Deed of Absolute Sale vs. Transfer of Title: Required Documents in the Philippines

This is general information for the Philippine setting and is not a substitute for legal advice about your specific transaction.

Big picture

A Deed of Absolute Sale (DOAS) is the contract where the seller transfers ownership of real property to the buyer for a price. It’s the cause of the transfer.
Transfer of Title is the government process of updating the official land records so that the buyer’s name appears on the new Transfer Certificate of Title (TCT) for land (or Condominium Certificate of Title (CCT) for condo units). It’s the effect and requires paying taxes/fees and filing a packet of documents with the BIR, LGU, and Registry of Deeds (ROD).

Think of it this way: you sign the DOAS to buy the property; you complete the Transfer of Title to prove to the world that you now legally own it.

Key terms you’ll see

TCT/CCT – the owner’s title on file with the ROD.
Tax Declaration (TD) – LGU-issued record used for real property tax (RPT).
CGT – Capital Gains Tax (on capital assets) or Creditable Withholding Tax (CWT) (on ordinary assets).
DST – Documentary Stamp Tax.
Local Transfer Tax – LGU tax on transfers.
eCAR/CAR – (Electronic) Certificate Authorizing Registration from the BIR; without it, the ROD won’t transfer the title.
Zonal Value / FMV – Government-assessed values used as minimum tax bases.
SPA – Special Power of Attorney, if someone signs on your behalf.

Part I — The Deed of Absolute Sale (DOAS)

What a DOAS must contain

Parties: Full names, nationalities, civil status, TINs, and addresses of seller and buyer.
- If married: indicate spouse and marital regime; include spouse’s consent/signature if required.
- If a corporation/partnership/association: include SEC/DTI details and Board/Partner resolutions authorizing the sale.
Property identification:
- TCT/CCT number; Lot and Block numbers; survey number; land area; technical description.
- For condos: project name, unit/floor/parking slot details, CCT number and area (sqm).
Consideration and payment terms: Total price; mode and timing of payment; earnest money; treatment of taxes and fees (who pays what).
Representations & warranties: Good and marketable title; property free from liens/encumbrances/adverse claims, except those disclosed.
Delivery & possession: When keys/possession transfer; inclusion of improvements, appliances, parking, etc.
Default & remedies: Consequences of non-payment or non-delivery; liquidated damages, rescission.
Other clauses:
- Taxes allocation (typical: seller pays CGT or CWT; buyer pays DST, transfer tax, registration; but parties may agree otherwise).
- Capacity and authority (SPA, board resolutions).
- Dispute resolution; governing law (Philippines); venue.
Signatures and notarization:
- Signed by parties (and spouses where required).
- Notarization converts it into a public document acceptable for registration. If signed abroad, it must be consularized or apostilled and then notarized per rules.

Helpful attachments to the DOAS

Photocopies of valid IDs (with signatures), TIN documents, marital documents (marriage certificate, separation of property agreement, if any), corporate papers (SEC GIS, Articles, Secretary’s Certificate/Board Resolution), SPA (if using an attorney-in-fact).

Common drafting pitfalls

Incomplete legal descriptions (missing technical description or wrong TCT/CCT number).
No spousal consent when required (can void or block registration).
Price allocation not matching tax bases (BIR taxes are based on the highest of contract price, zonal value, or assessed FMV).
Unclear inclusion of improvements/fixtures (e.g., fences, extensions, built structures).

Part II — Transfer of Title (registration) overview

After signing and notarizing the DOAS, the title won’t change by itself. You must process the transfer with the BIR, LGU, and ROD:

Typical sequential flow

BIR: File and pay national taxes (CGT or CWT and DST) and secure the eCAR/CAR.
LGU (City/Municipality/Province): Pay Local Transfer Tax and obtain Tax Clearance; update Tax Declaration in Assessor’s Office (often after ROD step, depending on locality).
Registry of Deeds (ROD): Present the eCAR/CAR and other documents to cancel the seller’s TCT/CCT and issue the buyer’s new TCT/CCT.
Assessor’s Office: Finalize Tax Declaration in the buyer’s name if required after ROD.

Taxes & fees at a glance

Actual rates and bases can vary by classification and locality; confirm applicable rates before filing.

Capital Gains Tax (CGT): Generally 6% of the higher of (a) gross selling price in DOAS, (b) zonal value, or (c) fair market value (FMV) per assessor — usually for individuals selling capital assets (e.g., a personal home/lot not used in business).
Creditable Withholding Tax (CWT): Applies when the seller is habitually engaged in real estate business or selling ordinary assets (e.g., developer, corporation with inventory land). Rates vary by property type, location, and price brackets per BIR rules.
Documentary Stamp Tax (DST): Typically 1.5% of the higher of gross selling price or zonal/FMV.
Local Transfer Tax: Usually up to 0.5% of value in provinces; up to 0.75% in cities and Metro Manila. Check the LGU’s schedule/ordinance.
Registration Fees (ROD): Based on a schedule relative to property value (plus minor fees for entry, issuance, etc.).
RPT (Real Property Tax): Settle any delinquencies; RODs commonly require current year RPT receipts and Tax Clearance.

Deadlines (commonly observed)

CGT Return (BIR Form 1706): Within 30 days from the date of sale (for capital assets).
DST (BIR Form 2000-OT/2000): On or before the 5th day following the end of the month of the taxable document or per the BIR form’s instructions.
CWT: Withholding, remittance, and returns per applicable BIR schedules.

Late filings can incur surcharges, interest, and penalties.

Part III — Document checklists

A. For the BIR (to obtain eCAR/CAR)

From Seller

Notarized Deed of Absolute Sale (original + copies).
Owner’s TCT/CCT (original for cancellation) and latest Tax Declaration(s) (land and improvements).
IDs with TIN; TIN verification/1904 if needed.
RPT receipts and Tax Clearance (to date of sale); Certificate of No Improvement for vacant land (as applicable).
Marriage certificate (if married); spouse consent; proof of marital property regime if separation of property.
If corporate seller: SEC/DTI papers; Secretary’s Certificate/Board Resolution authorizing the sale; latest GIS.
SPA and attorney-in-fact’s ID if seller is represented.
Other: Lot plan/technical description (if required), Encumbrance clearances, Mortgage cancellation documents if any.

From Buyer

IDs with TIN (or 1904 to secure a TIN).
If represented: SPA and attorney-in-fact ID.
Proof of payment(s) (receipts/acknowledgments) if requested.

BIR filings & proofs

BIR Form 1706 (CGT) or BIR 1606/1601/0619 etc. for CWT (depending on classification).
BIR Form 2000-OT/2000 (DST) and proof of payment.
Zonal value printout/validation (if required).
eCAR/CAR issued in the name of the buyer (you’ll receive multiple originals addressed to the ROD and LGU).

B. For the LGU (Assessor/Treasurer)

eCAR/CAR (from BIR).
Notarized DOAS.
TCT/CCT (CTC or original as required), Tax Declaration(s), RPT receipts, Tax Clearance.
Local Transfer Tax payment assessment and official receipt.
Tax Declaration transfer/issuance (some LGUs do this after ROD; others require it first for ROD—verify local practice).

C. For the Registry of Deeds (ROD)

Original Owner’s Duplicate TCT/CCT (to be cancelled).
eCAR/CAR (ROD copy).
Notarized DOAS.
Local Transfer Tax receipt (and assessment).
DST proof of payment.
Real property tax clearance and latest TD(s).
IDs and TINs of parties.
SPA/Board Resolution/Secretary’s Certificate, if applicable.
Cancellation of encumbrances (e.g., mortgage release, adverse claim withdrawal), if any.
ROD intake forms and payment of registration fees.

Upon approval, the ROD cancels the seller’s title and issues a new TCT/CCT in the buyer’s name. Expect a waiting period for printing and release.

Part IV — How to tell if the property is a capital or ordinary asset

Capital Asset (often individuals selling personal-use property): typically subject to 6% CGT (no CWT).
Ordinary Asset (inventory or used in business; typical for developers/real estate traders/corporations): subject to CWT (no CGT).
Misclassification can lead to deficiency assessments. Review the seller’s taxpayer profile, financial statements, business permits, and actual property use.

Part V — Due diligence before signing the DOAS

Get a Certified True Copy (CTC) of the Title from the ROD:
- Confirm ownership, property description, and check the Encumbrances page (mortgages, liens, adverse claims, notices of levy, lis pendens).
Compare the title with the seller’s IDs and civil status; obtain spouse’s consent if required.
Verify the latest Tax Declaration(s) and RPT payments; request Tax Clearance.
Check physical possession and boundaries: survey/relocation if needed; confirm right-of-way access; inspect improvements.
Confirm property classification (capital vs ordinary asset) to know which taxes apply.
For condos/subdivision: check with the HOA/Condo Corp for arrears, special assessments, and clearance.
If seller is abroad or a company: verify SPA or board authority; for SPAs executed abroad, ensure apostille/consularization.
Avoid under-declaration of the price—taxes will still be on the higher government value, and you risk penalties and criminal exposure.

Part VI — Special situations

Mortgaged property: Arrange for loan payoff and release of mortgage (Cancellation of Real Estate Mortgage) before or simultaneous with ROD registration.
Properties with improvements not on TD: Secure assessment/Certificate of No Improvement or update TD to avoid BIR/LGU issues.
Multiple sellers/heirs: Ensure complete signatures and proof of authority (e.g., Extrajudicial Settlement and Estate Taxes handled first for inherited properties).
Foreigners: Generally cannot own land (with limited exceptions) but may own condo units subject to the 40% foreign ownership cap of the project.
Agricultural land: Mind CARP/CLOA restrictions, retention limits, and clearance requirements where applicable.
Right-of-way/tenancy: Look for easements or tenancy claims; resolve before closing.

Part VII — Practical timeline (typical)

Week 0–1: Due diligence, draft & notarize DOAS, gather IDs/SPAs/resolutions.
Week 1–3: BIR filings (CGT/CWT & DST); secure eCAR/CAR.
Week 2–4: Pay Local Transfer Tax; complete LGU clearances.
Week 3–6: ROD lodgment; issuance of new TCT/CCT.
Week 4–8: Update Tax Declaration to buyer.

(Actual durations vary by office volume, completeness of papers, and presence of encumbrances.)

Part VIII — Who typically pays what? (Market practice)

Always put this in writing; practices vary.

Seller: CGT (if capital asset) or costs associated with CWT compliance (if ordinary asset).
Buyer: DST, Local Transfer Tax, ROD registration fees, notarial fees, and incidental costs.
Shared/negotiated: HOA/condo clearances, documentary procurement, and courier fees.

Part IX — Sample closing checklist (buyer’s perspective)

Certified True Copy of TCT/CCT (fresh copy).
Notarized DOAS (complete names, TINs, civil status; correct technical description).
IDs of all signatories; spousal consent if needed.
SPA/Board Resolution (if represented/entities).
CGT/CWT filed and paid; DST paid; proofs on file.
eCAR/CAR (enough originals per ROD/LGU).
Local Transfer Tax paid; official receipt.
RPT receipts and Tax Clearance current to sale date.
Certificate of No Improvement (if applicable).
Mortgage/encumbrance releases lodged (if any).
ROD receipts; claim stub for new TCT/CCT.
New Tax Declaration and copy of updated Tax Map/Assessment.
HOA/Condo clearance and updated statement of account.

Part X — Frequently asked questions

1) Is a notarized DOAS enough to prove ownership? No. It proves the agreement, but the world recognizes ownership through the title on file with the ROD. You must complete the registration.

2) Can we transfer title if taxes aren’t paid? Generally no. The ROD requires eCAR/CAR (which won’t be issued until applicable BIR taxes are paid) and Tax Clearances.

3) What price do we declare for taxes? You can’t go lower than the highest of the contract price, zonal value, or assessor’s FMV. Taxes use that higher figure as the base.

4) What if the seller is a developer or real estate company? Often the property is an ordinary asset; CWT applies instead of CGT. Developers usually provide standard tax packets and assist with processing.

5) Is spousal consent really required? For conjugal/community property, yes—lack of consent can block registration or lead to later disputes.

6) Can someone else sign for me? Yes, via SPA. If executed abroad, ensure apostille/consularization and Philippine notarization rules are met.

7) After getting my new TCT/CCT, do I still need to update the Tax Declaration? Yes. The TD is used for RPT billing; keep it consistent with the title.

Part XI — Clean, conflict-free transfer: pro tips

Match names across title, IDs, and civil status docs (watch out for middle names, suffixes, and spelling). If needed, prepare Affidavits of Discrepancy with supporting IDs.
Scan and organize everything (DOAS, IDs, receipts, eCAR, ORs, ROD receipts) into one digital folder.
Use official receipts only; keep copies of BIR-stamped returns.
Monitor encumbrances: after release of the new title, get a fresh CTC of your TCT/CCT to confirm encumbrance page is clean.
Estate or corporate approvals: handle estate tax and board approvals first—registration will stall without them.

Quick contrast table

Item	DOAS (Contract)	Transfer of Title (Registration)
What it is	Notarized deed of sale	Administrative process to update records
Where it happens	Between the parties (and Notary Public)	BIR → LGU → ROD (and back to LGU for TD)
Primary output	Valid public instrument (deed)	New TCT/CCT in buyer’s name; updated Tax Declaration
Taxes	None by itself; the deed triggers CGT/CWT & DST obligations	Requires proof of taxes paid (eCAR/CAR, DST OR, LGU transfer tax OR)
Can I stop after this?	No—ownership isn’t perfected against third persons	Yes—this completes the transfer

Final word

The Deed of Absolute Sale gets you legally committed; the Transfer of Title gets you legally recognized. Plan your transaction around complete documentation, correct tax treatment, and orderly filings with the BIR, LGU, and ROD. When in doubt—especially on asset classification, deadlines, or special cases—consult a Philippine real estate lawyer or a seasoned processor to avoid costly delays and penalties.