On January 14, 2009, the U.S. Securities and Exchange Commission (SEC) published its response to a request for a "no action" letter.  The request described certain tenant in common (TIC) transactions which involve the transfer of undivided tenant in common interests pursuant to a master lease or a property management agreement, and urged that such transactions should not be considered securities under Section 2(a)(1) of the Securities Act of 1933. The SEC disagreed with that view and refused to issue the "no action" letter.  What we can interpret this to mean for the TIC industry and the real estate industry in general may be that while some TIC sponsors in the United States have, in the past, sold their TIC interests as real estate rather than as a security, it would appear that the SEC would consider most, if not all TIC offerings to be securities, especially those involving master leases or property management agreements.  Unless otherwise exempt from registration, it might be wise to consider whether such TIC interests would have to be registered as securities and sold by licensed securities dealers with all of the required disclosure and regulation.
 
For those interested in reading the "no action" request as well as the SEC's response, you can visit the SEC's website.