When it comes to real estate agents, many people are familiar with the terms Buyer’s Agents and Seller’s Agents, but fewer know about the agency relationship that most Business Brokers in Florida utilize: the Transaction Broker. If you’ve ever wondered what this means—and how it’s different from the other agency relationship types—this guide breaks it down.
The Role of a Transaction Broker
As a Transaction Broker, my responsibility is to act as an expert neutral facilitator in a business and/or real estate deal. Instead of exclusively representing the Buyer or the Seller, I service one, and often both, parties complete the transaction fairly and smoothly.
Think of me as the bridge in the middle: I assist with the deal process, documents, deadlines, and communication, making sure the transaction moves forward properly—but I do not “take sides” for either party.
How This Differs from a Buyer’s Agent or Seller’s Agent
Buyer’s Agent
A Buyer’s Agent represents only the buyer. Their duty is to advocate for the Buyer’s best interests—negotiating the lowest price, and ensuring favorable contract terms.Seller’s Agent (or Listing Agent)
A Seller’s Agent represents only the seller. Their job is to market the business or property, secure the best possible price, and negotiate terms that benefit the seller.Transaction Broker
A Transaction Broker does not advocate for one party over the other. Instead, I remain impartial, ensuring one or both parties that I’m working with have the information and resources needed to complete the deal. My role is about being an expert in the process and ensuring fairness, efficiency, and transparency. Even if I’m only working with one party, my agency relationship is still as a Transaction Broker. I have a limited representation role for the party or parties, but not in a fiduciary manner, so the Buyer’s and Seller’s that I work with are customers, not clients.
Obligations of a Transaction Broker
Even though I do not represent either party exclusively, I still have important duties under Florida Real Estate Law, such as:
- Account for all funds. Brokers must account for all funds entrusted to them with regard to a real estate transaction. Such holdings are considered trust funds or escrow funds. Money and valuables entrusted to a broker must be kept separate from the broker’s funds. The broker is not entitled to any trust or escrow funds until the transaction is concluded at a title closing. Brokers are required to keep complete records of all transactions and funds as well as to make available to the Department of Business and Professional Regulation (DBPR) such books, accounts, and records as will enable the DBPR to determine whether the broker is in compliance with Chapter 475. (Note: As a Business Broker, I never handle funds directly, but instead lean on licensed Escrow Agents that the parties have agreed to.)
- Disclose all known facts that materially affect the value of residential real property and are not readily observable to the buyer. Licensees have a duty to disclose to buyers all known facts that materially affect the value of residential property. For example, a licensee is obligated to inform the buyer if there are cracks in the tile floor under the wall-to-wall carpeting that were caused by the foundation settling. (Note: In business transactions, Buyers are responsible to conduct their own thorough due diligence of the business along with their professional advisors. The Business Broker never represents the factualness of information or documents, but merely communicates it amongst the parties.)
- Deal honestly and fairly. Licensees owe a duty of good faith and honesty to customers. A broker’s customers are entitled to rely on any material statement related to a real estate transaction that is made by a licensee.
- Use skill, care, and diligence in the transaction. The broker, for example, must keep informed of current zoning and other developments that may affect the value of the property and must use diligence in facilitating the transaction.
- Present all offers and counteroffers in a timely manner. Unless a party has previously directed the licensee otherwise in writing, the licensee must present all oral and written offers and counteroffers in a timely manner even if a valid contract exists.
- Exercise limited confidentiality, unless waived in writing by a party. This limited confidentiality will prevent disclosure that the seller will accept a price less than the asking or listed price, that the buyer will pay a price greater than the price submitted in a written offer, of the motivation of any party for selling or buying property, that a seller or a buyer will agree to financing terms other than those offered, or of any other information requested by a party to remain confidential.
- Perform any additional duties that are mutually agreed to with a party. A real estate licensee must be careful not to accept duties beyond the scope of limited representation. To do so might create an unintended fiduciary relationship with a customer. For example, a Transaction Broker may not promise complete allegiance to a customer because to do so could be interpreted by a court of law to have created a fiduciary relationship.
Limitations of a Transaction Broker
There are also limits to my role, regardless of whether I am working with just one party, or both parties:
I cannot give undivided loyalty to either party.
I cannot negotiate in a way that favors one party over the other.
I cannot disclose confidential bargaining positions (for example, “The seller will take $20,000 less” or “The buyer is willing to pay more”).
Why Choose a Transaction Broker?
Having a Transaction Broker can be the most efficient path. It works especially well when:
Both parties are comfortable negotiating directly.
The transaction is straightforward, and both parties want the process managed fairly.
Transparency and efficiency matter more than having exclusive representation.
Final Thoughts
While Buyer’s Agents and Seller’s Agents advocate for just one party, a Transaction Broker serves as a neutral guide, helping both parties reach the closing table smoothly and fairly. My role is to keep the deal on track, ensure compliance with real estate laws, and create a balanced process for everyone involved.
