Difference Between Transfer Certificate of Title (TCT) and Deed of Sale in the Philippines

This is practical legal information for the Philippine setting. It’s not a substitute for tailored advice from your lawyer or broker.

Big picture (at a glance)

Feature	Transfer Certificate of Title (TCT)	Deed of Sale (DoS)
What it is	Government‐issued certificate of ownership under the Torrens system	Private document (made public once notarized) that proves the seller agreed to sell the property to the buyer
Who issues	Registry of Deeds (RD)	Parties to the sale; notarized by a notary public
Core function	Evidence of ownership and public notice of who owns the land and what encumbrances exist	Mode/instrument of conveyance—the contract that transfers rights from seller to buyer
When it matters	When proving ownership to anyone (banks, buyers, courts, government)	When processing taxes and registration; proves the agreement and terms
Against third persons	Binds the world once registered; annotations put everyone on notice	Generally does not bind third persons until registered with the RD
Lifespan	Stays in force until cancelled and replaced with a new title	Applies to a specific transaction; once registered, its effect appears as an annotation on the title
Typical mistakes	Thinking the paper title alone “creates” ownership (the law + valid transfer + registration do)	Thinking a notarized deed alone makes you the owner (without registration)

Key rule: The deed is the instrument that transfers ownership; registration (at the RD) is the operative act that makes that transfer effective against third persons; the TCT is the government’s official record showing the result.

The Torrens system in PH: OCT vs TCT vs CCT

OCT (Original Certificate of Title) – First title issued for a parcel after original registration.
TCT (Transfer Certificate of Title) – Issued after a registered parcel is transferred from one owner to another (sale, donation, etc.). Each transfer cancels the prior OCT/TCT and results in a new TCT in the buyer’s name.
CCT (Condominium Certificate of Title) – The counterpart for condominium units (and parking slots), not land parcels.

Each title has:

Title number, registered owner’s name/civil status, technical description (lot/area/boundaries), and
Encumbrances page: mortgages, liens, easements, adverse claims, notices of lis pendens, court orders, restrictions, etc.

There are two “copies” to know:

Original (at the RD) – The official record.
Owner’s Duplicate (with the registered owner) – Must be surrendered for any voluntary registration (e.g., sale, mortgage, annotation).

What a Deed of Sale really does

A Deed of Absolute Sale (or Deed of Conditional Sale/Contract to Sell) is the contract between seller and buyer. Core points:

Notarization is essential for registration; a notarized deed becomes a public document with presumption of regularity.
The deed states the parties, property, price/consideration, and warranties (e.g., that the property is free from liens except those disclosed).
Conditional vs. absolute:
- Contract to Sell / Deed of Conditional Sale: Title remains with the seller until the buyer fulfills a condition (usually full payment). After fulfillment, the parties execute a Deed of Absolute Sale for registration.
- Deed of Absolute Sale: Immediate conveyance (subject to registration).

Without registration, the buyer typically acquires rights only against the seller (personal rights). To bind third persons (and win the “race” in double-sale scenarios), register.

Why registration and the TCT matter so much

Public notice: Registration makes the transfer public and opposable to all. Anyone dealing with the land is deemed to have notice of what’s on the title.
Indefeasibility & reliance: Buyers and banks rely on a clean title; an innocent purchaser/mortgagee for value who relies on the title is protected by law, subject to narrow exceptions (e.g., forged titles, void original registration).
Double sale (Art. 1544 Civil Code): For immovables, the buyer who first registers in good faith generally prevails. If no one registered, then the one who first took possession in good faith; if still tied, the one with the oldest deed in good faith.

“Which document proves ownership?”

Primary evidence: The current, uncancelled TCT/CCT in your name (plus a certified true copy from the RD).
The deed of sale shows how you acquired it, but the title is what third parties and courts primarily look at to recognize ownership and encumbrances.

End-to-end process: from signed deed to new TCT

Due diligence (before signing)
- Secure a Certified True Copy (CTC) of the title from the RD; verify the title number, owner, technical description, and all annotations.
- Cross-check tax declaration and real property tax (RPT) status at the Assessor/Treasurer; confirm no arrears or delinquency.
- Inspect the property; confirm actual possession, boundaries, access, improvements, and whether it’s tenanted or agricultural (agrarian rules may apply).
- If mortgaged, plan for a simultaneous loan settlement and release of mortgage.
Execution & notarization
- Prepare and sign the Deed of Sale (or Contract to Sell) with correct identities/civil status; spouses should sign if the property is conjugal/community.
- Attach IDs, tax identification numbers (TINs), and applicable corporate authorizations (board resolution, secretary’s certificate, SPA).
Taxes and clearances (BIR/LGU)
- Capital Gains Tax (CGT): Generally 6% of the higher of the gross selling price or the fair market/zonal value—usually seller’s liability (unless property is an ordinary asset, in which case income tax/CWT regime applies).
- Documentary Stamp Tax (DST): ₱15 for every ₱1,000 (i.e., 1.5%) of the higher valuation—often buyer’s burden by practice.
- Local Transfer Tax: Rate depends on the LGU (commonly around 0.5%–0.75% of the higher valuation)—typically buyer pays.
- Registration Fees: Payable to the RD, graduated based on value—buyer usually pays.
- Obtain the BIR eCAR (Electronic Certificate Authorizing Registration) and official receipts for all taxes.
Registration at the Registry of Deeds
- Submit the owner’s duplicate title, notarized deed (with BIR/treasury stamps), eCAR, tax clearances, and IDs.
- RD cancels the seller’s title and issues a new TCT/CCT in the buyer’s name; encumbrances (e.g., mortgages) are annotated.
- Update Tax Declaration to the buyer at the Assessor’s Office.

Practical split of costs (typical, but negotiable): Seller – CGT (or income tax/CWT if an ordinary asset) and any unpaid RPT. Buyer – DST, transfer tax, registration fees, and incidental costs.

What to check on the TCT/CCT

Owner’s name(s) and civil status; spellings must match IDs/TINs.
Technical description (lot/area) and property location.
Encumbrances page:
- Mortgages (and whether a Cancellation of Mortgage is annotated).
- Lis pendens, levies, adverse claims.
- Deed of restrictions, right-of-way easements, condominium master deed restrictions.
Mother/derivative references (for subdivided lots or condo projects).

If anything looks off, pause and investigate before paying or registering.

Common scenarios & treatment

Lost owner’s duplicate title
- Voluntary registration (sale/mortgage) cannot proceed without it. You’ll need a court petition to issue a new owner’s duplicate or, in specific situations, administrative reconstitution (if records were destroyed). Expect time and cost.
Property is mortgaged
- Either pay off the loan to obtain a Cancellation of Mortgage for annotation, or arrange a simultaneous assumption or take-out with the buyer’s bank so the RD can issue the new TCT with the appropriate mortgage annotation.
Agricultural land / agrarian issues
- Sales may require DAR clearances; CARP restrictions, retention limits, or existing farmer-beneficiary rights can block or complicate transfers.
Foreign buyer
- No land ownership by foreigners (save narrow exceptions). Foreigners can own condo units so long as the project’s foreign ownership cap (40%) isn’t exceeded.
Estate transfers
- Use Extrajudicial Settlement (or court proceedings) and pay estate tax first; RD will then issue titles to heirs. A later sale to a third party is a separate deed/registration.
Double sale risk
- The buyer who first registers in good faith wins. Don’t hand over the bulk of the price without a clear path to immediate registration.

Deed drafting checklist (essentials)

Complete legal names, civil status, citizenship, ages, and addresses.
Exact title number and technical description (lifted from the title).
Consideration (price) and payment terms.
Clear warranties (ownership, freedom from liens except those disclosed).
Handling of taxes/fees and who pays what.
Delivery of owner’s duplicate and timing for registration.
Signatures of both spouses if property is conjugal; corporate signatories with board authority.
Notarial acknowledgment with competent evidence of identity.

Frequently asked questions

1) Is a notarized Deed of Sale enough to make me the owner? Not against the world. It binds you and the seller, but you must register it at the RD to bind third persons and get a new TCT/CCT in your name.

2) Which document should I keep safe? Both. Keep the new TCT/CCT (owner’s duplicate) safe and keep copies of the deed and tax/eCAR receipts. Consider a fireproof safe and digital scans.

3) Can the RD refuse to register my deed? Yes—if taxes or fees aren’t paid, documents are incomplete/defective, identities don’t match, the owner’s duplicate isn’t surrendered, or there’s a legal impediment (e.g., court order, lis pendens).

4) Are tax declarations proof of ownership? No. They’re for taxation. Title is king for registered land.

5) For condos, why is my document called a CCT and not a TCT? Condo units use CCTs. Functionally similar to a TCT but tied to the Condominium Act and the project’s master deed and restrictions.

Practical due-diligence flow (buyer’s side)

Get a CTC of the title from the RD (very recent).
Validate encumbrances and compare with the seller’s disclosures.
Match technical description to an updated lot plan or survey if boundaries are critical.
Verify RPT payments and tax declaration details.
Confirm seller’s identity/capacity (marital status, corporate authority, guardianship if applicable).
Prepare deed and tax filings; target same-day submission for taxes and prompt RD registration to minimize risk.

Bottom line

The Deed of Sale is the contract that conveys the property;
Registration is the operative act that makes that conveyance effective against everyone;
The TCT/CCT is the official proof of ownership the world will recognize.

Handle all three correctly—deed → taxes → registration—and you’ll end with a clean title in your name and a defensible property right.