At Estudio Zerbino we answer the most common questions about notarial procedures in Uruguay. From real estate transactions and mortgages to successions and company formation, here you will find clear and accurate information on each procedure, its costs and estimated timelines.
General
What does a notary public do in Uruguay?
A notary public (Uruguayan civil-law notary) is a legal professional with public faith authority. They execute public deeds, certify signatures and documents, advise the parties and provide legal certainty to the acts in which they intervene. At our firm we work in real estate transactions, company formation, successions, powers of attorney and certifications.
How much does a notary public charge in Uruguay?
Fees are calculated with reference to the schedule published by the Uruguayan Notary Association (AEU). They depend on the type of act and the value involved. For real estate transactions they are calculated as a percentage of the transaction value. We provide a written quote before starting any work.
How do you choose a good notary public?
Look for a notary with demonstrable experience in the type of transaction you need, who explains every step clearly, provides a written quote and responds within reasonable timeframes. Trust and transparency are key: the notary accesses sensitive information and represents you before registries and authorities.
What is notarial public faith?
It is the legal authority granted to the notary to confer authenticity to the documents they execute and the facts they witness. What is recorded in a public deed or notarial certification is presumed to be true and carries enhanced evidentiary weight before courts and authorities.
What is the difference between a notary public and a lawyer?
Both are legal professionals. The notary public (civil-law notary) holds public faith authority and their central role is to confer authenticity to acts and documents — public deeds, certifications, protocolizations. The lawyer defends, advises and represents clients in litigation. In many transactions both professions work together.
Real estate purchase and sale
What is the notary's role when buying a property?
The notary is the technical anchor of the transaction. They review the title (at least 30 years of chain of title), obtain the certificates (DGR, BPS, DGI and municipal), check encumbrances and restrictions, advise the parties, draft and execute the deed, calculate and settle the ITP, and register it. In short: they accompany the entire transaction until the property is in your name.
How much does it cost to buy a property in Uruguay? What taxes are payable?
The main costs are: real estate agent commission, if brokerage is involved (3% + VAT per party); notarial fees including contributions and VAT, typically between 1.5% and 3% of the value; ITP, 2% payable by the buyer and 2% by the seller on the real value of the property as set by the Dirección Nacional de Catastro, adjusted by the applicable coefficient; bank charges if there is financing; and certificates and registration expenses. The total typically ranges between 5% and 8% of the transaction value. Each case requires a specific quote.
How long does a real estate transaction take in Uruguay?
A typical real estate transaction takes 30 to 60 days, from the reservation agreement or preliminary contract through to the final deed and registration. The timeline depends on the complexity of the title and the processing times of each authority.
What is a title search?
A title search (30-year chain of title review) is the legal review of the property's chain of transfers, covering at least the last 30 years. It confirms that the seller is genuinely the titleholder, that there are no hidden encumbrances (mortgages, attachments, easements, restrictions) and that all prior acts are valid and properly registered. It is the step that gives you certainty that you are buying a clean title.
What are the DGR, BPS and DGI registry certificates?
They are certificates that attest to the status of the property and the parties: the General Registry Office (DGR) reports current mortgages, attachments, injunctions and annotations; the Social Security Bank (BPS) certifies the social security status and building contributions where applicable; the Tax Authority (DGI) certifies the seller's tax status when they are a taxpayer; the Municipal Government issues the Real Estate Tax (Contribución Inmobiliaria) clearance certificate and other local tax clearances.
Can I buy a property with a mortgage in Uruguay?
Yes. The purchase and sale deed and the mortgage in favour of the bank are executed in the same act and registered together. The notary coordinates the entire process with the financial institution.
Is it mandatory to sign a preliminary purchase agreement?
It is not legally mandatory, but it is highly recommended. It is useful to distinguish two instruments that are often confused. Reservation agreement (boleto de reserva): this is the first binding agreement. It sets the fundamental terms — price, payment method, handover and deadline — and creates mutual obligations; the buyer typically pays a deposit and the seller takes the property off the market. It is not registered. If either party defaults, the remedy is forfeiture or return of the deposit. Preliminary purchase agreement (compromiso de compraventa): a contract with all rights and obligations fully binding. It is registered at the Real Property Registry (Sección Inmobiliaria), making it enforceable against third parties and protecting the buyer against subsequent sales, attachments or encumbrances. In the event of default it allows the buyer to seek court-ordered deed execution in addition to damages.
Can I choose my own notary for the real estate transaction?
In Uruguay, the designation of the acting notary for a real estate transaction is the buyer's right, as it is the buyer who bears the notarial fees. This is the settled rule in Uruguayan notarial practice. That notary conducts the title search, manages the certificates, drafts and executes the deed, settles the ITP and registers it. The seller may, if they wish, retain their own notary for personal advice or specific acts concerning them — such as mortgage cancellation or participation by power of attorney — paying the corresponding fees. That involvement is complementary and does not replace the notary designated by the buyer.
Business entities
What is the difference between an S.A. and an S.R.L. in Uruguay?
The S.A. (Stock Corporation) has share capital and more formal governing bodies (board of directors, shareholders' meeting, statutory auditor when required). It is used for larger companies. The S.R.L. (Limited Liability Company) has capital divided into membership interests (quotas), flexible management and is used for SMEs with few partners. Since 2019 the SAS (Simplified Stock Corporation, Law 19.820) also exists — more streamlined and now the preferred vehicle for new ventures.
How do I set up a company in Uruguay?
The steps are: 1) choose the business structure (SAS, SRL or SA, as the case may be); 2) draft the articles of incorporation; 3) execute by standardized form before DGR (SAS) or by public deed; 4) publish and register in the National Commercial Registry; 5) register with DGI (tax ID / RUT) and BPS; with BSE when employees are hired; 6) open a bank account and disclose the beneficial owner. Typical timeline: 2 to 4 weeks for a SAS; 30 to 60 days for SRL or SA.
What is the minimum capital to incorporate a company in Uruguay?
There is no minimum share capital for the SAS or SRL. For the SA, Law 16.060 requires meeting minimum subscription and paid-in capital percentages at incorporation. The adequate capital depends on the nature of the business, not on a legal minimum.
What does Law 16.060 say about commercial companies?
It is the foundational statute of Uruguayan corporate law. It regulates the different types of business entities (general partnerships, limited partnerships, LLCs, stock corporations, among others), their incorporation, operation, transformation and dissolution. Since 2019 it coexists with Law 19.820, which created the SAS.
What are the articles of incorporation / corporate bylaws?
They are the founding document of the company. They define the corporate purpose, capital, governing bodies, decision-making, rights and obligations of the partners/shareholders, voting majorities, transfer of interests or shares and dissolution. Well-drafted articles are tailored to the business and prevent future disputes.
Successions
How does probate work in Uruguay?
When a person dies, their estate passes to their heirs. The procedure is conducted before the competent Court: with the gathered documentation, the judge declares who the heirs are, the estate is inventoried, taxes and fees are paid, distribution is made and the assets are registered in the names of the new owners. Until the succession is processed, the assets remain in the deceased's name and cannot be disposed of.
How long does probate take in Uruguay?
A straightforward succession takes 6 to 12 months. Complex ones — many heirs, assets abroad, disputes — may take 1 to 2 years.
What is the difference between testate and intestate succession?
In testate succession, the deceased left a will and their wishes are respected, subject to the forced heirship share (legítima) — the portion reserved by law for forced heirs: descendants, ascendants and spouse. In intestate succession there is no will and the law determines who inherits and in what order.
How much does probate cost in Uruguay?
Costs include professional fees (notarial and legal), court fees, ITP on real estate (3% for direct line — ascendants, descendants — and spouse; 4% for all others), registry certificates and registration expenses. The total depends on the estate and the complexity of the case. We provide a quote at the outset.
Powers of attorney
What types of notarial power of attorney exist in Uruguay?
The most common: general power of attorney for administration, for managing assets (collecting, paying, representing, leasing); general power of attorney for disposition, which also authorizes selling, mortgaging or donating; general power of attorney for litigation, enabling lawyers to represent the principal in court; special power of attorney, for one specific act only, which expires upon completion; letter of attorney (carta poder), a private document with certified signature, valid for specific administrative procedures.
When do I need a power of attorney?
When you cannot act personally and need someone to act on your behalf: signing a deed while abroad, banking procedures, representation before authorities or in court, managing assets or executing corporate acts. The type of power of attorney depends on the act to be performed.
How is a power of attorney revoked in Uruguay?
Revocation is executed by public deed before a notary. To take full effect, it is advisable to notify the agent and, where applicable, register the revocation to make it enforceable against third parties. Irrevocable powers of attorney can only be revoked in the specific circumstances provided by law.
Costs and fees
What is the Uruguayan Notary Association fee schedule?
It is the reference fee schedule published by the Uruguayan Notary Association (AEU). It serves as a professional guide. Each firm sets its fees based on the transaction and its complexity. At Estudio Zerbino we provide a written quote before starting any work.
What do notarial fees cover?
They cover the professional work: case review, drafting, advisory, execution of the act and management through to its registration. They do not include taxes (ITP, personal income tax where applicable), registry fees, stamps or administrative charges, which are detailed separately in the quote.
What are the payment methods at a notarial firm?
We accept bank transfer and cash. For larger transactions we can arrange a payment plan. An invoice or receipt is always issued, with everything itemized in the prior written quote.
Do you need notarial advice?
Estudio Zerbino accompanies you at every step with transparency and professionalism.