A practice-oriented, everything-you-need-to-know guide to who can own land, how land may be acquired and sold, what documents and taxes are involved, the limits and exceptions (foreign ownership, agrarian, ancestral domains, patents), and how to close a clean transfer.

1) Constitutional and statutory foundations

Constitutional rule (Article XII)
- Only Filipino citizens and corporations/associations at least 60% Filipino-owned may own land.
- “Hereditary succession” is the lone exception for non-Filipinos (as heir, testate or intestate).
- The State owns all lands of the public domain; only agricultural lands may be alienated (disposed to private ownership). Forest/timber, mineral, and national parks remain inalienable.
Public Land Act (C.A. 141, as amended)
- Governs disposition of alienable & disposable (A&D) public land (homestead, sales patents, free patents).
- Residential Free Patent (R.A. 10023) and Agricultural Free Patent reforms (e.g., R.A. 11573; R.A. 11231) modernize titling and, for certain agricultural free patents, loosen prior alienation restrictions—but restrictions may still appear as annotations on specific titles. Always read the memoranda/conditions on the face and back of the title.
Property Registration Decree (P.D. 1529)
- Establishes the Torrens system (OCT/TCT). Registration is the operative act that binds third persons; an issued decree becomes indefeasible after one year, subject to limited exceptions (e.g., actual fraud before decree).
Indigenous Peoples’ Rights Act (IPRA, R.A. 8371)
- Recognizes ancestral domains/lands (CADT/CALT). Ownership is communal or per customary law; sale to non-IPs is restricted/void absent compliance with IPRA and NCIP rules.
Comprehensive Agrarian Reform (R.A. 6657, as amended)
- CLOA lands (agrarian awards) carry use and alienation restrictions (e.g., transfer only to qualified beneficiaries/government within certain periods, plus retention ceilings, conversion rules).
Investors’ Lease Act (R.A. 7652)
- Foreigners may lease private land for up to 50 years, renewable for 25 (50+25).
- Condominium Act (R.A. 4726) allows foreigners to own condo units so long as foreign equity in the condominium corporation/project does not exceed 40% (land remains owned by the corporation).
Foreign Investments & Anti-Dummy laws
- Foreign Investments Act (R.A. 7042) & Anti-Dummy Law (C.A. 108) penalize nominee/dummy arrangements and foreign control over land-holding entities that are “Filipino” only on paper. Beneficial ownership and control tests (including the “grandfather” rule) may be applied.

2) Who may own land—and how

A) Natural persons

Filipino citizens: full ownership rights, subject to special regimes (agrarian, IPRA, patents).
Dual citizens (under R.A. 9225): treated as Filipinos for ownership.
Former Filipinos who lost citizenship: cannot own land as aliens, but may reacquire Philippine citizenship (R.A. 9225) or buy through qualified spouse, or own condo units (subject to the 40% foreign-cap).
Foreigners: no land ownership, except by hereditary succession; may own condo units within the 40% cap, buildings (separate from land), and lease land long-term.

B) Juridical persons

At least 60% Filipino equity at every relevant layer (look-through) to be land-qualified.
Cooperatives/associations must show Filipino control.
Religious/charitable entities: subject to the same nationality rules unless a special law says otherwise.

3) Land classification and titling basics

Check classification first: Only A&D land can be titled to private parties. A DENR certification or cadastral/map data may be needed if status is unclear.
Original vs. derivative titles:
- OCT (Original Certificate of Title) – first title from the State/court.
- TCT (Transfer Certificate of Title) – from subsequent conveyances.
Indefeasibility & remedies: After one year from the decree (not the physical title print), titles are generally conclusive; challenges shift to actions for reconveyance against the registered owner, not to annul the title itself (save narrow exceptions).
Reconstitution (R.A. 26): if an original title is lost/destroyed (e.g., fire), there is a judicial/administrative reconstitution process—never “re-issue” privately.

4) Special regimes affecting sale or use

Agrarian:
- CLOA parcels carry 10-year (or more) alienation/use limits, transfers only to qualified beneficiaries, and DAR clearance for conversion (agricultural→non-agricultural).
- Retention and exemption rules apply; agricultural reclassification by LGUs is not the same as DAR conversion.
Ancestral domains (IPRA):
- Transfers must respect customary law, FPIC (when applicable), and NCIP processes. Ordinary sale deeds often do not work.
Patented lands:
- Homestead and residential free patents may bear alienation bars (e.g., five years) and repurchase rights; some agricultural free patents issued under updated laws have relaxed restrictions. Read the annotations.
Rights of way & easements:
- Civil Code easements (e.g., ROW, drainage, light and view) bind successors; some are annotated, others arise by law based on facts.

5) Due diligence before buying

Identify the property clearly

Certified true copy of TCT/OCT from the Registry of Deeds (latest copy).
Technical description and lot plan; consider a relocation/verification survey for raw or irregular parcels.

Trace encumbrances

Read back page annotations: mortgages, adverse claims, lis pendens, writs, Section 4, Rule 74 heirship annotations, patent restrictions, ROW.
Ask the seller for tax clearance, real property tax (RPT) receipts, and Tax Declaration(s) (land and improvements often have separate TDs).

Match seller’s authority

Individuals: Government ID; marital status (spousal consent may be required—see §6).
Corporations: Board resolution/Secretary’s Certificate authorizing the sale; confirm SEC records and beneficial ownership.
Estates/heirs: Extrajudicial Settlement (EJS) with publication and BIR estate taxes paid; or court authority in testate/intestate proceedings.
Agents: Notarized SPA specifically authorizing sale.

Zoning & use

Zoning certificate (LGU/CLUP compliance), DHSUD/HLURB for subdivision/condo projects, DAR conversion if agricultural use will change, DENR clearances if near sensitive areas.

Possession/tenancy

Inspect actual occupants/tenants, boundary monuments, and ingress/egress. Tenancy or informal settlers can outlast paper.

6) Family Code & property regimes (consent rules)

Community/Conjugal property (Articles 96, 124): Disposition or encumbrance of community/ACP or conjugal real property requires written consent of both spouses; absent consent, the transaction is void (or voidable, as the case may be) to the extent of the property regime.
Family Home: Constituted by law upon occupancy; alienation/encumbrance generally requires spousal consent (and in some cases, guardian/judicial approval if minor beneficiaries’ interests are involved).
Separation of property/prenuptial: Show the marriage settlement; otherwise presume ACP.

7) How to buy and transfer cleanly (standard flow)

Offer, acceptance, and due diligence period (5–30 days typical).
Contract to Sell (CTS) or Offer to Purchase with earnest money or option (clarify if option money is consideration for a separate option; keep in writing).
Deed of Absolute Sale (DOAS) (or Deed of Assignment, Deed of Exchange, etc.), notarized with complete description: TCT/OCT number, lot/block/survey, area in figures and words, consideration, delivery of possession, and warranties (title, liens, taxes).
Tax clearances: Settle RPT and request Tax Clearance from the Treasurer.
BIR:
- eCAR (electronic Certificate Authorizing Registration) is mandatory.
- Capital Gains Tax (CGT) (typically 6% of higher of zonal value or gross selling price) if seller is an individual or a corporation selling a capital asset (not dealer).
- Creditable Withholding/Income Tax & VAT apply instead if the property is an ordinary asset of a real estate business (subject to VAT or percentage tax and normal income tax).
- Documentary Stamp Tax (DST) (commonly 1.5% of higher of zonal/fair market or price).
- File the returns within BIR deadlines (counted from notarization) and secure the eCAR.
Local transfer tax & registration fees: Pay Transfer Tax to the LGU (rates vary by city/province) and Registration Fees to the Registry of Deeds (schedule-based).
Register the deed with the Registry of Deeds using the eCAR, tax receipts, and transfer tax proof.
New TCT: Issuance in buyer’s name; then update Tax Declaration with the Assessor’s Office.

Golden rule: Unregistered deeds do not transfer ownership against third persons. Registration makes the transfer opposable and preserves priority.

8) Selling mortgaged or encumbered land

With existing mortgage: Either pay and cancel (secure Cancellation of Mortgage annotation), or close through escrow where part of the price settles the loan and cancellation documents are released simultaneously.
With lis pendens/adverse claim: Generally do not close until resolved or adequately escrowed; buyers should obtain quitclaims/waivers or court orders.
Right of first refusal/leases: Respect registered RFRs and leases; possession by tenants may bind buyers (actual notice).

9) Foreign participation without land ownership

Condominium units (40% foreign cap at the project level).
Long-term lease (50 + 25 years) of private land for residence or investment.
Ownership of buildings separate from land (via long-term land lease).
Co-ownership with Filipino spouse: land titled in the Filipino spouse’s name; beware of nominee/dummy risks and future marital events (e.g., if the Filipino spouse predeceases, succession rules apply).

10) Tax map (seller vs. buyer)

Item	Typical Payer	Notes
Capital Gains Tax (6%) or Income Tax/VAT	Seller	Depends on whether asset is capital or ordinary; VAT may apply to developers/real estate businesses.
Documentary Stamp Tax (1.5%)	Buyer (often negotiated)	Based on higher of price or zonal/fair market value.
Local Transfer Tax	Buyer	Rate set by LGU; pay before registration.
Registration Fees	Buyer	Paid to Registry of Deeds.
Broker’s Fee	Per agreement	Under RESA (R.A. 9646), only licensed brokers may broker for a fee.
Withholding Taxes	Buyer (agent of withholding)	Applies when seller is under ordinary asset regime.

(Allocation can be negotiated, but BIR and LGU care only that taxes are paid—put the allocation in the deed.)

11) Notarization & forms

Notarial Practice requires personal appearance with competent evidence of identity; the notary records Doc/Page/Book/Series.
Special Power of Attorney is required to sign on behalf of another; for overseas signings, the SPA must be apostilled/consularized (unless e-notarization is accepted under applicable rules).
Acknowledgment (for deeds) vs Jurat (for affidavits)—use the correct notarial form.

12) Red flags (walk-away or fix before closing)

Title name mismatch with the seller; unprobated estate; minor owners without court approval.
Unreleased mortgage or annotation that cannot be cleared promptly.
Fake/altered titles (inconsistent font, no QR/security features, wrong registry codes).
Boundary disputes, ROW problems, overlapping surveys.
CLOA/patent restrictions that bar sale.
Ancestral domain claims or protected area overlap.
Zonal value far above price → unexpected tax hit.

13) Quick templates (adapt carefully)

A) Seller’s Warranties Clause (sample)

Seller warrants (i) absolute and exclusive ownership of [Property Description; TCT No.] free from liens/encumbrances except [list]; (ii) payment of real property taxes up to [year]; (iii) absence of adverse claims/litigation; and (iv) full authority to sell. Seller shall defend and hold Buyer harmless from claims arising from facts existing prior to transfer.

B) Conditions Precedent to Closing (sample)

Closing is conditional on: (1) issuance of eCAR; (2) payment of CGT/DST/transfer tax; (3) release of mortgage cancellation for Entry No. [____]; (4) clean RPT clearance; (5) delivery of owner’s duplicate title, tax decs (land & improvements), and 2 valid IDs of Seller.

C) Spousal Consent (sample)

I, [Spouse Name], lawful spouse of [Seller], hereby consent to the sale of [Property] covered by TCT No. [____] and waive any objection under Articles 96/124 of the Family Code and family-home provisions, as applicable.

14) FAQ (2025 snapshots)

Can a foreigner inherit land and keep it? Yes—hereditary succession is a constitutional exception. Later sale is allowed under ordinary rules (taxes apply). Gifts/inter vivos transfers to a foreigner are not covered by the exception.

Can a corporation with 60% Filipino shareholders buy land if the 40% foreigners effectively control the board? Risky. Control/substance tests may pierce formalities. Ensure Filipinos truly control voting and management to avoid Anti-Dummy exposure and nullity of the acquisition.

Is a notarized deed enough to prove ownership? No. Registration with the Registry of Deeds is essential to bind third persons and issue a new TCT in your name.

Do I need barangay conciliation before suing on a land sale dispute? If both parties are natural persons residing in the same city/municipality, KP conciliation is usually a condition precedent (unless an exception applies).

How fast must I pay taxes after notarization? BIR deadlines run from date of notarization; penalties accrue if late. Start eCAR processing promptly.

15) One-page buyer’s checklist

Latest CTC of TCT/OCT; match names/area/technical description
Read all annotations (mortgage, lis pendens, patent/CLOA/IPRA, ROW)
Zoning/DAR status; DENR classification if raw land
RPT paid; Tax Declarations (land & improvements)
Authority to sell (IDs, marital status, board/SPA; estate documents)
Physical inspection; boundaries; occupants; access
Clear tax plan (CGT or VAT/IT; DST; local transfer; registry fees)
Notarize and register; get new TCT and update TDs

Final notes

In the Philippines, title history, annotations, and special regimes (agrarian, IPRA, patents) determine what you really own and can validly sell.
Register or it didn’t happen: the Registry of Deeds is where ownership changes hands in law.
For foreigners and mixed-ownership structures, stay well inside nationality and control rules—paper compliance is not enough.
Always read the exact text on the title and secure the eCAR early to avoid the most common closing failures.