Counsel for Virginia Real Estate Developers

Legal needs typical to Virginia developers

Developer matters cross real estate, business, construction, finance, and regulatory practice — usually on overlapping timelines. PLDR's developer clients typically engage us across the following:

• Entity structure — single-purpose project entities, joint ventures with capital partners, holding companies, and separate ownership for land and improvements
• Land acquisition contracts — purchase agreements with feasibility, financing, and entitlement contingencies; option agreements; rolling-takedown structures; and seller-carry arrangements
• Due diligence — title review and survey, Phase I (and where indicated Phase II) Environmental Site Assessments, zoning verification, utility availability, and access
• Zoning, rezoning, special use permits, and proffers under Va. Code § 15.2-2298 and Title 15.2 of the Virginia Code
• Subdivision approval under the Virginia subdivision framework (Va. Code § 15.2-2240 et seq.) and the locality's ordinance
• Construction financing and permanent (takeout) financing — loan documents, guarantees, intercreditor and subordination agreements, and draw mechanics
• Construction contracting — owner-side AIA, ConsensusDocs, or custom agreements; architect agreements; consultant agreements
• HOA/POA and condominium setup under the Property Owners' Association Act (Va. Code § 55.1-1800 et seq.) and the Virginia Condominium Act (Va. Code § 55.1-1900 et seq.) — including declaration, bylaws, plats, and developer-control provisions
• Sale and leasing — residential lot sales, commercial sales, commercial leases, and ground leases
• Developer-turnover matters and post-turnover counsel for the resulting associations

Where the work usually concentrates

For most developer engagements, the heaviest early work is in due diligence and acquisition structuring. The deal that works on paper at LOI often gets harder as title issues, environmental questions, zoning constraints, utility availability, and access requirements surface. The acquisition contract has to give the developer enough optionality — feasibility, financing, and entitlement contingencies; deposit structure; and extension rights — to deal with what diligence reveals without losing the deal.

The second concentration is entitlement. Rezonings, special use permits, and proffers under Va. Code § 15.2-2298 typically take months and involve negotiation with planning staff, the planning commission, and the governing body. The proffer framework was significantly restructured in 2016 and again in subsequent years, and the rules on what a locality can require differ for residential and non-residential rezonings. PLDR handles the legal side of the entitlement process and works alongside the developer's planner, civil engineer, and traffic consultant.

The third area is HOA/POA and condominium document drafting. For residential and mixed-use projects, the declaration, bylaws, and plats define how the project will work for decades after the developer is gone. Common pitfalls include developer-control periods that are too short or too long, assessment formulas that don't keep pace with operating costs, architectural-control structures that don't survive turnover, and amendment provisions that lock in the wrong defaults. PLDR drafts association documents to fit the specific project rather than dropping in a generic form.

Virginia's regulatory landscape for development

Virginia delegates most land-use authority to counties, cities, and towns under Title 15.2 of the Virginia Code. Each locality has its own zoning ordinance, subdivision ordinance, and process for rezonings, special use permits, and site plan approvals. The state-level framework includes the conditional zoning and proffer rules (Va. Code § 15.2-2298 and related sections), which limit what a locality can require as a condition of rezoning approval — particularly for new residential development.

Subdivision is governed by the locality's ordinance under Va. Code § 15.2-2240 et seq., with state-level requirements for street design, easements, and lot configuration. Stormwater management falls under the Virginia Stormwater Management Program administered by the Department of Environmental Quality (DEQ) and, in the Chesapeake Bay watershed, the Chesapeake Bay Preservation Act. Erosion and sediment control is administered locally under state-mandated minimum standards.

On the residential side, HOA and POA matters fall under the Virginia Property Owners' Association Act (Va. Code § 55.1-1800 et seq.). Condominiums fall under the Virginia Condominium Act (Va. Code § 55.1-1900 et seq.). Both statutes regulate developer disclosure, document recording, assessment authority, and the transition from developer to owner control. The Virginia Residential Property Disclosure Act (Va. Code § 55.1-700 et seq.) governs seller disclosures on residential lot and home sales.

Why PLDR fits developer work

Developer work doesn't sit cleanly in any single practice area, and most general firms either handle pieces or coordinate poorly across silos. PLDR runs the work from a coordinated team. Mark Burgin leads the real-estate and development side — acquisition, entitlement, association documents, and sell-down. James Richards handles the business-entity work that runs alongside any project. Andrew Pearson handles the construction-side relationship, including contractor agreements and project disputes. When matters move into litigation, the trial team steps in. One firm, one file, across the life of the project.

How engagements typically look

Developer engagements usually start at acquisition — a property under contract, a rezoning being considered, or a project being structured. From there, the work moves through diligence, entitlement, financing, construction, and sell-down or lease-up on the project's timeline. Many developer clients keep PLDR on a continuing basis for the next project, the project after that, and the post-turnover association work. Others engage project-by-project.

This page provides general information about Virginia real-estate development law and PLDR Law's property development practice. It is not legal advice and does not create an attorney-client relationship. Land-use and entitlement outcomes depend on the specific locality and project.