Which certificates to obtain before buying a property? A checklist for assessing risks

Need help with your property? See the work of our real estate lawyer in São Paulo. Did the certificates come back clean? The next step is the property purchase agreement in São Paulo.

Buying a property is usually the biggest financial decision in the life of an individual or a company. It is also one of the riskiest when made on impulse, relying only on the seller's word and the appearance of the deal. The property may be beautiful, the price fair, the seller pleasant — and yet it may still carry debts and lawsuits that turn the dream into a nightmare.

What few people understand is that certain problems travel with the property or with the seller, and may reach even a good-faith buyer. A seller's debt that existed before the sale may lead to the deal being set aside; an IPTU or condominium debt "sticks" to the property. By the time the buyer finds out, payment has already been made — and the fight to recover the money is a long one.

This article sets out the checklist of certificates that every property purchase should go through before signing and paying the down payment. The cost of inaction is direct and painful: buying a problem with your own money.

Why is the property record (matrícula) the most important document?

The up-to-date property record (matrícula), issued by the Real Estate Registry, is the property's "identity certificate": it states who the owner is, the description of the property and what encumbers it — mortgages, attachments, usufructs, and restraints on disposal. Reading the property record is the first and most important step of any purchase.

It is in the property record that one confirms whether the person selling is, in fact, the owner, and whether there are registered encumbrances that compromise the deal. Its purpose is easy to explain: the registry concentrates the property's legal history. Buying without reading the up-to-date property record is like signing a contract without reading it — except with your entire estate at stake.

Which seller certificates do I need to obtain?

Review of the seller should be proportionate to the transaction. A positive certificate does not automatically prevent a purchase: the proceedings and financial position require analysis. Without treating these as universal validity or good-faith requirements, common searches include:

• a) Civil certificates from the judicial distribution offices (lawsuits that may affect the estate).
• b) Labor certificates, including the Labor Debt Clearance Certificate (CNDT).
• c) Federal certificates (federal courts and federal debts).
• d) Tax-foreclosure certificates (tax debts under collection).
• e) Protest certificate for instruments.

An existing debt does not itself invalidate a sale. Fraud against enforcement under CPC art. 792 may make it ineffective against the creditor; fraud against creditors under Civil Code arts. 158–165 has its own requirements and avoidance procedure. Registration-based protection for good-faith buyers must also be considered under Law 13,097/2015 art. 54 and its exceptions.

What are fraud against execution and debts that "stick" to the property?

CPC art. 792 covers several situations. In the general regime, STJ Súmula 375 requires registration of attachment or evidence of the buyer’s bad faith. Tax-credit enforcement fraud follows the separate regime of CTN art. 185 and STJ Theme 290, including the exception for sufficient assets retained to pay the debt. Recording searches assists analysis, but their absence does not automatically establish bad faith.

IPTU and condominium charges require attention. CTN art. 130 provides for the buyer’s succession to relevant property-tax debts, except where the instrument proves payment; in a public judicial auction, the tax claim attaches to the price. Civil Code art. 1,345 addresses the buyer’s responsibility for condominium arrears, including penalties and interest. Check tax clearance and condominium statements and the rules for the particular mode of acquisition.

A practical example: the Andrade couple's "perfect" apartment

In this hypothetical example, the Andrade couple pays a substantial deposit before checks and later discovers a multimillion-real enforcement action predating the sale and condominium arrears. This requires risk analysis but does not itself prove fraud. This is not a real client case.

Checks beforehand could have enabled the couple to consider safeguards, renegotiation or withdrawal. After payment, recovery of the deposit depends on the contract and facts and may lead to a dispute. The lesson is to assess risks before paying, without suggesting that all problems can be eliminated.

The most common (and costly) mistakes

• Paying the down payment before reading the property record (matrícula) and obtaining the certificates.
• Relying solely on the word of the seller or the broker.
• Forgetting the seller's certificates and looking only at the property.
• Ignoring overdue IPTU and condominium fees, which may be charged to the buyer.
• Failing to record searches and their limitations, losing information relevant to the transaction.
• Using an outdated property record (matrícula), which does not show recent encumbrances.

Checklist: what to verify before signing and paying the down payment

• Up-to-date property record (matrícula) of the property (owner, description, encumbrances).
• Civil, labor (CNDT), federal and tax certificates of the seller.
• Protest certificate of the seller.
• IPTU (property tax) debts and condominium-fee clearance.
• For a company: corporate standing, representation powers and company certificates; shareholder searches where justified by the risk.
• Documented record of all searches carried out before the purchase.

Frequently asked questions about certificates for buying a property

Which certificates should I obtain before buying a property?

Review the current property record, IPTU and condominium position, alongside civil, labour (CNDT), federal, tax and protest searches appropriate to the seller and transaction. This is not a universal list: Law 13,097/2015 art. 54 § 2 dispenses with court or judicial-distribution certificates for validity, effectiveness and good-faith status in covered transactions. Additional searches may assist risk assessment, but a clear certificate does not guarantee a problem-free purchase.

Can I lose the property because of the seller's debt?

Potentially, where the legal requirements are met. Fraud against enforcement (CPC art. 792) may make the sale ineffective against the creditor; fraud against creditors (Civil Code arts. 158–165) has separate requirements and procedure. Consider Law 13,097/2015 art. 54, good faith and STJ Súmula 375, distinguishing the general regime from tax-credit enforcement under CTN art. 185. An earlier debt alone does not undo a purchase.

Do overdue property tax (IPTU) and condominium fees pass to the buyer?

They may be charged to the buyer. IPTU follows CTN art. 130, except where the instrument proves payment; in a public judicial auction, the tax claim attaches to the price. Civil Code art. 1,345 addresses condominium arrears, including penalties and interest. The mode of acquisition matters, and tax and condominium status should be checked before contracting.

In São Paulo, where do I obtain the property record (matrícula) and the property certificates?

The up-to-date property record (matrícula) is issued by the Real Estate Registry for the district where the property is located. The seller's certificates are obtained from the judicial distribution offices and competent bodies (state and federal courts, labor courts, protest notary offices, and the municipal, state and federal tax authorities). In São Paulo, much of this is available online, but reading and interpreting it correctly requires technical care.

When should I consult a lawyer to review a property purchase?

Before signing and paying the deposit. A lawyer links the property record, certificates and contract, assessing risks, points requiring clarification and payment conditions. This supports informed decisions, without guaranteeing lower costs, no disputes or recovery of money.

Checking beforehand helps assess and negotiate risks

Haste can lead to payment before risks are understood. The property record, searches and contract review can reveal issues before payment, but no document set eliminates every risk.

At Falchet e Marques Sociedade de Advogados in São Paulo (Av. Paulista), we review property and seller documents and structure contracts with safeguards appropriate to the risks identified.

Talk to our team on WhatsApp: +55 11 95901-1854 — about to buy a property? Send us the property record (matrícula) and the seller's details for a risk review before you sign.