Washington HOA Resale Certificate: RCW 64.90.640 Explained

Quick answer: A Washington HOA resale certificate is the disclosure packet a seller must give a buyer before the sale of a unit in a common interest community. Under RCW 64.90.640, the association has 10 days after the owner's request to furnish it, the preparation charge can't exceed $275, and the buyer can cancel within five business days after first receiving it. Older condominiums that haven't moved to the new act use RCW 64.34.425 until January 1, 2028.

Most of what goes into a resale certificate is financial. That makes it a bookkeeping job as much as a legal one: if your books are current, the certificate takes an hour. If they aren't, the 10-day clock gets tight fast. This guide walks through what the statute requires, with the text quoted from the Washington Legislature's website.

Who has to provide a Washington HOA resale certificate

The duty to deliver the certificate sits with the selling owner. The duty to prepare it sits with the association. The statute puts it this way in RCW 64.90.640(2)(a):

The association, within 10 days after a request by a unit owner, and subject to the payment of any fees imposed pursuant to RCW 64.90.405 (2)(m), must furnish a resale certificate signed by an officer or authorized agent of the association and containing the information necessary to enable the unit owner to comply with this section.

The certificate has to be signed by an officer or an authorized agent of the association, and it's based on the association's books and records plus what the signer actually knows. For a self-managed board, that signer is usually the treasurer or president. If you use a management or financial services company, it's usually their staff.

There are exceptions. A sale that requires a public offering statement doesn't need a resale certificate, and RCW 64.90.600 lists other exemptions. Confirm those with the statute or your attorney before you tell an owner no certificate is needed.

What the resale certificate must contain

RCW 64.90.640(1) lists 26 items, lettered (a) through (z). For any category with nothing to report, the certificate must say NONE or RECORDS UNAVAILABLE. You can't leave a line blank.

Here are the items that come from the association's financial records:

The big-expense item is worth reading in the statute's own words, because it applies whether or not owners get to vote on the cost:

(f) A statement of any expenditure or anticipated repair or replacement cost reasonably anticipated to be in excess of five percent of the board-approved annual budget of the association, regardless of whether the unit owners are entitled to approve such cost;

The rest of the list covers the non-financial side. That includes any right of first refusal, unsatisfied judgments and pending lawsuits, insurance coverage and the broker's contact information, known violations affecting the unit, declarant control, leasehold terms, rental and age restrictions, qualified warranties, and electric vehicle charging station requirements.

Item (u) is the document set. It requires the declaration, the organizational documents, the rules, all current board policies and resolutions, the most current reserve study, and the minutes of board and association meetings for the last 12 months. If your minutes aren't organized, this is where it shows. Our sister site explains how long to keep HOA meeting minutes.

Two more pieces are mandatory text. If the association doesn't have a compliant reserve study, item (y) requires a specific warning to the buyer about the risk of special assessments. Item (z) requires a notice in conspicuous type telling the buyer that the unit is in a common interest community and is subject to assessments and a statutory lien. Copy both from RCW 64.90.640 itself. For the reserve study rules behind items (g) and (y), see our guide to RCW 64.90.545.

The 10-day deadline and the $275 fee cap

The association gets 10 days from the owner's request. The fee rules are specific. RCW 64.90.640(2)(b) says:

For the purposes of this chapter, a reasonable charge to the owner for the preparation of a resale certificate may not exceed $275, covering the direct costs of copying and providing such information, and may not include any additional charges for providing documents that are maintained in electronic form on a website, web portal, or application available to unit owners.

In plain terms:

• Preparation fee: no more than $275.
• Documents already online: no extra charge for documents kept in electronic form on a website, portal or app that owners can use.
• Update fee: a nominal fee of no more than $100 to update a certificate within six months of the owner's previous request.
• No forced third-party accounts: under subsection (2)(c), the association can't require an owner to contract with, or open an account with, a third party to pay for or receive the certificate.

If your association uses an outside vendor for resale certificates, check that the vendor's process and pricing fit these limits. Subsection (4) makes an authorized agent that charges a fee responsible for timely delivery and for reasonable care in preparing the certificate. It also lets an owner sue the association or the agent over fees, timeliness or preparation, and the court may award attorneys' fees to the prevailing party.

What the buyer can do with it

The certificate protects the buyer in two ways. First, the buyer isn't liable for unpaid assessments or fees greater than the amount stated in the certificate. That's why the owner ledger has to be right on the day you sign. Understating a balance can cost the association the difference.

Second, the buyer gets a cancellation window. RCW 64.90.640(3)(b) begins:

The purchaser may cancel a contract for the purchase of the unit within five business days after first receiving the resale certificate.

The details depend on timing. If the buyer first received the certificate more than five business days before signing the contract, there's no cancellation right under this section. If the certificate arrives less than five business days before closing, the buyer can push closing out by up to five business days after first receiving it. A late certificate can delay or end a sale, so the 10-day deadline matters to your owners.

The seller also gets some protection. Under subsection (2)(d), a unit owner isn't liable to the buyer for erroneous information the association provided in the certificate.

Which statute applies to older condos and HOAs

Washington is in the middle of moving every community under one law, the Washington Uniform Common Interest Ownership Act (chapter 64.90 RCW). Until that finishes, which resale statute applies depends on when your community was created and whether it has opted in.

RCW 64.34.425 is similar to the newer statute but not identical. It also gives the association 10 days and caps the preparation charge at $275. Its financial items differ in a few places: it asks for a balance sheet and a revenue and expense statement prepared on an accrual basis and current to within 120 days, and for a statement of the amount of reserves and any portion designated for specific projects. Under that section, the buyer's contract is voidable until the certificate has been provided and for five days afterward, or until conveyance, whichever comes first.

RCW 64.90.365 lists the WUCIOA sections that already apply to communities created before July 1, 2018. The list includes the budget ratification rule and the reserve study rule, but not the resale certificate section. We cover the sections that do apply in our guides to RCW 64.90.525 budget ratification and the 2028 WUCIOA deadline. For the full picture, start with the Washington HOA laws guide.

A resale certificate checklist for the treasurer

Keep these current and a certificate request stops being an emergency:

1. Owner ledgers posted through the current month, including special assessments levied but not yet due.
2. Aged receivables and aged payables you can run on any date. Both need to be current to within 45 days.
3. Monthly balance sheet and revenue and expense statement, closed on a schedule.
4. The adopted operating budget and the most recent year-end financial statement or audit.
5. The reserve study, or the required warning text if you don't have a compliant one.
6. A document folder with the declaration, bylaws, rules, current policies and resolutions, the insurance summary, and 12 months of minutes.
7. A fee policy that matches the $275 and $100 limits.

Delinquencies show up in items (b) and (c), so your collection process affects every certificate. Our guide to RCW 64.90.485 and Washington HOA collections covers the notice rules.

Where Dynamite fits

Dynamite Management handles the financial and administrative side for associations, including the monthly financials and owner ledgers a resale certificate is built from. If your board self-manages and resale requests keep landing on a volunteer's kitchen table, talk to us about taking the financial side off your plate. Boards that want software instead can look at HOA Fiscal's self-management guide.

FAQ

How long does a Washington HOA have to provide a resale certificate?

Ten days after the unit owner's request, under RCW 64.90.640(2)(a). RCW 64.34.425 sets the same 10 days for older condominiums.

How much can a Washington HOA charge for a resale certificate?

No more than $275 for preparation, and no more than $100 to update a certificate within six months of the owner's previous request. The association can't add charges for documents it already keeps online for owners.

Can a buyer cancel after receiving the resale certificate?

Yes. Under RCW 64.90.640(3)(b), the buyer can cancel within five business days after first receiving the certificate, unless it was first provided more than five business days before the contract was signed.

Does an older Washington HOA have to provide a resale certificate?

Older condominiums use RCW 64.34.425 until January 1, 2028. For an older HOA that isn't a condominium and hasn't opted in to chapter 64.90 RCW, confirm with the statute and your attorney. From January 1, 2028, chapter 64.90 RCW applies to every community.

Who signs the resale certificate?

An officer or an authorized agent of the association. The signer relies on the association's books and records and on what they actually know.

This is not legal advice. Statutes change, and your governing documents may add requirements. Confirm with the statute and your association's attorney before you act.

Cover: Photo by Josh Hild on Pexels