Massachusetts 2025-2026 Regular Session

Massachusetts Senate Bill S998 Compare Versions

Only one version of the bill is available at this time.

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1	1	1 of 1
2	2	SENATE DOCKET, NO. 1068 FILED ON: 1/15/2025
3	3	SENATE . . . . . . . . . . . . . . No. 998
4	4	The Commonwealth of Massachusetts
5	5	_________________
6	6	PRESENTED BY:
7	7	Patricia D. Jehlen
8	8	_________________
9	9	To the Honorable Senate and House of Representatives of the Commonwealth of Massachusetts in General
10	10	Court assembled:
11	11	The undersigned legislators and/or citizens respectfully petition for the adoption of the accompanying bill:
12	12	An Act to guarantee a tenant’s first right of refusal.
13	13	_______________
14	14	PETITION OF:
15	15	NAME:DISTRICT/ADDRESS :Patricia D. JehlenSecond MiddlesexAdam GomezHampden2/4/2025James K. Hawkins2nd Bristol2/7/2025Mike Connolly26th Middlesex2/10/2025James B. EldridgeMiddlesex and Worcester2/10/2025Sal N. DiDomenicoMiddlesex and Suffolk2/12/2025Jason M. LewisFifth Middlesex2/12/2025Joanne M. ComerfordHampshire, Franklin and Worcester2/18/2025Julian CyrCape and Islands2/18/2025 1 of 22
16	16	SENATE DOCKET, NO. 1068 FILED ON: 1/15/2025
17	17	SENATE . . . . . . . . . . . . . . No. 998
18	18	By Ms. Jehlen, a petition (accompanied by bill, Senate, No. 998) of Patricia D. Jehlen, Adam
19	19	Gomez, James K. Hawkins, Mike Connolly and other members of the General Court for
20	20	legislation to guarantee a tenant’s first right of refusal. Housing.
21	21	[SIMILAR MATTER FILED IN PREVIOUS SESSION
22	22	SEE SENATE, NO. 880 OF 2023-2024.]
23	23	The Commonwealth of Massachusetts
24	24	_______________
25	25	In the One Hundred and Ninety-Fourth General Court
26	26	(2025-2026)
27	27	_______________
28	28	An Act to guarantee a tenant’s first right of refusal.
29	29	Be it enacted by the Senate and House of Representatives in General Court assembled, and by the authority
30	30	of the same, as follows:
31	31	1 SECTION 1. Chapter 184 of the General Laws as appearing in the 2020 Official Edition
32	32	2is hereby amended by adding after section 21, the following new section:
33	33	3 Section 21A: Municipal Local Option for a Tenant’s Opportunity to Purchase
34	34	4 (a) For the purposes of this section, the following words shall, notwithstanding any
35	35	5general or special law to the contrary, or unless the context clearly requires otherwise, have the
36	36	6following meanings:
37	37	7 ''Affiliate'' an entity owned or controlled by an Owner or under common control with the
38	38	8Owner. 2 of 22
39	39	9 “Auction” or "Public Auction", the sale of a Housing Accommodation, under power of
40	40	10sale in a Mortgage Loan, by public bidding.
41	41	11 “Borrower", a mortgagor of a Mortgage Loan.
42	42	12 "Deed in Lieu," a deed for the collateral property, that the Mortgagee accepts from the
43	43	13Borrower in exchange for the release of the Borrower’s obligation under the Mortgage Loan.
44	44	14 “Executive Office”, Executive Office of Housing and Livable Communities, or its
45	45	15successor agency.
46	46	16 “Designee", a nonprofit or for-profit entity, a public housing authority, or a controlled
47	47	17nonprofit or for-profit Affiliate of such entity; provided that the parent organization has requisite
48	48	18experience in developing, owning and/or operating residential real estate and with the financial
49	49	19capacity to secure the financing of the purchase transaction; provided that any purchase by a
50	50	20Designee under this section shall be for the purpose of the use of the property as Long-Term
51	51	21Affordable Housing set out in a recorded restriction.
52	52	22 "Foreclosure," a proceeding to terminate a Borrower’s interest in property instituted by
53	53	23the Mortgagee.
54	54	24 “Housing Accommodation," a building or buildings, structure or structures, or part
55	55	25thereof, rented or offered for rent for living or dwelling purposes, including, without limitation,
56	56	26houses, apartments, condominium units, cooperative units and other multi-family residential
57	57	27dwellings; provided, however, that a Housing Accommodation shall not include a group
58	58	28residence, homeless shelter, lodging house, orphanage, temporary dwelling structure or
59	59	29transitional housing; and provided, further that a Housing Accommodation shall not include 1-4 3 of 22
60	60	30unit Borrower-occupied Housing Accommodation if the Borrower is domiciled in the Housing
61	61	31Accommodation at the initiation of the Short-sale, Deed in Lieu, or Foreclosure process.
62	62	32 “Immediate Family Member”, the parent, offspring, sibling, or spouse of the Owner, or a
63	63	33trust in which the beneficiaries immediately after the creation are the Owner and the parent,
64	64	34child, sibling and/or spouse of the Owner.
65	65	35 “Long-Term Affordable Housing”, for rental housing: housing where forty percent of the
66	66	36housing units are affordable to households with incomes at or below sixty percent of the Area
67	67	37Median Income as established by the U.S. Department of Housing and Urban Development
68	68	38(AMI), and where these restrictions shall be in effect for at least thirty years and recorded in a
69	69	39deed restriction; for homeownership housing: housing where all units are both (a) set at prices
70	70	40affordable to, and (b) limited to purchase by, buyers whose incomes are at or below 100 percent
71	71	41of the AMI, and at least fifty percent of the units are both (a) set at prices affordable to, and (b)
72	72	42limited to purchase by, buyers with incomes at or below eighty percent of the AMI, and where
73	73	43these restrictions shall be in effect for at least thirty years and recorded in a deed restriction.
74	74	44 "Member", a natural person who is a member of a Tenant Association.
75	75	45 "Minimum Tenant Participation”, the minimum percentage of Tenant-occupied housing
76	76	46units that must participate as Members of the Tenant Association, which shall be 51 per cent of
77	77	47the Tenant-occupied housing units. The Minimum Tenant Participation percentage shall be
78	78	48calculated (rounded up) based on the number of Tenant-occupied housing units in a property,
79	79	49rather than the number of individual Tenants. If there is more than 1 Tenant residing in a unit,
80	80	50any of the Tenants in the unit may participate as Members of the Tenant Association for the unit 4 of 22
81	81	51to be counted towards the participating percentage of units. The Minimum Tenant Participation
82	82	52will be presumed to have been achieved for a period of 1 year after it is initially established.
83	83	53 "Mortgage Loan," a loan secured wholly or partially by a mortgage on a Housing
84	84	54Accommodation.
85	85	55 "Mortgagee," an entity to whom property is mortgaged, the mortgage creditor or lender
86	86	56including, but not limited to, mortgage servicers, lenders in a mortgage agreement and any agent,
87	87	57servant or employee of the Mortgagee or any successor in interest or assignee of the Mortgagee's
88	88	58rights, interests or obligations under the mortgage agreement.
89	89	59 "Owner", a person, firm, partnership, corporation, trust, organization, limited liability
90	90	60company or other entity, or its successors or assigns, that holds title to real property.
91	91	61 "Purchaser", a party who has entered into a purchase contract with an Owner and who
92	92	62will, upon performance of the purchase contract, become the new Owner of the property.
93	93	63 "Purchase Contract", a binding written agreement whereby an Owner agrees to sell
94	94	64property including, without limitation, a purchase and sale agreement, contract of sale, purchase
95	95	65option or other similar instrument.
96	96	66 "Sale", an act by which an Owner conveys, transfers or disposes of property by deed or
97	97	67otherwise, whether through a single transaction or a series of transactions, within a 3 year period;
98	98	68provided, that a disposition of housing by an Owner to an Affiliate of such Owner shall not
99	99	69constitute a Sale.
100	100	70 "Short-Sale," a Sale approved by the Mortgagee to a bona fide Purchaser at a price that is
101	101	71less than the Borrower's existing debt on the Housing Accommodation. 5 of 22
102	102	72 "Successor”, the entity through which a Tenant Association may take title to the
103	103	73residential property, including any of the following: (i) a non-profit or for-profit entity
104	104	74controlled by the Tenant Association; or (ii) a limited equity cooperative organized under
105	105	75Chapter 157B or non-profit corporation organized under Chapter 180, in either case controlled
106	106	76by the Tenants of the property; or (iii) a joint venture between any of the entities in (i) or (ii) and
107	107	77another party (including non-profit and for-profit entities) with: (a) the requisite experience in
108	108	78acquiring, developing and owning residential property, and (b) the financial capacity to secure
109	109	79financing of the purchase transaction; any such joint venture shall be for the purpose of the use
110	110	80of the property as Long-Term Affordable Housing set out in a recorded restriction.
111	111	81 "Tenant", a person entitled to possession or occupancy of a rental unit within residential
112	112	82housing, including a subtenant, lessee and sublessee.
113	113	83 "Tenant Association", an organization with a membership limited to present Tenants of a
114	114	84property that: (i) is registered with, or if no registry exists has provided a letter stating its
115	115	85formation to, the municipality that has adopted an ordinance consistent with this section; or (ii) is
116	116	86a non-profit organization incorporated under chapter 180; provided that an organization shall not
117	117	87be a Tenant Association if there is evidence that it was organized by the Owner.
118	118	88 "Third-Party Offer", an offer to purchase the mortgaged property for valuable
119	119	89consideration by an arm's length Purchaser; provided, that a Third-Party Offer shall not include
120	120	90an offer by the Borrower or the Tenants.
121	121	91 "Third-party Purchaser", a Purchaser that is not the Tenant Association at the property, or
122	122	92its Designee, Successor, or an Affiliate. 6 of 22
123	123	93 (b) A city or town may adopt this section in the manner provided in section 4 of chapter
124	124	944. The acceptance of this local option by a municipality shall take effect no later than 180 days
125	125	95after such adoption. A city or town may at any time revoke the acceptance of this section in the
126	126	96manner provided in section 4 of chapter 4. The revocation shall not affect agreements relative to
127	127	97Tenants’ rights to purchase that have already been asserted, that is, when a Tenant Association,
128	128	98its Successor, Designee or Assignee, have submitted an offer to the Owner, or executed the
129	129	99proposed purchase contract or other agreement acceptable to both parties, prior to the revocation.
130	130	100 (c) A city or town’s ordinance or bylaw accepting this Section may contain provisions
131	131	101that establish:
132	132	102 (1) additional tenancy protections for Tenant households that do not participate in the
133	133	103Tenant Association;
134	134	104 (2) additional penalties, municipal enforcement authority, and enforcement mechanisms,
135	135	105in addition to recorded restrictions, for enforcing the ordinance and provisions of this section,
136	136	106and/or rules and regulations implementing this section;
137	137	107 (3) mandated use of a standard purchase contract, prepared or approved by the
138	138	108municipality and consistent with this Section, for Owners to provide to the Tenant Association,
139	139	109its Designee or Successor, under paragraph (d)(4);
140	140	110 (4) for housing transferred under this section, additional affordability restrictions on the
141	141	111total percentage of affordable units, the level of affordability, and/or the length of time such
142	142	112restrictions shall be in place; and/or 7 of 22
143	143	113 (5) creating confidentiality agreement forms for Owners to use to protect against the
144	144	114public disclosure of information provided pursuant to subsection (d)(5)(ii).
145	145	115 (d) In any city or town that adopts the provisions of this section:
146	146	116 (1) (i) an Owner of a residential building shall notify the municipality and each Tenant
147	147	117household, in writing by hand delivery and United States' mail, of the Owner's intention to sell
148	148	118the property, with copy of the municipality's prepared summary of the ordinance adopted
149	149	119hereunder, which shall include a reference to the lists in (ii).
150	150	120 (ii) The municipality shall maintain a list of qualified affordable housing developers and
151	151	121of qualified technical assistance providers for residents and provide these lists to the residents.
152	152	122 (2) A Tenant Association with the Minimum Tenant Participation may select a Successor
153	153	123entity or a Designee to act on its behalf as purchaser of the property and shall give the Owner
154	154	124and the municipality notice of its selection.
155	155	125 (3) (i) An Owner of a residential building, unless the Owner is exempt from this Section
156	156	126and it is the Owner’s burden to provide proof of qualification for an exemption, shall provide to
157	157	127the Tenant Association with Minimum Tenant Participation (if such association exists) or its
158	158	128Successor or Designee, an opportunity to purchase the property pursuant to the time periods
159	159	129contained in this Section, but no Owner shall be under any obligation under this subsection (d)(3)
160	160	130to enter into an agreement to sell such property to the Tenant Association, its Successor or
161	161	131Designee.
162	162	132 (ii) A Tenant Association with the Minimum Tenant Participation, or its Successor or
163	163	133Designee, may, within 30 days after receipt of the Owner's intention to sell, submit an offer to 8 of 22
164	164	134the Owner to purchase the property. Failure to submit an offer within thirty days shall constitute
165	165	135an irrevocable waiver of the Tenants' rights under this paragraph (3). An Owner also may accept
166	166	136an offer and execute a purchase contract with a third party during this thirty-day period, subject
167	167	137to paragraphs (4) to (7), inclusive.
168	168	138 (4) Upon execution of any purchase contract with a third party, within 7 days, the Owner
169	169	139shall, unless the Owner can prove they are exempt from this Section, submit: a copy of the
170	170	140executed contract and proof that the deposit toward the purchase has been paid by the third party
171	171	141along with a proposed purchase contract for execution by Tenant Association or its Successor, or
172	172	142Designee (collectively, “the Purchase Documents”), and if no Tenant Association or Successor
173	173	143or Designee exists, the Owner shall provide, within 7 days of execution of the third party
174	174	144contract, the Purchase Documents to the municipality and provide a summary of the Purchase
175	175	145Documents (including purchase price, amount and schedule of deposits, length of due diligence/
176	176	146deposit refundability period, and closing date) to each Tenant household, by hand delivery and
177	177	147United States' mail.
178	178	148 If (i) at least 30 days has passed from the Tenant households’ receipt of notice of the
179	179	149Owner’s intention to sell (provided for in (d)(1)) and their receipt of the summary of the
180	180	150Purchase Documents, and if a Tenant Association, with or without Minimum Tenant
181	181	151Participation, or its Successor or Designee does not exist, then the Owner may immediately
182	182	152proceed with the purchase contract with the third party;
183	183	153 if (ii) less than 30 days have passed and no Tenant Association with Minimum Tenant
184	184	154Participation has been formed, the Tenants shall have 45 days after the receipt of the summary of
185	185	155the Purchase Documents, to form a Tenant Association with Minimum Tenant Participation, 9 of 22
186	186	156select a Designee or Successor it they choose, and have the Tenant Association or its Successor
187	187	157or its Designee execute the proposed purchase contract or such other agreement as is acceptable
188	188	158to both parties; and
189	189	159 (iii) in all other cases, if the Tenant Association, or its Successor or, its Designee, elect to
190	190	160purchase the property, the Tenant Association, or its Successor, or its Designee, shall within 21
191	191	161days after the receipt of the third-party purchase contract and the proposed purchase contract,
192	192	162execute the proposed purchase contract or such other agreement as is acceptable to both parties.
193	193	163 The time periods set forth in this subsection may be extended by agreement between the
194	194	164Owner and the Tenant Association, its Successor or its Designee. Except as otherwise specified
195	195	165in subsection (5), the terms and conditions of the proposed purchase contract offered to the
196	196	166Tenant Association, Successor, or its Designee, shall be the same as those of the executed third-
197	197	167party purchase contract. The Tenant Association or its Successor or Designee must include
198	198	168reasonable evidence of Minimum Tenant Participation with its proposed purchase contract.
199	199	169 (5) Any purchase contract offered to, or proposed by, the Tenant Association, its
200	200	170Successor or its Designee shall provide at least the following terms:
201	201	171 (i)the earnest money deposit shall not exceed the lesser of:
202	202	172 (A)the deposit in the third-party purchase contract;
203	203	173 (B)5 per cent of the Sale price; or
204	204	174 (C)$250,000; provided, however, that the Owner and the Tenant Association, or its
205	205	175Successor, or its Designee, may agree to modify the terms of the earnest money deposit;
206	206	176provided, further, that the earnest money deposit shall be held under commercially-reasonable 10 of 22
207	207	177terms by an escrow agent selected jointly by the Owner and the Tenant Association, its
208	208	178Successor or its Designee;
209	209	179 (ii)the Owner must provide the following information, documentation, and
210	210	180permissions, within 20 days of the date of the purchase contract of the Tenant Association, its
211	211	181Designee or Successor: the current rent roll by unit size without tenant names or other
212	212	182identifying information; the expiration date of every lease (if there is a lease); documentation of
213	213	183all operating expenses for the prior two years, including utilities, insurance premiums, bills for
214	214	184repairs, and capital improvements; permission to inspect all common and maintenance service
215	215	185areas of the property, including roof, boiler room, electrical and telecommunications rooms;
216	216	186permission to conduct inspections and tests for the presence of lead paint and asbestos; and
217	217	187permission to do tests for regulated environmental toxins on unbuilt areas of the property, if
218	218	188required by the lender of the Tenant Association, or its Designee or Successor;
219	219	189 (iii)the contract will contain all reasonable contingencies, including financing,
220	220	190marketability of title, and appraisal contingencies;
221	221	191 (iv)the earnest money deposit shall be refundable for not less than 60 days from the
222	222	192date of execution of the purchase contract or such greater period as provided for in the third-
223	223	193party purchase contract (due diligence period); provided, however, that if the Owner
224	224	194unreasonably delays the buyer's ability to conduct due diligence during the 60 day period, the
225	225	195earnest money deposit shall continue to be refundable for an additional period of one day for
226	226	196every day beyond the required 20 days that the Owner has not complied with the provisions of
227	227	197subsection (5) (ii) above. After the expiration of the specified time period, the earnest money 11 of 22
228	228	198deposit shall become non-refundable but shall continue to be a deposit toward the full purchase
229	229	199price.
230	230	200 (v)real estate broker commissions or fees that are associated with the third-party
231	231	201purchase transaction shall be payable upon the closing of the purchase.
232	232	202 (6) Closing date: The Tenant Association or its Successor, or Designee, shall have 60
233	233	203days for a property of 1 to 5 units, 75 days for a property of 6 to 20 units, and 120 days for a
234	234	204property of 21 or more units, from execution of the purchase contract to perform all due
235	235	205diligence, secure financing for and close on the purchase of the building; provided, however, that
236	236	206if the Owner unreasonably delays the buyer's ability to conduct due diligence, the closing date
237	237	207shall be extended for an additional period of one day for every day beyond the required 20 days
238	238	208that the Owner has not complied with the provisions of subsection (d) (5) (ii) above. Failure to
239	239	209exercise the purchase option by the closing date shall constitute a waiver of the purchase option
240	240	210by the Tenant Association, its Successor, or its Designee. The closing date may be extended by
241	241	211agreement of both parties.
242	242	212 (7) If the Tenant Association, its Designee or Successor, do not exercise their purchase
243	243	213option the Owner may proceed with the sale to the third-party. If the closing date in the third-
244	244	214party contract is extended, for each such extension, the Owner shall provide the municipality and
245	245	215the Tenant Association, Designee or Successor a notarized amendment to the purchase contract
246	246	216extending the date of the closing. Within 7 days of the termination of the third-party purchase
247	247	217contract the Owner shall notify the municipality and the Tenant Association, its Designee or its
248	248	218Successor of the termination. Said notice shall trigger the provisions of paragraphs (d)(1) through
249	249	219(d)(7) of this Section. 12 of 22
250	250	220 (8) In any instance where the Tenant Association, its Designee or Successor, is not a
251	251	221successful purchaser, an Owner shall provide evidence of compliance with this Section by filing
252	252	222a affidavit of compliance signed under the penalty of perjury with the municipality, the
253	253	223Executive Office, and the official records of the county where the property is located within
254	254	224seven days of the Sale.
255	255	225 (9) The Tenant Association, Successor, or its Designee shall ensure that their purchase of
256	256	226the property will not result in the displacement of any Tenant households existing at the time of
257	257	227purchase based solely on their choice not to participate in the purchase of the property.
258	258	228 (10)Any property acquired under this subsection, that is not subject to a Long-Term
259	259	229Affordable Housing requirement, shall be for the purpose of use of the property as: (i) Long-
260	260	230Term Affordable Housing set out in a recorded restriction; (ii) cooperative housing subject to a
261	261	231covenant, satisfactory to the municipality in form and substance and having a term of not less
262	262	232than twenty years, that a majority of residential units be occupied by Tenant-stockholders as their
263	263	233primary residence; or (iii) condominium units subject to a covenant, satisfactory to the
264	264	234municipality in form and substance and having a term of not less than twenty years, that a
265	265	235majority of units be occupied by unit Owners as their primary residence. For purposes of (ii) and
266	266	236(iii) of this requirement, Owner-occupied or Tenant-stockholder occupied includes (i) a person in
267	267	237military service on active duty who intends to occupy the residential unit when not on active
268	268	238duty, and (ii) a disabled occupant where the Owner/Tenant-stockholder is their parent or legal
269	269	239guardian.
270	270	240 (11)This subsection (d) shall not apply to the following: 13 of 22
271	271	241 (i)property that is the subject of a government taking by eminent domain or a
272	272	242negotiated purchase in lieu of eminent domain;
273	273	243 (ii) a proposed below-market Sale to an organization organized under Section
274	274	244501(c)(3) of the Internal Revenue Code where the property shall be used or developed as Long-
275	275	245Term Affordable Housing;
276	276	246 (iii)any Sale of publicly-assisted housing, as defined in section 1 of chapter 40T;
277	277	247 (iv)rental units in any hospital, skilled nursing facility, or health facility;
278	278	248 (v)rental units in a nonprofit facility that has the primary purpose of providing short
279	279	249term treatment, assistance, or therapy for alcohol, drug, or other substance abuse; provided, that
280	280	250such housing is incident to the recovery program, and where the client has been informed in
281	281	251writing of the temporary or transitional nature of the housing;
282	282	252 (vi)rental units in a nonprofit facility that provides a structured living environment
283	283	253that has the primary purpose of helping homeless persons obtain the skills necessary for
284	284	254independent living in a permanent housing and where occupancy is restricted to a limited and
285	285	255specific period of time of not more than 24 months and where the client has been informed in
286	286	256writing of the temporary or transitional nature of the housing at its inception;
287	287	257 (vii)public housing units owned or managed by or with a ground lease from the local
288	288	258housing authority;
289	289	259 (viii)any residential property where: (a) the Owner can show that the Owner is a
290	290	260natural person(s) who, together and separately, own, either directly and/or as a member of a
291	291	261limited liability company (“LLC”) and/or a beneficiary of a trust, fewer than 10 residential rental 14 of 22
292	292	262units in the municipality; or (b) the Owner is an LLC or a trust and the Owner can show that each
293	293	263of the members of the LLC or beneficiaries of the trust are natural persons who, together and
294	294	264separately, own, directly and/or as members of an LLC and/or as beneficiaries of a trust, fewer
295	295	265than 10 residential rental units in the municipality.
296	296	266 (ix)any unit that is held in trust on behalf of a disabled individual who permanently
297	297	267occupies the unit, or a unit that is permanently occupied by a disabled parent, sibling, child, or
298	298	268grandparent of the Owner of that unit;
299	299	269 (x)any property that is owned by a college or university that is occupied exclusively
300	300	270by students;
301	301	271 (xi)any Sale to an Immediate Family Member of the Owner for a total purchase price
302	302	272at or below the current assessed value of the property;
303	303	273 (xii)a transfer by devise, descent, or operation of law upon the death of a natural
304	304	274person;
305	305	275 (xiii)a Sale of a newly constructed property for which the initial certificate of
306	306	276occupancy was issued no earlier than three years prior to the date of the purchase contract
307	307	277between a buyer and the party to which the certificate of occupancy was issued;
308	308	278 (xiv)a property of one to four units, where the owner actually maintains and occupies
309	309	279one of the units as his/her residence;
310	310	280 (xv)any residential property where the Owner directly or indirectly through an
311	311	281Affiliate owns only one unit in the property; or 15 of 22
312	312	282 (xvi)any property with more than 50 residential units, where the median rent of the
313	313	283property is at least 150% of the median rent of the municipality as determined by the most recent
314	314	284American Community Survey of the Census Bureau.
315	315	285 (12)The Executive Office shall provide municipalities with sample purchase contracts
316	316	286incorporating the requirements of this Section that an Owner can provide to a Tenant
317	317	287Association, its Designee or Successor.
318	318	288 (e) Short-Sales. In any city or town that adopts the provisions of this Section:
319	319	289 (1) An Owner, other than the Owner of a 1- 4 unit Owner-occupied property, shall give
320	320	290notice to each Tenant household of a Housing Accommodation of the intention to sell the
321	321	291Housing Accommodation by way of Short-Sale to avoid Foreclosure. Such notice shall be mailed
322	322	292by regular and certified mail, with a simultaneous copy to the attorney general, and the
323	323	293municipality adopting this section within 2 business days of the Owner's submission of a request
324	324	294or application to the Mortgagee for permission to sell the Housing Accommodation by way of
325	325	295Short-Sale or to accept a Deed in Lieu. This notice shall also include a notice of the rights
326	326	296provided by this section.
327	327	297 (2) No Mortgagee may accept any Third-Party Offers or deem the Owner's application
328	328	298for Short-Sale submitted for review unless and until: the Mortgagee receives documentation in a
329	329	299form approved by the attorney general demonstrating that the Tenants of the Housing
330	330	300Accommodation have been informed of the Owner's intent to seek a Short-Sale or Deed in Lieu
331	331	301and the Tenants have had the opportunity to express their interest in exercising a right of first
332	332	302refusal within 60 days or the opportunity to assigned their right of first refusal, or the Tenants
333	333	303have waived those rights. If Tenants have not affirmatively expressed their interest in exercising 16 of 22
334	334	304a right of first refusal or in assigning that right within 60 days, or have not affirmatively waived
335	335	305that right within 60 days, the Tenants' rights are deemed waived.
336	336	306 (3) Before a Housing Accommodation may be transferred by Short-Sale or Deed in Lieu,
337	337	307the Owner, other than the Owner of a 1-4 unit owner-occupied property shall notify each Tenant
338	338	308household, with a simultaneous copy to the attorney general and the municipality adopting this
339	339	309section, by regular and certified mail, of any bona fide offer that the Mortgagee intends to accept.
340	340	310Before any Short-Sale or transfer by Deed in Lieu, the Owner shall give each Tenant household
341	341	311such a notice of the offer only if households constituting at least 51 per cent of the households
342	342	312occupying the Housing Accommodation notify the Owner, in writing, that they collectively
343	343	313desire to receive information relating to the proposed Sale. Tenants may indicate this desire
344	344	314within the same notice described in paragraph (2). Any notice of the offer required to be given
345	345	315under this subsection shall include the price, calculated as a single lump sum amount and of any
346	346	316promissory notes offered in lieu of cash payment.
347	347	317 (4) A Tenant Association representing at least 51 per cent of the households occupying
348	348	318the Housing Accommodation that are entitled to notice under the preceding paragraph (3) shall
349	349	319have the collective right to purchase, in the case of a Third-Party Offer that the Mortgagee
350	350	320intends to accept, provided that it:
351	351	321 (i)submits to the Owner reasonable evidence that the Tenants of at least 51 per cent
352	352	322of the occupied units in the Housing Accommodation have approved the purchase of the Housing
353	353	323Accommodation, 17 of 22
354	354	324 (ii)submits to the Owner a proposed purchase and sale agreement on substantially
355	355	325equivalent terms and conditions within 60 days of receipt of notice of the offer made under the
356	356	326preceding paragraph (3),
357	357	327 (iii)obtains a binding commitment for any necessary financing or guarantees within
358	358	328an additional 90 days after execution of the purchase and sale agreement, and
359	359	329 (iv)closes on such purchase within an additional 90 days after the end of the 90-day
360	360	330period described in clause (iii).
361	361	331 No Owner shall unreasonably refuse to enter into, or unreasonably delay the execution or
362	362	332closing on a purchase and sale with Tenants who have made a bona fide offer to meet the price
363	363	333and substantially equivalent terms and conditions of an offer for which notice is required to be
364	364	334given pursuant to paragraph (3). Failure of the Tenants to submit such a purchase and sale
365	365	335agreement within the first 60-day period, to obtain a binding commitment for financing within
366	366	336the additional 90-day period or to close on the purchase within the second 90-day period, shall
367	367	337serve to terminate the rights of such Tenants to purchase. The time periods herein provided may
368	368	338be extended by agreement. Nothing herein shall be construed to require an Owner to provide
369	369	339financing to such Tenants. A Tenant Association that has the right to purchase hereunder, at its
370	370	340election, may assign its purchase right hereunder to the city or town in which the Housing
371	371	341Accommodation is located, or the housing authority of the city or town in which the Housing
372	372	342Accommodation is located, or an agency of the commonwealth, nonprofit, community
373	373	343development corporation, affordable housing developer, or land trust. A right to purchase
374	374	344hereunder shall be for the purpose of maintaining the use of the Housing Accommodation as
375	375	345permanently affordable rental housing. 18 of 22
376	376	346 (5) The right of first refusal created herein shall inure to the Tenants for the time periods
377	377	347hereinbefore provided, beginning on the date of notice to the Tenants under paragraph (1). The
378	378	348effective period for such right of first refusal shall begin anew for each different offer to
379	379	349purchase that the Mortgagee intends to accept. The right of first refusal shall not apply with
380	380	350respect to any offer received by the Owner for which a notice is not required pursuant to said
381	381	351paragraph (3).
382	382	352 (6) In any instance where the Tenants are not the successful purchaser of the Housing
383	383	353Accommodation, the Mortgagee shall provide evidence of compliance with this section by filing
384	384	354an affidavit of compliance signed under the penalty of perjury with the attorney general, and the
385	385	355registry of deeds for the county and district where the property is located within 7 days of the
386	386	356Sale.
387	387	357 (7) The attorney general shall enforce this subsection (e) and shall promulgate rules and
388	388	358regulations necessary for enforcement. The attorney general may seek injunctive, declaratory,
389	389	359and compensatory relief on behalf of Tenants and the Commonwealth in a court of competent
390	390	360jurisdiction. The attorney general shall post a sample intent to sell notice, sample proof of notice
391	391	361to Tenants, sample notice of offer, and other necessary documents.
392	392	362 (f) Foreclosures. In any city or town that adopts the provisions of this Section:
393	393	363 (1) When a Mortgagee seeks to foreclose, the Mortgagee shall provide copies of all
394	394	364Foreclosure notices required by Chapter 244, sections 14 and 35A, or any other applicable
395	395	365Foreclosure law, by regular and certified mail to the Tenants of the Housing Accommodation
396	396	366and to the municipality adopting this Section. The Mortgagee shall also provide Tenants and the
397	397	367municipality, by regular and certified mail, with a copy of any Complaint filed in Land Court and 19 of 22
398	398	368any Order of Notice issued by the Land Court, pursuant to the Service Members Civil Relief Act
399	399	369if applicable, within five (5) days of issuance.
400	400	370 (2) The Mortgagee shall provide each Tenant household and the municipality adopting
401	401	371this Section, by regular and certified mail, a copy of any and all Notices of Sale published
402	402	372pursuant to Section 14 of chapter 244.
403	403	373 (3) No later than 5 business days before the Foreclosure Auction of a Housing
404	404	374Accommodation, the Tenants shall inform the Mortgagee, in writing, if a Tenants Association
405	405	375representing at least fifty-one percent of the households occupying the Housing Accommodation
406	406	376or an entity to which they have assigned their right of first refusal intend to exercise their right of
407	407	377first refusal at Auction and desire to receive information relating to the proposed Auction.
408	408	378 (4) A Tenants Association representing at least fifty-one percent of the households
409	409	379occupying the Housing Accommodation or their assignee may exercise their collective right to
410	410	380purchase the Housing Accommodation, in the event of a Third-Party Offer at Auction that the
411	411	381Mortgagee receives, provided that the Tenants Association
412	412	382 (i) submits to the Mortgagee reasonable evidence that the Tenants of at least fifty-
413	413	383one percent of the occupied homes in the Housing Accommodation have approved the purchase
414	414	384of the Housing Accommodation,
415	415	385 (ii)submits to the Mortgagee a proposed purchase and sale agreement on
416	416	386substantially equivalent terms and conditions to that received by the Mortgagee in the Third-
417	417	387Party Offer within sixty days of receipt of notice of the bid made under paragraph (3) of this
418	418	388section, 20 of 22
419	419	389 (iii)obtains a binding commitment for any necessary financing or guarantees within
420	420	390an additional ninety days after execution of the purchase and sale agreement, and
421	421	391 (iv)closes on such purchase within an additional ninety days after the end of the
422	422	392ninety-day period under clause (iii).
423	423	393 No Mortgagee shall unreasonably refuse to enter into, or unreasonably delay the
424	424	394execution or closing on a purchase and sale with Tenants who have made a bona fide offer to
425	425	395meet the price and substantially equivalent terms and conditions of a bid received at Auction.
426	426	396Failure of the Tenants to submit such a purchase and sale agreement within the first sixty day
427	427	397period, to obtain a binding commitment for financing within the additional ninety day period or
428	428	398to close on the purchase within the second ninety-day period, shall serve to terminate the rights
429	429	399of such Tenants to purchase. The time periods herein provided may be extended by agreement.
430	430	400 Nothing herein shall be construed to require a Mortgagee to provide financing to such
431	431	401Tenants. A Tenant Association which has the right to purchase hereunder, at its election, may
432	432	402assign its purchase right hereunder to the city, town, housing authority, or agency of the
433	433	403commonwealth, nonprofit, community development corporation, affordable housing developer,
434	434	404or land trust; a right to purchase hereunder shall be for the purpose of maintaining the use of the
435	435	405Housing Accommodation as permanently affordable rental housing.
436	436	406 If there are no third-party bids at Auction for the Housing Accommodation, the Tenants
437	437	407shall have a right of first refusal whenever the Mortgagee seeks to sell the Housing
438	438	408Accommodation. The Tenants shall be notified of any offers the Mortgagee intends to accept and
439	439	409shall be given an opportunity to meet the price and substantially the terms of a Third-Party Offer
440	440	410based on the same time line described in paragraph (4). 21 of 22
441	441	411 (5) The right of first refusal created herein shall inure to the Tenants for the time periods
442	442	412herein before provided, beginning on the date of notice to the Tenants under paragraph (1).
443	443	413 (6) In any instance where the Tenants are not the successful purchaser, the seller of such
444	444	414unit shall provide evidence of compliance with this Section by filing an affidavit of compliance
445	445	415signed under the penalty of perjury with the attorney general, the Executive Office, and the
446	446	416official records of the county where the property is located within seven days of the Sale.
447	447	417 (7) The attorney general shall enforce this subsection (f) and shall promulgate rules and
448	448	418regulations necessary for enforcement. The attorney general may seek injunctive, declaratory,
449	449	419and compensatory relief on behalf of Tenants and the Commonwealth in a court of competent
450	450	420jurisdiction. The attorney general shall post a sample intent to sell notice, sample proof of notice
451	451	421to Tenants, sample notice of offer, and other necessary documents.
452	452	422 (g) Any notice required by this section, except notice provided by a Tenant Association
453	453	423to the municipality, shall be deemed to have been provided when delivered in person or mailed
454	454	424by certified or registered mail, return receipt requested, to the party to whom notice is required;
455	455	425except that with respect to providing notice to Tenants, notice shall be deemed to have been
456	456	426provided when either: (i) the notice is delivered in hand to the Tenant or an adult member of the
457	457	427Tenant's household; or (ii) the notice is sent by first class mail and a copy is left in or under the
458	458	428door of the Tenant's dwelling unit. A notice to the affected municipality shall be sent to the chief
459	459	429executive officer.
460	460	430 (h) It is illegal for an Owner or their agent to take any action to evict, threaten, coerce, or
461	461	431retaliate against a Tenant or Tenants in order to avoid application of this Section. 22 of 22
462	462	432 (i) A Tenant, Tenant Association, or Successor, Designee or assignee shall not solicit or
463	463	433accept payment or any other consideration for assigning or waiving any rights under this section.
464	464	434 (j) Aggrieved Tenants, Tenant Associations, Designees, Successors, assignees, and
465	465	435municipalities may seek damages under chapter 93A and may file a complaint with the attorney
466	466	436general, and may also file a court complaint for equitable and/or monetary relief, including but
467	467	437not limited to damages of a percentage of the sales price and/or injunctive relief in the form of
468	468	438specific performance. Nothing in this Section shall be construed to limit or constrain in any way
469	469	439the rights Tenants currently have under applicable laws, including but not limited to chapters 186
470	470	440and 186A. At all times, all parties must negotiate in good faith.
471	471	441 (k) The Executive Office shall promulgate rules and regulations to effectuate the
472	472	442purposes and implement this Section not later than 150 days after the effective date of this act.
473	473	443The attorney general shall promulgate rules and regulations necessary for enforcement and may
474	474	444seek injunctive, declaratory, and compensatory relief on behalf of tenants and the commonwealth
475	475	445in a court of competent jurisdiction.