On December 18, 2025 , the New York City Council approved the Community Opportunity to Purchase Act (COPA) —a measure designed to give qualified nonprofit (and nonprofit-led JV) buyers a first shot at purchasing certain residential buildings before those assets hit the open market.

But there’s an important update: Mayor Eric Adams vetoed COPA on December 31, 2025 , so it is not currently in effect unless the City Council overrides the veto (which would require a two-thirds vote).

Even in its vetoed state, COPA is a major signal for NYC multifamily: it outlines a new transaction framework that—if enacted—would affect deal timing, pricing dynamics, buyer certainty, and diligence expectations .

What COPA is trying to do

COPA is built around a simple concept: when certain buildings are offered for sale, HPD-certified “Qualified Entities” (generally nonprofits or nonprofit-controlled joint ventures) get an early opportunity to pursue the purchase.

Supporters argue COPA helps preserve affordability and prevent displacement by giving mission-driven owners a path to acquire and stabilize distressed or at-risk buildings. Critics argue it inserts government into private transactions and can slow sales.

The COPA timeline: how a sale would work

If COPA became law, it would create a defined “front end” process before a seller could freely market (or proceed with a third-party sale).

Here’s the basic sequence laid out in the bill:

1) Owner files a notice of intent to sell

The owner must notify HPD and all HPD-certified Qualified Entities before taking any action to sell .

2) 25 days: Statement of Interest window

Qualified Entities would have 25 days to submit a Statement of Interest .

3) If a Qualified Entity expresses interest: disclosure + diligence materials

Within 5 days of receiving a Statement of Interest, the owner must enter a confidentiality agreement and provide a defined package of information (rent roll, income/expenses, outstanding mortgage, recent inspections, pending legal actions, harassment findings, etc.).

4) 80 days: first-offer window

Entities that submitted a Statement of Interest would then have 80 days (from the end of the 25-day period) to submit a bona fide offer .

5) Owner responds

After the window closes, the owner has a set period to accept, reject, or counter offers, and there are timelines for signing a contract if a deal is reached.

6) Right of first refusal (ROFR) if a third-party offer appears

If the owner receives an offer from a non-qualified buyer that the owner intends to accept—an “offer subject to match”—the Qualified Entity that submitted the first bona fide offer may have a right of first refusal and 15 days to match the third-party offer’s price and terms.

When would COPA take effect?

The bill text provides that the local law would take effect one year after it becomes law .

But again, as of January 7, 2026 , the legislation is vetoed and not yet operative.

Practical deal implications (if COPA is enacted later)

Even if your portfolio doesn’t scream “covered property,” it’s worth understanding where COPA would add friction—and where it might not.

For Sellers

• Longer runway: The COPA “front end” adds a built-in timeline (25 days + potential 80 days, plus response/contract steps) before a conventional buyer can be sure the lane is clear.
• Process risk: If notices are missed or mis-timed, enforcement risk increases (the bill includes penalties and allows Qualified Entities to seek relief).
• More up-front data readiness: COPA explicitly contemplates sharing rent rolls, operating statements, inspection history, etc.—so messy books become a bigger liability.

For Buyers

• Uncertainty until the COPA window closes: Even with a handshake or LOI, a buyer may face a statutory match right later on (depending on facts/timing).
• Contract drafting changes: Expect more COPA-related reps, covenants, and closing conditions if the bill ever becomes active.

For mission-driven / nonprofit buyers

• Certification matters: HPD would certify eligible nonprofits and certain for-profits participating in nonprofit-controlled JVs.
• Speed + capital stack readiness: COPA works only if Qualified Entities can move quickly on underwriting and financing during the statutory windows.

Bottom line

COPA is a meaningful attempt to reshape NYC’s multifamily disposition pipeline for a subset of buildings—particularly those viewed as distressed, enforcement-heavy, or at risk of losing affordability protections.

But as of today, the headline is this: COPA passed the Council (Dec 18, 2025) and was vetoed by the Mayor (Dec 31, 2025).

If the veto is overridden or a revised version comes back, it’s the kind of law that would go through many iterations and years of legal challenges before anything could ever come of it. It is not to to be concerned with in the foreseeable future.