Due Diligence Documents for the Purchase of Agricultural Land in the Philippines

A practitioner-oriented guide

I. Why rigorous due diligence matters

Agricultural land is heavily regulated in the Philippines. Aside from the ordinary requirements for any real-estate conveyance, buyers must navigate agrarian-reform restrictions, land-use controls, tax rules, tenancy rights, environmental regulations, and (where the seller is a corporation or cooperative) corporate–governance approvals. Failure to collect and verify the right documents can render a sale void, expose the buyer to forfeiture, or trigger criminal, civil, or administrative liability.

II. Core legal framework (quick citations)

Area	Key issuances (illustrative)
Land registration	PD 1529 (Property Registration Decree), RA 6732 (administrative titling)
Agrarian reform	RA 6657 (CARP, as amended by RA 9700), DAR A.O. 1-2019 (land acquisition & distribution), A.O. 3-2023 (land-use conversion)
Tenancy/leasehold	RA 1199, RA 3844, RA 6389
Foreign/equity limits	Sec. 7, Art. XII, 1987 Constitution; FIA-IRR
Indigenous peoples	RA 8371 (IPRA)
Environmental	PD 1586 (EIS System), DAO 2003-30, NIPAS Act (RA 7586, as amended)
Taxation	NIRC (as amended), Local Government Code (RA 7160)

(The table is purely for orientation; each document is discussed in context below.)

III. Ownership and title documentation

Certified true copy of the Transfer Certificate of Title (TCT) or Original Certificate of Title (OCT)
- Obtain from the Registry of Deeds (RD) with the latest date stamp (ideally within the last week).
- Match technical description with approved survey plan (see Sec. VIII).
- Check for adverse annotations: liens, levies, notices of lis pendens, DAR certifications, right-of-way easements, Section 4/7 notices (agrarian).
Certified copy of the mother title & derivative deeds
- Trace back at least two transfers to rule out forged break-in-chain.
Tax Declaration (TD) & real-property tax (RPT) records
- Secure the current and previous five-year TD from the municipal assessor.
- RPT Clearance from the treasurer shows no arrears.
Latest Statement of Account (SOA) for irrigation service fees (if within NIA system).
Special title types
- Certificate of Land Ownership Award (CLOA) or Emancipation Patent (EP)—check the 10-year prohibition on transfer (Sec. 27, RA 6657) and right-of-redemption of ARBs.
- Free Patent—five-year restriction under CA 141, as amended.

IV. Agrarian-reform and land-classification clearances

DAR Certification (aka DAR Land Use Conversion (LUC) Certification)
- Confirms whether the parcel is: (a) covered by CARP; (b) exempted/excluded; or (c) already issued a Conversion Order.
Land Bank of the Philippines (LBP) Certification
- Verifies whether the land is subject to outstanding land-valuation claims.
Retention & exemption rulings
- If the seller relies on the 5-hectare retention limit or a DOJ Opinion on livestock/poultry exclusion, secure certified copies.
Municipal Agrarian Reform Officer (MARO) certifications
- Crop tenancy/actual tiller profile.
- MARO inspection report on possession & cultivation status.

V. Environmental, zoning & land-use compliance

Certificate of Non-Coverage (CNC) or Environmental Compliance Certificate (ECC) from EMB-DENR if the land is within environmentally critical areas or the buyer intends to develop intensively (e.g., agri-industrial estate, aquaculture ponds).
Zoning Certification / Locational Clearance from the municipal/city planning office indicating:
- Land is classified as “agricultural” and not re-classified to non-agricultural without DAR conversion.
Protected Area certification under the NIPAS Act, if proximate to national parks, watersheds, mangroves, etc.
Certificate of Irrigation Coverage or No-Objection Letter from NIA, if applicable.

VI. Tax-related documents (transfer stage)

Tax	Who settles	Documentary proof to secure before deed of sale is filed at RD
Capital Gains Tax (CGT) or Creditable Withholding Tax (CWT)	Seller (unless exempt)	BIR Form 1706 (CGT) / 1606 (CWT) with official receipt
Documentary Stamp Tax (DST)	Buyer (often shared)	BIR Form 2000‐OT proof of payment
Expanded Withholding Tax (if seller is corporation)	Buyer as withholding agent	BIR Form 2307
Transfer Tax	Buyer	Treasurer’s official receipt
Registration Fees	Buyer	RD official receipt

Also secure BIR Certificate Authorizing Registration (CAR)—a mandatory attachment to the Deed of Absolute Sale (DOAS) for registration.

VII. Seller & possessor due diligence

Government-issued IDs / SEC or CDA Certificates
- For individuals: at least two government IDs with matching signatures.
- For corporations: SEC Certificate, latest GIS, Board Secretary’s Certificate authorizing the sale (board and shareholder approvals).
- For cooperatives: CDA Certificate, Board Resolution with members’ general assembly approval.
Marital & succession documents
- PSA-issued Marriage Certificate (confirm conjugal status; spousal consent).
- Extrajudicial Settlement (EJS), if property came from inheritance.
- Affidavit of Self-Adjudication (if sole heir).
Tax Identification Numbers (TINs) for all parties.
Barangay Clearance & Mayor’s Permit (where the seller is a business operating the farm).

VIII. Physical & technical validation

Approved survey plan (Bureau of Lands/LMB‐DENR or LRA).
- Plot against the TCT technical description.
- Commission a licensed geodetic engineer to re-locate corners; collect relocation survey sketch & minutes of perimeter walk.
DAR-generated parcel map (if CLOA/EP)—verifies block boundaries and allocations.
Soil analysis, water rights & irrigation data—vital for agribusiness buyers.

IX. Tenancy, leasehold & occupancy concerns

Certification of No Tenancy from the MARO/BARBD.
Quitclaims or Waivers by identified tenant-farmers, duly notarized and acknowledged before the DAR lawyer.
Barangay & municipal mediation records where eviction/lease termination was settled.
Leasehold Contracts—review duration, improvements, and surrender clauses.
Barangay Certification of Peaceable Possession—helps defend against forcible entry/unlawful detainer suits.

X. Corporate & other special-seller requirements

Seller type	Extra documents
Corporation (domestic)	Board & shareholders’ approvals; Secretary’s Certificate; audited FS showing land in asset schedule; conformity of securing officers under Sec. 52, RCC.
Corporation (foreign-equity)	Proof that at least 60 % of outstanding capital is Filipino-owned and that the land will be used for a qualified purpose (e.g., leasing for 25 years renewable).
Cooperative	General assembly resolution; CDA approval for asset disposition under RA 9520.
Government agency/GOCC	COA clearance; Privatization or DBM approvals; OGCC clearance.
Heirs (estate unsolved)	Letters of Administration; court authority under Rule 89 of Rules of Court.

XI. Deal-closing instruments

Deed of Absolute Sale (notarized; prepared on high-quality bond; margin specs under LRA Circular A-2017).
Secretary’s Certificate / SPA where agents sign.
Sworn Statement of True Consideration (BIR) if a lower price appears on the DOAS.
Acknowledgment Receipt for the purchase price.
Affidavit of No Pending Case involving the land.
Separate Indemnity Agreement on hidden defects (optional but common in big agribusiness deals).

XII. Common red flags & how to mitigate

Red flag	Mitigation
Title annotation “DAR Notice of Coverage”	Verify status; require DAR clearance or exclude area from sale.
Seller offers only photocopy of title	Obtain certified true copies directly from RD; require Owner’s Duplicate.
Land re-classified as residential but no DAR Conversion Order	Require seller to secure Conversion first; otherwise sale void (Sec. 65, RA 6657).
RPT unpaid for >5 years	Escrow portion of price to cover surcharges; secure tax amnesty paperwork if available.
Presence of share-tenants in actual possession	Demand valid waivers approved by DAR; if none, postpone closing.
CLOA within 10-year lock-in	Wait out period or execute usufruct/lease; never accept outright transfer.

XIII. Practical workflow & timeline (indicative)

Week 1-2: Preliminary document gathering—CTC of title, tax dec, DAR & zoning certifications, corporate papers.
Week 3-4: Technical survey & on-ground inspection; tenancy verification; environmental checks.
Week 5-6: Secure tax clearances; draft DOAS; obtain board/assembly approvals.
Week 7: Sign, notarize, pay CGT/DST within 30 days of notarization.
Week 8-9: Present to RD for registration; secure new TCT in buyer’s name.
Post-registration: Transfer tax dec; update RPT, irrigation, and barangay records.

(Timelines can double if the parcel is under CARP coverage or involves a conversion petition.)

XIV. Take-away checklist (print-friendly)

Certified true copy of TCT/OCT & mother title
Latest Tax Declaration + RPT Clearance
DAR Certifications (coverage, tenancy, retention)
Zoning & environmental clearances (CNC/ECC, locational)
BIR CAR + proof of CGT/CWT & DST payment
Seller IDs / corporate authorities / marital status proofs
Board or assembly resolutions (if entity seller)
Barangay/MARO certifications on possession & tenancy
Approved survey plan & relocation sketch
Quitclaims from tenants or affidavit of no tenancy
Deed of Absolute Sale & supporting affidavits
New TCT in buyer’s name + updated tax dec

XV. Conclusion

Agricultural-land acquisitions are fertile investments but legally unforgiving. A buyer who gathers and cross-checks every document listed above—while remaining alert to agrarian-reform, environmental, and tax nuances—can close confidently, prevent post-sale disputes, and preserve the asset’s long-term value. When in doubt, engage licensed geodetic engineers, agrarian-law practitioners, and tax counsel early; the modest upfront cost is trivial compared with the price of a defective title or a DAR cancellation order.