New Opportunity Zones 2025: The 10-Year Tax Break CRE Investors Can’t Afford to Miss

Marc Perlof • August 26, 2025

Hey, Retail Real Estate Rockstars!

Opportunity Zones 2025 (also known as "OZ 2.0") are now a permanent power tool in your portfolio plan if you own or invest in commercial real estate. On July 1, 2026, new zones will be certified, and on January 1, 2027, they will go into effect, each lasting a full decade.

Why this matters: With significant tax advantages, retail establishments, dilapidated shopping malls, and even disused strip centers can be converted into apartments, mixed-use buildings, or in-demand community assets. This is your cue if you've been sitting on a fantastic location in an area that is undergoing change.

What’s in Store for CRE Owners and Developers?

  • Permanent OZ Program – No more sunset dates. Governors redesignate zones every 10 years, with the first refresh kicking in January 1, 2027 ¹.
  • Stricter Eligibility, More Impact – Only census tracts with ≤70% median family income or ≥20% poverty rates qualify. Contiguous tract designations are gone, focusing capital where it’s needed most ².
  • Rural Advantage – Rural-designated OZ tracts now get a 30% basis step-up (vs. 10% elsewhere) and have the “substantial improvement” threshold reduced from 100% to 50% of the acquisition price. All other OZ tracts still require the full 100% improvement ³.
  • Simplified, Rolling Benefits – Post-2026 investments qualify for a five-year deferral, 10% basis step-up (30% rural), and zero tax on gains after a 10-year hold ⁴.
  • New Zones – The first redesignation happens July 1, 2026; zones go live January 1, 2027. Governors will repeat the process every decade ¹.


Clarifying the Timing Rules

  • OZ 2.0 benefits apply to capital gains invested in a Qualified Opportunity Fund (QOF) after Dec 31, 2026.
  • To qualify for the new zones, your QOF investment must occur on or after January 1, 2027.
  • Property acquisition timing matters: eligible OZ property must generally be acquired after the zone’s applicable start date (so, for new 2027 zones, purchases must be after Jan 1, 2027).
  • You must invest eligible capital gains into a QOF within 180 days of realization.


Why This is Big for Retail-to-Mixed-Use Conversions

  • Higher & Better Use: Replace obsolete retail with apartments, co-working, or service tenants.
  • Financing Appeal: OZ tax incentives improve your capital stack.
  • Demand Drivers: Many OZ tracts are in urban infill locations with housing shortages and strong rent growth.

Key Insights at a Glance

  • Governors select new OZs every decade, starting July 2026 ¹.
  • Rural projects enjoy triple the basis step-up of standard OZs and a 50% improvement requirement ³.
  • Eligibility tightened to 70% AMI—raising redevelopment stakes ¹.
  • The 2026 sunset is gone, giving long-term certainty ⁵.


A Few Powerful Data Points

  • $100B invested since 2017 through OZs, driving housing + retail redevelopment ⁶.
  • Between 2019 and 2024, OZs supported 313,000 new housing units ⁶.


What This Means for CRE Investors

  • If you own retail, mixed-use, or development-ready land in an OZ:
  • Plan multi-phase redevelopments without worrying about program expiration.
  • Consider mixed-income housing above retail for added revenue.
  • Tap into rural OZ super-incentives if you hold outside core metros.
  • Align OZ with 1031 exchanges, LIHTC, municipal incentives for maximum ROI ⁷.


Commercial real estate is entering a golden decade for tax-incentivized redevelopment. Whether you’re eyeing a retail-to-apartment conversion, upgrading a strip center, or repositioning a mixed-use asset, OZ 2.0 can supercharge your returns. Call or DM me for more information.

Could your retail property’s highest and best use now be an apartment or mixed-use project that maximizes OZ 2.0’s permanent benefits?

#CommercialRealEstate #OpportunityZones2025 #OZ2 #MixedUseDevelopment #RetailToResidential


Footnotes & Sources


  1. NAHB – “Opportunity Zones in the One Big Beautiful Bill Act”
  2. Local Infrastructure Hub – “Guide to the New Opportunity Zones”
  3. International Economic Development Council – “OZ Program Overhaul”
  4. Barron’s – “Capital Gains Tax Break in Opportunity Zones”
  5. Seyfarth Shaw – “7 Key Changes to the QOZ Incentive”
  6. Barron’s – “Capital Gains Tax Break in Opportunity Zones”
  7. Kiplinger – “Opportunity Zones Changes in the Big Beautiful Bill” and RSM US – “OBBBA Tax Opportunity Zones”



This content is provided for general informational purposes only and does not constitute legal, tax, or financial advice. Landlords, tenants, and property owners should consult with qualified legal counsel or tax professionals to understand how California AB 380 and related regulations apply to their specific situation. No attorney-client or fiduciary relationship is created by this communication.




© 2025 Marc Perlof Group. All rights reserved.

By Marc Perlof • November 2, 2026
By Marc Perlof | @MarcRetailGuy CA #01489206 November 2, 2026 If you own retail real estate, here’s what just changed for you. One of the biggest risks to a retail property is not always one owner making a bad decision. It is multiple owners failing to make a decision at all. When family members, business partners, or other co-owners delay action, the cost can show up through lost income, higher expenses, missed opportunities, weaker financing, or a lower sale price. Retail properties are often owned by siblings, spouses, business partners, LLC members, family offices, trusts, or investment groups. Each owner may have a different financial goal, timeline, and tolerance for risk. Disagreement is normal. The larger problem is having no clear process for turning disagreement into a decision. Even if you own the property by yourself today, these same decisions often become the responsibility of a spouse, children, successor trustee, or other heirs in the future. A clear decision process today can help prevent confusion later. What Do Multiple Owners Commonly Miss? Many ownership groups assume waiting is the safest choice when they cannot agree. They delay a lease decision, postpone repairs, wait to refinance, or hold off on selling until everyone feels comfortable. That may reduce conflict in the moment, but it does not stop the property from changing. Leases move closer to expiration. Deferred maintenance grows. Financing terms and buyer demand can change. Waiting may feel neutral, but its financial effect rarely is. Good properties are often held back by poor decision processes, not poor real estate. The issue becomes harder when each owner defines success differently. One partner may want monthly income. Another may want to sell and reinvest. One sibling may want to keep the property because it has been in the family for decades, while another may need cash for retirement or other obligations. None of these goals are automatically wrong. The ownership group still needs to decide which goal should guide the property’s current strategy. Why Do Ownership Groups Delay Important Decisions? Experience does not remove emotion, fear, or personal pressure. An owner may understand leasing and property values but still resist a sale because the property belonged to a parent. Another may reject a reasonable lease because the proposed rent is below what the space achieved years earlier. Another common reason for delay is the belief that retail property values will continue increasing over time. Many properties have appreciated over long periods, but that does not automatically make waiting the best financial decision. While ownership waits, leases age, capital needs grow, financing changes, and buyer demand shifts. A property’s future value depends on much more than appreciation alone. The better question is not, “Will this property be worth more someday?” It is, “Will waiting create a better overall financial result than acting today?” Owners may also delay because they want to avoid regret. They worry that selling now could mean missing a higher price later, or that completing an improvement could waste money. That fear can cause repeated delays while income, expenses, tenant risk, and market conditions continue to change. The goal is not to make a perfect decision. It is to make the best available decision based on the property’s current income, condition, financing, leases, marketability, and ownership objectives. How Can Indecision Affect Property Value? Property value is tied closely to income, risk, and buyer confidence. If ownership delays a lease renewal, buyers may underwrite more vacancy risk. If repairs are postponed, buyers may reduce pricing for future capital costs. If owners cannot agree on a sale strategy, the property may remain exposed to tenant rollover, changing financing conditions, or new competition. Indecision can also weaken negotiations. A tenant may recognize that the owners are not aligned. A buyer may question whether the group can approve terms, respond to due diligence, or close on schedule. A lender may require clear authority before moving forward with refinancing. The cost may not appear as one large loss. It often shows up through additional vacancy, higher repair costs, reduced leverage, lost rent, or a weaker offer. Over time, those smaller consequences can materially reduce value. What Should the Ownership Group Decide First? The first decision is not whether to sell, refinance, lease, improve, or hold. It is agreeing on the ownership group’s primary objective. Is the priority current cash flow, long term appreciation, preserving the property for the next generation, reducing risk, or preparing for a sale within a defined period? Once that objective is clear, the group can compare each option using the same standard. A lease proposal can be measured by its effect on NOI, flexibility, and value. A capital improvement can be evaluated based on cost, expected rent, tenant demand, and sale impact. A sale can be reviewed based on net proceeds, taxes, timing, and reinvestment options. Without a shared objective, every discussion becomes a debate over personal preferences. With a shared objective, the group can focus on what best supports the investment. Real Deal Insight I recently advised a family that owned a retail property through multiple siblings. One wanted to sell, another wanted to continue collecting income, and another wanted to wait because they believed the property’s value would continue increasing. Before discussing pricing or marketing, I helped the ownership group compare the financial consequences of each option, including projected income, future capital needs, lease rollover, holding costs, and the risks of delay. Once everyone reviewed the same information, the discussion shifted from individual opinions to the property’s investment objectives. That allowed the group to make an informed decision based on facts instead of assumptions. Strategic Advice for Retail Property Owners If your property has multiple owners, start by defining the group’s main investment objective and expected holding period. Each owner should understand whether the current goal is income, growth, preservation, redevelopment, refinancing, or sale. Then decide how major property decisions will be reviewed. The group should know who gathers the information, who has authority, what requires a vote, and how long the group has to respond. Governance and legal issues should be reviewed with the appropriate attorney, CPA, or other licensed advisor. The goal is not more meetings. It is a process that allows the group to decide before delay limits the available options. Owner Self-Assessment If your ownership group had to decide today whether to renew a major tenant, complete a capital improvement, refinance, or sell, would every owner agree on the property’s main objective and how the decision should be made? Final Takeaway Multiple owners do not need to agree on everything, but they need a clear process for making decisions before delay reduces income, options, or value. In next week’s blog, “The Hidden Cost of Waiting: How Decision Delays Reduce Property Value,” I will explain how indecision can affect lease negotiations, repairs, financing, buyer interest, and property value. If your retail property has multiple owners, I can help your group compare the financial impact of holding, leasing, improving, refinancing, or selling before indecision limits the available choices. The quality of a retail property’s decisions often depends less on the property itself and more on the process the owners use to make those decisions. Is your ownership group protecting the property by waiting, or is waiting quietly becoming the most expensive decision? Based in Los Angeles. Serving Southern California. Active across California. Advising clients nationwide. #RetailRealEstate #CommercialRealEstate #RetailProperty #PropertyOwners #FamilyPartnership #BusinessPartners #FamilyOffice #InvestmentProperty #ShoppingCenters #MarcRetailGuy
By Marc Perlof • October 30, 2026
Tractor Supply Q3 sales rise 5.1%; to moderate new store openings Tractor Supply Company delivered third-quarter earnings and sales that beat analyst expectations and said it was gaining share against most categories and metrics even as its customers remain cautious. On the company’s earnings call, CEO Hal Lawton said that elevated interest rates and reduced housing mobility are weighing on property improvements and larger projects. Pet ownership headwinds, particularly new pet acquisition, continue to affect demand in certain categories...
By Marc Perlof • October 28, 2026
By Marc Perlof | @MarcRetailGuy CA #01489206 October 26, 2026 If you own retail real estate, here’s what just changed for you. A lease guaranty can become less useful if the tenant changes entities, the guaranty expires, or a later agreement releases a guarantor. That can affect your income security, refinancing options, and property value. The main owner decision is whether the guaranty still supports your planned hold, refinance, renewal, or sale. Why Should You Review a Lease Guarantee Every Few Years? Many owners review the lease when they buy the property and do not examine the guaranty again until there is a tenant problem or planned sale. During that time, the tenant may be acquired, reorganized, assigned to another entity, or operating under a guaranty that is capped, reduced, or approaching expiration. A review every few years can help you identify those issues while you still have time to respond. Annual Lease Guarantee Review Checklist 1. Confirm the Current Tenant and Every Guarantor Start with the exact legal name of the tenant currently responsible for the lease. Then identify every company or individual that signed a guaranty. Do not rely on the brand name displayed at the property. The company on the sign may not be the legal tenant or the entity supporting the rent. Confirm whether the guaranty comes from the national parent ompany, a subsidiary, an affiliate, a franchise operator, a location-specific LLC, an individual, or more than one guarantor. 2. Check What the Guaranty Covers and When It Ends A signed guaranty may not cover every lease obligation for the entire lease term. Determine whether it is full, capped, reduced over time, limited to certain lease years, or restricted to specific obligations. It may cover base rent but exclude additional rent, property expenses, repair obligations, or legal costs. Compare the guaranty term with the remaining lease term. Do not assume that a lease extension automatically extends the guaranty. 3. Review Later Documents and Ownership Changes The original lease and guaranty may have been changed by later documents. Review amendments, extensions, assignments, assumption agreements, landlord consents, estoppel certificates, ownership change notices, and any guarantor releases or replacements. A tenant may continue using the same brand while the legal tenant, ownership structure, or guarantor changes behind the scenes. When the relationship among the tenant, guarantor, parent company, and affiliates is unclear, request an organizational chart or entity structure. The chart can explain how the companies are connected, but the lease and guaranty documents still determine who is legally responsible. Qualified legal counsel should confirm unclear obligations. 4. Review the Guarantor’s Current Financial Support A guaranty is only as useful as the company or person behind it. Depending on your lease rights and the information available, review current financial information, rent payment history, operating locations, recent closures, ownership changes, and whether the guarantor still appears to own meaningful assets. The goal is not to complete a full credit analysis. It is to determine whether the support behind your rent is still consistent with what you believed when you bought the property or negotiated the lease. 5. Compare the Guaranty with Your Ownership Plan The value of a guaranty depends partly on what you plan to do with the property. If you expect to hold for several years, determine whether the guaranty lasts through your planned ownership period. If you think you are going to refinance, renew, or sell, consider whether the guaranty will still provide meaningful support at that time. You should also consider what happens if the tenant leaves. Contract rent, market rent, vacancy downtime, leasing commissions, tenant improvement costs, repairs, and replacement demand can all affect NOI, capital needs, and net sale proceeds. The central question is whether the guaranty, the underlying real estate, or both support your next major ownership decision. Owner Self Assessment Could you clearly explain who guarantees your largest tenant’s rent, what the guaranty covers, when it ends, and whether it still supports your ownership plan? Reviewing your lease guaranty every few years can help you identify income, financing, vacancy, and value risks before they limit your options. Contact me for the expanded Retail Lease Guarantee Review Checklist . It includes a more detailed document list, guarantor review questions, financial and ownership checks, vacancy and replacement cost considerations, and a one page owner summary you can use before a refinance, renewal, hold, or sale decision. Are you relying on a guaranty that will still provide meaningful support when you refinance, renew the lease, or sell the property? Based in Los Angeles. Serving Southern California. Active across California. Advising clients nationwide. #RetailRealEstate #CommercialRealEstate #RetailProperty #NetLease #LeaseGuarantee #CorporateGuarantee #TenantCredit #PropertyValue #RetailInvesting #InvestmentSales #MarcRetailGuy #MarcPerlof
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