A Primer on Delaware Statutory Trusts
Everything you need to know about DSTs — how they work, the two strategic pathways, and a balanced view of the advantages and risks.
What Is a DST?
A Delaware Statutory Trust is a legal entity formed under Delaware law that holds title to one or more real estate properties. Investors purchase fractional "beneficial interests" in the trust rather than directly owning real property. Critically, the IRS treats each investor's beneficial interest as direct ownership of real estate — which means DST interests qualify as "like-kind" replacement property under Section 1031 of the Internal Revenue Code.
In practical terms, a DST allows a retiring landlord to sell their rental properties, defer capital gains taxes through a 1031 exchange, and reinvest those proceeds into institutional-grade, professionally managed real estate — without ever having to manage another tenant, fix another toilet, or field another midnight phone call.
How a DST Works
The exchange pathway from property to passive ownership
Relinquished Property
Fractional Interest in Property (DST)
REIT
Operating Partnership
Diversified Portfolio
How a DST Fits Into a 1031 Exchange
Sell the Relinquished Property
The investor sells their investment property. Sale proceeds are held by a Qualified Intermediary (QI) — the investor never takes constructive receipt of the funds.
Identify Replacement Property (45-Day Window)
Within 45 calendar days of the sale, the investor must identify up to three potential replacement properties. Because DST offerings are pre-packaged, identification can happen quickly.
Close on the DST Interest (180-Day Window)
The investor must close within 180 days. DST closings are typically fast — often within 3 to 5 business days — because the property is already acquired, financed, and managed.
Passive Ownership
The investor now holds a beneficial interest in professionally managed commercial real estate, receiving their share of net rental income with no management responsibilities.
Full-Cycle Exit or 721 Exchange
When the sponsor sells the property (typically 3–10 year hold), the investor can execute another 1031 exchange, pay taxes, or convert into REIT OP units through a Section 721 exchange.
The Two DST Pathways
Both pathways defer capital gains taxes. The key difference is what happens at the end of the holding period.
DST for Asset Exchange
The 1031 Cycle
This pathway focuses on acquiring a fractional interest in a specific real estate asset. At the end of the hold period (usually 3–10 years), the sponsor sells the property and the investor receives their share of proceeds — then executes another 1031 exchange to continue the tax-deferral cycle.
Typical Assets
Ideal For
Investors who wish to remain in direct real estate indefinitely, cycling through 1031 exchanges to maintain tax deferral.
DST for Estate Planning
The 721 UPREIT Exchange
This pathway uses the DST as a bridge to a 721 "UPREIT" exchange. After the holding period, the sponsor's affiliated REIT acquires the DST property and issues the investor operating partnership (OP) units — converting a concentrated position into a diversified interest across the REIT's entire portfolio.
Exit Options
Ideal For
Investors prioritizing estate planning, portfolio diversification across a broad REIT, and potential liquidity — without triggering deferred capital gains.
Sponsors by Pathway
All three institutional sponsors — Brookfield, Ares, and Hines — offer both pathways, including a 721 exchange option through their affiliated REIT.
| Sponsor | 1031 Cycle | 721 UPREIT |
|---|---|---|
| Brookfield | Full-cycle exit with 1031 option | OP units in Brookfield REIT |
| Ares | Full-cycle exit with 1031 option | OP units in AREIT or AIREIT |
| Hines | Full-cycle exit with 1031 option | OP units in Hines Global Income Trust |
Pros & Cons of DST Investments
Advantages
Full Capital Gains Tax Deferral
Defer 100% of federal and state capital gains taxes on the sale of appreciated properties through a 1031 exchange into a DST.
Elimination of Active Management
The DST sponsor handles all operations — leasing, maintenance, tenant relations, accounting, insurance, and compliance. Your role is entirely passive.
Access to Institutional-Quality Real Estate
Individual investors rarely have access to $50M–$200M+ Class A properties. DSTs provide fractional access to this institutional tier.
Fast, Flexible Closings
Because DST properties are pre-acquired and pre-financed, investors can close in days rather than months — helpful when the 45-day identification window is tight.
Portfolio Diversification
Split exchange proceeds across multiple DSTs in different property types, geographies, and sponsors — reducing concentration risk.
Estate Planning Benefits
Upon the investor's death, heirs may receive a stepped-up cost basis on the DST interest, potentially eliminating deferred capital gains entirely.
Disadvantages & Risks
Illiquidity
DST interests have no public trading market. Capital is generally locked up for the hold period (typically 3–10 years).
No Management Control
Investors cannot influence property-level decisions — leasing, capital improvements, sale timing, or financing.
Fee Structures
DSTs carry various fees including acquisition, financing, asset management, and disposition fees. Institutional sponsors typically operate with more transparent structures.
Market and Property Risk
Like all real estate, DST properties are subject to market downturns, tenant defaults, rising interest rates, and property-specific issues.
IRS Operating Restrictions
The "Seven Deadly Sins" rules that make DSTs 1031-eligible also limit the trustee's ability to respond to changing conditions.
Accredited Investor Requirement
DSTs require accredited investor status — generally net worth exceeding $1M (excluding primary residence) or income exceeding $200K/$300K. Minimum investment typically $100K.
These rules mean that DST investments are truly passive — investors cannot vote, make management decisions, or direct the trustee's actions. For a retiring landlord, this is a feature, not a bug.