Countries › Uruguay › Guide › 11. Real estate and land › Purchase promises and off plan purchases in Uruguay: the Ley Nº 8.733 instalment promise, registration, deed on demand and taxes

Purchase promises and off plan purchases in Uruguay: the Ley Nº 8.733 instalment promise, registration, deed on demand and taxes

Last verified: 2026-10-27 · Status: Stable

Uruguayan buyers who pay over time, including buyers of flats under construction, sign a purchase promise rather than a deed; once registered it gives a real right against later sales and charges (Ley Nº 8.733 art. 15). The buyer can demand the deed after full payment, or after paying half the price by giving a first mortgage for the balance, and a judge signs if the seller refuses or becomes insolvent (art. 16 and 31). ITP is paid at the promise (2 percent each side) and not again at the deed, and the developer's first sale carries VAT at 10 percent (T.O. 2023 Title 19 and Title 10).

USD figures use UYU 40.21 per US dollar, the BCU quotation for DLS. USA BILLETE on 27 October 2026; amounts in Unidades Indexadas (UI) use UYU 6.6792 per UI, the BCU quotation for 27 October 2026; amounts in Unidades Reajustables (UR) use UYU 1,940.77, the UR for September 2026 published by IMPO (the latest published on 27 October 2026); the BPC is UYU 6,864 for 2026 (Decreto Nº 11/026). All were retrieved on 27 October 2026. Conversions are for orientation only.

Key facts

Share of price after which the promise buyer may demand the deed (with first mortgage for balance)	50 %Ley Nº 8.733 art. 16, as of 2026-10-27 · in force
Minimum discount for early payment of instalments	6 % per yearLey Nº 8.733 art. 36, as of 2026-10-27 · in force
Purchase promise registration lapses after	30 yearsLey Nº 16.871 art. 79, as of 2026-10-27 · in force
Form of transfer	Notarial deed registered at the Property Registry; instalment promises in public or certified private instrument Ley Nº 16.871 art. 17; Ley Nº 8.733 art. 2, as of 2026-10-27 · in force

The rule

1. An instalment purchase promise (promesa de enajenación de inmuebles a plazos) is a contract by which one party undertakes to transfer ownership and the other to acquire it against payments in successive or periodic instalments. It is valid only in a public instrument or a private one; a private one is made in triplicate with notarial certification of the signatures. It must state the parties, the property by reference to an approved and registered plan and padrón, each instalment with amount and due date, the down payment, the discount for early payment, improvements, the penalty clause and a sworn statement on liens, occupants, attachments and interdictions.
Cost to do it: Notarial certification of signatures; ITP is due on the promise itself (see below).
Example: A buyer paying a flat in 36 monthly instalments signs a Ley Nº 8.733 promise rather than a deed. / A US$250,000 flat paid over three years is typically structured this way.Ley Nº 8.733 (instalment sale promises), Art. 1, art. 2, art. 3 and art. 4, 1931-06-17 official text · verified 2026-10-27

2. From registration, the promise gives the buyer a real right enforceable against any later sale or charge and, once the whole price is paid and obligations met, an action to demand transfer and delivery. The buyer may also demand the deed after paying at least 50 percent of the price, or after building improvements worth 40 percent, by granting a first mortgage for the balance. Unregistered promises give only a personal claim.
Cost to do it: Registration fee per act at the Registry (3 UR on the DGR sheet).
Example: After paying UYU 5,026,250 of a UYU 10,052,500 price, the buyer can require the deed and give a first mortgage for the remaining half. / That is US$125,000 paid of US$250,000.Ley Nº 8.733, Art. 15, art. 16 and art. 18, 1931-06-17 official text · verified 2026-10-27

3. If the seller refuses, dies, is absent, insolvent or incapable, the competent judge signs the deed on the seller's behalf after summons, and the deed is authorised by the notary the buyer chooses. The buyer may at any time pay the balance early and demand the deed, with a discount computed at the legal rate of 6 percent a year on unpaid instalments not yet due, unless the contract gives a larger discount. The promise carries an implied resolutory condition if the seller's title is not perfect, unless the buyer expressly accepted a specified defect.
Cost to do it: Court costs if the judge must sign; no fee for early payment.
Example: A seller company that goes into insolvency cannot block the deed: the judge signs it. / Early payment of a dollar instalment plan earns at least the 6 percent statutory discount on future instalments.Ley Nº 8.733, Art. 31, art. 33 and art. 36, 1931-06-17 official text · verified 2026-10-27

4. Purchase promises registered under Ley Nº 16.871 lapse after thirty years and may be re registered at the request of the buyer for a further five years under art. 80 numeral 3; promises within the Ley Nº 8.733 regime are registered in the Real Estate Section of the Property Registry. In horizontal property, purchase promises for units (whether or not by instalments) are registered with three plain copies signed by the parties and the builder's representative, with the same effects as Ley Nº 8.733 registrations.
Cost to do it: Registry fee per act.
Example: A buyer of a unit on plan in a tower under construction registers the promise so that a later mortgage or sale by the developer cannot defeat it. / Registration is the main protection for a foreign buyer paying a developer during construction.Ley Nº 16.871 art. 17, 79 and 80; Ley Nº 10.751 art. 15 (wording by Ley Nº 12.358 art. 9), Ley Nº 16.871 art. 17, 79 and 80; Ley Nº 10.751 art. 15, 1997-09-28 official text · verified 2026-10-27

5. ITP applies to purchase promises and their assignments at 2 percent for each side; the later deed in fulfilment of a promise that paid ITP is exempt, and rescission of a promise is not taxed. For property to be built or under construction the cadastral value must be fixed by Catastro; if Catastro does not answer within 30 days, the tax is paid on the land share and settled at the final deed.
Cost to do it: 2% buyer plus 2% seller at the promise stage.
Example: Assigning a promise for a unit before completion is a new taxed act for both assignor and assignee. / On a US$250,000 unit, ITP is computed on the cadastral value at the promise, not again at the deed.T.O. 2023 Title 19, Title 19 art. 1 B, art. 5 C, art. 8 A and art. 17, 2024-04-04 official text · verified 2026-10-27

6. The first sale of real estate by companies carrying on business activities is subject to VAT at the 10 percent minimum rate, including property with significant refurbishment as defined by regulation; other sales of real estate are exempt and sales of unimproved land are always exempt.
Cost to do it: VAT at 10% on the first sale by a developer.
Example: A developer's first sale of a new flat carries 10 percent VAT; the buyer's resale does not. / See the VAT page for the amounts.T.O. 2023 Title 10 VAT, Title 10 art. 36 I and art. 38 numeral 1 B, 2024-04-04 official text · verified 2026-10-27

Point	Registered Ley Nº 8.733 promise	Deed
Ownership	Stays with seller	Passes to buyer on delivery, enforceable from presentation
Buyer right	Real right against later sales and charges	Full ownership
ITP	2% each side	Exempt if the promise paid ITP
Deed on demand	After full payment, or 50% paid plus first mortgage	Not applicable

Promise versus deed (Ley Nº 8.733, Ley Nº 16.871, T.O. 2023 Title 19)

Worked example

A foreign buyer agrees to buy a new flat for US$250,000 (UYU 10,052,500) paid 30 percent on signing and the rest in instalments during construction.
The developer and buyer sign a Ley Nº 8.733 style promise with certified signatures; ITP of 2 percent each side is paid on the Catastro value fixed for the unit under construction (or on the land share if Catastro does not answer in 30 days).
The promise is registered, giving the buyer a real right; the developer's first sale carries 10 percent VAT.
After paying UYU 5,026,250 (half) the buyer may demand the deed and give a first mortgage for the rest; the deed itself pays no further ITP.

Step by step

Check that the plan is approved and registered and that the unit has a padrón.
Sign the promise in a public instrument or certified private instrument with all items of Ley Nº 8.733 art. 4.
Pay ITP at signing and register the promise immediately.
Keep instalment receipts; demand the deed at full payment or at 50 percent with a first mortgage.
At the deed, check that no later entries prejudice the registered promise and cancel the promise registration.

Common traps

An unregistered promise gives only a personal claim against the developer.
Each assignment of a promise is a new ITP event.
If the seller's title is defective the promise can be resolved unless the buyer expressly accepted the defect.
Mortgages granted by the seller after the promise is registered rank only on the unpaid price once the buyer is notified.

Sources

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