Act of sale before a notary in Togo: key points to check before signing

The notarial deed, the only valid proof in Togo

The sale of a registered property in Togo is only valid through a notarial deed. Article 26 of Law No. 2001-009 of 16 November 2001 on the status of notaries states that "are notarised (...) the acts constituting or transferring real estate rights such as sales by mutual agreement (...) of registered properties" (Cabinet notarial de Me Komi Tsakadi). A private deed has no effect against creditors or subsequent purchasers. Only the authentic deed, drawn up by a public officer appointed by the State, gives the transaction a fixed date, evidential force and enforceability equivalent to a court judgment, as recalled by the Chambre Nationale des Notaires du Togo.

The Land and Domain Code, Law No. 2018-005 of 14 June 2018, bases the land system on registration and publicity in the land register (FAO Lex). Without a notarial deed, the purchaser cannot apply to have the title transferred into their name.

What the notary must verify before drafting

The notary has a duty of advice and verification. They must ensure that the seller is the owner named on the land title. To do this, they request a descriptive statement of the title giving the owner's identity, the surface area and the mortgaged status of the property. If a mortgage burdens the property, the notary must obtain a release before signing. These precautions limit the risks of double sale or hidden charges.

When the seller acts on behalf of an estate, they must produce a notarised power of attorney expressly authorising them to sell. The notary also checks that the plot matches the approved parcel plan, especially in the case of subdivision. A contradictory boundary survey, to which the notary is invited, checks the actual boundaries on the ground with neighbouring owners.

Points to check in the deed before signing

The deed of sale drafted by the notary summarises the entire transaction. Read the following points carefully.

Identity of the parties and description of the property

Check that the names and status of the seller and buyer match their identity documents. The description of the property must state the land title number, exact surface area, precise location and boundaries. Any error in area or title number can block the transfer.

Price and payment terms

The sale price must be written in figures and in words. Check the payment terms: cash payment, deposit or instalments. If you opt for staggered payment, have a notarised escrow agreement drawn up to secure each instalment. The price must reflect the true market value, as the notary may refuse to sign a deed if the price is manifestly undervalued.

Charges and allocation of costs

The deed must specify who bears each tax. Registration of the deed is the buyer's responsibility. Real estate capital gains tax is the seller's responsibility. Notary fees are set by a regulated scale laid down by decree of the Council of Ministers. Ask for a written estimate before signing to avoid any dispute.

Fees and taxes to expect

The total amount of fees depends on the value of the property, the zone and how long the seller has held it. The amounts below are those reported by the Cabinet notarial de Me Komi Tsakadi.

• Registration duty: 0.9 % of the market value of the property.
• Total transfer fees: 35,000 FCFA.
• Capital gains tax: 7 % applied to the difference between the purchase price and the sale price if the property was acquired less than five years ago; a reduction applies beyond that period.
• Boundary survey fees (in case of subdivision): in urban areas, 63,000 FCFA for a surface of 0 to 6 ares, then 2,000 FCFA per additional are; in rural areas, 73,000 FCFA for 0 to 1 hectare, then 10,000 FCFA per additional hectare up to 25 hectares, and 5,000 FCFA beyond.
• Notary fees: calculated according to a regulated scale; request them in writing before the deed.

Signature and subsequent steps

Before signature, the notary is required to read the applicable tax provisions to the parties. Article 513 of the General Tax Code indeed states that "The notary who receives a deed of sale, exchange or partition is required to read to the parties the provisions of Article 512 of this Code" (General Tax Code of Togo). This reading ensures that you know the tax obligations linked to the transaction. The deed is then signed by the parties and, where applicable, by witnesses.

After signature, the notary proceeds to register the deed with the Togolese Revenue Office, then files the application at the one-stop land desk for transfer or subdivision. The time to issue the new land title varies according to the progress of the file at the desk. The notarial deed alone is not enough: ownership is only definitively transferred after registration in the land register.

Frequently asked questions

Can I sign the deed of sale if I live abroad?

Yes, through a notarised power of attorney. You grant authority to a trusted person, expressly named in the deed, to sign on your behalf before the Togolese notary. For drafting this mandate and for any question on your rights in Togo, consulting a notary or a lawyer registered with the bar is recommended.

What happens if the seller has mortgaged the property?

The sale is blocked until the mortgage is released. The notary must obtain a mortgage release before signing the final deed, otherwise the purchaser inherits the debt. If in doubt about the scope of the security, seek assistance from a lawyer or notary.

Who pays the real estate capital gains tax?

The seller. It is calculated on the difference between the purchase price entered on the land title and the sale price, according to the information available. A notary or tax adviser can clarify the calculation applicable to your situation.

Is the notarial deed enough to prove that I am the owner?

No. The notarial deed records the sale, but the transfer of ownership is only enforceable against third parties after the land title is mutated into the purchaser's name. Keep the deed and follow the procedure through to obtaining the new title. To secure this step, a notary or lawyer can assist you.

Can the notary refuse to draft the deed?

Yes. The notary will refuse if the seller is not the owner, if the price is manifestly undervalued or if a mandatory document is missing. They are a guarantor of legal security, not a mere drafter. If refused, consult a lawyer to know your remedies.