Preliminary contract (compromesso): what it is and what it must contain
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What the compromesso is, in simple termsWhy is it signed before the rogito?What must it contain, point by point?Deposit or advance payment: how much you pay and what you riskHow is it registered and how much does it cost?And if one party does not sign the rogito?If the house is still to be builtAgency and commission: when is it paid?In practiceFrequently asked questionsSourcesThe preliminary contract (compromesso), also called preliminare, is the contract through which you and the seller agree to complete the sale on a future date. You usually sign it weeks or months before the notarial deed (rogito), that is, the deed that actually transfers the house in front of the notary.
What the compromesso is, in simple terms
The compromesso is a contract that creates obligations. The seller must sell and the buyer must buy, under the conditions written in the text. The technical name is «contratto preliminare», but in everyday language it is called compromesso.
Ownership does not pass to you when you sign the compromesso. It passes only with the rogito. However, the compromesso protects you: if the seller backs out, you can ask the judge for a ruling that produces the effects of the unsigned contract (art. 2932 of the Civil Code).
Before the compromesso there is usually the purchase proposal (proposta d'acquisto), the document with which you make your offer. If you want to understand the difference, read purchase proposal: what you sign and what you risk.
Why is it signed before the rogito?
Weeks often pass between choosing the house and the rogito. In this time you must get the mortgage, have the documents checked and, if needed, sort out the paperwork. The compromesso fixes price and conditions in advance, so neither party can change its mind without consequences.
The compromesso must be in writing. An agreement by word of mouth or an exchange of messages is not enough: the law requires the same written form as the rogito, otherwise the contract is void (arts. 1350 and 1351 of the Civil Code).
What must it contain, point by point?
There is no single template, but a good compromesso includes these elements:
- the buyer and the seller, with full name and tax code (codice fiscale) of each;
- the property: address, land registry details (foglio, particella, subalterno), boundaries and appurtenances such as cellar and garage;
- the price, written in figures and in words, and how you will pay it;
- the deposit or instalments: how much, when and to whom they must be paid;
- the date of the rogito, or the deadline by which it must be done;
- the state of the property: whether it is vacant or occupied, whether there are mortgages or seizures (pignoramenti) to be cancelled, and who pays any overdue condominium fees;
- urban planning and cadastral compliance, with the seller's declaration;
- if you need a mortgage, what happens if the bank says no;
- if you want to use the first home (prima casa) benefits, the declaration that you intend to do so;
- the agency, if there is one, and the commission due.
If a commitment is not written down, it does not exist for the judge. Ask that every agreement be included in the text before signing.
Deposit or advance payment: how much you pay and what you risk
When signing the compromesso you usually pay a sum. It can be a confirmatory deposit (caparra confirmatoria) or a simple advance payment (acconto), and the consequences differ greatly.
The confirmatory deposit is provided for by article 1385 of the Civil Code. If the person who paid it does not buy, the seller keeps it. If it is the seller who does not sell, they must return double. Example: deposit of €10,000. If you back out, you lose €10,000. If the seller backs out, they return €20,000. Instead of withdrawing, you can also ask for the contract to be performed or for compensation for damages.
The penalty deposit (caparra penitenziale, art. 1386 of the Civil Code) is instead the price of withdrawal: whoever withdraws loses the deposit, or returns double, and owes nothing more. The compromesso must state which of the two it is, because this is not always clear from the name alone.
The acconto is an advance on the price. If the contract does not go through, you get it back, except for any damages. To find out more, read confirmatory deposit and penalty deposit: the differences and advance payment or deposit: what changes if the sale falls through.
How is it registered and how much does it cost?
The compromesso must be registered with the Agenzia delle Entrate within 30 days of signing. Failing to register on time brings penalties, and registration is a step that cannot be skipped.
The registration tax (imposta di registro) on the preliminary contract is a fixed amount of €200, plus 0.5% of the sums paid as deposit or advance payment. Example: deposit of €10,000. 0.5% is €50, so the total is €250. This sum is deducted from the tax you will pay at the rogito. Before paying, check the updated amounts on the Agenzia delle Entrate guides. For the practical details, read registering the compromesso: costs and timing.
The compromesso can also be transcribed in the property registers. That way, if the seller sells to another person or takes out a mortgage after signing, you are protected. The transcription lasts until one year after the date agreed for the rogito, and in any case no longer than three years from the transcription (art. 2645-bis of the Civil Code). Ask the notary whether it is worth doing in your case.
And if one party does not sign the rogito?
If the seller does not show up at the notary, you can turn to the judge. The judge can issue a ruling that produces the effects of the unsigned rogito, so the property passes to you. It is not a quick route, but it is the remedy provided by law (art. 2932 of the Civil Code).
If instead it is you who does not show up, the seller keeps the deposit or claims compensation, according to what is written in the contract. For this reason, it is worth reading all the clauses calmly before signing.
If the house is still to be built
If you buy a property that is yet to be built, or that has just been built by the developer, the protection rules are stricter. The law (d.lgs. 122/2005) requires the builder to provide a surety bond (fideiussione) covering the sums paid before delivery, and a ten-year post-completion insurance policy (polizza decennale postuma). In this case, the preliminary contract must be drawn up by a notary. Learn more in buying a home from a builder: guarantees and surety bond.
Agency and commission: when is it paid?
If an agency helped you, know that the commission is generally due upon signing the compromesso, not at the rogito. The agent must be registered in the Repertorio delle Attività Economiche (REA) with the Chamber of Commerce, otherwise they are not entitled to the commission. In the rogito, the parties declare whether there was a broker and how much they paid (art. 35, paragraph 22, d.l. 223/2006). Read estate agent commission: how much and when it is paid.
In practice
- Ask for a copy of the compromesso before signing and read it calmly.
- Check in the text that there are land registry details, price, deposit and date of the rogito.
- Have it written down what happens if the bank does not grant you the mortgage.
- Make sure the registration is done within 30 days.
Frequently asked questions
Can I sign the compromesso verbally?
No. The compromesso must be in writing, with the same form as the rogito. An agreement only by word of mouth or an exchange of messages has no value as a compromesso.
If the sale falls through, is the deposit returned?
It depends on who does not go ahead and on the type of deposit. If the deposit is confirmatory and you back out, the seller keeps it. If it is the seller who backs out, they must return double.
Do I have to register the compromesso?
Yes, it must be registered with the Agenzia delle Entrate within 30 days of signing. The tax is a fixed amount plus a share of the sums paid, and it is deducted from the tax on the rogito.
Sources
- Civil Code (r.d. 262/1942)
- Civil Code, art. 1385 (confirmatory deposit)
- Civil Code, art. 1386 (penalty deposit)
- DPR 131/1986 (Consolidated Law on Registration Tax)
- D.lgs. 122/2005 (protection of buyers of property yet to be built)
- Agenzia delle Entrate — tax guides (buying a home, first home, inheritance, rentals)
In the same chapter
- Confirmatory deposit (caparra confirmatoria) and penitential deposit (caparra penitenziale): the differencesWith a confirmatory deposit, if you back out you lose the deposit; if the person who received it backs out, they return it doubled. Here are the differences, with examples.
- Who chooses the notary, who pays for themAs a rule, the buyer chooses and pays the notary, that is, the fee and the taxes: how to read the quote.
- Buying a home: every step from search to the notarial deed (rogito)From the viewing to signing at the notary: the six steps to buy a home, with documents, sums to pay and checks before you sign.
- Right of habitation (diritto di abitazione): what it isThe right of habitation lets you live in someone else's home only with your family: it cannot be sold or rented out. Here is how it works.
- Pre-emption right: when it exists and how it worksPre-emption (prelazione) is the priority that gives you the right to buy first, at the same price and conditions: when it exists and how it works.
- Floor, orientation and lift: what they are worthFloor, orientation and lift change the price of a home. Here is how to assess them, with an example in euros and what to check before making an offer.
General information, not legal or tax advice: the law and the notice of sale prevail.
