A property transaction is a complex operation involving significant sums of money. It requires rigorous legal security at every stage, from negotiation through to the execution of the deed of sale.
A property transactions lawyer in Paris, Maître Léa Scemama assists buyers, sellers and developers across the Île-de-France region and across France. She covers the whole operation, from due diligence to the satisfaction of conditions precedent and execution before the notary.
See all our work in real estate law.
How we work
| When we act | What we do | What you receive |
|---|---|---|
| Before the offer | Audit of the property: root of title, easements, planning, mortgages, leases in place, surveys | A risk note and the points to renegotiate |
| Before the preliminary contract | Drafting or reviewing the preliminary contract, conditions precedent, escrow, forfeit | A preliminary contract that protects your exit as much as your entry |
| During the cooling-off period | Checking the exact starting point of the period and the schedules actually notified | Certainty about your ten days, or their extension if the notification was irregular |
| Between contract and completion | Follow-up of the conditions precedent, of the financing and of any pre-emption clearances | A timetable kept and incidents handled in time |
| At completion | Review of the draft notarial deed against the commitments given | Confirmation that the deed matches what was agreed |
Our billing arrangements are set out on our fees page.
Pre-transaction advice and audit
Legal analysis of the property
Prior to any acquisition, the firm carries out a comprehensive audit of the property. It covers five points:
- the chain of title, over thirty years of title documents
- easements and mortgages
- compliance with planning regulations
- existing leases and the clauses that will bind the buyer
- legal risks that may affect the value or use of the property
Advice on the legal structure of the acquisition
The acquisition may be structured in a personal capacity, through a SCI (civil property company), or within a commercial entity. Each option has distinct tax, succession and management implications. The firm advises clients on the structure best suited to their asset management objectives and analyses the consequences in terms of VAT, registration duties and income taxation.
Preliminary agreement
Drafting and negotiating the preliminary agreement
The preliminary agreement (compromis or unilateral promise of sale) binds the parties well before the execution of the deed of sale. Its drafting must be precise and comprehensive: conditions precedent (mortgage approval, absence of pre-emption rights, planning permission), withdrawal and deposit clauses, escrow arrangements and right of withdrawal provisions. The firm drafts or reviews these instruments to protect its clients' interests at this critical stage.
Pre-Emption rights and clearance
Many properties are subject to pre-emption rights, urban (DPU), commercial, or in favour of sitting tenants, which must be cleared before completion. The firm verifies the existence and scope of these rights, manages notification procedures and, where applicable, challenges unlawful exercise of pre-emption rights before the administrative courts.
Legal due diligence
Legal due diligence is essential for transactions involving significant assets or high-risk properties. It includes an in-depth examination of title documents and the mortgage position, verification of building compliance with planning permission and regulations, analysis of leases and ongoing litigation, and review of the property's administrative status (mandatory surveys, ongoing proceedings).
Assistance through to completion
Coordination with the notary
In France, property sales are evidenced by a notarial deed. The lawyer is not the notary, but the client's own counsel. They analyse the draft deed prepared by the notary. They check that its terms match the commitments made in the preliminary agreement. They flag any clause that may harm the client's interests. They also advise on financing, escrow and the apportionment of charges at completion.
Satisfaction of conditions precedent
The period between the preliminary agreement and completion is often a source of disputes: mortgage refusal, discovery of a latent defect, late exercise of pre-emption rights, difficulty obtaining vacant possession. The firm advises clients on the legal consequences of such events and, if necessary, initiates appropriate proceedings to protect their rights.
Seller's legal warranties
The seller is bound by two principal legal warranties:
- the warranty of quiet enjoyment, ensuring the buyer peaceful possession of the property
- the warranty against latent defects, covering non-apparent defects that render the property unfit for its normal use
When these warranties are invoked, the firm represents sellers and buyers before the courts. The claim may seek rescission of the sale, a price reduction or damages.
Why instruct a lawyer for your property transaction?
A property transaction commits significant assets and often turns on the details: a poorly drafted condition precedent, an incomplete survey, an overlooked easement or a hidden defect can turn a good deal into a dispute. A lawyer secures every stage, from due diligence to signing, and defends your interests should a dispute arise.
Frequently asked questions
Do you need a lawyer to buy property?
A lawyer is not mandatory, since the notaire authenticates the sale. But the notaire remains neutral between the parties, whereas a lawyer defends your interests alone. They review the preliminary agreement, negotiate the conditions precedent and secure the sensitive clauses before you commit.
What is the difference between the two preliminary agreements?
The compromis (bilateral agreement) binds both parties to sell and to buy. The unilateral promise binds only the seller, the buyer holding an option they may or may not exercise, usually against an immobilisation fee.
What is due diligence before a purchase?
It is the legal audit of the property before commitment: title, easements, planning, mortgages, technical surveys and any tenancy. It reveals the risks while there is still time to withdraw or renegotiate.
How long between the agreement and completion?
On average three months, to run the cooling-off period, obtain financing and satisfy the conditions precedent. This varies with the complexity of the file and the responsiveness of those involved.
Related expertise
The firm also advises on co-ownership, commercial leases and property litigation. For a purchase through a property-holding company, it can help with company formation.
In the same area of law
- Off-plan purchase: buying from a developer before the building is completed.
- Residential leases: buying or selling a property that is already let.
- Decennial guarantee: defects in a property whose construction works were handed over less than ten years ago.
Written by Maître Léa Scemama, admitted to the Paris Bar, Miraï Avocats. This page states the law applicable at its update date. It is general in nature and does not constitute advice tailored to a particular situation.