Promesa de Compraventa Chile: The Purchase Contract and Escrow Process Explained

Foreign buyers accustomed to Anglo-Saxon real estate transactions often arrive in Chile looking for a neutral third-party escrow company to hold their deposit. They find that Chile handles this differently — and for most transactions, more directly. Understanding how the promesa de compraventa and the instrucciones notariales work together is essential before you commit a single peso to any transaction.

What the Promesa de Compraventa Is

The promesa de compraventa (promise to purchase and sell) is the binding bilateral contract that locks a Chilean real estate transaction into place. It is signed in front of a Notary Public (Notaría Pública) and governs the transaction from that point until the final public deed of sale is executed.

Think of it as the equivalent of a legally binding purchase agreement under civil law. Unlike a simple letter of intent or an informal offer, the promesa is enforceable in court. Either party that walks away without legal justification owes the other party real money.

The contract specifies:

• The property, identified by its CBR registration and tax roll number (Rol de Avalúo)
• The agreed price in Unidad de Fomento (UF), fixed as of the signing date
• The timeline for closing — typically 60 to 90 days
• The due diligence conditions that must be satisfied (a clean estudio de títulos, for example)
• The penalty clauses for default on either side

Penalty clauses run 10% to 20% of the purchase price by convention. If the buyer walks away without justification, the seller keeps the deposit. If the seller defaults — refuses to sell, sells to someone else, or fails to deliver clean title — the buyer is typically entitled to recover the deposit plus an equal amount as damages. In serious disputes, either party can also seek cumplimiento forzoso (forced compliance) through the courts.

How the Deposit Works: Vale Vista and Instrucciones Notariales

Chile does not have a standard independent escrow service comparable to what US or Australian buyers expect. Instead, the deposit security mechanism is built directly into the notary system.

When you sign the promesa, you present a vale vista — a bank cashier's check or certified bank draft issued by a Chilean bank — for the deposit amount, typically 10% of the purchase price. You hand this physical check to the notary at signing.

The notary holds the check under a set of instrucciones notariales (notary instructions) drafted by the buyer's attorney and agreed to by both parties. These instructions specify:

1. The conditions under which the check will be delivered to the seller (typically: upon presentation of a Certificado de Dominio Vigente confirming that the escritura pública has been registered at the Conservador de Bienes Raíces in the buyer's name)
2. The conditions under which the check will be returned to the buyer (typically: if the estudio de títulos reveals defects the seller cannot cure within the agreed period, or if the seller fails to close within the contractual timeline)
3. Who bears the notary's costs if the transaction collapses

The notary releases the check only when the specified condition is presented and verified. This is a physical safeguard: the notary holds the actual paper instrument in their custody. The seller cannot access the funds until ownership has transferred.

Funding the Deposit as a Foreign Buyer

Non-resident foreign buyers face a practical problem: obtaining a vale vista requires a Chilean bank account, and standard checking accounts (cuentas corrientes) are effectively unavailable to non-residents. Banks require permanent residency and local income history to open one.

The typical workarounds are:

Investment account with a brokerage (corredora de bolsa). Major Chilean banks operate brokerage subsidiaries that can open investment accounts for non-residents who complete standard KYC (Know Your Customer), FATCA, and PEP declarations. These accounts accept international wire transfers and can issue vales vista for real estate transactions.

Wire transfer through an authorized commercial bank. Some notaries accept direct wire instructions into designated escrow accounts at authorized commercial banks, documented by specific transfer instructions that satisfy the notary's custody requirements. Coordinate this directly with your attorney and the notary before signing.

International transfer services for the 90% balance. Services like Wise (TransferWise) or Atlantic Money are commonly used by expats to move larger sums into Chile with lower transaction costs than bank wires. For amounts over USD 10,000, the Central Bank requires the transaction to be formalized through an authorized commercial bank to preserve your right to repatriate the funds later.

What the Instrucciones Notariales Must Cover

Your attorney should draft the instrucciones notariales carefully. Weak instructions that fail to specify conditions precisely can leave the deposit in legal limbo if the transaction unravels. At minimum, good instructions cover:

• The exact condition for release to the seller (presentation of the Certificado de Dominio Vigente showing the buyer's name, issued after inscription at the CBR)
• A clear mechanism for return to the buyer if due diligence fails or the timeline is missed
• What happens if the estudio de títulos is clean but the seller cannot deliver possession by the agreed date
• Whether the notary fees for holding the deposit are borne by the buyer, the seller, or split

If you are buying a property that carries an existing mortgage, the instructions should also specify that the seller's mortgage must be cancelled and a cancellation certificate issued by the CBR before any funds are released. Do not rely on a verbal promise that the mortgage will be paid off from the closing proceeds — that assurance needs to be built into the notary instructions.

Timeline from Promesa to Closing

The typical sequence runs like this:

Total elapsed time: 30 to 90 days from promesa to completed registration.

When the Promesa Can Be Rescinded Without Penalty

If the estudio de títulos reveals defects — active liens, unresolved encumbrances, spousal consents missing from prior transfers, unauthorized construction — the buyer can typically rescind the promesa without forfeiting the deposit, provided the contract included a due diligence condition tied to a clean title study. If no such condition was included, the buyer is exposed.

This is one reason independent legal representation matters. The seller or developer's attorney will draft a promesa that favors the seller's interests. Your attorney drafts one that protects yours — including clear title conditions, specific release mechanisms for the instrucciones notariales, and realistic timelines that give the due diligence process adequate room.

The Escritura Pública and Final Payment

Once the title study is clean and both parties are ready to close, your attorney drafts the escritura pública de compraventa — the final public deed. This is a formal notarial document that records the full transaction. Both buyer and seller (or their attorneys under valid poder notarial) sign it in the notary's presence.

The remaining 90% of the purchase price is funded at this point — typically via another vale vista or a bank transfer into the notary's designated account, also held under the original instrucciones notariales until CBR registration is confirmed.

After signing, the deed goes to the CBR for inscription. Once registered, ownership transfers legally and the notary releases all funds to the seller. The process is complete.

For a full walkthrough of the promesa, instrucciones notariales, and CBR registration process — including templates of what to look for in the contract terms — see the Chile Expat Buying Guide.

See more Chile guides →