The Konvenju in Malta: what it is and how it works
The Konvenju is the first notarial act in a Maltese property transaction. It commits both buyer and seller to completing the sale under agreed terms. Understanding its structure, the consequences of withdrawal, and the conditions that can be attached to it is essential before signing.
What is the Konvenju?
The Konvenju — from the Italian compromesso — is a promise of sale agreement governed by the Civil Code of Malta. It is a legally binding contract, signed before a notary, in which the seller commits to transfer the property and the buyer commits to purchase it at the agreed price and within the agreed timeframe.
Unlike a simple offer letter or heads of terms, the Konvenju creates immediate legal obligations. It is not merely an expression of intent: both parties can be held to it in court.
The Konvenju must be drawn up by a Maltese notary and, to be enforceable against third parties, should be enrolled in the Public Registry. In practice, most Konvenji are enrolled promptly after signing.
Where the Konvenju fits in the purchase
A Maltese purchase usually has three moments: the agreement on price, the Konvenju and the final deed. The agreement on price is often informal and made through the agent. The Konvenju turns it into a binding contract and starts a countdown. The final deed is the contract that actually transfers ownership. Everything that has to be checked or arranged, such as title searches, permits, a mortgage or an AIP permit, happens between the second and the third.
What a Konvenju usually contains
- The identity of the seller and the buyer, and the capacity in which each of them signs.
- A description of the property, including its address, size, floor and any parking or storage included.
- The agreed price and how it is to be paid, including the deposit and the balance.
- The deadline for the final deed and what happens if it is missed.
- The conditions that must be met, such as a mortgage or a permit.
- Whether the property is sold with vacant possession and what is included in the sale, such as furniture and appliances.
- The consequences if either party does not complete.
- Who pays which taxes and fees and who appoints the notary for the final deed.
Every one of these items is negotiable. A buyer who reads the draft carefully, asks for changes in writing and keeps a copy of everything agreed is much better protected than one who signs the first draft.
Konvenju or reservation agreement?
Some agencies ask buyers to sign a reservation or intention form before the Konvenju, often with a small payment. These documents differ and may not have the same legal force as a Konvenju signed before a notary. Ask what the document commits you to, whether the payment is refundable and what happens if you change your mind. If in doubt, ask the notary before you pay.
Why the Konvenju protects both sides
For the buyer, it takes the property off the market and fixes the price while the checks and the financing are completed. For the seller, it gives a commitment backed by a deposit, so that the property is not held indefinitely for a buyer who may walk away. The balance of rights and duties is what makes the system work, and it is why the wording of the Konvenju matters more than any verbal assurance given earlier.
Who signs the Konvenju?
The Konvenju must be signed by the property owner (or their legally authorised representative via a notarial power of attorney) and the buyer or buyers. If there are multiple owners, all must sign or authorise a representative.
The notary witnesses both signatures and verifies the identity and capacity of the parties. At this stage, the notary also begins title searches to ensure the seller has the legal right to sell.
Signing by power of attorney
If a party cannot attend in person — common for overseas buyers — they can grant a power of attorney to a representative. The power of attorney must be notarised and, if executed abroad, apostilled. Some Maltese notaries also accept electronic notarisation for foreign documents, subject to specific requirements.
Buying together
When two or more people buy together, the Konvenju states how the property will be held and in what shares. Couples and family members should agree this at the start and should ask the notary to explain the consequences, for example for inheritance and for a future sale. If one buyer is paying more of the deposit than the other, record it in writing.
Buying through a company
If a company is the buyer, the notary will ask for documents showing that the company exists and that the person signing has the authority to bind it. Buying through a company can have tax and regulatory consequences, so take advice before you sign.
What to bring to the signing
- Valid passport or identity card for every person signing.
- Proof of address and tax details if the notary asks for them.
- Evidence of the source of the deposit, because of anti-money-laundering rules.
- The funds or the banker's draft for the deposit, as agreed with the notary.
- Any powers of attorney, with certified translations where needed.
Language and understanding
The Konvenju is usually available in English as well as Maltese. If you are not comfortable reading a legal contract in the language it is drafted in, ask the notary for an explanation, and where needed for a translation by a qualified translator. A signature given without understanding a clause is a risk for both parties.
Take your time
Ask for the draft a few days before the signing so that you can read it calmly, discuss it with a lawyer or family member and prepare questions. A notary who sends the draft only on the morning of the signing leaves little room for informed consent. If you feel rushed, say so and ask to postpone.
The deposit
By custom and general practice, the buyer pays a deposit at the time of the Konvenju. The standard amount is 10% of the agreed purchase price. This amount is not fixed by law and can be negotiated, though values below 5% are uncommon as they offer less security to the seller.
Where is the deposit held?
The deposit is typically held by the notary in a client account, or in some cases by the estate agent. It is released to the seller on completion of the final deed. If the transaction does not complete, the deposit allocation depends on who bears responsibility for the failure.
Consequences of withdrawal
- Buyer withdraws without valid cause: the seller retains the entire deposit as liquidated damages.
- Seller withdraws without valid cause: the seller must return the deposit and pay the buyer an additional sum equal to the deposit (i.e. double the deposit in total).
- Either party withdraws for a valid reason covered by a suspensive condition: the deposit is returned to the buyer and no penalty applies.
What the deposit looks like in euros
| Price | Deposit at 10% | Deposit at 5% | If the buyer withdraws without valid cause (10%) | If the seller withdraws without valid cause (10%) |
|---|---|---|---|---|
| €200,000 | €20,000 | €10,000 | Buyer loses €20,000 | Buyer receives €40,000 in total (deposit plus an equal sum) |
| €350,000 | €35,000 | €17,500 | Buyer loses €35,000 | Buyer receives €70,000 in total |
| €600,000 | €60,000 | €30,000 | Buyer loses €60,000 | Buyer receives €120,000 in total |
These are illustrations of the rules described above, not legal advice. The actual consequences depend on the wording of the contract and on whether the reason for withdrawal is valid, which is why the clauses on conditions and default should be read with the notary.
Protecting your deposit
- Pay the deposit only at the signing, to the notary's client account or as the notary directs, and ask for a receipt.
- Never hand cash or a transfer to an agent or seller before a contract is signed.
- Make sure every condition that protects you, such as a mortgage or a permit, is written into the Konvenju.
- Keep the notary's contact details and ask for a copy of the signed document straight away.
Paying the deposit safely
Because the deposit is the largest sum you will hand over before you own anything, pay it with care. Use a traceable bank transfer or a banker's draft, keep the receipt and the notary's confirmation, and check the account name and the reference. Do not follow payment instructions received by email without calling the notary on a known number to confirm them: fraudsters sometimes try to redirect deposits.
Interest, refunds and releases
Ask the notary what happens to the deposit while it is held, how and when it is refunded if a condition fails, and when it is released to the seller. The contract should answer each of these questions in plain terms so that nobody has to guess later.
Suspensive conditions
A Konvenju can include suspensive conditions (kondizzjonijiet sospensivi) — clauses that make the obligation to complete the sale conditional on certain events occurring. If the condition is not satisfied by the deadline, the Konvenju lapses and the deposit is returned.
Mortgage / financing condition
The most common suspensive condition is approval of a bank mortgage. The buyer commits to purchase only if a bank approves a loan of at least a specified amount within a specified timeframe (typically 4–8 weeks). If the bank declines, the buyer can exit the Konvenju without penalty.
A well-drafted condition names the minimum loan amount, the deadline and the evidence the buyer must show, usually a letter from the bank. It should also say what happens if the bank offers a smaller loan. Buyers who depend on a loan should not sign a Konvenju without this condition.
AIP permit condition
Non-EU citizens who are not Maltese permanent residents generally require an Acquisition of Immovable Property (AIP) permit from the Ministry for Finance before they can own property in most parts of Malta (certain designated areas are exempt). The Konvenju is typically subject to the AIP permit being granted. Processing time is approximately 8–12 weeks.
Permit compliance condition
Some Konvenji include a condition that the seller obtains regularisation of unauthorised building works within a set period. This protects the buyer from acquiring a property with unresolved planning issues.
Other conditions you might add
- Satisfactory results of a structural inspection within a stated period.
- Delivery of vacant possession, or of a tenant's written notice, by the date of the final deed.
- Discharge of any mortgage or other charge on the property by the seller.
- Obtaining specific documents, such as a valid EPC or a compliance certificate.
- The consent of all co-owners or of a person with a legal interest in the sale.
Each condition should have a deadline, a clear test of whether it has been met and a statement of what happens if it is not. Vague conditions create disputes.
How conditions fail, and what happens next
If a condition is not met by the deadline, the Konvenju normally lapses and the deposit is returned to the buyer, unless both parties agree in writing to extend the deadline. If the parties extend, record it in a short notarial document so that nobody can later dispute the new date. If a party deliberately prevents a condition from being met, for example by not cooperating with the bank's valuation, the consequences may be different, so keep your conduct above reproach.
An example: buying with a mortgage and an inspection
A buyer agrees to pay €320,000 for an apartment. The Konvenju provides a deposit of €32,000, a final deed date 14 weeks later, a condition that the buyer obtains a mortgage of at least €240,000 within eight weeks, and a condition that a structural inspection within three weeks does not reveal defects costing more than an agreed amount to repair. Three weeks later the inspection reveals damp that will cost more than the agreed limit. The buyer tells the seller in writing within the period, and they either renegotiate the price or end the Konvenju and return the deposit. The conditions have done their job because they were specific, had deadlines and a clear test.
Sale of the buyer's current home
Some buyers need to sell their existing home before they can afford the new one. A condition linking the two transactions is possible but uncommon, because it leaves the seller waiting and uncertain. If you need one, expect the seller to ask for a short deadline, a higher deposit or the right to keep marketing the property. Discuss the alternatives with your notary and your bank, such as bridging finance, before you rely on it.
The role of the notary
The notary in a Maltese property transaction is not an advocate for either party. Their function is to verify the legal validity of the transaction, confirm the seller's title, check for encumbrances (mortgages, hypothecs, privileges), and ensure the deed is correctly enrolled in the Public Registry.
While the buyer traditionally appoints — and pays — the notary, the seller has the right to review the draft deed before signing and may instruct their own notary to act in parallel.
The notary's fees for a Konvenju are typically modest (€100–€300). The larger notarial fee applies to the final deed and is calculated as a percentage of the transfer value.
What to ask the notary before you sign
- Can you explain each clause of the draft in plain language?
- Which conditions protect me, and are the deadlines realistic?
- What happens to my deposit if the sale does not complete, and in which scenarios?
- What searches have you done so far and what remains to be done?
- What will the total fees and taxes be at the final deed?
- Is the Konvenju to be enrolled in the Public Registry, and when?
Independent advice
Because the notary acts for the transaction rather than for you alone, many buyers of expensive or complicated properties also ask a lawyer to review the draft and to advise on negotiation. The cost is small compared with the amount at stake.
Costs linked to the Konvenju
In addition to the notary's fee for the Konvenju, there may be a small stamp or registration cost and, if a power of attorney or translations are needed, the cost of preparing them. Ask the notary for a written list of the costs at the Konvenju stage and for an estimate of the costs at the final deed, including stamp duty, so that you can plan your cash.
For sellers: what to expect
A seller should read the Konvenju as carefully as the buyer. Check that the price and the deadline are right, that the conditions are realistic, that the property description is accurate and that the consequences of the buyer withdrawing are clear. A seller who cannot deliver vacant possession, or who knows of a title or planning issue, should say so before signing rather than risking a claim later.
Timelines between Konvenju and final deed
The Konvenju stipulates a deadline by which the final deed must be signed. This is negotiated by the parties and reflects the time needed for bank approvals, permit applications, or other conditions.
- Cash purchase, no conditions: 4–8 weeks
- Mortgage required: 8–16 weeks
- AIP permit required: 12–20 weeks
- Combination of mortgage and AIP: 16–24 weeks
Extensions are possible by mutual agreement, documented in a notarial addendum. If the deadline passes without a deed and no extension is agreed, either party may treat the Konvenju as having lapsed, though disputes often follow.
A typical timeline, week by week
| Weeks after signing | What happens |
|---|---|
| Week 1 | The notary enrols the Konvenju and starts the title and registry searches; the buyer submits the full mortgage application if one is needed |
| Weeks 2–4 | The bank values the property; the AIP application, if needed, is submitted; the buyer may commission a structural inspection |
| Weeks 4–8 | The bank issues its offer; searches are completed; any planning or title points are dealt with |
| Weeks 8–16 | The AIP permit, if needed, is granted; the buyer arranges insurance; the notary prepares the final deed |
| Final week | Updated searches, final figures, funds in place, final walk-through and signing of the deed |
These are illustrative ranges, built from the timelines above. The real calendar depends on the bank, the authorities and the property.
Choosing a realistic deadline
Too short a deadline puts everyone under pressure and invites default. Too long a deadline leaves the seller waiting and the property off the market. Agree a date that gives the slowest necessary step, usually the mortgage or the permit, enough time with a margin, and include a clause on extensions so that a short delay does not end the contract.
What if the deadline is missed?
If one party is not ready by the final deed date, the other may be entitled to treat it as a default, with the consequences set out in the contract. Before taking any step, speak to the notary: sometimes a short written extension solves the problem, and sometimes a party is entitled to insist on completion. Keep every communication in writing so that there is a clear record of who did what and when.
Before the final deed: a checklist
- Confirm with the notary that all conditions have been met or waived in writing.
- Check that the bank has confirmed the date and the amount of the loan.
- Get the final statement of costs from the notary and transfer the funds in good time.
- Arrange building insurance from the date of the deed.
- Check that the seller will deliver the property as agreed and visit it shortly before the deed.
- Bring identification and any documents the notary has requested.
Common mistakes to avoid
- Signing without a mortgage condition when the purchase depends on a loan.
- Agreeing a deadline that is too short for the bank, the authorities or the planning checks.
- Relying on verbal promises about furniture, repairs or the date of vacant possession instead of writing them into the contract.
- Paying a deposit before the contract is signed, or paying it to someone other than the notary.
- Ignoring the consequences of withdrawal until a problem arises.
- Failing to ask for a copy of the signed Konvenju and the confirmation that it has been enrolled.
Questions to settle before you sign
- What exactly is being sold and what is included in the price?
- How much is the deposit, where is it held and when is it released?
- Which conditions apply, and what are their deadlines?
- What is the date of the final deed, and can it be extended?
- What happens if either side does not complete?
- Who pays which costs, and how much will the final deed cost in total?
After the Konvenju is signed
Keep your copy of the contract in a safe place, diarise every deadline, and stay in touch with the notary, the bank and the agent. Start the next steps at once: complete the mortgage application, arrange the inspection, and ask the notary for a list of the documents they still need. Buyers who treat the Konvenju as the beginning of a project, rather than the end of a negotiation, usually reach the final deed with fewer surprises.