If you are planning to buy or sell property through a promissory purchase agreement (CPCV), know that IMT (Municipal Property Transfer Tax) may be due before the final deed - and at more than one point.
🔑 The key is the "free assignment clause"
Everything depends on whether the contract includes this clause, which allows the promissory buyer to assign their position to third parties without the seller's consent.
✅ WITH free assignment clause
Simply signing the CPCV with this clause is already a taxable event. This means:
- The deposit paid is subject to IMT (rate calculated on the total transaction value - and is non-refundable);
- If you assign the position to another person, that person pays IMT on the assignment value;
- At the final deed, the assignee pays IMT on the remaining value.
⚠️ The tax must be settled before the contract or assignment is executed.
❌ WITHOUT free assignment clause
Signing the CPCV and paying the deposit does not trigger IMT. However, if you still assign the position to third parties:
- The assignor pays IMT on the total contract value (or VPT, whichever is higher);
- The assignee pays IMT at the final deed;
- There is an exception: if no additional value beyond the deposit was received, exemption may apply - but you must notify the Tax Authority within 30 days and prove it.
💡 Special regime: "Contract in favour of a person to be named"
If the final contract is executed with a nominated third party, or with a company being formed (of which the promissory buyer is a partner), taxation on the assignment may be waived.
📌 Summary
| Situation | IMT on CPCV? | IMT on assignment? | IMT on deed? |
|---|---|---|---|
| With assignment clause | ✅ Yes (on deposit) | ✅ Yes (assignee) | ✅ Yes (remaining value) |
| No clause, no assignment | ❌ No | - | ✅ Yes |
| No clause, with assignment | ❌ No | ✅ Yes (assignor) | ✅ Yes (assignee) |
