Property purchase agreement lawyer in São Paulo
We draft and review the contract before signature, check the land register and searches, and see the deal through to registration. In person or remotely.
5,0 · 18 Google reviewsSigning the contract does not make anyone an owner. In Brazil, ownership passes on registration of the transfer deed at the Land Registry, and until the title is registered the seller is still treated as the owner (Civil Code, art. 1.245 and §1). The contract does two jobs: it makes the deed and the registration happen, and it allocates the risk if they do not.
What we review before you sign.
- Who is selling, and whether they canTitle on the register, marital status, powers of attorney and heirs involved.
- Searches on the property and the sellerEncumbrances, litigation and arrears — the stage that reveals attachments, usufructs and the risk of a transfer being set aside. See which searches to run.
- Deposit and earnest moneyWe settle whether the deposit is confirmatory or penitential — which changes everything if either side pulls out (Civil Code, arts. 417 to 420).
- Withdrawal clauseWhere a right of withdrawal is agreed, the deposit is the whole compensation and nothing more can be claimed (art. 420). Without it, the injured party can pursue the excess loss (art. 419).
- Conditions and deadlinesMortgage approval as a condition, the deadline for the deed, who pays transfer tax, handover and inspection.
- Protection against surprisesLiability for eviction of title and hidden defects, penalties for breach, and retention of price until charges are cleared.
- Deed and registrationWe see it through until the register shows your name — the moment the purchase is complete.
Deposit, eviction of title and hidden defects.
The deposit is the most signed and least read clause. If the party who paid it walks away, the money is forfeited; if the party who received it walks away, it is returned twofold. Where a withdrawal clause is agreed, the deposit serves as compensation and nothing further is due (art. 420); where it is not, the injured party can recover what was lost beyond it (art. 419).
Eviction of title — evicção — is the risk of losing the property later, by court or administrative decision, to someone with a prior right. In onerous contracts the seller is liable (art. 447), and the buyer can demand the full price back, plus fruits, the costs of the contract and losses (art. 450). But an express clause may strengthen, reduce or exclude that liability (art. 448) — and that is the clause that slips past unread.
A hidden defect has a short deadline. For real property, the right to rescind or claim a price reduction lapses one year from actual delivery; where the defect can only be discovered later, time runs from awareness, capped at one year (art. 445). A documented inspection before signing beats an argument afterwards.
Two boundaries help place your case. If the seller is a developer and you want out, a different rulebook applies — see rescinding a property purchase. If you have paid in full and the seller will not execute the deed, the route is compulsory adjudication.
How we run the transaction.
- Land register and searchesWe read the whole register entry, first record to last, and cross-check it against searches on the seller.
- Structuring the dealPrice, deposit, payment schedule, conditions and what happens if each fails.
- Drafting or reviewing the contractWe draft the instrument or mark up the agency's version, every change explained in writing.
- Public deedA public deed is essential to transactions transferring rights in rem over real property, unless the law provides otherwise (art. 108). We attend the signing.
- RegistrationOnly registration transfers ownership. We follow it through until the register shows your name.
What to bring to the first conversation.
Documents that speed up the review
With the register entry and the draft, we can flag what has to change before signature.
- Current land register extract
- Draft contract or offer letter
- Seller's identity and marital status
- Certificate of encumbrances
- Property tax and service charge clearance
- Proof of any deposit already paid
- Mortgage offer or funding confirmation
- Survey report, if any
Case review and a written proposal before any step is taken. Informational content under Brazilian Bar Association Rule 205/2021 — it does not replace an assessment of your case.
What clients say on Google.
“From the very start I was looked after exceptionally. The team is attentive and explains every step.”
Amanda M. · Google“Excellent, highly qualified professionals. I highlight the professionalism, the service and the honesty.”
Rita G. · Google“Very polite, patient, always with precise, accurate answers. I recommend them with no reservations!”
Thais T. · GoogleReal client reviews published on Google.
Who leads this area.
Founding partner at Falchet e Marques (OAB/SP 428.777). Postgraduate in Real Estate Law (PUC/SP) and Succession Law (PUC-Campinas), she leads the real estate practice and probate matters. She explains every step before the client decides.
Meet Letícia MarquesCommon questions.
Do I need a public deed, or is a private contract enough?
A public deed is essential to the validity of transactions creating, transferring or renouncing rights in rem over real property, unless the law provides otherwise (Civil Code, art. 108). Some mortgage instruments have their own regime, but registration remains indispensable.
I signed the contract and paid. Am I the owner?
Not yet. Ownership passes on registration of the title, and until then the seller is still treated as the owner (art. 1.245 and §1). That is why the contract must fix a deadline for the deed, say who files for registration and state what happens if it is late.
I pulled out of the purchase. Do I lose the whole deposit?
It depends on the contract. As a rule the party who paid the deposit and withdraws forfeits it, and the party who received it returns it twofold. Where a withdrawal clause exists, the deposit is the entire compensation (art. 420); without one, losses beyond it can also be claimed (art. 419).
What if a third party later claims the property?
That is eviction of title. In onerous contracts the seller is liable (art. 447), and the buyer can demand the full price back, the costs of the contract and the losses suffered (art. 450). But an express clause may strengthen, reduce or exclude that liability (art. 448).
I found a hidden defect after moving in. Is there still time?
For real property the deadline to rescind or seek a price reduction is one year from delivery; where the defect can only be discovered later, time runs from awareness, capped at one year (art. 445). Where the seller is a developer, consumer rules apply as well.
What does advice on a purchase cost?
Fees are agreed in writing before any step is taken and vary with the scope — register and search review, drafting, or supervision to registration. Notarial fees and transfer tax are paid directly by you, and estimated in the proposal.
Do you act for buyers based abroad?
Yes. Deeds can be executed at any Brazilian notary and, for clients abroad, through an apostilled power of attorney translated by a sworn translator. Registration runs where the property sits.
Do you already have the draft?
Send the contract and the register extract before you sign. We will set out what has to change and which risk each clause shifts onto you, with a proposal in writing.