Real Estate Debt Guide

Real Estate Investments for Accredited Investors: 7 Options Compared

By Sierra Davis, Principal & Fund Manager, Essential Income Fund I, LLCPublished Last reviewed

Short answer

Accredited investors can access private real estate investments that are closed to most of the public, including syndications, private real estate debt funds, mortgage note funds, direct private loans and notes, development funds, and private equity real estate funds, in addition to public and non-traded REITs. The options differ mainly in whether the investor is an owner or a lender, where they sit in the capital stack, how liquid the investment is, and how much upside and risk they carry.

Becoming accredited opens a lot of doors. It also opens a lot of pitch decks. Every one of them shows a projected return, and almost none of them lead with the question I care about most: "Where am I sitting in this deal?"

This page lays out seven common ways accredited investors put money into real estate, side by side. Some make you an owner. Some make you the lender. None of them is right for everyone.

Who counts as an accredited investor?

Under SEC rules, an individual is generally an accredited investor if they meet at least one of these tests:

  • Net worth over $1 million, alone or with a spouse or spousal equivalent, excluding the value of a primary residence.
  • Income over $200,000 in each of the last two years ($300,000 jointly with a spouse or spousal equivalent), with a reasonable expectation of the same this year.
  • Certain professional licenses in good standing: the Series 7, Series 65, or Series 82.

Entities such as trusts and companies have their own tests. If you're not sure where you stand, ask your attorney or CPA before you invest.

Rule 506(b) vs. Rule 506(c)

Most private real estate offerings rely on Regulation D, Rule 506. There are two versions, and they affect how you'll hear about a deal and what you'll be asked to show.

Rule 506(b)Rule 506(c)
Public advertisingNot allowed; usually requires a pre-existing relationshipAllowed
Who can investAccredited investors, plus a limited number of non-accredited investors who meet sophistication requirementsAccredited investors only
Proof of accreditationInvestors typically self-certifyThe issuer must take reasonable steps to verify, such as reviewing financial statements or a letter from a CPA, attorney, or adviser

If you found a deal through a public website, a podcast, or an ad, it's almost certainly a 506(c) offering, and you should expect a verification step.

The 7 options at a glance

General characteristics. Terms vary by offering; always read the offering documents.
OptionIncomeLiquidityControlCapital stack positionTypical minimumUpsideTax reportingMain risk
Real estate syndicationProperty cash flow after debt service; discretionaryLow, often until saleNone; sponsor decidesCommon equity, behind the bank loanOften $25,000 to $100,000Shares in appreciationUsually Schedule K-1Leverage, sponsor execution, market value
Private real estate debt fundBorrower interest; fixed or pass-throughLow; set by fund termsNone; manager picks loansLender; first or junior lien depending on fundOften $20,000 to $100,000+Usually cappedK-1 or 1099, depending on structureBorrower default, manager judgment
Mortgage note fundPayments on purchased notesLow; set by fund termsNone; manager picks notesLender; depends on lien positions heldOften $25,000 to $100,000+Usually capped; discounts can add returnK-1 or 1099, depending on structurePayer default, documentation, recovery time
Direct private lending / buying notesBorrower payments, usually through a servicerLow; sell the note by negotiationFull; you choose each loanLender; the lien you buy or makeOften the full cost of one note or loanCapped at loan termsInterest income you reportConcentration, your own underwriting
Public REITDividendsHigh; trades dailyNoneShareholder of a company that may use debtPrice of one shareShare price growthForm 1099-DIVStock market volatility, interest rates
Non-traded REITDistributions; can be reducedLimited redemption programsNoneShareholder of a company that may use debtOften a few thousand dollarsSome appreciationForm 1099-DIVFees, redemption limits, valuation
Development / opportunistic fundLittle or none until projects sellVery lowNoneEquity, often behind construction loansOften $50,000+Highest of the groupUsually Schedule K-1Construction, lease-up, market timing
Private equity real estate fundVaries by strategy; often back-end weightedVery low; multi-year lockupsNoneMostly equity, usually leveragedOften $100,000+; institutional funds much higherShares in fund profits after feesUsually Schedule K-1Leverage, fees, long lockup

1. Real estate syndications

A sponsor buys a property, usually apartments or another commercial asset, with investor equity plus a large bank loan. You're an owner. You share in appreciation and often in depreciation, but you're paid after the bank, and distributions can be cut if the property struggles.

Syndications fit investors who want upside and tax benefits of ownership, can hold until sale, and have vetted the operator and the debt. See real estate debt vs. syndications for the full comparison.

2. Private real estate debt funds

A real estate debt fund pools capital to make or buy loans secured by property. You're on the lender's side: paid from borrower interest, ahead of the borrower's equity, with returns capped by the loan terms.

The details matter here. Ask what lien positions the fund holds, its loan-to-value, whether the fund itself borrows, and how the manager gets paid.

3. Mortgage note funds

A note fund is a type of debt fund that mainly buys existing mortgage notes instead of making new loans. Funds focused on performing mortgage notes buy loans where the payer is current; non-performing note funds buy defaulted loans at deep discounts and work them out. Those are very different risk profiles under the same label.

4. Direct private lending and buying notes

You can also be the lender yourself: fund a loan to a real estate investor, or buy a note on the secondary market. You get full control and you see every document. You also do the underwriting, oversee the servicer, and handle any default.

One note is one payer and one property, so concentration is the real risk early on. Mortgage note investing covers how it works step by step.

5. REITs, public and non-traded

A real estate investment trust is a company that owns property or mortgages. Public REITs trade on an exchange, so you can sell any day, but the price moves with the stock market. Non-traded REITs don't swing daily, but they often carry higher fees and limited redemption programs that can be paused.

If daily liquidity and a low minimum matter most to you, a public REIT may simply be the better fit. See real estate debt vs. REITs.

6. Development and opportunistic funds

These funds build, reposition, or rescue properties. They carry the most upside on this list and the most ways to go wrong: construction costs, permits, lease-up, and the market at the moment of sale. Income is usually minimal until projects are sold or refinanced. They suit investors with long horizons who want growth more than cash flow.

7. Private equity real estate funds

Private equity real estate funds pool capital across many properties under one manager, often with a multi-year commitment, management fees, and a profit share for the manager. They offer professional diversification and equity upside, in exchange for long lockups and a fee structure worth reading closely. For how this compares to lending, see private credit vs. private equity.

How to choose

  • Owner or lender? Owners keep the upside and take the first loss. Lenders are paid first and give up the upside.
  • Where am I in line? Know who is ahead of you and how much debt is on the property.
  • When do I need the money back? Most private options lock up capital for years.
  • How much do I want to do myself? Direct notes take work; funds trade control for time.
  • How is the sponsor or manager paid? Fees shape incentives.

Many accredited investors hold several of these at once. The goal isn't to find the one right answer. It's to know what you own and what you're responsible for.

Where Essential Income Fund fits

Frequently asked questions

What real estate investments are only available to accredited investors?

Most private real estate offerings, including syndications, private debt and note funds, development funds, and private equity real estate funds, are limited to accredited investors because they are sold under Regulation D exemptions. Public REITs, and many non-traded REITs, are open to non-accredited investors.

How do I prove I am an accredited investor?

For a Rule 506(c) offering, the issuer must take reasonable steps to verify accreditation, commonly by reviewing tax returns, account statements, or a written confirmation from a CPA, attorney, or registered investment adviser. For a Rule 506(b) offering, investors typically self-certify on the subscription documents.

Does a primary home count toward the $1 million net worth test?

No. The value of a primary residence is excluded from the net worth calculation, and mortgage debt on it is generally excluded as well up to the home's value. Ask your CPA or attorney how the rules apply to your situation.

Is real estate debt or real estate equity better for accredited investors?

Neither is better in every case. Debt positions are paid first and offer more predictable income with capped upside, while equity positions take the first loss but share in appreciation and ownership tax benefits. Many investors hold both.

Which accredited investor real estate options are the most liquid?

Public REITs are the most liquid because their shares trade daily on an exchange. Non-traded REITs offer limited redemptions, and private funds, syndications, and notes generally lock up capital for years or require finding a buyer.

This article is for educational purposes only and is not investment, legal, or tax advice. It describes general characteristics of real estate debt investments; individual investments differ, and all involve risk, including the possible loss of principal. Essential Investment Group, LLC is not a registered investment advisor, broker-dealer, or bank. Any offer of securities in Essential Income Fund I, LLC is made only through its Private Placement Memorandum to verified accredited investors under Rule 506(c) of Regulation D.