North Dakota Wholesaling Law: HB 1190 (expanded by HB 1125)

State: North Dakota
Bill: House Bill 1190 (2023), expanded by House Bill 1125 (2025)
Effective date: HB 1190 on August 1, 2023; the HB 1125 expansion on August 1, 2025. Both are already in effect.
Applies to: Originally residential property with fewer than five dwelling units. Since August 1, 2025, per HB 1125, all real estate wholesaling transactions in the state.
Bottom line: You can still wholesale here without a license. The law does not ban assigning contracts. It bans two things: publicly marketing a contract you hold (that is brokerage, license required) and doing any wholesale deal without three written disclosures to everyone involved.

What the Law Says (Plain English)

North Dakota took a different approach than states like Missouri. There is no waiting period and no ban on assignments. Instead the law does two things.

Who counts as a wholesaler: "A person that enters an agreement to make income or profit from the transfer of an equitable interest in real property." Equitable interest is the legal name for the rights you get when you sign a purchase contract, before you actually own the property. In plain terms: if you put a property under contract planning to profit by selling or assigning that contract before you take title, you are a wholesaler under this law.

Rule 1, the licensing line: Publicly marketing an equitable interest for sale is defined as real estate brokerage. If you advertise your contract to the public (Facebook, Zillow, bandit signs, a public buyers website), you need an active North Dakota real estate license. Private assignment without public marketing does not trigger the license requirement.

Rule 2, the disclosures: On every wholesale deal you must give written disclosures to all parties (the seller and your end buyer) stating three things:

1. You hold only an equitable interest in the property
2. You may not be able to convey legal title
3. You intend to make a profit or income from transferring that interest

The statute (43-23-24(2)) mandates these three items be disclosed in writing to all parties. It does not mandate exact wording or a state form, so put the three statements in plain writing and deliver them before the transaction is completed. Getting both parties to sign is a best practice, not a statutory requirement (the statute only says "in writing").

The 2025 expansion: HB 1190 originally covered only residential property with fewer than five dwelling units. HB 1125, effective August 1, 2025, broadened the framework to cover all real estate wholesaling transactions in the state. That means the old escape hatch of wholesaling land, commercial, or 5+ unit buildings without following these rules is gone (see Loophole section).

What You CANNOT Do

• Post your deal or your contract publicly (Zillow, Facebook Marketplace, public websites, bandit signs) without a real estate license. Public marketing of an equitable interest is brokerage, full stop.
• Do any wholesale deal, on any property type, without giving the seller AND the buyer the three written disclosures.
• Hide the fact that you are a contract holder rather than the owner. The whole point of the disclosure is that both sides know you may never be able to deliver title yourself.
• Assume land or commercial deals are exempt. Since August 1, 2025, they are covered too.

What You CAN Still Do

• Assign contracts privately, with the disclosures. Direct calls, emails, and texts to a buyers list you already have is the business model this law leaves open. No license needed, no waiting period, no cancellation window as long as you disclose.
• Contract and close on a normal timeline. Unlike Missouri, there is no 14 day wait. You can sign at the kitchen table on day one, disclosures in hand.
• Get licensed and market publicly. A North Dakota real estate license converts the banned public marketing into ordinary brokerage.
• Buy and resell. Taking title and selling as the owner is normal real estate, not wholesaling.

The Loopholes

1. Private marketing to a known buyers list (Clean on the license rule, disclosures still required)

The licensing trigger is the word "publicly." The law makes publicly marketing an equitable interest brokerage. Direct, private outreach to specific pre-identified buyers (your list, your investor group, one-on-one calls) is not public marketing, so it does not trigger the license requirement. Cost: you need a real buyers list, and the line between a private list and a public blast is not defined anywhere in the statute. A mass email to thousands of strangers starts to look public. Keep it genuinely targeted, and note this is not an escape from the disclosure rules, which apply to every wholesale deal.

2. Full compliance is cheap (Clean)

This deserves to be called a loophole because of how light it is compared to other states. Three written statements, signed, delivered to both sides before closing. No waiting period, no cancellation window, no registration, no state form, no fee. If your deal cannot survive the seller and buyer knowing you hold a contract and intend to profit, you did not have a deal.

3. Take title first, then market (Gray, leans clean)

The definition triggers on profiting "from the transfer of an equitable interest." If you actually close, take legal title, and then market and sell the property as its owner, you are transferring legal title, not an equitable interest, and marketing property you own is not brokerage. That should sit outside both rules. The gray part: the statute is silent on double closings, and a same-day double close where your end buyer was lined up before you took title could be attacked as a disguised equitable-interest flip. If you build around this, talk to a North Dakota attorney first. Cost: transactional funding fees and a second set of closing costs.

4. Vacant land, commercial, 5+ units (Closed as of August 1, 2025)

Under the original HB 1190 these property types were outside the law, which covered only residential property with fewer than five units. HB 1125 expanded coverage to all real estate wholesaling transactions. Treat every property type as covered now. The current codified 43-23-24 confirms this: the section reads "real property" throughout, with no residential or five-unit qualifier.

Penalties If You Violate It

• Unlicensed brokerage exposure if you publicly market a contract without a license. Chapter 43-23's fetched text does not state a specific fine or criminal penalty, but unlicensed practice is enforced by the state real estate commission. Treat this as the serious one.
• Seller walks with your earnest money. If you skip the disclosures, the seller can cancel the contract any time before the close of escrow, without penalty, and keep the earnest money you put down.
• Buyer walks with a full refund. Your end buyer can also cancel any time before closing and get all earnest money back. So a missed disclosure lets either side kill your deal at the last minute.

Quick Reference

This summary is an analysis of North Dakota's wholesaling statute (N.D.C.C. 43-23-24), not legal advice. Confirm your deal structure with a North Dakota real estate attorney, especially the double close and private marketing lines.

Sources: North Dakota Century Code chapter 43-23 (current codified text) and the enrolled texts of HB 1190 (2023) and HB 1125 (2025), cross-checked against secondary wholesaling-regulation summaries.