Offer, preliminary contract, deed: what you are actually signing at each step

Many buyers assume the real commitment starts at the notary. It starts much earlier: when the offer is signed and the other side accepts it.

1. The purchase offer

It is an irrevocable offer for a period stated on the form: within that window the buyer cannot withdraw it. If the seller accepts and the acceptance reaches the proposer, the contract is concluded. From that moment both sides are bound to complete — it is no longer an expression of interest.

Three things to check before signing:

• the amount and nature of the money paid (deposit and down payment are not the same thing);
• the mortgage condition, if you are borrowing: without it, a refusal from the bank remains your problem;
• the dates: preliminary contract, deed, handover.

2. Confirmatory deposit versus down payment

The distinction looks formal and is substantive. The confirmatory deposit (article 1385 of the Civil Code) does specific work: if the party who paid it defaults, the other may withdraw and keep it; if the party who received it defaults, the other may withdraw and demand twice the amount. That is the mechanism that makes second thoughts expensive.

A down payment is simply an advance on the price: if the deal collapses it goes back, and anyone claiming more must prove the loss.

When in doubt, read how the form words it, not how it is described to you.

3. The preliminary contract

The preliminary contract commits both parties to the deed and carries all the conditions: price, timing, state of the property, warranties, who pays what.

It must be registered within thirty days. Registration tax is a flat €200; on confirmatory deposits and non-VAT down payments a proportional tax also applies: for preliminary contracts signed from 1 January 2025 it is 0.5% of those sums — or, if lower, the tax applicable to the final contract. Before that change, down payments attracted 3%: guides still quoting that figure are out of date. What you pay is then set against the tax due on the deed.

4. Registering the preliminary contract in the land registers

The preliminary contract can be executed as a notarial deed and transcribed in the land registers (article 2645-bis of the Civil Code). Transcription reserves your position: it protects the buyer against later prejudicial entries — a seller's mortgage, a seizure, a second sale.

It costs more: besides the notary's fee, €155 stamp duty, €200 registration tax, €200 mortgage tax and a €35 land registry fee. It earns its keep when a long gap separates contract and deed, when buying from a developer, or when something about the seller's situation counsels caution.

5. The deed

The public deed before the notary transfers ownership. The buyer chooses and pays the notary, who checks mortgage and cadastral records, the chain of title, the declared conformity and the planning position beforehand.

It is also when keys change hands, unless agreed otherwise, and when the balance is paid — normally by banker's draft or traced transfer, as anti-money-laundering rules require.

The moment you can still change your mind

Honestly: before signing the offer. After that you can withdraw, but article 1385 sets the bill — and in real negotiations almost nobody budgets for it in advance.

This is an informative guide, not legal advice: rules change and every contract differs. Your notary has the final word. For your own case write to info@triesteimmobiliare.com or call +39 040 2473628.