New AFIDA Rules: What Land Brokers Need to Know Before They Close the Next Deal
Thursday, October 29 | 1 pm Central
No cost to RLI members; $25 for non-members
The USDA has proposed a sweeping overhaul of the Agricultural Foreign Investment Disclosure Act (AFIDA) that will directly affect how rural land transactions are structured, diligenced, and closed. If any party in the ownership chain has even a modest foreign nexus, these new rules could trigger reporting obligations that brokers, buyers, and sellers need to understand well before a deal reaches the closing table.
Key changes include:
- Lower ownership threshold — reporting now triggered at just 10% direct or indirect foreign ownership or beneficial control, capturing many more entities than the current rules
- Broader definition of "agricultural land" — wind and solar projects, pipeline and transmission easements, warehouses, ag storage facilities, and agricultural R&D operations all fall within scope, meaning land types routinely brokered by RLI members will carry new compliance considerations
- Elimination of key exemptions — the 10-acre de minimis threshold is removed, and the lease-term exemption drops from 10 years to as short as one year; any easement across timberland, farmland, or rangeland becomes reportable
- New geospatial mapping requirements — filers must submit maps detailing land use allocations, with updated filings required whenever use changes during ownership or the lease term
- Significantly higher penalties — late-filing penalties jump from 0.1% to 1.5–2.5% of fair market value per week, enforced by the USDA's Office of Homeland Security with no discretion for mitigation
- Retroactive application — existing portfolios must be reassessed, with only a 90-day compliance window once the rule is finalized (targeted for December 2026)
Whether you broker farms and ranches, timberland, recreational land, or transitional and development parcels, these proposed rules will change how parties will approach transactions involving foreign-connected capital. Join this session to learn how to spot AFIDA exposure early, advise your clients on new compliance obligations, and protect your deals from costly post-closing surprises.
Speaker Bio
Marisa Bocci is a partner at Arnold & Porter in Seattle, where she concentrates on real estate transactions and regulatory compliance in the agricultural and rural land sectors. She regularly represents family offices, pension funds, investment managers, and private equity clients in large-scale farmland acquisitions, dispositions, leasing, and financing. Her transactional practice extends to agribusiness-related M&A, proprietary crop arrangements, Bureau of Reclamation water rights, and packing and custom farming contracts. Marisa has deep experience advising domestic and foreign investors on AFIDA compliance and analogous state-level agricultural land disclosure regimes, and she has published extensively on the USDA's proposed overhaul of the AFIDA regulations. She is a Fellow in the American College of Real Estate Lawyers and serves on the Western Ag Industry Advisory Board for the National Agricultural Law Center; she recently served on the Board of Directors for the American Agricultural Law Association.
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