Thread: Transfer of Agreement to Purchase Condo

I'm thinking of purchasing a condo in Bangkok by taking over an existing contract next week on a condo that is currently being constructed.

My question is does anyone have experience/knowledge in completing the transfer. It appears quite simple as the agreement itself sets out the procedure for assignment:

1. Obtain written consent from the seller for the assignment; and
2. The new buyer enters into a Memorandum of Understanding; and
3. Pay the seller 50,000 baht as a transfer fee.

The above looks simple enough and I'm presuming (rightly or wrongly) that the Seller will organise/provide the consent and M.O.U in exchange for the 50k baht and no external assistance is required.

No doubt the above documents will consist of "standard documents" so my next question will be the general likleyhood or reluctance to amend (if need be) these documents to provide some assurances on my part.

What I would mainly be looking for is that there is some declaration by the Seller that the existing agreement is binding and legally enforceable on both parties and that the Buyer has complied up to and at the date of transfer with all provisions of the agreement to purchase. There would be a subsequent clarification that should it be discovered later that the Buyer had not complied with the terms prior to transfer that the seller waives its rights for a breach under the terms of the agreement.

For anyone who is curious, the developer/seller is Prinsiri.

Cheers

^typically condos under construction require monthly payments to the builder. Does your agreement say anything like that?

Under Thai law an "assignment" does not require written consent. A "novation" on the other hand does. There's a big difference here as an assignment is a transfer of a right, whereas a novation is a transfer of an obligation. This would be a red flag to me.

Who does the new buyer enter into an MoU with? The builder? If so, what compels the builder to agree to enter into such an agreement? Also, why is it only an MoU - which, typically, do not have the force of law under Thai law *they are exactly that, a Memorandum of Understanding - not a legally enforceable agreement*

There are many things in your OP that would have my ears pricking. Not least of which is the fact that it is an unfinished condo. I read the other day that something like 50% of condos under construction in Bangkok at the moment did not have an EIA (Environmental Impact Assessment).

I would strongly suggest you talk to Seb or another Thai-based lawyer before agreeing to anything. It may cost you a few thousand dollars, but you may find it is money well spent.

Thanks William,

You are correct, there are/were a number of monthly payments which have been paid and a couple left to be paid which will be paid prior to the transfer - so at the time of the transfer, this obligation will be met in full (ie all paid and no further monthly payments due).

As to the use of the MoU, this is the terminology used in the "Agreement to Purchase and to Sell Condominium Unit". Also, reference to "transfer" is as used in the Agreement, but under the heading of "Assignment". My understanding of "assignment" is that it is enforceable as it is an assignment of rights and obligations would also be covered in consideration of receiving those rights - but of course that may not be the case in Thailand as you expressed. Doesn't a "right" typically result in there being an obligation on another party?? I will be expecting that said document/s to be executed by the three parties.

I suppose I didn't put much weight on the term MoU as here in Aus its the effect of the document that holds more weight than how the document is headed. Without seeing any of these documents at this stage, its hard to know whether I need some local experience or not - but I do take on board (and greatly appreciate) your observations and that the contract doesn't make use of the term "novation" and will add this to my list. I could well walk up and find a document titled "Novation of Agreement..." etc.

The other way to do it I suppose is to have an agreement whereby the previous contract is terminated and a new contract is created in its place with the new contract standing on its own feet so to speak and the down payment transferred.

In relation to the EIA, I would presume those sorts of requirements would be required prior to the Land Office issuing the condo title deed if it hadn't done so already. On that point, there is a part of the original contract that I would have personally sought to change if I was the original purchaser, but I know there is zero chance of getting such an amendment now.

Anyway, all this discussion is food for thought and once again well appreciated.