Did a Washington code city have to seek competitive bids before selling its real estate?

Plain-English summary

Washington's AG concluded in 1974 that a code city was not generally required to solicit bids before selling city-owned real estate. The city could choose to call for bids. If it had a charter, any charter restriction on the sale still mattered; the AG lacked facts to determine whether the city in question had such a provision.

“Unless restricted by the provisions of it own charter, a code city may, but is not required to call for bids on real property owned by it before selling such property either to a private party or to any other purchaser.” (Official opinion)

Currency note

This opinion was issued in 1974. Subsequent statutory amendments, court decisions, or later AG opinions may have changed the analysis. Treat this page as historical context, not current legal advice. Verify current law before relying on any specific rule, deadline, or remedy mentioned here.

Historical summary

Code city officials

The AG distinguished sales of city property from certain public-works contracts for which bidding requirements existed. It found no general statute or constitutional rule requiring bids on the property sale in question. Its answer applied to sales to private parties and other purchasers.

Buyers and charter cities

The opinion left open whether a particular charter code city's own charter required bids. The AG did not have the city's charter or even confirmation that it was a charter city, so it made the conclusion expressly conditional.

Common questions

Q: Could a code city sell land to a private buyer without a bid call?
A: The AG said yes unless its own charter restricted the sale.

Q: Was the city prohibited from asking for bids voluntarily?
A: No. The opinion said a code city could call for bids even though the AG found no general duty to do so.

Q: Did the opinion decide whether a particular city charter required bidding?
A: No. The request did not identify whether the city had a charter, so the AG left that possibility open.

Background and statutory framework

The opinion distinguished noncharter and charter code cities under RCW 35A.01.020 and RCW 35A.01.030. It referred to RCW 35A.11.010 for a code city's power to convey property, and found no generally applicable bid requirement for that kind of sale.

Citations and references

The opinion discussed RCW 35A.01.020, RCW 35A.01.030 and RCW 35A.11.010.

Source

• Landing page: https://www.atg.wa.gov/ago-opinions/cities-and-towns-optional-municipal-code-property-sales-competitive-bids

Original opinion text

Attorney General Slade Gorton

CITIES AND TOWNS ‑- OPTIONAL MUNICIPAL CODE ‑- PROPERTY ‑- SALES ‑- COMPETITIVE BIDS

Unless restricted by the provisions of it own charter, a code city may, but is not required to call for bids on real property owned by it before selling such property either to a private party or to any other purchaser.

December 24, 1974

Honorable John D. Jones
State Senator, 48th District
18 Bridlewood Circle
Kirkland, Washington 98033

Cite as: AGO 1974 No. 25

Dear Sir:

This is written in response to your recent letter requesting our opinion on the following question:

"Must a code city ask for bids on real property before selling to a private party?"

We answer this question in the negative subject to the qualification set forth in our analysis.

ANALYSIS

The term "code city," as used in your question, denotes a city organized and operating under this state's "optional" municipal code ‑ Title 35A RCW. Such cities are, in turn, further classified by RCW 35A.01.020 and 35A.01.030 as either "noncharter" or "charter" cities, as follows:

"A noncharter code city is one, regardless of population, which has initially incorporated as a noncharter code city, subject to the provisions of this title, or is an incorporated municipality which has elected, under the procedure prescribed in this title, [[Orig. Op. Page 2]] to be classified as a noncharter code city and to be governed according to the provisions of this title under one of the optional forms of government provided for noncharter code cities." (RCW 35A.01.020.)

"A charter code city is one having at least ten thousand inhabitants at the time of its organization or reorganization which has either initially incorporated as a charter code city and has adopted a charter under the procedure prescribed in this title; or which, as an incorporated municipality, has elected to be classified as a charter code city and to be governed according to the provisions of this title and of its adopted charter." (RCW 35A.01.030.)

The legal principle to be applied in answering your question, together with the Washington case authorities which support it, is succinctly stated in AGO 57-58 No. 116 [[to Charles O. Carroll, Prosecuting Attorney, King County on August 28, 1957]], copy enclosed, where, on page 2, we said:

"It is a general rule that a municipal corporation, in the absence of statutory, constitutional or charter provisions to the contrary, is not required to advertise or call for bids or let a contract to the lowest bidder. Dalton v. Clarke, 18 Wn. (2d) 322, 329; Reiter v. Chapman, 177 Wash. 392, 396."

In the case of a code city, although bids are required in connection with certain contracts for making public improvements or performing public works,1/ our research has [[Orig. Op. Page 3]] disclosed no such requirement in any statute or constitutional provision with respect to sales of real or personal property owned by such cities.2/

This leaves us, then, only with the possibility of a charter provision ‑ assuming that the city with which you are concerned is what we have above referred to as a "charter" code city as defined in RCW 35A.01.030, supra.

[[Orig. Op. Page 4]]

Because you have not advised us on this point in posing your question, we must of necessity leave open that possibility in answering it. Thus, in summary, based upon the foregoing, our answer to your inquiry is that unless restricted by the provisions of its own charter, a code city may, but is not required to call for bids on real property owned by it before selling such property to a private party or, for that matter, to any other purchaser.

We trust that the foregoing will be of some assistance to you.

Very truly yours,

SLADE GORTON
Attorney General

PHILIP H. AUSTIN
Deputy Attorney General

*** FOOTNOTES ***

1/See, RCW 35A.40.200, as explained in AGO 1972 No. 24 [[(to Municipal Research Council on October 25, 1972)]]copy enclosed.

2/With respect to the authority of such cities to sell or dispose of property owned by them, RCW 35A.11.010 provides that:

"Each city governed under this optional municipal code, whether charter or noncharter, shall be entitled 'City of . . . . . . ' (naming it), and by such name shall have perpetual succession; may sue and be sued in all courts and proceedings; use a corporate seal approved by its legislative body; and, by and through its legislative body, such municipality may contract and be contracted with; may purchase, lease, receive, or otherwise acquire real and personal property of every kind, and use, enjoy, hold, lease, control, convey or otherwise dispose of it for the common benefit."

Similarly, RCW 35A.79.010 states, in material part, that:

"A code city shall have all powers provided by general law to cities of any class relating to the receipt of donations of money and property, the acquisition, leasingand disposition of municipal property, both real and personal, . . ." (Emphasis supplied.)