Missouri Wholesaling Law: SB 973 (Section 407.3600)

State: Missouri
Bill: Senate Bill 973 (103rd General Assembly, 2026) - Truly Agreed To and Finally Passed
Effective date: August 28, 2026 IF signed (Missouri's standard effective date; no emergency clause in the bill). See the status note below.
Applies to: Residential property with 1 to 4 dwelling units
Bottom line: You can still wholesale in Missouri. You just cannot assign or novate contracts on houses without a 14-day waiting period. Double closing is your workaround.

Status Note (as of July 8, 2026): Not Yet Signed

SB 973 was Truly Agreed To and Finally Passed by both chambers and delivered to the Governor. As of July 8, 2026, it is not yet confirmed signed into law. The Senate bill-tracking page lists "Delivered to Governor" as the most recent action, and no signing is posted on the Governor's site. Under Missouri's constitution the Governor's deadline to sign, veto, or let the bill become law without a signature falls on or about July 15, 2026.

What this means for you: treat the rules below as the law that is about to take effect on August 28, 2026, and build your compliance process now. But confirm the signature (senate.mo.gov bill page, or governor.mo.gov) before you rely on any specific date. If the Governor vetoes it, none of this becomes law this year.

What the Law Says (Plain English)

Missouri created a new statute (Section 407.3600) aimed directly at contract assignment wholesaling. Here is how it works:

Who counts as a "wholesaler": Anyone who, for a fee or expected profit, signs a purchase contract on a 1-4 unit residential property and then assigns or novates that contract to someone else. This covers both directions:

• You contract with a seller as the buyer, then assign your contract to an end buyer
• You contract to sell a property you do not hold title to, then assign that contract

The 14-day rule: Before you can sign a purchase contract with a seller, you must:

1. Give the seller a written disclosure statement (separate document, boldface, 12-point font minimum, exact language is written into the statute)
2. Wait at least 14 calendar days after delivering it
3. Have both you and the seller sign and date the disclosure before the purchase contract is signed

The disclosure itself is designed to kill your deal. The required language tells the seller, in bold print, that you are a wholesaler, that you may assign the contract to a third party without their consent, that you may charge that buyer a separate fee for profit, that the price they agreed to "may be below market value," and that they should get legal advice before signing anything with you.

You cannot contract around it. Section 5 voids any agreement that modifies or waives any part of this law. A seller cannot waive the 14 days even if they want to close fast.

What You CANNOT Do (After August 28, 2026)

• Sign a purchase contract on a 1-4 unit residential property with intent to assign it, without giving the disclosure and waiting 14 full calendar days first
• Lock up a deal at the kitchen table on the first appointment and assign it (the same-day contract is dead for assignments)
• Get the seller to waive the waiting period (void by statute)
• Relabel your assignment as a "novation" (the statute explicitly names novations)
• Bury the disclosure inside the purchase contract (it must be a separate document)

What You CAN Still Do

• Double close. Buy the property, take title, and resell it. Not covered by this law at all (see Loophole #1)
• Wholesale vacant land. Not covered (see Loophole #2)
• Wholesale 5+ unit multifamily and commercial. Not covered
• Assign contracts the compliant way. Deliver the disclosure at first contact, let the clock run while you negotiate, sign on day 15 or later
• Assign to family or your own entities. Assignments to relatives (within third degree) and to your own parent/affiliate/subsidiary companies are exempt

The Loopholes

Loophole #1: Double Closing (The Big One)

The entire law hinges on the words "assigns or novates the contract." If you actually close on the property and take title, even for an hour using transactional funding, and then deed the property to your end buyer, you never assigned anything. You are not a "wholesaler" under this statute. No disclosure. No 14-day wait.

Missouri makes this cheaper than most states because Missouri has no real estate transfer tax. Your cost is a second set of closing costs plus transactional funding fees, typically 1 to 2 percent of the loan amount.

This appears to be a deliberate choice by the legislature: they targeted contract flipping, not buying and reselling.

Loophole #2: Vacant Land Is Not Covered

"Residential real property" is defined as property improved by a structure with 1 to 4 dwelling units. Vacant land, 5+ unit apartments, and commercial property are completely outside the statute. Assign those contracts exactly as you do today.

Loophole #3: Start the Clock Early (Compliance Play)

The 14 days runs from delivery of the disclosure, not from when the seller signs it. The signatures just need to exist before the purchase contract does. So deliver the disclosure at the very first appointment or first mailed/emailed contact, with proof of delivery. On a typical deal where negotiation takes two weeks anyway, the clock has already run by the time you agree on price. What dies is the same-day close, not the assignment business entirely.

Loophole #4: Entity Sale (Gray Area, Use Caution)

Put the contract inside a fresh single-purpose LLC and sell the LLC membership interest to your end buyer instead of assigning the contract. Technically the contract is never assigned or novated. But enforcement runs through the Missouri Merchandising Practices Act, and the Attorney General or a plaintiff's lawyer can argue this is a disguised assignment. Treat this as litigation bait, not a safe harbor. Talk to a Missouri attorney before building a process around it.

Penalties If You Violate It

• Violation is an unlawful practice under the Missouri Merchandising Practices Act (which carries actual damages, potential punitive damages, and attorney's fees)
• The seller can cancel the contract at any time before closing, without penalty
• On cancellation, the escrow agent pays your earnest money to the seller within 30 days
• The seller has a private right of action against you
• The Attorney General can sue for damages, injunctions, attorney's fees, and anything else the court finds appropriate

Related Rule in the Same Bill: Sale-Leasebacks (Section 442.920)

If your exit involves buying a house and leasing it back to the seller, SB 973 also created the "Missouri Residential Sale Leaseback Protection Act":

• 14-day advance disclosure required before signing any sale-leaseback agreement
• No title transfer allowed until 30 days after the agreement is signed
• Violations: up to $10,000 civil penalty per violation, plus $10,000 statutory damages to the seller on top of actual damages, plus attorney's fees
• Also non-waivable

Required Disclosure Language

Missouri does not just require "a disclosure." It writes the exact words into the statute and requires them verbatim. Reproduce the text below word for word on a separate document (not inside the purchase contract), printed in boldface type, font size not less than 12 points, delivered to the record owner at least 14 calendar days before any binding contract, and signed and dated by both you and the seller before the contract is signed (Section 407.3600.2 and .3). Do not paraphrase, shorten, or reword it.

Wholesaler Disclosure (Section 407.3600.2)

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Missouri law requires a wholesaler acting as a grantee, before entering into a contract or agreement that conveys an interest in residential real property, to provide certain information to the record owner in a conspicuous manner printed in boldface type font size not less than twelve points. Failure by a wholesaler to present or complete this form shall be considered an unlawful and unfair practice under the Missouri Merchandising Practices Act. Any person who enters into an agreement that conveys an interest in residential real property to a wholesaler acting as a grantee without receiving this disclosure has a cause of action against the wholesaler. A wholesaler acting as a grantee is prohibited from entering into a binding contract to acquire an interest in residential real property unless this statement is signed and dated by the record owner of the property.

The owner acknowledges that the person presenting this document is a wholesaler, as defined in section 407.3600 of the Revised Statutes of Missouri, and that the owner is advised to seek legal advice before entering into any agreement or contract with the wholesaler. A wholesaler is acting on the wholesaler's own behalf and does not represent the owner in this transaction. A wholesaler enters assignable contracts with owners and seeks to sell or assign the wholesaler's interest for a profit. The wholesaler may assign the wholesaler's interest in the purchase contract to a third party without the owner's consent before closing. The wholesaler may charge a fee to the third-party buyer separately for profit. The agreed purchase price between the owner and wholesaler may be below market value and is conveyed voluntarily.

The owner acknowledges disclosure of the information provided in this form by signing and dating below:

_________ (Property owner signature) ___ (date)

_________ (Wholesaler signature) ___ (date).
```

Formatting and delivery requirements (Section 407.3600.2, .3):

• Separate document, not folded into the purchase contract or agreement
• Boldface type, font size at least 12 points
• Delivered to the record owner at least 14 calendar days before entering the contract
• Signed and dated by both the record owner and the wholesaler before any binding contract is signed

Sale-Leaseback Disclosure (Section 442.920.3)

If your exit is a sale-leaseback, a different verbatim disclosure applies. It must be provided on a single page, in a clear and conspicuous manner, printed in boldface type, delivered to the seller at least 14 calendar days before the sale-leaseback agreement is executed, and signed by both parties at execution (Section 442.920.3):

```
If you sign a sale leaseback agreement, you are entering into a contract to sell your home. This means you will no longer own your home.

You may be subject to eviction if you do not follow the lease terms.

You may lose the right to buy back your home.

This may affect your credit, taxes, and legal rights.

You are encouraged to speak with:

(1) An attorney;
(2) A real estate agent;
(3) A housing counselor;
(4) A tax advisor; and
(5) A real estate appraiser.

No sale leaseback can be closed for at least thirty (30) days after signing an agreement.

Do not sign unless you fully understand the terms.
```

A signed copy must be given to the seller within 5 days of execution, and no title may transfer until 30 days after the agreement is signed (Section 442.920.3, .4).

Quick Reference

This summary is an analysis of the bill text, not legal advice. Confirm your specific deal structure with a Missouri real estate attorney, especially for double closing and entity sale strategies.

Source: full bill text at "various laws/260702 - SB973.md". Wholesaling section starts at Section 407.3600.