The process is divided as follows:
1) Legal due diligence, property checks and purchase offer. “Proposta irrevocabile di acquisto”- buying property in Italy pitfalls
To get the property out of the market, the buyer should make at this stage a written purchase offer to the seller. This offer is generally not binding for the parties. Therefore, it does not imply the execution of a sale agreement. However, legal implications may always arise. The seller’s estate agents, for example, may require a down payment to the buyer.
2) The preliminary selling contract – “contratto preliminare di vendita”
At this stage, buyer and seller negotiate, draft and sign the preliminary contract named “Contratto preliminare di vendita”. This is a complex legally binding agreement setting out terms and conditions for which it has already reached a deal. Basically, the sale price, property details, third parties’ rights, and the closing date.
It does not transfer the ownership of the Property
Through the preliminary contract, the parties simply formalise their own obligations throughout the interim period. This period allows the buyer to carry out some due diligence activities on the property. Therefore, the buyer does not become the owner of the property through the execution of the preliminary contract.
Parties must register the preliminary contract with the competent Italian Tax Office and pay at this time a part of the State taxes. These taxes will be deducted from the total price once executed the final Deed.
The “Caparra Confirmatoria” is a deposit or down payment of approximately 10-20 % of the total property price. It is due by the buyer at the time of signature and aims to:
- Guarantee the seller’s right to withdraw from the contract and hold the deposit in case of buyer’s default.
- allow the buyer to get a full refund whereby the seller doesn’t fulfil its obligations under the contract.
3) The final deed signed up at the Italian Public Notary’s office
The parties execute the final deed of sale (so-called Rogito) at the Public Notary’s office. The notary is an independent body whose main functions are to review the property details, to verify the parties’ power and entitlement to be part of the transaction and to file the property title with the local Land registry (“Conservatoria dei Registri Immobiliari”).
The content of this article is intended to provide a general guide to the subject matter. The author is an Italian lawyer specialising in international trade law. Please feel free to drop us a message if you have any queries.