flipping fraud: FHFA describes flipping schemes as buying a property, having it appraised soon afterward at an inflated value, and reselling it to pocket the inflated price.
• Side payments: money passing between the parties that does not appear on the settlement statement the lender relies on.

The line is deception, not the size of the spread

What separates the lawful version is not how much you make. A large spread on a property you bought well is a business. A large spread supported by an inflated appraisal, or by a buyer who is not really the buyer, is a crime.

The test is simple enough to apply on the day. If the deal only works because a lender, the seller or the end buyer does not see part of it, it does not work, and no closing agent’s signature on the settlement statement changes that.

Disclosure to the seller

No Florida statute prescribes a wholesaler disclosure. Tennessee’s 2025 law, by comparison, requires wholesalers to state their intent to assign or sell their equitable interest and to explain the nature of their interest in the property. Florida’s standard is less formal, but the absence of a form does not make misleading a seller safe.

The practical version: tell the seller in writing that you are an investor buying to resell or assign, make sure the contract permits what you intend, and say nothing about yourself, the property or your plans that is untrue. Both deeds in a double close are recorded in the county’s public records, so the seller can see the resale afterwards. A seller who learns about it there, rather than from you, is a seller with a grievance.

Disclosure to the end buyer and their lender

In a double close the end buyer contracts with you and takes title from you, so there is no assignment fee on their settlement statement. That is lawful. Concealing facts their lender needs is not.

Your purchase is part of the chain of title the end buyer’s title insurer is insuring, so it is not something that can be kept out of the file. Lenders also have seasoning rules about it. The clearest is the FHA rule at 24 CFR 203.37a: a property is not eligible for an FHA-insured mortgage if the resale contract is signed 90 days or less after the seller acquired it, and an FHA purchase may not involve any sale or assignment of the sales contract. An end buyer using FHA financing cannot close through either structure the same day, and no disclosure changes that.

Use one closing agent for both legs, tell them the structure at the start, and let them handle what the end buyer’s lender and their underwriter require. Some title insurers and closing agents decline simultaneous closings altogether, so ask before you set dates.

Assignment or double close in Florida, side by side

Both structures are generally lawful in Florida. They differ on cost, on what the end buyer sees, and on who can finance the purchase, and an assignment of a Florida contract also depends on the contract allowing it.

• Assignment: one deed, from the seller to the end buyer; deed stamps paid once; you never hold title; the end buyer sees your fee; the section 475.43 advertising presumption applies to any marketing you did; FHA financing is out because the rule bars assigned contracts; no money needed for your side.
• Double close: two deeds; deed stamps paid on both; you hold title for hours and sell your own property at the B to C table; the end buyer sees your price to them, not your spread; the same advertising presumption applies to marketing before your deed; FHA financing is out within 90 days of your acquisition; the A to B leg needs its own money.

Before you sign a Florida wholesale contract

Most of the legal exposure is fixed before either closing, by the contract you sign and the way you market it.

• Have a Florida real estate attorney review your contract form and your marketing against sections 475.01, 475.011 and 475.43.
• Put up a real deposit and sign a contract you intend to close.
• Market as a buyer holding a contract, and expect to carry the burden of showing you acted as a principal.
• Tell the seller in writing that you intend to resell or assign.
• Find out how the end buyer is paying before you choose between an assignment and a double close.
• Choose one closing agent (a licensed Florida title agency or a Florida Bar attorney) who has done simultaneous closings, and confirm in writing that they will run both legs.
• Budget documentary stamp tax on both deeds, at the Miami-Dade rates where they apply.
• Line up the A to B money before you set the date.

Funding the A to B leg

If the A to B money is transactional funding, Entrusted Capital is a direct lender that funds that leg in Florida the same day, for up to 100% of the purchase price, priced per transaction with no credit pulled for that leg. It lends for business purposes only, never on owner-occupied property, and provides proof of funds on request against a real deal.