Folsom 1031 Exchange

A 1031 exchange lets you sell an investment or business-use property and roll the entire proceeds into another investment property without paying federal capital gains tax at the time of the sale. The tax is deferred, not erased.

The rule comes from Section 1031 of the Internal Revenue Code, on the books since 1921. Since 2018 it applies to real property only — equipment, vehicles, and other personal property no longer qualify.

You cannot touch the money. A qualified intermediary has to hold the proceeds from the moment your sale closes. If the funds hit your account, your escrow’s account, or your attorney’s trust account first, the exchange is over and there is no way to fix it.

You have 45 calendar days from the closing of your sale to formally identify replacement property in writing, and 180 calendar days to close on it.

Three things trip people up:

• The clocks run at the same time. Day 45 sits inside the 180. There is no 225-day window.
• They are calendar days. Weekends and holidays count, and there is no next-business-day grace.
• The 180 days is capped at your tax return due date, including extensions. A sale closing in late October or later can cut your window short unless you file an extension. Partnerships and S corporations lose time even faster because of the earlier March filing deadline.

After day 45 you cannot revoke or substitute an identification. If everything you identified falls apart, the exchange fails.

It depends on your basis and your appetite for management, and for many Folsom industrial owners the answer is hold. Folsom industrial rents lead the metro — the Folsom/El Dorado submarket runs $1.21/SF/month NNN against a $0.79 metro average, at 5.4% vacancy — so you are holding an asset the market rarely puts up for sale.

If you do exchange, the advantage is that exchange buyers pay roughly 100 basis points tighter cap rates on the right product, so well-located industrial commands a premium. The real constraint is replacement inventory, not demand: finding something worth buying inside the 45-day window is the hard part.

The honest read is that exchanging out of a rent-leading industrial asset only makes sense if you have a specific, higher-conviction replacement lined up before you list.

More than most owners expect, because four separate taxes stack.

Take an illustrative commercial building bought for $1,500,000 and held fifteen years, now selling for $3,000,000. After roughly $461,000 of depreciation, the taxable gain is about $1,961,000. On that gain a top-bracket California resident would face:

• 25% federal tax on the depreciation portion
• 20% federal long-term capital gains on the rest
• 3.8% net investment income tax
• Up to 13.3% California income tax — California has no preferential capital gains rate

That is roughly $750,808, an effective rate near 38% of the gain, and closer to 42% on the depreciation slice. California also withholds 3⅓% of the sales price at closing — another $100,000 on a $3,000,000 deal.

One correction worth knowing: California’s top rate on a property sale is 13.3%, not 14.4%. The extra 1.1% you see quoted is SDI, a payroll tax on wages, and it never touches a capital gain. The 13.3% itself is two separate pieces. The first is California’s 12.3% top marginal bracket. The second is a 1% Behavioral Health Services Tax that applies only to California taxable income above $1,000,000, and only to the portion above that line. An owner under $1,000,000 of California taxable income tops out at 12.3%. The 1% surcharge was created by Proposition 63 in 2004 and renamed by Proposition 1 in March 2024. The full California mechanics are on the California 1031 clawback page.

Illustration only. Your numbers depend entirely on your basis, holding period, entity structure, and bracket. Run them with your CPA.

No. Replacement property can be anywhere in the United States, and roughly 60% of exchanges cross state lines.

Folsom owners commonly stay local for the fundamentals, move into the wider Sacramento metro for deeper inventory, or go out of state into no-income-tax markets — though leaving California triggers the California clawback.

What matters more than geography is whether there is something worth buying inside the 45-day window, which in a tight submarket like Folsom is the real constraint.

If you exchange California property for replacement property outside California, the state permanently tracks the California-source gain you deferred. When you eventually sell that out-of-state property in a taxable sale, California taxes that original gain — even if you have moved away by then.

The rule is Revenue & Taxation Code Section 18032, enacted in 2013 and effective for exchanges beginning in 2014. It comes with a filing obligation most people miss: FTB Form 3840, filed every year until the deferred California gain is finally recognized. There is no sunset, and exchanging again does not end it.

The practical risk is the statute of limitations: California’s four-year clock runs from the filing of a return, so if you never file it never starts. Buying in Texas or Nevada does not avoid this. Read the full breakdown on our California 1031 clawback page.

No. Section 1031 is an income tax provision and has no effect on property tax. Buying the replacement property is a change in ownership under Proposition 13, so it is reassessed at full market value with a new base year. There is no base-year-value transfer for commercial or investment property — that only exists for principal residences.

Budget the new assessment as a real line item. On a $3,000,000 replacement, expect roughly $33,000 to $37,500 a year regardless of your old base.

One local point: Folsom’s documentary transfer tax is $1.10 per $1,000 of value — the same as unincorporated Sacramento County, and well below the City of Sacramento’s $3.85 per $1,000. There is no 1031 exemption from transfer tax.

Between 8% and 10% of exchanges fail, and the reason is almost never paperwork. Across a network of more than thirty qualified intermediaries, identification failures rose from 6% to 9% of all exchanges — and the stated cause is overwhelmingly the inability to find suitable replacement property in a tight market.

The other common killers:

• Closing the sale before the exchange was set up. Unfixable.
• Sending the identification to your own attorney, CPA, or agent — a disqualified person, which voids it.
• Taking back a seller-carried note payable directly to you, which is treated as taxable boot.
• A lender requiring a different ownership entity mid-exchange, breaking the same-taxpayer rule.

In a tight submarket like Folsom, finding something worth buying inside 45 days is the hard part — that work has to start before you list.

Yes. “Like-kind” is far broader than most owners assume. Any real property held for investment or productive use in a trade or business can be exchanged for any other — a rental house into retail, a duplex into industrial flex, raw land into a medical office building.

Your primary residence does not qualify. Property held primarily for resale does not qualify.

The profile is consistent. The typical exchanger is around 58 years old, holds roughly 75% equity in the property they are selling, and has owned it about eight and a half years.

Three signals matter most:

• A low basis relative to today’s value, meaning a large embedded gain
• Tired of active management, and open to a lease-driven asset instead
• Enough runway to line up replacement property before listing, not after

If you are within about twenty-four months of selling, that is the right time to have the conversation.