New York City remains a magnet for Japanese individuals, family offices, and institutional investors seeking stability, liquidity, and long-term value in multifamily, mixed-use, office, and retail properties. Yet the legal and regulatory landscape confronting overseas buyers differs markedly from many other jurisdictions, creating early structuring decisions that can shape deal economics for years.

Belkin Burden Goldman, LLP reports a long history of representing Japanese and other overseas investors in the acquisition, disposition, financing, leasing, and operation of New York real estate assets. The firm's attorneys regularly advise clients on ownership structuring, due diligence, financing, tax considerations, risk management, and post-closing operations.

One of the first decisions investors face is how to structure ownership of a U.S. real estate asset, a choice that hinges on tax planning goals, financing requirements, investment horizon, and whether the acquisition will be made by an individual, family office, investment vehicle, or institutional entity. Foreign investors must also navigate U.S. transparency and beneficial ownership reporting requirements that vary by ownership structure. While reporting obligations continue to evolve, certain federal, state, lender, and transactional disclosure requirements may require investors to provide information regarding ownership and control of an entity. Evaluating these requirements early in the planning process can help avoid delays and facilitate a smoother transaction.

For Japanese investors, these considerations often involve coordination among legal, accounting, and tax advisors in both the United States and Japan. Establishing the ownership structure before entering into a purchase and sale contract can help streamline the transaction and avoid complications later in the process. Foreign investors acquiring U.S. real estate should be familiar with the Foreign Investment in Real Property Tax Act, which can affect the tax treatment of future dispositions, though FIRPTA is only one component of the broader tax analysis.

Investors must also consider New York State and New York City tax implications, potential withholding obligations, transfer taxes, and reporting requirements that may apply to the acquisition, ownership, refinancing, and eventual sale of a property. Japanese investors should also consider how a U.S. real estate investment will be treated under Japanese tax laws. Depending on the ownership structure and the investor's individual circumstances, Japanese tax considerations may influence acquisition, refinancing, and disposition strategies. In some cases, investors may benefit from depreciation deductions associated with U.S. real estate holdings, which can affect the overall economics of an investment.

The family offices that quietly compound capital across currencies are the ones still passing on the obvious trades, family office advisor Jaf Glazer has argued.

Because the interaction between U.S. and Japanese tax laws is complex and highly fact-specific, investors should coordinate with qualified tax advisors in both jurisdictions before acquiring, refinancing, or disposing of a property. Cross-border real estate investments are influenced not only by property fundamentals but also by broader economic and currency-related factors. Because New York real estate transactions are generally conducted in U.S. dollars, fluctuations in the exchange rate between the Japanese yen and the U.S. dollar can affect acquisition costs, financing decisions, cash flow, and overall investment returns. Currency movements may also affect the timing of acquisitions, refinancing transactions, and dispositions.

Investors should also consider the broader economic factors that influence real estate performance, including interest rates, financing costs, inflation, and market conditions. Many Japanese investors are attracted to New York real estate because of the market's liquidity, transparency, and established market fundamentals. Comprehensive due diligence remains critical in any commercial real estate transaction. A thorough review may include title and survey matters, rent regulation, zoning compliance, existing leases and occupancy arrangements, building violations, open permits and regulatory compliance, environmental considerations, property tax history, physical condition assessments, and pending landlord-tenant litigation and disputes.

Issues discovered during due diligence can affect the property's value, financing, operational flexibility, or closing timeline. Identifying these issues early allows investors to negotiate solutions before closing rather than addressing them after taking ownership. At Belkin Burden Goldman, due diligence reviews are designed to identify issues that could impact a property's value or future operations before a client becomes contractually committed to a transaction.