Conflict of Interest Disclosure — RPI Form 527

Download the Form

This form is used by an agent or broker when a conflicting situation arises between the agent or broker and another principal or third-party to the transaction, to disclose relationships or positions held by the broker, their agents or family members which appear to be in conflict with the agency duties owed the client.

Your use of RPI Form 527

Conflict of Interest Disclosure – bias to be declared in writing

A conflict of interest arises when a broker or their agent, acting on behalf of a client, has a competing professional or personal bias which hinders their ability to unreservedly fulfill fiduciary duties on behalf of their client.

In a professional relationship, a broker’s financial objective of compensation for services rendered is not a conflict of interest. However, fees and benefits derived from professional courtesies, familial favors, and preferential treatment by others is compensation a broker needs to disclose to their client. [See RPI Form 119]

A conflict of interest addresses the broker’s personal situations which are potentially at odds with the agency duty of care and protection owed to the client. This creates a fundamental agency dilemma for brokers. Thus, a conflict of interest is not a compensation or business referral issue.

A conflict of interest disclosure creates transparency in the transaction. It reveals to the client the possible bias held by the broker which, when disclosed, allows the client to take the bias into consideration in negotiations. The disclosure and consent do not neutralize any inherent bias. However, it does neutralize the element of deceit which breaches the broker’s fiduciary duty when left undisclosed.

A conflict of interest exists when:

a broker has a positive or negative bias toward the opposing party in a transaction or a person not directly involved in the client’s transaction; and
that bias in favor of or against the other person might compromise the broker’s ability to freely recommend an action or provide guidance to their client.

Unless disclosed and the client consents, the conflict is a breach of the broker’s fiduciary duty of good faith, fair dealing and trust owed to their client when the broker continues to act on the client’s behalf. [See RPI Form 527]

Potential situations from which a conflict of interest may arise include:

the broker or their agent holds a direct or indirect ownership interest in the real estate involved in the transaction;
the broker or their agent is directly or indirectly a buyer of the property in the transaction, including a partial ownership interest in a limited liability company (LLC) or other entity which owns or is buying, leasing or lending on the property [Whitehead Gordon (1969) 2 CA3d 659];
an individual related to the broker or one of their agents by blood or marriage holds a direct or indirect ownership interest in the property or is the buyer [Sierra Pacific Industries Carter (1980) 104 CA3d 579];
an individual with whom the broker or a family member has a special pre-existing relationship — such as prior employment, significant past or present business dealings or deep-rooted social ties — holds a direct or indirect ownership, leasehold or security interest in the property or is the buyer;
the broker’s or their agent’s concurrent representation of the opposing party, referred to as a dual agency situation; or
the unwillingness of the broker or their agent to work with the opposing party, or others, or their brokers or agents in a transaction.

Ultimately, a conflict of interest needs to be disclosed to the client when the broker has a pre-existing relationship with a person other than the client which might hinder their ability to fully represent the needs of their client. Notice that the potentiality itself creates a conflict – even if in practice the agent’s duties are not compromised.

This pre-existing relationship may be based on any form of:

kinship;
employment;
partnership;
common membership;
religious affiliation;
civic ties; or
any other socio-economic context.

A broker or their agent uses the Conflict of Interest form published by RPI (Realty Publications, Inc.) when representing a buyer or seller to disclose the potential conflict of interest which may interfere with their ability to represent their client as agreed. [See RPI Form 527]

This disclosure is serious business. The client’s tardy discovery of the conflict and their complaint to the Department of Real Estate (DRE) for failure to make the disclosure and obtain consent before continuing to advise or act on behalf of the client are grounds for the DRE’s suspension or revocation of the broker’s license. [Calif. Business and Professions Code §10177(o)]

Disclosing a conflict of interest

An agent or broker uses the Conflict of Interest Disclosure form published by RPI when a conflicting situation arises between the agent or broker and another principal or third-party to the transaction. The form allows the broker or agent to fully and timely disclose relationships or positions held by the broker, their agents or family members which may appear to be in conflict with the agency duties owed the client. [See RPI Form 527]

The contents of the form include:

Facts, such as:
- which type of transaction the disclosure is connected with [See RPI Form 527 §1];
- the date of the transaction [See RPI Form 527 §1.1];
- the names and identities of the transaction participants (buyer, seller, etc.) [See RPI Form 527 §§1.2 and 1.3];
- a description of the real estate, usually the address [See RPI Form 527 §1.4]; and
- a blank for writing the identity of the client the broker is representing [See RPI Form 527 §2];
a Disclosure of Conflict of Interest statement informing the client that the following information on the form is the broker’s disclosure of a possible conflict between the broker’s relationships or positions held and the broker’s agency duty owed to the client on the particular transaction [See RPI Form 527 §3];
a checklist with blanks to itemize and list the facts which might likely create a conflict of interest for the broker or their agents in performing their agency duties on behalf of the client. The choices to select name various positions that might be held by the broker or their agents, including a:
- Real estate interest [See RPI Form 527 §3.1];
- Government agency position [See RPI Form 527 §3.2];
- Business position [See RPI Form 527 §3.3];
- Business investment [See RPI Form 527 §3.4];
- Representation of others in a transaction [See RPI Form 527 §3.5]; and
- Kinship and employee relationship [See RPI Form 527 §3.6]; and
Signatures of the broker, agent and client. Once the client has signed, it verifies their consent to continue the relationship with the broker. [See RPI Form 527 §5]