In NYC co-op and condo practice, the black book is the final offering plan for a building, the sponsor’s disclosure document, once it has been accepted for filing by the New York State Attorney General. The name comes from its black cover, which sets the accepted plan apart from the red herring, the preliminary draft that circulates earlier under a red cover. The offering plan is governed by the Martin Act (Article 23-A of the New York General Business Law) and reviewed by the Attorney General’s Real Estate Finance Bureau, whose role is to confirm full and accurate disclosure, not to judge whether the building is a good investment.
The black book is the foundational document for the building’s sale and governance, and it typically runs well over a hundred pages. It contains the description of the property, the budget, the by-laws and, for a co-op, the proprietary lease, the special risks section, the sponsor’s identity, the engineer’s report on physical condition, and Schedule A, which lists each unit with its shares or common interest, offering price, and projected maintenance or common charges. Acceptance for filing lets the sponsor begin selling, but the plan must be declared effective, meaning a set minimum number of units are in contract, before closings can proceed. Material changes after acceptance are filed as amendments, and a material adverse change can give signed purchasers a right to rescind. Boards and managing agents return to the black book for governance questions long after the sponsor has sold out.
Need a managing agent who works from your governing documents instead of guessing at them? MD Squared works with offering plans, by-laws, and proprietary leases every day, and coordinates the attorneys and accountants who prepare and amend them. Our Condo-Coop Property Management service supports boards, shareholders, and unit owners on every governance question the black book raises, and you can go deeper in our guide to condo offering plan requirements. Get in touch with our team and put experienced management behind your building.
