The short answer
A DST subscription package is five things: a purchaser questionnaire that proves you are an accredited investor, a purchase agreement that fixes your price and closing mechanics, a signature page or joinder that binds you to the trust agreement, a Form W-9 and identity information for tax reporting and anti-money-laundering checks, and an authorization for your qualified intermediary. None of them obliges you to the lender, but several contain representations you can be held to, including that you took your own tax advice.
At a glance
| Who you must be | An accredited investor under Rule 501, for example net worth over $1,000,000 excluding your home, or income over $200,000 single or $300,000 joint in each of the last two years |
|---|---|
| How price is set | A filed purchase agreement prices each 1 percent interest as a cash portion plus 1 percent of the trust's loan, and the price includes the sponsor's fees |
| When you become an owner | Your joinder to the trust agreement takes effect only at closing |
| Who can say no | The trust may reject any subscription for any reason, and no commission is paid on a rejected one |
| Exchange funds | Wired by your qualified intermediary to escrow, two business days before closing in one filed agreement |
| Form W-9 | Certifies your taxpayer number; without it, payments such as rents can face 24 percent backup withholding |
| Lender review | Investors are not typically underwritten unless one owner would hold 25 percent or more of the trust |
The package has five parts because five different parties need an answer before your money can close
A DST purchase agreement filed as an exhibit to a REIT's Form 10-Q lists the package in the order the sponsor wants it back: a purchaser questionnaire, copies of entity documents if you buy through a corporation, trust, partnership or LLC, the copy number of the private placement memorandum you received, the purchase agreement itself, and a direct deposit form. The cover letter says the documents go to the sponsor, the sponsor's lender and your accommodator, the agreement's term for your qualified intermediary.
Once you are approved, the same letter offers the loan documents, third-party reports (appraisals, property condition assessments and Phase I environmental assessments), title policies and the trust agreement, then escrow instructions and an estimated closing statement. Ask for those before you sign; how to read the reports is at third-party DST due diligence reports.
Current programs keep the same architecture with electronic signatures: a 2024 placement agent agreement filed by a REIT with a DST program requires every investor to execute a subscription agreement and coordinates payment through your qualified intermediary.
The purchaser questionnaire is where you prove you may buy, and where you confirm you read the memorandum
DST interests are sold in private placements under Rule 506 of Regulation D, so the questionnaire asks which accredited-investor test you meet under 17 CFR 230.501: net worth over $1,000,000 alone or with a spouse or spousal equivalent, excluding your primary residence; income over $200,000, or $300,000 jointly, in each of the two most recent years with the same expected this year; certain professional licenses; or, for an entity such as a trust, total assets over $5,000,000 or ownership entirely by accredited investors. If the offering relies on Rule 506(c) the issuer must take reasonable steps to verify your status, for example by reviewing two years of tax forms or a written confirmation from your CPA, attorney, broker-dealer or registered adviser dated within the prior three months.
The filed questionnaire goes further than status. You acknowledge that the interests are restricted securities and that Rev. Rul. 2004-86 is guidance and not a safe harbor, that no IRS ruling was obtained, that the tax opinion is counsel's view only, and that you rely on your own advisers. You also agree to indemnify the sponsor and trust if your representations are untrue.
Some packages include bad-actor representations about the purchaser. The reason sits in Rule 506(d): its list of covered persons includes any beneficial owner of 20 percent or more of the issuer's voting equity, so an issuer may screen large buyers the same way it screens its own officers. The background on securities status is at is a DST a security and who can sell it and DST accredited investor rules.
The purchase agreement fixes your price as cash plus a share of the loan, and makes your exchange a condition of closing
In the filed purchase agreement, the price for each 1 percent interest is a stated cash portion plus 1 percent of the trust's total loan, and the agreement says the price includes the compensation and fees payable to the trust and its affiliates as set out in the memorandum. Your debt share is what counts toward replacing the mortgage on the property you sold; the mechanics are at does DST debt count as replacement debt, and how the per-unit price is built is at how DST interests are priced and valued.
Signing is an offer, not a purchase. The agreement treats your signature as an offer to buy and a confirmation that you can fund the full cash portion; the trust accepts or rejects it, and the placement agent agreement says the trust may reject any subscription for any reason or for no reason. On acceptance and a written demand to close, the cash portion is wired, directly or through your qualified intermediary, to the trust or an escrow agent at least two business days before closing.
If you are exchanging, the filed agreement makes completion of your exchange a condition precedent to closing and lets you assign your rights to your intermediary. If closing fails for a reason other than your default, escrow returns the cash to you or your intermediary.
The joinder makes you a party to the trust agreement, and the intermediary authorization lets the sponsor check your deadlines
With your cash you deliver an executed signature page or joinder to the trust agreement, which in the filed agreement does not take effect until the closing date. From then on the trust agreement, not the questionnaire, governs your rights: distributions, transfers, the trustee's limited powers and any conversion to an LLC. Read it as a separate document; the clauses that matter are walked through at the DST trust agreement explained.
The accommodator page names your qualified intermediary and authorizes the trust to confirm your exchange funds and the expiration of your 45-day identification and 180-day exchange periods, solely to approve your investment and schedule closing.
The order of operations from identification to the first distribution, including when each of these forms is due, is set out at the DST closing process step by step.
The W-9, identity and sanctions questions feed tax reporting and anti-money-laundering rules, and the lender pages are usually short
The Form W-9 (Rev. March 2024) certifies your taxpayer identification number and that you are not subject to backup withholding. The form explains that payers must withhold 24 percent of certain payments, including rents, if you fail to furnish or certify a correct number, so a missing W-9 can reduce your distributions. Title the W-9 exactly as you title the interest, which for an exchange must match the taxpayer that sold the relinquished property under the same-taxpayer rule.
The broker-dealer's customer identification program under 31 CFR 1023.220 requires at least your name, date of birth, address and taxpayer identification number, and the filed placement agent agreement commits the trust and placement agent to check investor names against government watch lists.
Lender paperwork is light for most investors. A Freddie Mac legal memo on DSTs says beneficial owners are not typically underwritten unless one owns 25 percent or more of the trust. Where a sponsor finances part of your purchase, expect more: one REIT's Form 10-K requires purchasers to represent that no part of the price or fees was funded with nonrecourse debt other than the sponsor's own program loan. What the trust's loan does and does not ask of you is at DST lender documents and carve-outs.
Related questions
Can I back out after I sign the subscription agreement?
Your signature is an offer that the trust may accept or reject, so the agreement itself governs what happens before acceptance and closing. In the filed purchase agreement, escrow returns your cash if closing fails for a reason other than your default; check the termination and default clauses in your own package before you sign.
Who signs if I bought my relinquished property in an LLC or trust?
The entity that sold the relinquished property signs, through its authorized manager or trustee, with formation documents attached. The filed questionnaire requires the person who actually makes the investment decision to complete it.
Does the sponsor give me tax advice in these documents?
No. The filed questionnaire has you acknowledge that you are relying on your own advisers, that no IRS ruling was obtained and that the tax opinion is counsel's view only. Have your CPA read the tax section of the memorandum before you sign.
Why does the trust want my qualified intermediary's contact details?
So it can confirm your exchange funds and your 45-day and 180-day deadlines and schedule closing inside them. The authorization limits the trust's use of that information to approving your investment.
Will the lender review my finances?
Usually not. A Freddie Mac memo says investors are not typically underwritten unless one owns 25 percent or more of the trust, though a sponsor loan to buy your interest brings its own representations.
Sources
Checked against these publications on September 30, 2026. Rules and figures change; confirm the current version with your CPA or attorney before you act. This page is general information, not tax or legal advice.
- Purchase Agreement for DST Interests, filed as Exhibit 10.5 to a REIT's Form 10-Q (SEC EDGAR, 2015)
- Form of DST Placement Agent Agreement, filed as Exhibit 10.2 to a REIT's Form 10-Q (SEC EDGAR, 2024)
- 17 CFR 230.501, accredited investor definition (Cornell LII)
- 17 CFR 230.506, Rule 506 including verification and bad-actor provisions (Cornell LII)
- IRS, Form W-9 (Rev. March 2024)
- 31 CFR 1023.220, customer identification programs for broker-dealers (Cornell LII)
- Freddie Mac Multifamily, Legal FYI: Delaware Statutory Trusts (August 2014)
- Form 10-K for 2025 of a non-traded industrial REIT with a DST program (SEC EDGAR)
- Rev. Rul. 2004-86 (IRS)