Your 1031 DST Authority
Investor Tool
Interactive PPM Review Checklist
Work through a private placement memorandum step by step. Check off each item, flag concerns, jot notes, and track your progress — it saves automatically in your browser.
Use this alongside the offering documents for any DST, Opportunity Zone fund, private REIT, or oil & gas program. For the full explanation of each item, read the companion deep dive: How to Review a PPM. This tool is educational only — always read the entire PPM and consult your own CPA, attorney, and licensed advisor.
1. Sponsor & Management
0/5- How long has the sponsor operated, and how many offerings have they launched?
- How many programs have gone full-cycle, and with what realized results?
- How did prior deals perform through a downturn?
- Does the sponsor specialize in this property type and market?
- Does the sponsor co-invest its own capital (alignment)?
2. Offering Structure
0/3- What am I actually buying (DST interest, LLC unit, REIT shares, working interest, LP unit)?
- Are my liability and control rights understood?
- For a DST: does it qualify under Rev. Rul. 2004-86, and are the 'seven prohibitions' noted?
3. Use of Proceeds (Sources & Uses)
0/3- What fraction of my equity actually reaches the property (vs. fees and costs)?
- Are reserves adequate to protect distributions in a soft patch?
- Is there an acquisition markup to a sponsor affiliate?
4. The Asset & Business Plan
0/4- Have I reviewed location and market fundamentals?
- Rent roll, occupancy, and (net lease) tenant credit and lease term?
- Is it stabilized, or value-add/development with execution risk?
- Purchase price vs. the appraisal in the exhibits?
5. Debt & Financing
0/5- What is the loan-to-value (LTV)?
- Is the rate fixed or floating?
- When does the loan mature relative to the expected hold?
- Is the debt non-recourse?
- Is there a debt-service-coverage cushion?
6. Financial Projections (Pro Forma)
0/5- Are the rent-growth and occupancy assumptions reasonable?
- Is the operating-expense growth assumption realistic?
- Is the exit cap rate equal to or higher than the going-in cap (no compression)?
- Have I stress-tested the downside (lower occupancy, higher expenses)?
- Do returns survive a flat or higher exit cap?
7. Fees & Compensation
0/6- What is the total upfront load (commissions, O&O, acquisition fee)?
- What are the ongoing asset- and property-management fees?
- Is there a disposition fee at sale?
- Is there a promote / carried interest, and what's the hurdle?
- What is my projected return NET of all fees?
- Have I reviewed the conflicts-of-interest / related-party section?
8. Distributions & Cash Flow
0/3- Is the distribution supported by projected operating cash flow?
- Is any portion a return of capital?
- Is there a preferred return before the sponsor's promote?
9. Tax Features
0/6- What is the tax-reporting form (Schedule E / grantor letter, K-1, or 1099-DIV)?
- Is it 1031-eligible (if I'm completing an exchange)?
- Is it a Qualified Opportunity Fund (QOF/QOZB, ten-year rule)?
- Is a DST UPREIT-eligible for a future 721 exchange?
- Depreciation pass-through, and recapture at a taxable exit?
- What is the tax opinion's level of assurance ('will' vs. 'should')?
10. UBIT / Retirement Accounts
0/3- Am I investing through an IRA or tax-exempt account?
- Is there UDFI/UBIT exposure on leveraged real estate?
- Have I considered the Form 990-T implication?
11. Exit & Timing
0/5- What is the exit strategy and target hold period?
- Does the planned exit align with the loan maturity?
- What forces a sale, and when?
- Is a 721 option available at full-cycle (for a DST)?
- For a QOF, does the plan respect the ten-year hold?
Red-Flag Watchlist (check any that are present)
0 present- Distributions exceed projected operating cash flow
- Exit cap rate is below the going-in cap rate
- Near-term or floating-rate debt with no clear plan
- Thin, all-winners, or unverifiable sponsor track record
- Opaque or hard-to-total fees, or a heavy load
- Weak or missing tax opinion on a tax-driven deal
- Aggressive related-party dealings without arm's-length pricing
- Pressure to subscribe before you've finished the document
When you can answer every item — and you're comfortable with the answers — you've reviewed the PPM the way it's meant to be reviewed. Any item you can't answer is itself a finding. Confirm all tax and legal points with your own advisors before subscribing.