The NAPB Code of Practice for Residential Property Buying Companies

Verification note: NAPB membership and TPO registration should always be verified directly on the NAPB website (napb.co.uk) and the TPO website (tpos.co.uk). A company’s own claim to membership is not sufficient confirmation.

What the NAPB is — and what it is not

The NAPB is a voluntary trade association. Membership is open to companies that purchase residential property directly from sellers, are registered with The Property Ombudsman, and agree to abide by the TPO’s Code of Practice. The NAPB is not a statutory regulator, is not government-appointed, and has no enforcement powers of its own beyond removing a company from membership.

The NAPB is run by its members — the companies operating in the sector it purports to regulate. This structure is worth understanding: it means the association’s rules and culture are shaped by industry participants rather than by an independent body. This does not make the Code of Practice ineffective, but it is relevant context when assessing what membership signals.

In 2019, the HM Government ‘How to Sell a Home’ guide specifically referenced NAPB membership, stating that homeowners considering a company offering an instant cash purchase “should use a firm that is a member of the National Association of Property Buyers (NAPB), as they are signed up to The Property Ombudsman’s Code of Practice.” This is a meaningful endorsement, though it predates the government’s more recent work on sector regulation.

The Code of Practice: section by section

1. General Provisions

The general provisions establish the baseline obligations that apply across all dealings with consumers. Members must comply with all relevant legislation, including the Consumer Protection from Unfair Trading Regulations 2008, the Consumer Rights Act 2015, the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013, and data protection legislation.

Members must ensure all staff are fully conversant with the Code and their legal responsibilities. They must provide a service consistent with fairness, integrity and best practice, and must not seek business through dishonest, deceitful, manipulative, or misrepresentative methods. Harassment of consumers is expressly prohibited.

Members must treat consumers equally regardless of protected characteristics, and must take special care with consumers who may be disadvantaged by age, infirmity, lack of knowledge, economic circumstances, bereavement, or limited English.

What this means in practice: a member company that uses pressure tactics, trains staff in scripts designed to mislead, or targets vulnerable sellers is in breach of the General Provisions. These requirements mirror consumer protection law but make them a condition of scheme membership, enabling TPO to consider complaints that might not constitute a legal breach but nonetheless fall short of the Code’s standards.

2. Duty of Care and Conflict of Interest

Members must offer suitable information to meet the client’s aims and needs and must treat all parties fairly and with courtesy. They must avoid conflicts of interest and disclose any existing or potential conflict of interest in writing at the earliest opportunity.

Critically for the cash sale context: if a member company recommends conveyancing, surveying, financial, or other services to the seller, and the service provider rewards the company by way of money, gifts, or any other benefit, that arrangement must be disclosed to the seller in accordance with the National Trading Standards Estate Agency Team’s transparency guidance.

What this means in practice: a member company that recommends a solicitor without disclosing that it receives a referral fee for that recommendation is in breach of this section. Sellers who are directed to a specific solicitor should ask in writing whether any referral arrangement exists.

3. Advertising and Canvassing

The advertising provisions are among the most practically significant parts of the Code for sellers assessing whether a company is behaving properly. Members must not:

• Mislead about the type of service they provide — for example, describing themselves as the buyer when they are in fact a broker or introducer
• Mislead about likely timescales — giving false or unrealistic completion claims
• Mislead about how the purchase will be funded — claiming to be a cash buyer when using mortgage finance
• Mislead about the price they are prepared to pay
• Mislead about how the property will be valued
• Train staff to use scripts or techniques designed to mislead or pressurise
• Harass consumers to gain agreement to sell, or repeatedly contact them in a way likely to cause offence

Members must also explain the valuation, offer and purchase process before the client is committed, and must clearly advise that the sale will be at a discount to open market value. This requirement is often observed in the breach: companies that imply they pay ‘market value’ or “close to market value” without clarifying that this is a discount to the independently assessed open market value are not meeting this standard.

What this means in practice: the advertising provisions give sellers a clear basis for assessing whether a company’s marketing claims are consistent with Code membership. Unrealistic timescale claims and misleading percentage offers are the most commonly observed areas of non-compliance.

4. Offers

The offers section sets out specific requirements for how offers must be made and communicated. Members must:

• Inform the client in writing, at the point of offer, that they are a TPO member and subscribe to the Code
• Conduct valuations fairly and in good faith, and never deliberately misrepresent property value
• Give written confirmation of any offer or amended offer, along with proposed timescales
• Provide written details of Terms of Business including fees and charges before the client is committed or has any liability
• Not mislead about whether an offer is conditional or subject to survey or valuation
• Confirm any fees, charges, restrictions, and liabilities in writing alongside the offer

Regarding price changes: any subsequent amendment to the offer or withdrawal must be confirmed in writing within 15 working days of the seller accepting the original offer. Where a more complex issue requires longer investigation (such as a leasehold complication), the seller must be informed in writing within that 15-day window of what the issue is and its potential impact, with the outcome confirmed in writing once the investigation concludes.

Section 4i states explicitly: “The offer price should not be reduced late in the process without a valid reason and these reasons should be fully explained to the client in writing.”

What this means in practice: a late price reduction with no written explanation of the valid reason behind it is a clear breach of Section 4i and grounds for a formal complaint to TPO. The requirement for written communication at each stage creates an evidence trail that is important if a complaint is later pursued.

5. Between Acceptance and Exchange of Contracts

This section governs the period after offer acceptance but before exchange — the phase where most problems in the cash sale market occur. Key requirements:

• Members must not transfer the purchase to a third party without the client’s permission. If the client does give permission, the member remains liable for the sub-instructed party’s actions and compliance with the Code
• Members must not reduce offer prices late in the process without a valid reason and must avoid putting undue pressure on the seller that restricts their ability to make free or informed choices
• Members must explain to sellers that they are free to use their own professional advisers. Where there is a legitimate business case for the member to nominate a solicitor, the reasons must be disclosed, along with the fact that either party may withdraw without penalty at that stage and any financial benefit the member receives from the arrangement
• Members must monitor progress, keep relevant parties informed, and do everything within their power to meet the client’s favoured sale dates
• Members must ensure purchase funds are in place and forwarded to solicitors in time for agreed completion

What this means in practice: Section 5a directly addresses the practice of presenting as the buyer while actually brokering the sale to a third party. A member company that uses this model without disclosing it and obtaining the seller’s permission is in breach. The requirement to explain that sellers may use their own solicitors, and to disclose any referral arrangement, is frequently not observed in practice.

6. Fees, Charges and Client Liability

All fees and additional costs must be included in the Terms of Business alongside the written offer. They must include VAT, be fully explained, and be clearly and unambiguously stated in writing.

If a member charges a fee or recovers costs for terminating a sale, this must be made clear and the amount or calculation method specified. Fees should reasonably reflect the activity undertaken and must not include a penalty charge.

On lock-in agreements specifically: “If you use a tie-in (option) agreement then the implications, costs and duration of this should be clearly explained to the client.” Members must explain how long the agreement lasts, what costs apply if the seller pulls out, any notices placed at HM Land Registry, and the effect of those notices on the seller’s ability to sell to a different buyer.

What this means in practice: a lock-in agreement presented without clear explanation of its implications and costs is a breach of Section 6c. Sellers who have signed such agreements without this information having been provided have grounds for complaint. The requirement to disclose Land Registry notices is particularly important — an option notice registered on the title can prevent a seller from proceeding with any other buyer until the notice is removed.

7. In-house Complaints Handling

Members must maintain a written in-house complaints procedure. All written complaints must be acknowledged within 3 working days. A formal written outcome of the investigation must be sent to the complainant within 15 working days of receipt of the original complaint. If the complainant remains dissatisfied, a separate review must be completed and communicated within a further 15 working days.

Following the conclusion of the investigation, a written statement of the member’s final view must be sent to the complainant. This final letter must tell the complainant how they can refer the matter to the Ombudsman, and must note that any such referral must be made within 12 months of the final view letter.

What this means in practice: the 15-working-day response requirement is a key practical point. A member company that does not respond to a written complaint within 15 working days is in breach of Section 7d and the TPO will accept escalated complaints where this timeline has not been met.

8. Referrals to the Ombudsman

Members must cooperate with any TPO investigation, comply with any award made by the Ombudsman and accepted by the complainant, and pay any such award within the required period. These obligations make TPO awards enforceable against members — a member that refuses to pay an upheld award is in breach of the Code and subject to action by the Compliance Committee.

9 and 10. Non-Compliance and Monitoring

Cases of non-compliance are dealt with by the Compliance Committee (CC) of the TPO Board. The CC considers cases of flagrant single breaches or persistent breaches, and can consider whether the conduct raises issues about the member’s continuing registration. Members must comply with any compliance monitoring or survey procedures used by TPO.

What NAPB membership means in practice: an honest assessment

NAPB membership combined with TPO registration provides a meaningful baseline of accountability that is absent for non-member companies. The Code creates specific, written obligations that can be tested against observed behaviour, and TPO provides a route to independent redress when those obligations are not met.

However, the limits of the scheme are worth being clear about:

• Membership is voluntary. Not every legitimate company holds it, and some companies that hold it do not fully comply with its requirements
• The NAPB is run by its members. It is not an independent body, and its culture and enforcement reflect industry interests
• TPO is a redress scheme, not a regulator. It considers complaints after the fact; it does not supervise companies’ day-to-day conduct or prevent non-compliant behaviour before it occurs
• The maximum TPO award is £25,000, but average payouts are significantly lower — typically £300 to £600 according to published data. Large financial losses from a below-market sale are not recoverable through TPO
• The Code cannot guarantee that an offer will be maintained, that a transaction will complete, or that a company is buying with its own funds

The Code is most useful as a due diligence framework: a seller who understands what it requires can ask the right questions before committing, recognise behaviour that deviates from it, and have a clear basis for escalating a complaint if things go wrong.

How to use the Code when assessing a cash buyer

Before agreeing to proceed with any NAPB member, the following questions map directly onto Code requirements and will reveal how seriously the company takes its obligations:

• Are you the buyer, or will you be introducing this to a third party? (Section 5a)
• Can you confirm in writing that you are a TPO member and subscribe to the Code of Practice? (Section 4a)
• Will the offer be confirmed in writing with proposed timescales and full Terms of Business? (Sections 4e, 4g)
• Under what circumstances could the offer be reduced, and how would that be communicated? (Sections 4h, 4i, 5c)
• If you are recommending a solicitor, do you receive any referral fee or financial benefit from that arrangement? (Section 2d)
• If a tie-in agreement is involved, what are its exact terms, costs, duration, and what notices will be placed at Land Registry? (Section 6c)

Requests for written answers to these questions are entirely reasonable and consistent with the Code’s requirements. A company that is unwilling to answer them in writing, or whose answers are vague or evasive, is signalling that its compliance with the Code may not match its membership claim.

Where to verify membership and make a complaint

• Verify NAPB membership: napb.co.uk/members
• Verify TPO registration: tpos.co.uk
• In-house complaint first: write to the company, referencing the Code, and request a response within 15 working days
• Escalate to TPO after the company’s final view: tpos.co.uk (must be within 12 months of the final view letter)
• Report potential consumer protection law breaches: Citizens Advice consumer helpline, 0808 223 1133

Related guides: The Property Ombudsman scheme explained | Regulation and complaints | How to vet a cash house buyer