AGLO 1979 No. 25 - Jun 11 1979
LICENSES ‑- REAL ESTATE ‑- CORPORATIONS ‑- ELIGIBILITY OF A CORPORATION TO BE LICENSED AS AN ASSOCIATE REAL ESTATE BROKER
A corporation may be licensed as an "associate real estate broker" under RCW 18.85.010, et seq.
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June 11, 1979
Honorable Alan Bluechel
State Senator, 45th Dist.
9901 N.E. 124th, No. 505
Kirkland, WA 98033 Cite as: AGLO 1979 No. 25
By letter previously acknowledged you requested our opinion on a question which we paraphrase as follows:
May a corporation be licensed as an "associate real estate broker" under RCW 18.85.010,et seq.?
We answer in the affirmative for the reasons set forth in our analysis.
RCW 18.85.100 provides that:
"It shall be unlawful for any person to act as a real estate broker, associate real estate broker, or real estate salesman without first obtaining a license therefor, and otherwise complying with the provisions of this chapter.
". . ."
[[Orig. Op. Page 2]]
RCW 18.85.120 then provides, in material part, as follows:
"Any person desiring to be a real estate broker, associate real estate broker, or real estate salesman with the exception of applicants meeting the requirements of RCW 18.85.161, must successfully pass an examination as provided in this chapter, and shall make application to the director for a license, and upon a form to be prescribed and furnished by the director, giving his full name and business address. With this application the applicant shall:
". . .
"(2) If the applicant is a corporation, furnish a list of its officers and directors and their addresses, and if the applicant is a copartnership, a list of the members thereof and their addresses.
"(3) Furnish such proof as the director may require that the applicant is a resident of the state of Washington or, if the applicant is a corporation or copartnership, that the designated broker of the corporation or copartnership is a resident of the state of Washington.
"(4) Furnish such other proof as the director may require concerning the honesty, truthfulness, and good reputation, as well as the identity, including but not limited to fingerprints, of any applicants for a license, or of the officers of a corporation making the application."
Unquestionably, all three above‑quoted subsections of this statute contemplate the possibility visualized by your question; i.e., the filing of an application for licensure as an associate real estate broker by a corporation. Moreover, the same possibility is also sustained by an examination of the pertinent definitions contained in RCW 18.85.010.
[[Orig. Op. Page 3]]
First to be noted is subsection (3) of this statute which defines an associate broker as:
". . . a person who has qualified as a 'real estate broker' who works with a broker and whose license states that he is associated with a broker; . . ."
Subsection (4) of RCW 18.85.010, in turn, defines the word "person" as follows:
"The word 'person' as used in this chapter shall be construed to mean and include a corporation or copartnership, except where otherwise restricted; . . ."
The use of the term "person" in RCW 18.85.010(3), supra, may also be contrasted with the use of the phrase "natural person" in RCW 18.85.010(2). This latter subsection defines the term "real estate salesman" as follows:
". . . anynatural person employed, either directly or indirectly, by a real estate broker, or any person who represents a real estate broker in the performance of any of the acts . . ." (Emphasis supplied)
Thus, clearly, a corporation may not hold a real estate salesman's license even though RCW 18.85.120(2), (3) and (4), supra, also cover applicants seeking that particular license. But by the same token, had the legislature wanted to preclude any corporations from applying for associate brokers' licenses, it could easily have limited the definition of that term, as well, to "natural persons"‑-as it did in the case of real estate salesmen. The legislature did not, however, do so.
It has, nevertheless, been suggested to us that your question should be answered in the negative for the reason that only a natural person can physically take and pass an examination for licensure as an associate real estate broker. The fallacy with this argument, however, is that neither RCW 18.85.120 nor RCW 18.85.130,supra, necessarily contemplate that it will, in all cases, be the applicant itself which undergoes examination. And, in fact, another statute, RCW 18.85.130, clearly contemplates otherwise. That statute provides, in pertinent part, as follows:
[[Orig. Op. Page 4]]
". . . The director shall ascertain by written examination, that each applicant, and in case of a corporation, or copartnership, that each officer, agent, or member thereof whom it proposes to act as licensee, [meets certain requirements to be determined by examination] . . . "
Therefore, in direct answer to your question, it is our opinion that a corporation may be licensed as an "associate real estate broker" under chapter 18.85 RCW. We trust that the foregoing will be of assistance to you.
Very truly yours,
RICHARD A. FINNIGAN
Assistant Attorney General