Contracts, Notaries & Escrow: The Legal Backbone of Your Property Deal

Three pillars, one smooth closing. This page explains every contract you’ll sign, what the notary actually does, and how escrow keeps your money safe—so you can buy property in Panama with total confidence.

Core Contracts & When They’re Used

Contract Stage Purpose Typical Deposit
Promesa de Compraventa (Promise‑to‑Buy) After price agreement Reserves the property and locks in terms 10 % of purchase price
Option to Purchase Pre‑construction / land banking Secures right (not obligation) to buy at a fixed price 1 – 3 % option fee
Escritura Pública de Compraventa (Sale Deed) Closing day Transfers legal title; recorded at Public Registry Balance of funds
Lease with Option to Buy Rent‑to‑own scenarios Tenant builds equity while renting 1–2 months rent + option fee
Power of Attorney (POA) Remote buyers Authorises agent to sign on your behalf
Escrow Agreement Throughout Governs release of funds

Anatomy of the Promesa de Compraventa

  1. Parties & Capacity – Full legal names, passport numbers, or corporate details.
  2. Property Description – Folio real number, cadastral plan reference, and furnishings list.
  3. Purchase Price & Deposit – Amounts in numbers and words; currency USD.
  4. Closing Date & Extensions – Usually 30–60 days; extensions may incur penalties.
  5. Default & Penalties – Standard: buyer loses deposit; seller pays double deposit back.
  6. Due‑Diligence Clause – Allows deposit refund if title defects found within X days.
  7. Financing Contingency (optional) – Contract void if bank loan denied.
  8. Force Majeure – Defines events (e.g., strikes, natural disasters) that pause deadlines.
  9. Dispute Resolution – Panama courts or arbitration; language of contract controls.
  10. Tax Allocation – Confirms seller pays transfer & CGT; buyer pays registry & notary.

Tip: Insist on a due‑diligence escape clause—rarely offered by default.

Option to Purchase: Key Clauses

Clause Why It Matters
Option Fee & Applicability Is the fee creditable toward purchase price? Refundable?
Exercise Window Specific dates vs. project milestone (e.g., occupancy permit)
Price Escalation Fixed vs. indexed to construction costs or CPI
Assignment Can you sell the option to another buyer?
Default Remedies Loss of option fee vs. liquidated damages

Lease with Option to Buy (Rent‑to‑Own)

Power of Attorney (POA)

Type Scope Validity
General Broad powers incl. banking Until revoked; higher risk
Special (Specific) Single transaction—e.g., sign deed Expires upon completion

All foreign‑issued POAs must be apostilled or legalised and then registered in Panama before use.

Role of the Notary Public

Task What the Notary Verifies
Identity Check Valid passport / cedula and signatures of parties or attorneys‑in‑fact
Legal Capacity Corporate board resolutions or POA validity in Registry
Tax Clearance Transfer tax & capital‑gains advance paid (DGI receipts)
Property Data Folio real number, boundaries, and encumbrances match Registry

Cost: US $250 – $600 depending on province and sale price. Appointments fill fast—AskPanama books your slot two weeks ahead.

Escrow Mechanics

Item Standard Practice in Panama
Escrow Agent Bank trust division (e.g., Banistmo Trust) or licensed fiduciary company
Deposit 10 % upon signing Promesa; balance on deed day
KYC Requirements Passport, proof of address, source‑of‑funds letter
Release Conditions Notary‑signed deed and Public Registry filing receipt
Fees US $350 – $600, typically paid by buyer

AskPanama holds a client‑trust account at Multibank for faster domestic transfers and same‑day USD wires.

Red‑Flag Clauses & Common Pitfalls

Clause / Issue Risk AskPanama Fix
“Deposit non‑refundable under any circumstance” No exit if title defects Add due‑diligence contingency
Seller may extend closing “at discretion” Unlimited delays Cap extensions & add penalty
Arbitration outside Panama Higher cost & enforcement issues Keep venue in Panama City
Funds wired directly to seller Money at risk before deed recorded Mandatory escrow with release triggers

Our Flat‑Fee Services (USD)

Service Scope Fee
Contract Draft or Review Spanish & English versions + risk notes $450
Notary Coordination Appointment, document prep, attendance $300
Escrow Setup & Management Agent selection, KYC, wiring instructions $350
POA Draft & Apostille Guidance Template, instructions, registry filing $200

Turnaround: 24 hours for standard reviews, 48 hours for bilingual drafts.

How to Engage Us

Upload draft contract or property folio via encrypted portal.
Receive a scope‑of‑work & quote within two business hours.
We draft / revise contracts, book the notary, and open escrow—you review and sign.
Close with confidence—funds release only after your name is in the Registry.

Questions? WhatsApp +507‑6933‑3333 or chat live.
Contracts iron‑clad. Notary booked. Funds secured. That’s AskPanama.