What Is a No-Action Letter? How NYC Condos and Co-ops Skip the Offering Plan

Updated Oct 27, 2026 · 9 min readShare

They're common. Of the New York City condo and co-op filings logged from 2016 through 2025, 39% were no-action requests rather than full plans. The median request was accepted in 75 days, against 224 for a full condo plan.

What a No-Action Letter Is

New York law makes it unlawful to publicly offer or sell condo units or co-op shares in the state until an offering statement has been filed with the Attorney General's office (General Business Law § 352-e(1)). That filing is the offering plan: a long document on the building, the budget, the developer (the "sponsor") and the buyer's rights.

Some deals fall under that law but don't need the full treatment. For those, the AG's rules let it choose to issue a no-action letter: a statement that it won't take enforcement action over the deal described in the application (13 NYCRR § 23.9 for condos, § 18.9 for co-ops). For a condo, the office has to find that:

• the buyers don't require the protection of an offering plan,
• all the buyers are aware of the condition of the property, and
• filing an offering plan isn't necessary.

The letter isn't an approval. It rests only on what the application says; a serious misstatement voids it; it doesn't give up the AG's enforcement powers; and it sets no precedent for anyone else (13 NYCRR § 23.9).

When Sponsors Ask for One

The rules and the AG's Real Estate Finance Bureau guidance name these situations:

• Unsold space in an existing building. A condo selling space that wasn't sold under its original offering (§ 23.9). For co-ops, unsold shares tied to space like a superintendent's apartment, maids' rooms, commercial space or professional offices (§ 18.9).
• Owners who already occupy the building. A building owned and occupied only by the people making the offering, who have held title for at least two years, with no vacant or sublet units, and where the buyers are the same people as the sellers. The co-op version is limited to buildings of 10 dwelling units or fewer (§§ 18.9, 23.9).
• Tenant-sponsored deals. A building to be bought by all of its tenants, with every tenant joining the application (§§ 18.9, 23.9).
• Splitting a mixed-use building. Since 2009 the Bureau has allowed an owner to divide a building, even an occupied one, into separate commercial and residential condo units for financing, tax or estate planning, as long as it keeps them or transfers them to an affiliate, or sells to a sophisticated buyer with no public offering. If the apartments are later offered to the tenants, a full plan or a new no-action letter is required (REF memorandum, January 29, 2009).
• Affordable housing projects. Government programs often need a condo structure for financing. Because the parties are usually developers and related companies, they generally file no-action applications instead of full plans. The guidance adds requirements when the project seeks a tax break such as 421-a or 420-c, carries a rent or occupancy restriction, or has an agreement with a city or state housing agency (HPD, HDC or HCR) (REF guidance, first issued January 26, 2016).

The regulations also rule some cases out. Both rules bar a letter where the owners took title together (as tenants in common, sole shareholders or sole partners, for example) less than two years before applying, and the co-op rule bars one for an offering involving more than 10 residential units (§§ 18.9, 23.9).

No-Action Letter vs. Offering Plan

Under the affordable housing guidance, when the developer won't keep every unit, each buyer must get, beforehand: the price, the unit's share of the building (common interest), estimated common charges and taxes with the proposed budget, any mortgage or ground lease, known problems that could cause big costs (including hazards and lawsuits), and the certificate of occupancy. Each buyer also signs a sworn statement that they inspected the property and expect no other sales documents. The 2009 mixed-use memo asks buyers for a similar statement.

How Many No-Action Requests Are There?

The Attorney General's records list 4,310 no-action requests for New York City buildings, most of them since 1998. 3,192 are for condominiums, 1,106 for co-ops and 12 for both. 3,731 (87%) were accepted, 460 are pending, 62 were withdrawn, 54 rejected and 3 abandoned.

Over the last ten full years, the AG logged about 6 no-action requests for every 10 full condo and co-op plans in the city. In 2025 it was 204 no-action requests against 272 full plans.

New York City filings by the year in the plan ID, which is the year the Attorney General logged the submission. Every filing counts, including ones later withdrawn, rejected or still pending. Full plans are condo (CD…) and co-op (C…, CC…) offering plans.

• Mostly Manhattan and Brooklyn. 2,102 (49%) are in Manhattan, 1,433 in Brooklyn, 416 in Queens, 332 in the Bronx and 27 on Staten Island.
• New buildings and conversions. 2,466 are recorded as new construction, 1,604 as conversions of existing buildings and 159 as rehabs.
• Often commercial. 794 records list the occupancy as commercial and 1,691 as split between residential and commercial, the kind of split the 2009 memo allows.
• Small. 1,300 list no residential units, 1,116 list one and 1,075 list two to ten. Altogether 74% list three or fewer.
• Co-op housekeeping. 56 are named for hallway or corridor space a co-op is selling, and 84 name an HDFC, an income-restricted co-op (see what an HDFC co-op is).

How Long Does a No-Action Letter Take?

Much less time than a plan. For requests accepted since 2021 with no amendments, the median wait from submission to acceptance was 75 days (660 requests). For full NYC condo plans accepted over the same years, it was 224 days (135 plans). 18% of the no-action requests were accepted within 30 days. More on plan review times in how long an offering plan takes.

Who Files Them

Each AG record names the law firm that filed it. Holland & Knight LLP is named on the most, 258. The ten firms below account for 38% of the 4,242 requests that name a firm.

The law firm the Attorney General's record names on each New York City no-action request, all years. Spellings of the same firm name are grouped; firms that changed their name are counted under each name separately.

Do These Buildings Also Have Offering Plans?

Most don't. 841 no-action requests (20%) are at an address that also has a full condo or co-op plan in our records. In 715 of them, a full plan was filed in an earlier year, as when an existing condo or co-op sells leftover space, shares or a hallway. In 87, a full plan came in a later year, as when an owner who split a building later offers the apartments to the public. The other 3,469 have no full plan at the same address.

How This Is Counted

No-action requests are the Attorney General's records with plan IDs starting NA, in the five boroughs. Full plans are condo plans (CD…) and co-op plans (C…, CC…) in the city. Filing years come from the year in the plan ID, since a full plan's submitted date is overwritten by each amendment's; for no-action records the ID year matches the submitted date in nearly every case. Unit counts are the residential units the AG record lists. For a request covering part of an existing building, that can be the whole building's count, or zero. Waiting times use only records with no amendments and waits under two years. Addresses are matched on the normalized street address and borough, so a building with two addresses can be missed. Law firm spellings are grouped; a firm that changed its name is counted under each name.

This explains how the rules work in general, from the regulations and the Bureau's published guidance. It isn't legal advice.

Tips for Buyers

• Look up the building first. Search the AG's database by address. A plan ID starting NA means a no-action filing, not a full plan. Check the CD number too, if there is one.
• Ask for the letter and the application. The letter says exactly what transaction the AG agreed not to act on. If what you're being offered doesn't match it, ask why.
• Get the governing documents. Without a plan, the condo declaration, bylaws and any regulatory agreement are your main sources. Read them.
• Ask for a budget. There may be no budget on file with the AG. Ask for actual operating costs, common charges, taxes and reserves, and how costs are split between the commercial and residential units.
• Check restrictions. Affordable housing condos can carry deed restrictions, tax benefits and rent stabilization rules that limit what you can do with a unit.
• Inspect. No-action deals assume buyers know the property's condition. Make sure you do.
• Use a lawyer. A real estate attorney can tell you whether the deal you're offered fits the letter.

Related: How to Search the NY Attorney General's Condo Offering Plans · NYC Co-ops That Don't Need Board Approval or Restrict Subletting