Claim for Transfer of Ownership
A buyer's contractual right to demand that a seller transfer ownership of a property, which — when made as a notarial deed — can be disclosed in Section III of the land and mortgage register to protect the buyer against the seller dealing with the property in the meantime.
Applies to Poland.
Definition
A claim for transfer of ownership (roszczenie o przeniesienie własności) most commonly arises from a preliminary agreement (umowa przedwstępna) or a developer's reservation agreement in which the seller commits to transferring ownership at a later date. Under Articles 16–17 of the Act on Land and Mortgage Registers and Mortgage, such a claim can be entered — disclosed — in Section III of the register, but only if the underlying agreement was made in the form of a notarial deed.
Once disclosed, the claim becomes effective against later purchasers of the property, not just against the original seller: if the seller were to sell the property to someone else afterward, the new owner would take it subject to the buyer's already-registered claim, which in practice makes the claim enforceable against them too. Without this disclosure, a preliminary agreement — even a notarized one — only binds the seller personally, leaving the buyer with a claim for damages rather than the property itself if the seller sells to another party.
Disclosure of the claim is voluntary and requires an additional application to the land and mortgage register court; it is most often used in longer-term arrangements — such as developer pre-sales or deferred-payment purchases — where a meaningful gap exists between the preliminary agreement and the final transfer.
Examples
A buyer signs a notarized preliminary agreement for an apartment with a six-month gap before the final deed, and has their lawyer disclose the claim for transfer of ownership in Section III to guard against the seller changing their mind.
A developer's buyer pays a deposit under a notarized reservation agreement covering a unit still under construction; the disclosed claim protects the buyer's position even if the developer later runs into financial trouble and a creditor tries to seize the property.
How this affects buying and selling
Buyers entering into a long preliminary agreement should weigh the modest extra cost of a notarial deed and register disclosure against the real protection it buys — an undisclosed claim leaves a buyer only able to sue for compensation if a seller sells to someone else, not to actually get the property. Sellers should understand that once disclosed, their ability to sell the property to another buyer or otherwise deal with it freely is effectively blocked until the claim is settled or withdrawn.
