(C) A licensed broker-in-charge or property manager-in-charge shall establish and maintain a specific office location which shall be accessible by the public during reasonable business hours.

(1) A broker-in-charge or property manager in-charge, in addition to the principal office location, may maintain one or more branch offices under the same company name at a different location. Each branch office must be managed by a broker-in-charge or property manager-in-charge who shall comply with the requirements of subsection (A).

(2) A licensee may not conduct real estate business under any other name or at any address other than the one for which his license is issued. The broker-in-charge or property manager-in-charge shall notify the department by mail within ten days of any change of office name and/or address and enclose appropriate fees.

(3) In the event of the death or medical incapacitation of a broker-in-charge or property manager-in-charge which precludes him from dispatching duties as provided in this chapter, the department may, at its discretion, permit an associated licensee to act as broker-in-charge or property manager-in-charge for no more than six months.

(4) A licensee may not advertise or offer to conduct a real estate transaction involving real estate owned in whole or in part by another person without first obtaining a written agency agreement and when advertising real estate in any medium including site signage, a licensee shall clearly identify the company with which the licensee is affiliated.

(5) When operating under a trade or franchise name, a licensee shall reveal clearly the identity of the franchisee or holder of the trade name.

(9) A licensee clearly shall reveal his licensed status in a transaction involving the purchase, sale, exchange, rental, lease, or auction of real estate. This disclosure must be made before a person's material reliance upon the licensee which may be influenced by the representations of the licensee.

(10) Every broker-in-charge or property manager-in-charge shall maintain for a minimum of five years and shall furnish to the department upon request a written copy of a:

(a) lease;

(b) contract of sale;

(c) listing contract or agency agreement;

(f) agency disclosure form;

(g) closing statement;

(h) policy on agency representation;

(i) fair housing policy.

(12) The department may, at its discretion, license the same person as broker-in-charge or property manager-in-charge of more than one company or branch office if the broker-in-charge or property manager-in-charge making the request acknowledges in writing that he understands the duties and can fully assume the responsibility to ensure full compliance with this chapter by each office and the associated licensees.

(D) No licensee shall either directly or indirectly buy for his own account or for a corporation or any other business in which he holds an interest or for a close relative, real estate listed with him or real estate for which he has been approached by the seller or prospective buyer to act as agent, without first making his true position clearly known in writing to all parties involved. Upon request of the department, the licensee shall provide clear evidence of having made this disclosure.

(1) With regard to offers to purchase real estate, a licensee shall:

(a) upon receipt, prepare all offers in writing and promptly present them to the seller;

(b) upon obtaining a written acceptance of an offer, promptly deliver true, executed copies to all parties;

(c) ensure that all of the terms and conditions of the transaction are included in the offer to purchase;

(d) ensure that changes or modifications made during negotiation are in writing and initialed and dated by both parties before proceeding with the transaction.

(2) Every licensee shall ensure that, at closing, both the buyer and the seller in a real estate transaction receive a complete and detailed closing statement properly accounting for all funds paid, received, and expended in connection with the transaction.

(3) A licensee may not transact or negotiate directly with the owner of real estate when that real estate is already subject to an exclusive listing contract with another licensee unless permission is granted in writing by the other licensee.

(a) a description of the agent's duties or services to be performed for the principal;

(b) the amount of compensation to be paid or the method to be used in calculating the amount of compensation to be paid;

(c) an explanation of how and when the agent earns his compensation;

(d) an explanation of how compensation will be divided among participating or cooperating brokers, if applicable;

(e) the amount of retainer fees, deposits, or any other money which is collected before the agent's performance of any services on behalf of the principal and an explanation of whether or not, and if so, under what conditions such monies are refundable or payable to or on behalf of the principal;

(f) the duration of the agency relationship, setting forth specific dates for the beginning and ending of the relationship;

(g) the signature of all parties.

(7) In addition to the above requirements, a listing agreement shall:

(a) state the price of the listed property;

(b) not contain a provision requiring a party signing the listing to notify the licensee of his intention to cancel the listing after the definite expiration date;

(c) be clearly defined if intended to be either an `exclusive agency' listing or `exclusive right to sell' listing;

(d) clearly specify any exception or variation in amount of commission to be paid and circumstances which would apply;

(e) be given to the owner at the time of, or directly following, signing.

(E) Except as provided for in Section 40-57-240, management of each multi-unit rental location must be provided by a licensee.

(1) At the discretion of the department, multiple multi-unit rental property locations may be managed by one licensee.

(2) An unlicensed employee of the owner of a multi-unit rental property or an unlicensed individual who works under the supervision of a licensee is permitted to perform only the following duties:

(a) maintenance;

(b) clerical or administrative support;

(e) furnishing published information;

(f) providing applications and lease forms;

(g) receiving applications and leases for submission to the owner or the licensee for approval.

(4) An unlicensed employee of the owner or an unlicensed individual working under the supervision of a licensee may not:

(a) negotiate binding contracts;

(b) vary or deviate from the rental price or other terms and conditions previously established by the owner or licensee when supplying relevant information concerning the rental of property;

(c) approve applications or leases or settle or arrange the terms and conditions of a lease;

(d) indicate to the public that the unlicensed individual is in a position of authority which has the managerial responsibility of the rental property.

(5) Licensees who manage property shall do so under a written management agreement which shall set forth, at a minimum, the following conditions:

(a) names and signatures of authorized parties to the agreement;

(b) property identification;

(c) method of compensation to the licensee;

(d) term, including definite expiration date;

(e) terms and conditions of tenant rental or lease arrangements.

Section 40-57-138. (A) A real estate brokerage company that provides services through an agency agreement for a client is bound by the duties of loyalty, obedience, disclosure, confidentiality, reasonable care, diligence, and accounting as set forth in this chapter. The following are the permissible agency relationships a licensee may establish:

(1) seller agency;

(2) buyer agency;

(3) disclosed dual agency; or

(4) subagency.

(B) The broker-in-charge of a real estate brokerage company shall adopt a written company policy that identifies and describes the types of real estate brokerage agency relationships in which associated licensees may engage. The written policy shall include:

(1) the company's policy regarding cooperation with subagents or buyer agents, or both, and whether the broker offers compensation to these agents;

(4) when and how associated licensees shall explain and disclose their agency relationships with any interested parties to a potential transaction; the explanation and disclosure shall always comply with the minimum requirements set forth in this chapter;

(5) when and how an associated licensee shall explain to clients the potential for the licensee to later act as a disclosed dual agent in specific transactions, as permitted by this chapter;

(6) the company's policy on compliance with state and federal fair housing laws.

(C) On reaching a written agreement to provide brokerage services for a seller of real estate, a seller's agent shall:

(1) perform the terms of the written brokerage agreement made with the seller;

(2) in accordance with subsection (A) above, promote the interest of the seller by performing agency duties which include:

(a) seeking a sale at the price and terms stated in the brokerage agreement or at a price and terms acceptable to the seller, except that the licensee is not obligated to seek additional offers to purchase unless the brokerage agreement provides otherwise while the property is subject to a contract of sale;

(b) presenting in a timely manner all offers and counteroffers to and from the seller, even when the property is subject to a contract of sale;

(c) disclosing to the seller all relevant facts concerning the transaction which are actually known to the licensee or, if acting in a reasonable manner, should have been known to the licensee, except as directed otherwise in this section;

(d) advising the seller to obtain expert advice on matters that are beyond the expertise of the licensee;

(e) accounting in a timely manner, as required by this chapter, for all money and property received in which the seller has or may have an interest;

(3) exercise reasonable skill and care in discharging the licensee's agency duties;

(4) comply with all provisions of this chapter and with any regulations adopted by the department;

(a) the seller to whom the confidential information pertains grants consent to disclose the information; or

(b) disclosure is required by law; or

(c) disclosure is necessary to defend the licensee against an accusation of wrongful conduct in a proceeding before the commission or before a professional association or professional standards committee.

No cause of action shall arise against a licensee for disclosing confidential information in compliance with subsection (C)(6)(a), (b) or (c).

(D) A licensee acting as a seller's agent may offer alternative properties to prospective buyers. A licensee acting as a seller's agent may also list for sale competing properties.

(E) A licensee acting as a seller's agent may not offer a subagency relationship to other brokers or offer to compensate another broker who represents a buyer without the knowledge and consent of the seller client.

(F) A licensee who represents a seller shall treat all prospective buyers honestly and may not knowingly give them false or misleading information about the condition of the property which is known to the licensee or, when acting in a reasonable manner, should have been known to the licensee. A seller's agent is not obligated to discover latent defects in property or to advise the agent's clients on matters outside the scope of the agent's real estate expertise. A seller's agent, the company, and the broker-in-charge are not liable to a buyer for providing the buyer with false or misleading information if that information was provided to the licensee by his client and the licensee did not know or have reasonable cause to suspect the information was false or incomplete.

(G) Nothing in this chapter shall limit the obligation of the buyer to inspect the physical condition of the property which the buyer may purchase.

(H) On reaching a written agreement to provide brokerage services to a potential buyer of real estate, a buyer's agent shall:

(1) perform the terms of the written brokerage agreement made with the buyer;

(2) in accordance with subsection (A) above, promote the interest of the buyer by performing the buyer's agent's duties which include:

(b) presenting in a timely manner all offers and counteroffers to and from the buyer;

(c) disclosing to the buyer all relevant facts concerning the transaction which are actually known to the licensee or, if acting in a reasonable manner, should have been known to the licensee, except as directed otherwise in this section. Nothing in this chapter shall limit a buyer's obligation to inspect the physical condition of the property which the buyer may purchase;

(d) advising the buyer to obtain expert advice on material matters that are beyond the expertise of the licensee;

(e) accounting in a timely manner, as required by this chapter, for all money and property received in which the buyer has or may have an interest;

(3) exercise reasonable skill and care in discharging the buyer's agent's agency duties;

(4) comply with all provisions of this chapter and with any regulations promulgated by the department;

(5) comply with all applicable federal, state, or local laws, rules, regulations, and ordinances related to real estate brokerage, including laws which relate to fair housing and civil rights;

(6) preserve confidential information provided by the buyer during the course of or following the agency relationship that might have a negative impact on the buyer's real estate activity unless:

(a) the buyer to whom the confidential information pertains, grants consent to disclose the information; or

(b) disclosure is required by law; or

(c) disclosure is necessary to defend the licensee against an accusation of wrongful conduct in a proceeding before the commission or before a professional association or professional standards committee.

No cause of action shall arise against a licensee for disclosing confidential information in compliance with subsections (H)(6)(a), (b) or (c).

(I) A licensee acting as a buyer's agent may offer properties which interest his buyer client to other potential buyers.

(J) A licensee acting as a buyer's agent may not offer a subagency relationship to other brokers or offer to compensate another broker who represents a seller without the knowledge and consent of the buyer client.

(L) A licensee who represents one party to a real estate transaction may provide assistance to other parties to the transaction by performing ministerial acts such as writing and conveying offers, and providing information and aid concerning other professional services not related to the real estate brokerage services being performed for a client. Performing ministerial acts does not create an agency relationship.

(M) A licensee may act as a disclosed dual agent only with the prior informed and written consent of all parties. Consent is presumed to be informed if a party signs a completed copy of the agency disclosure form prescribed by the commission. The form shall specify the transaction in which a licensee shall serve as dual agent and shall state:

(1) that in acting as a dual agent, a licensee represents clients whose interest may be adverse and that agency duties are limited;

(2) that the dual agent may disclose any information gained from one party to another party if the information is relevant to the transaction, except if the information concerns:

(a) the willingness or ability of a seller to accept less than the asking price;

(b) the willingness or ability of a buyer to pay more than an offered price;

(c) confidential negotiating strategy not disclosed in an offer as terms of a sale;

(d) the motivation of a seller for selling property or the motivation of a buyer for buying property.

(3) that the clients may choose to consent to disclosed dual agency or may reject it;

(4) that the clients have read and understood the agency agreement and the agency disclosure form and acknowledge that their consent to dual agency is voluntary.

(O) Prospective buyers of real estate who do not choose to establish an agency relationship with a licensee but who use the services of the licensee are considered customers and shall receive the following:

(1) a meaningful explanation of agency relationships in real estate transactions including the customer's right to choose no representation by licensee;

(2) an explanation of scope of services to be provided by licensee;

(3) fairness, honesty, and accurate information in all dealings.

(P) The provisions of this section which are inconsistent with applicable principles of common law shall supersede the common law, and the common law may be used to aid in interpreting or clarifying the duties described in this section. Except as otherwise stated, nothing in the section precludes an injured party from bring a cause of action against licensees, their companies, or their brokers-in-charge.

Section 40-57-139. (A) A licensee shall provide in a timely manner to all buyers and sellers with whom they work:

(1) a meaningful explanation of agency relationships in real estate transactions;

(2) a completed agency disclosure form prescribed by the commission indicating whom the licensee shall represent in a real estate transaction.

(B) A licensee who becomes a seller's agent shall provide a completed agency disclosure form to the seller at the time the listing is obtained and signed.

(C) A licensee who becomes a buyer's agent shall provide a completed agency disclosure form to the buyer at the time an agency agreement is signed.

(D) A licensee who becomes a disclosed dual agent shall provide to both buyer and seller a completed agency disclosure form in accordance with Section 40-57-138.

(E) A licensee who begins working with a potential buyer shall provide to the potential buyer a completed agency disclosure form at the first substantive contact. At the time of contact, it must be established between licensee and potential buyer whether the buyer will be a 'customer' or 'client'. Substantive contact must be the earlier of the following:

(1) prequalifying by requesting specific financial information in order to determine ability to conclude a real estate transaction; or

Section 40-57-140. A real estate broker and all associated licensees owe no duty or obligation to a client following termination, expiration, completion, or performance of an agency agreement, except the duties of:

(1) accounting in a timely manner for all money and property related to and received during the relationship; and

(2) treating as confidential any information provided by the client during the course of the relationship that could have a negative impact on the client's real estate activity, except as outlined in Sections 40-57-138(C)(6) and 40-57-138(H)(6).

Section 40-57-141. (A) In addition to the provisions of Section 40-1-110, the commission may deny issuance of a license to an applicant or may take disciplinary action against a licensee who:

(1) makes a substantial misrepresentation involving a real estate transaction;

(2) makes false promises of a character likely to influence, persuade, or induce;

(3) pursues a continued and flagrant course of misrepresentation, or makes false promises through associated licensees or any medium of advertising, or otherwise;

(4) in the practice of real estate demonstrates bad faith, dishonesty, untrustworthiness, or incompetency in a manner as to endanger the interest of the public;

(5) represents or attempts to represent a real estate broker other than his broker-in-charge or property manager-in-charge without the express knowledge and written consent of the employing broker-in-charge or property manager-in-charge;

(6) guarantees or authorizes and permits any associated licensee to guarantee future profits from the resale of real estate;

(7) makes a dual set of contracts, written or otherwise, by stating a sales price higher than the actual sales price in an effort to obtain a larger loan from a lender or lending institution or for the purpose of misinforming a governmental agency or any other reason;

(8) is convicted of forgery, embezzlement, breach of trust, larceny, obtaining money or property under false pretense, extortion, fraud, conspiracy to defraud, or any other offense involving moral turpitude, or pleading guilty or nolo contendere to any such offense in a court of competent jurisdiction of this State, any other state, or any federal court;