What due diligence should buyers conduct regarding pre-repeal tax liabilities?
Buyers should demand a Certificate of Compliance from the seller. The Florida Department of Revenue maintains a 3-year audit window for commercial rent tax compliance. Without a Certificate of Compliance, a buyer can inherit the seller's pre-October 2025 tax liabilities — including penalties and interest. This is a non-negotiable due diligence item for any commercial acquisition in Florida during this transition period. Your attorney should include this requirement in the purchase and sale agreement.