Build a legally controlled route from marketing and pre-sales through horizontal property, buyer contracts, completion, lender releases and the final project disposal.
In this workstream
01Who this may suit
- a residential developer preparing off-plan sales
- a mixed-use or resort project selling individual units
- a sponsor creating horizontal property and condominium documentation
- a project completing multiple buyer transactions under lender control
- an investor selling a completed or operating asset
- a seller preparing a share or quota exit
- or a project refinancing or selling a portfolio in phases.
02When legal input usually matters most
The sales legal package should be prepared before:
- reservations are accepted
- marketing materials promise specifications, dates, views, services, returns or rights
- agents use inconsistent commercial forms
- deposits or staged payments are collected
- the horizontal property structure becomes difficult to change
- or lender release conditions are disconnected from buyer completion dates.
The approved design, area schedule, technical specification, sales plan, title structure, finance documents and buyer contracts should describe the same product.
03Potential scope of support
Depending on the agreed engagement, support may include:
Sales and disclosure strategy
- product and legal structure
- off-plan or completed-unit sale process
- buyer type and consumer considerations
- marketing and reservation controls
- information and document pack
- approved plans, areas and specifications
- completion assumptions
- rental, operator or owner-use arrangements
- and contract approval and version control.
Marketing should not create commitments inconsistent with the signed contracts, planning status, finance conditions or operating documents.
Horizontal property and project title
- legal unit and common-part structure
- property descriptions and permillage
- exclusive-use and common areas
- parking, storage, technical and service areas
- access and project easements
- phased or complex developments
- owner, operator and common-service rights
- title document and registration
- condominium regulations
- initial budgets, service charges and reserves
- and consistency with the built and licensed project.
Reservation and promissory contracts
- reservation amount and treatment
- buyer and unit identification
- contractual plans and specifications
- price and staged payments
- deposit character and protection
- developer and buyer conditions
- planning and construction milestones
- change rights and tolerances
- completion target and long-stop arrangements
- delay and default
- assignment, nomination or resale
- financing conditions
- warranties and liability
- operator, rental and service obligations
- data and anti-money-laundering requirements
- and governing law and disputes.
The contract suite should identify which provisions may vary by buyer and which require central approval.
Buyer onboarding and contract control
- buyer identity and representation
- corporate and beneficial-owner documents
- source-of-funds and payment-account checks
- reservation and CPCV status
- payment schedule
- amendments and side letters
- notices and deadlines
- assignment or nominee requests
- finance dependencies
- and single-source transaction records.
Completion and handover
- completion conditions
- final property and project documents
- title and registration readiness
- tax and payment evidence
- lender release or partial discharge
- deed or authenticated transfer document
- funds flow
- unit inspection and snagging process
- keys, manuals, certificates and warranties
- utility and condominium handover
- post-completion registration
- and unresolved items or retention.
Bulk, asset and share exits
- vendor due diligence
- data-room structure
- title, planning, construction, finance, tax and operational disclosures
- heads of terms and exclusivity
- asset or share purchase agreement
- purchase-price mechanism
- conditions precedent
- warranties, disclosures and indemnities
- existing finance and security release
- employees, contracts and licences
- completion accounts or locked-box arrangements where applicable
- transition services
- and post-closing obligations.
Project close-out
- completion of remaining registrations
- final lender repayment and security releases
- contractor and consultant final accounts
- assignment or retention of warranties
- claims and contingent liabilities
- corporate distributions
- project-company sale, wind-down or retention
- and document archive.
04Potential deliverables
- legal sales and disclosure strategy
- horizontal property and condominium package
- reservation, CPCV and completion-document suite
- buyer information checklist
- approved-deviation and side-letter protocol
- buyer transaction tracker requirements
- lender-release and completion protocol
- standard handover package
- vendor due-diligence report and data room
- asset or share sale documents
- and project close-out checklist.
05What depends on the project
- completed, under-construction or off-plan status
- unit, bulk, asset or share sale
- buyer profile
- residential, tourism, managed or mixed-use model
- horizontal property and phasing
- staged payments
- existing lender security
- operator or rental arrangements
- sale warranties and guarantees
- and whether the project continues to operate after the transaction.
06What sales legal support does not replace
- sales and marketing strategy
- valuation or pricing
- technical measurement and certification
- construction completion and quality control
- buyer credit approval
- tax and accounting advice
- or registry and authority decisions outside the parties’ control.
The sales programme should not assume that legal documents can cure inconsistent title, design, construction or lender information at the completion stage.
07Frequently asked questions
Common questions developers ask at this stage.
Can units be sold before construction is complete?
Potentially. The contract and buyer information should accurately describe the property, project status, planning and construction position, payments, completion conditions, changes, delays and consequences of default.
Should one CPCV be used for every project type?
No. Residential, tourism, branded, managed, mixed-use and investor products may require different provisions. Even within one project, approved variations may be needed for buyer, finance or unit circumstances.
Can the developer change the unit design after the CPCV?
Only within the rights, limits and procedures established by the contract and applicable law. Planning, technical, lender and buyer consequences should be assessed before the change is implemented.
When should horizontal property be prepared?
Early enough for the title, areas, common parts, services, finance and sales documents to be coordinated, but using sufficiently mature and legally supportable project information.
How is the lender’s mortgage released for each unit?
The finance documents should establish the conditions, release price or proceeds application and documentation required for a partial release. This must be built into the completion timetable.
Is selling the project company the same as selling the development?
No. A share or quota sale transfers the company with its historic assets and liabilities. The buyer’s due diligence, warranties, tax treatment, finance and completion documents differ from an asset or unit sale.
Who deals with defects after unit completion?
The responsible party, notice process, access, repair, warranty, contractor recourse and record-keeping should be defined across the buyer contract, construction documents and project handover system.
Legal support through VVA
Before you commit to a site or project
Once a site or project is identified, the focus shifts from general guidance to that specific transaction: title, planning position, licensing, charges, contracts and the holding structure.
Legal services are provided by Valente Veiga & Associados.

