--- title: Property Disclosures in Commercial Real Estate Transactions description: Everyone who has sold or purchased a residential property in Minnesota has come across the residential real property disclosure requirements. Every residence sold in Minnesota, whether in Mahtomedi, Moorhead, or Marshall, must have this disclosure. --- [Dan's Desk](https://www.gallatin-law.com/blog/author/dan-gallatin) - [lawyer](https://www.gallatin-law.com/blog/tag/lawyer) - [hugo](https://www.gallatin-law.com/blog/tag/hugo) - [MN](https://www.gallatin-law.com/blog/tag/mn) - [law](https://www.gallatin-law.com/blog/tag/law) - [attorney](https://www.gallatin-law.com/blog/tag/attorney) - [legal](https://www.gallatin-law.com/blog/tag/legal) [Subscribe](https://www.gallatin-law.com/blog/property-disclosures-in-commercial-real-estate-transactions#) 06/28/2017 # Property Disclosures in Commercial Real Estate Transactions - - - - - [mailto:?subject=Property%20Disclosures%20in%20Commercial%20Real%20Estate%20Transactions&body=https%3A%2F%2Fwww.gallatin-law.com%2Fblog%2Fproperty-disclosures-in-commercial-real-estate-transactions](mailto:?subject=Property%20Disclosures%20in%20Commercial%20Real%20Estate%20Transactions&body=https%3A%2F%2Fwww.gallatin-law.com%2Fblog%2Fproperty-disclosures-in-commercial-real-estate-transactions) Everyone who has sold or purchased a residential property in Minnesota has come across the residential real property disclosure requirements. Every residence sold in Minnesota, whether in Mahtomedi, Moorhead, or Marshall, must have this disclosure. But what about **commercial property**? Seemingly a commercial real estate transaction would have the same, or even more, stringent requirement as a residential transaction. Alas, it does not. Minnesota courts are "reluctant to impose a duty to disclose material facts in" deals between commercial entities. [Driscoll v. Standard Hardware, Inc](http://caselaw.findlaw.com/mn-court-of-appeals/1532268.html)., 785 N.W.2 805, 813 (Minn. Ct. App. 2010) review denied (Minn. Sept. 29, 2010). Instead, the duty to disclose in a commercial transaction only arises when the seller actually states something (which then requires that what is stated is true), if the seller alone has "special knowledge" that the buyer cannot access, and the person with the information has a fiduciary capacity. [Klein v. First Edina Natn'l Bank, 293 Minn. 418, 421, 196 N.W.2d 619, 622 (1972)](http://law.justia.com/cases/minnesota/supreme-court/1972/42956-1.html). Keep this in mind when buying commercial real estate. And, ensure you get an extremely thorough inspection before you buy. If you are selling, your safest course of action is to remain silent and if you do speak out, speak the truth. The material contained herein is provided for informational purposes only and is not legal advice, nor is it a substitute for obtaining legal advice from an attorney. Each situation is unique, and you should not act or rely on any information contained herein without seeking the advice of an experienced attorney. All information contained in links are the property of the linked site. - [attorney](https://www.gallatin-law.com/blog/tag/attorney), - [commercial real estate](https://www.gallatin-law.com/blog/tag/commercial-real-estate), - [disclosure](https://www.gallatin-law.com/blog/tag/disclosure), - [hugo](https://www.gallatin-law.com/blog/tag/hugo), - [law](https://www.gallatin-law.com/blog/tag/law), - [lawyer](https://www.gallatin-law.com/blog/tag/lawyer), - [legal](https://www.gallatin-law.com/blog/tag/legal), - [minnesota](https://www.gallatin-law.com/blog/tag/minnesota), - [MN](https://www.gallatin-law.com/blog/tag/mn), - [real estate](https://www.gallatin-law.com/blog/tag/real-estate), - [realestate](https://www.gallatin-law.com/blog/tag/realestate) ![Dan Gallatin](https://www.gallatin-law.com/hubfs/assets-mjfw/site%20images/Dans-Desk.jpg) ## [Dan Gallatin](https://www.gallatin-law.com/blog/author/dan-gallatin) Dan is a lifelong resident of Minnesota. Born in St. Paul, Dan spent many of his formative years growing up there before moving to White Bear Lake. After graduating from White Bear Lake, Dan spent four glorious years at the University of Wisconsin-Madison, earning a degree in two majors. Dan worked as a Senior Investigator at the Minnesota Department of Commerce for several years after graduating from college. During his final years Dan attended William Mitchell College of Law while still working full-time. During this exhausting 3 ½ year period Dan honed his skills in becoming an efficient, to-the-point legal practitioner. While at Madison Dan met his wife, Tonya, and together they moved to Minnesota to plant their roots. Dan and Tonya have two amazing, unique children and reside in Hugo. ### CONNECT WITH ME - ## Related Posts [08/22/2018 Regulatory Actions Part 2: Labor & Industry The Minnesota Department of Labor & Industry regulates Minnesota's residential building contractors and those required to be registered due to… Read Post ](https://www.gallatin-law.com/blog/regulatory-actions-part-2-labor-industry) [03/16/2016 Arbitration Agreement in Real Estate Purchase Agreements I have arbitrated many cases related to allegations that a home seller has failed to disclose a material fact in the course of the sale of a home. As… Read Post ](https://www.gallatin-law.com/blog/arbitration-agreement-in-real-estate-purchase-agreements) ### Subscribe Here! ```json { "@context" : "https://schema.org", "@type" : "BlogPosting", "author" : { "@type" : "Person", "name" : "Dan Gallatin", "url" : "https://www.gallatin-law.com/blog/author/dan-gallatin" }, "dateModified" : "2020-08-21T22:31:12.012Z", "datePublished" : "2017-06-28T05:00:00.000Z", "headline" : "Property Disclosures in Commercial Real Estate Transactions", "mainEntityOfPage" : { "@id" : "https://www.gallatin-law.com/blog/property-disclosures-in-commercial-real-estate-transactions", "@type" : "WebPage" }, "publisher" : { "@type" : "Organization", "logo" : { "@type" : "ImageObject", "url" : "https://www.gallatin-law.com/hubfs/logos/Gallatin-Logo-654x84.png" }, "name" : "Gallatin Law, PLLC" } } ```