2003 Final Legislative Update for Real Estate: the Top Ten

Some of the most popular real estate-related topics addressed this session included concerns about the privacy of personal information in public records (to prevent identity theft), water rights generally, annexation and land use matters. While no water rights bills made my list, one of the privacy bill is tops, and more than one land use regulation bill made the list.

And so the mound of real estate-related new laws boils down to these select Top 10.

No. 1
Occupying the highest spot on my list is HB 2930 because it requires every lawyer to change every form of deed, lease, easement, oil and gas lease, etc., we will use, from and after its effective date of January 1, 2004. After that date, every instrument transferring any interest in real property must include this notice on its first page:

NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU MAY REMOVE OR STRIKE ANY OF THE FOLLOWING INFORMATION FROM THIS INSTRUMENT BEFORE IT IS FILED FOR RECORD IN THE PUBLIC RECORDS: YOUR SOCIAL SECURITY NUMBER OR YOUR DRIVER'S LICENSE NUMBER.

Now, a number of us lawyer-types are wondering what the legal effect of the document will be when somebody actually strikes through some language in a deed after it is signed. But we’ll just leave those issues to the trial lawyers. At least from the planning side of things, it’s easy enough to add the notice to our forms and make sure we never include social security numbers or drivers license numbers in them in the first place.

No. 2
Showing at the number 2 position is HB 730, the residential construction act. Huge lawsuits between builders and owners will hopefully be a thing of the past with the creation of a new bureaucratic agency. The bill sets up a 9 member “Texas Residential Construction Commission.” The members are appointed by the Guv, and will be comprised of 4 homebuilders, 3 public members, 1 engineer and 1 architect or residential inspector. Early opposition to this bill came from consumer groups who felt there were too many builders on the TRCC, “stacking the deck,” if you will.

Funding comes from two primary sources: Builders must pay a $500 fee to register with the TRCC, and new houses built must be also registered, with a $30 fee paid at closing for each registered home. It covers home improvements as well as original homes built. I presume this would include swimming pool builders as well.

The TRCC has six primary responsibilities: (1) register homebuilders in order to keep track of and discipline builders, (2) oversee a state-sponsored home defect inspection process, (3) prepare and adopt building performance standards, (4) oversee three task forces–on mold, arbitration and rain harvesting, (5) provide a voluntary certification program for arbitrators, and (6) provide for the filing of arbitration awards.

But what makes this bill No. 2 is its dispute resolution process, and the changes it makes to certain warranties. First, the warranties. This act reverses the result in the Buecher v. Centex Homes case (see the article “If You're in Construction, You're Now in the Insurance Business Too” on our Commercial Real Estate Resource Center, posted 9-15-02). The “implied warranty of good and workmanlike construction” is replaced with a limited statutory warranty, and limited to these warranty periods:

workmanship and materials: 1 year
plumbing and electrical: 2 years
heating and air conditioning delivery systems: 2 years
major structural components: 10 years

The “implied warranty of habitability” is replaced with a statutory warranty of habitability, and a builder doesn’t breach this warranty unless the defect has a direct adverse effect on the habitable areas of the home, AND the alleged defect must not have been discoverable by a reasonable prudent inspection or examination of the home or home improvement within the applicable warranty periods.

Now for the dispute resolution process. Either the builder or the homeowner may file a claim with the TRCC and any pending lawsuit will be immediately abated (that means stopped dead in its tracks). A TRCC inspector will come out and inspect the home or improvement at issue, and make a report. The report will basically state whether or not the construction complies with the TRCC’s building performance standards, and that’s all it should say. If the inspector finds for the builder, and the owner elects to continue with a lawsuit anyway, the owner must prove in court that the inspector’s determination was wrong.

How you feel about this bill probably depends on your experience. I know some trial lawyers who hate this bill, who think it gives the builders the opportunity to rape the owners. There are no doubt disreputable builders out there who will do this, as they have in the past. We’ll see if the TRCC runs those outfits out of business. But from my perspective, I see owners complain about relatively small things, completely refuse to cooperate in repair efforts, and generally try to make mountains out of molehills (as their lawyers run up their fees, too), so I think it evens out the playing field a little more.

But no matter how you slice it, the fact of the matter is that construction is a very complicated business, and a jury of inexperienced average citizens is very challenged to understand the issues and even the facts involved in any dispute. This statute leaves the jury option available, but simplifies things for them with the inspection report and clear burden of proof on the owner. Overall it adds certainty to my world of contracts and damages, so I’m all for it, at least until it proves me wrong in practice.

No. 3
Placing at number 3 for a spot on the podium is SB 1017. Had this bill passed as originally filed, it would have been No. 1, but the legislative process diluted it quite a bit. Still, it’s a step in the right direction towards moving away from the outmoded concept of “sovereign immunity.” We can only hope it’s the beginning of a trend of laws that eventually eliminates the whole concept in contractual settings. SB 1017 is a direct legislative response to a May, 2002, Texas Supreme Court decision which held that Section 89.004, Local Government Code, does not clearly and unambiguously waive immunity from suit for claims against counties. In other words, it’s a legislative “do over.”

When it started its life as a bill, it simply provided that a county could sue and be sued. As passed, though, it was limited to this: a county that is a party to a written contract for engineering, architectural, or construction services or for goods related to engineering, architectural, or construction services may sue or be sued. All claimants against counties must first provide written notice to the commissioner’s court and allow it 60 days to pay the claim. Lawsuits are only authorized after such notice and expiration of this 60 day period if the commissioner’s court fails or refuses to pay the claim.

The amount of damages available is limited to: (1) the balance due and owed by the county under the contract; (2) the amount owed for change orders or additional work required to carry out the contract; (3) reasonable and necessary attorney's fees that are equitable and just; and (4) interest as allowed by law. The following types of damages are specifically eliminated: (A) consequential damages in most instances; (B) exemplary damages; or (C) damages for unabsorbed home office overhead. This bill does not waive a defense to a party to a contract, other than a bar against suit based on sovereign immunity. It also provides a notice procedure which must be followed within 30 days after filing suit.

No. 4
Coming in at number 4 is the one-two punch of HB 2180, which passed both House and Senate, and HCR 60, which rescinded HB 2180. Got that? Both were sent to the Governor, HCR 60 was signed, HB 2180 was not, but neither was it vetoed. Our legislative process experts believe the effect of all this hullabaloo is that HB 2180 didn’t pass. But wait, it gets even more confusing.

Ever have a deal get snakebit from the outset? It takes a lot of effort to get things back on track. Apparently this subpart of Murphy’s Law applies in Austin too. At the end of the 2001 legislative session, a bill passed that created a new Section 93.004 to the Texas Property Code. Problem was, there was already a Section 93.004, so we have TWO Property Code sections with the same section number. This law applies to commercial leases, and is remarkably short:

A landlord may not assess a charge, excluding a charge for rent or physical damage to the leased premises, to a tenant unless the amount of the charge or the method by which the charge is to be computed is stated in the lease, an exhibit or attachment that is part of the lease, or an amendment to the lease.

If the lease is not this specific on triple net charges, the landlord cannot collect any of those charges during the lease. The remedy is draconian, to say the least. I have discussed this law with a judge, and heard him basically say “It just can’t mean what it says.”

This law applies to any lease entered into or renewed after September 1, 2001. Had HB 2180 passed, this section would have ceased to apply on September 1, 2003, so there would only be a two year window for this particular law. But now, more and more leases will expire (and be renewed or commenced) in the next two years and thus become subject to this restriction. If a court decides to read this statute narrowly, commercial landlords will not be able to collect triple net lease charges that fluctuate under most common lease forms currently in use.

So, if you are a commercial landlord, you should definitely consider revising your leases to be much more specific as to what is included in triple net charges, and how you arrive at the specific numbers, because commercial tenants may use this as a defense to eviction, collection, and other efforts to enforce the lease.

No. 5
Rounding out the top 5 is HB 1197, which authorizes cities to enter into an agreement with an owner of land in the city’s extraterritorial jurisdiction (ETJ), to govern the future development of the land. Such an agreement may:

  1. guarantee the continuation of the extraterritorial status of the land and its immunity from annexation by the city for a period not to exceed 15 years;
  2. extend the city's planning authority over the land by providing for a development plan to be prepared by the landowner and approved by the city under which certain general uses and development of the land are authorized;
  3. authorize enforcement by the city of certain municipal land use and development regulations in the same manner the regulations are enforced within the city's boundaries;
  4. authorize enforcement by the city of land use and development regulations other than those that apply within the city's boundaries, as may be agreed to by the landowner and the city;
  5. provide for infrastructure for the land, including: (A) streets and roads; (B) street and road drainage; (C) land drainage; and (D) water, wastewater, and other utility systems;
  6. authorize enforcement of environmental regulations;
  7. provide for the annexation of the land as a whole or in parts and to provide for the terms of annexation, if annexation is agreed to by the parties;
  8. specify the uses and development of the land before and after annexation, if annexation is agreed to by the parties; or
  9. include other lawful terms and considerations the parties consider appropriate.

The one part of this bill that puts it No. 5 is that, as I read it, this bill allows for developers and cities to agree on uses and development of the land before and after annexation. I interpret that to mean a city can now agree to apply a zoning category to tracts prior to annexation, something cities have steadfastly refused to do in the past. This allows for much greater certainty in the development planning process for the developer and keeps cities honest when negotiating to annex property voluntarily.

Unfortunately, if the tract at issue is in the ETJ of a city with a population of 1.9 million or more (i.e. Houston), all bets are off, since this bill doesn’t apply in that instance.

No. 6
HB 1204 slides in at number 6, continuing a change in the law begun in 2001. If you own property out in a county but also in a city’s extra territorial jurisdiction (ETJ), good luck figuring out whether the county or city, or both, regulates any development or improvement of your land. Before 2001, things were really confusing. In 2001, the legislature tried to clarify which one had authority to approve subdivision plats in the ETJ area, by basically saying “Y’all get along and agree or else we’ll step back in, and if we have to, you won’t like it.”

Under that 2001 law, cities and counties were required to enter into written agreements regarding the regulation of subdivisions in the ETJ. Either the county or the city could be granted "exclusive jurisdiction" to approve ETJ subdivision plats, or the county could apportion geographical areas of the ETJ, or the city and county could establish "one office" for subdivision plat applications and adopt "a consolidated and consistent set of regulations" for subdivisions. Until these agreements were reached, if ever, approval of both the municipality and county were still required and the "more stringent regulation" applied in the event of conflict. Confused yet?

Well, in 2003, the Legislature revisited this issue and instead of saying “Y’all get along or else,” they said “if you don’t get along you’re going to binding arbitration which will once and for all determine which of you will have exclusive control of development in ETJs.” In other words, if you don’t compromise a little, you may lose everything.

This bill is important because it promotes certainty (as you can see, certainty is a big issue with me). Most important in the planning stages is knowing whose rules apply. Developers have to be able to determine the starting point, so they can chart the course from where they are, to where they want to be. One can only hope that this finally fixes what is often a very confusing area of the law.

No. 7
Lucky number 7 on the list is HB 3190, which clarifies and changes the rules on commercial lease security deposits. After September 1, 2003, a commercial landlord must refund the security deposit to the tenant not later than the 60th day after the date the tenant surrenders the premises and provides notice to the landlord or the landlord's agent of the tenant's forwarding address. A landlord who fails to return a security deposit or to provide a written description and itemized list of deductions on or before the 60th day after the date the tenant surrenders possession is presumed to have acted in bad faith. Previously, this last deadline was set at 30 days, which put landlords in an awkward position of really only having 30 days after expiration of a commercial lease to decide what to do with the security deposit.

Any leases which simply parrot the old law on this issue should be redrafted to give the landlords the full 60 days now available under this new law. There’s no reason for a commercial lease to be more onerous on the landlord than the law requires.

No. 8
Occupying the 8th spot is HB 408, the “recreational use” statute. Present law provides liability protection for landowners who lease land to other people for recreational purposes such as hunting and fishing, as long as they receive compensation that is no more than 2 to 4 times the amount of ad valorem taxes imposed on the land in the prior year. Under HB 408, a landowner will be able to receive up to 20 times the amount of ad valorem taxes and still be protected by this statute.

Nevertheless and in any event, it is much wiser to have a written lease with the recreational users that includes waiver and release of claims language. Not surprisingly, we do these sorts of leases for our landowner and hunting lease agent clients.

No. 9
Showing up at number 9 is SB 361, the pro-frontage road bill. One time many years ago my parents and young sister were traveling from Tennessee to Dallas for a visit. Shortly into Texas just past Texarkana, an Interstate exit sign read “Frontage Road.” My sister thought they’d made record time, because the exit sign just before “my” exit in Plano also read “Frontage Road.”

We like our frontage roads in Texas, particularly the cities through which major roadways run. They have a tendency to increase the value of the land on the access roads, and promote retail and office development, which generates sales tax revenue as well. So it was no surprise that, when the Texas Transportation Commission (TTC) announced recently that it would no longer include frontage roads in its future road development projects, that many Texas cities joined forces to force the continuation of “Frontage Road.” SB 361 is the successful result of their efforts, and it subordinates TTC orders on control of access to city ordinances, unless such an ordinance interferes with the ability of TxDOT or the state to receive federal highway funds. You can safely assume that most cities have or will have ordinances requiring frontage roads for major controlled-access roads.

No. 10
And finally slipping in at number 10 is HB 1207. As you may know, cities have a ton of power to regulate land use. They can even regulate aesthetics such as landscaping and the types of building materials or architectural styles that must be used. HB 1207 curbs this power somewhat by delaying for 2 years the effective date of a zoning ordinance that regulates the exterior appearance or landscaping of a home, if the zoning ordinance is passed after a residential subdivision plat is approved, or the public improvements are accepted, by the municipality. A little more power to the landowner in an otherwise city-biased world.

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And there you have it, from the home office in Dallas, Texas, the Top 10 Real Estate Related Bills, 2003 edition. Please note that my decisions to include or omit various bills from this Top 10 list were heavily influenced by my real estate practice. To see a much more comprehensive list of real estate bills passed this session along with brief explanations of each, please see the Legislative Update–Significant Bills of the 78th Legislature Affecting Real Estate, Lending, and Other Commercial Matters, written by the Legislative Committee, Real Estate Division of the Real Estate, Probate & Trust Law Section of the State Bar of Texas which is posted on the McTexLaw Commercial Real Estate Resource Center. This document was just completed on July 1, 2003 so it is literally hot off the presses.

Also, please be sure to browse our Top 10 Bills for Business Owners and watch for our “Top 10 Bills Interesting For All the Wrong Reasons” list coming in our next Alert.

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