Buying Under Construction in Uruguay (2026): Checklist and Contract

INGAR · 2026-02-14 · New Construction

Summary

Buying an apartment under construction in Uruguay can be one of the best financial decisions you make — or one of the worst. The difference is not in the project: it is in how you sign, what documents you demand, and how well you understand the contract before putting any money down.

This article is not a generic list. It is a practical guide, grounded in Uruguayan law, so you can evaluate an under-construction project, understand what protects you and what does not, and negotiate from an informed position. We cover Law 8,733, trusts (fideicomisos), the construction specifications document (memoria descriptiva), decennial liability, and what to do if the developer is delayed — or disappears.

The core rule: do not buy based on renders. Buy with a registered promise, a signed specifications document, and professional advice.

If you are still deciding between buying off-plan, under construction, or finished, start here:

Off-plan, under construction, and finished: not the same thing

Before diving into the checklist, let us clarify three concepts that are often used interchangeably but carry very different risks:

Off-plan (pre-construction): the project exists on paper, has a building permit, and is being sold, but construction has not started or is in the excavation stage. You buy cheaper (typically 15–30% below the final price), but you take on more risk: the build could be delayed, modified, or never executed.
Under construction: the build is already underway. You can see real progress, a structure going up, and the developer has already demonstrated execution capability. The price is usually 5–15% below finished value. It is the middle ground between discount and certainty.
Finished: the unit exists, you can walk through it, verify the finishes, and close the deed immediately. There is no risk of delays or changes, but you pay the full price.

This article focuses on purchases during construction, where the build is already underway but the unit is not yet complete. This is the scenario where you need to review the most documents and where the contract plays a decisive role.

Trust vs. direct promise: two different legal worlds

In Uruguay, when you buy under construction, the transaction is structured in one of two main ways. Understanding the difference is critical, because it directly affects your level of protection.

Trust (fideicomiso — Law 17,703)

A real estate trust (fideicomiso inmobiliario) separates the project's funds into an independent estate administered by a professional trustee (generally a financial institution). The assets held in trust are not part of the developer's or the trustee's personal estate.

This means that:

If the developer goes bankrupt, the funds contributed to the trust cannot be seized by their creditors. Article 9 of Law 17,703 establishes that the trust assets constitute a separate and independent estate.
If the trustee goes bankrupt, the trust assets are equally unaffected. They are legally ring-fenced.
You have access to information about construction progress and use of funds. Cost-basis trusts (fideicomisos al costo), specifically, give you complete visibility into where every peso goes.

Cost-basis trusts typically result in units that are 15–20% cheaper than buying a finished unit from the developer, precisely because there is no developer profit margin built into the price: you pay the actual cost of construction plus overhead.

Direct purchase promise with the developer

Here you buy directly from a company (SA, SRL, or individual) that owns the land and is building. There is no separate estate: your payments go into the company's general assets.

Protection depends on a key instrument: the registration of the purchase promise under Law 8,733.

Law 8,733: your legal shield (if you use it properly)

Law 8,733 on Promises of Sale of Real Estate in Installments, in force since 1931, is probably the most important rule for anyone buying under construction outside of a trust. And the most underrated.

What registration does

When the purchase promise is registered with the Property Registry (Sección de Promesas), a transformative legal effect occurs: the buyer acquires a real right over the property. This means that:

You prevail over subsequent sales. If the developer sells the same unit to someone else after your registration, your right takes priority. The second sale cannot harm you.
You prevail over subsequent attachments. If a creditor of the developer attaches the property after your registration, your registered promise takes precedence.
In the event of the developer's insolvency or bankruptcy, you are not just another unsecured creditor. You have a real right over that specific unit. You can claim delivery of the property (or your participation in it) with priority over ordinary creditors.
If the developer resists executing the deed, you can request specific enforcement: a judge orders the transfer of title on behalf of the seller.

Without registration: ordinary creditor

If your promise is not registered, you have a valid contract between the parties, but with no effect against third parties. If the developer goes bankrupt, you join the pool of unsecured creditors — meaning you collect last, if anything remains. And in practice, in a construction company insolvency, rarely anything does.

This is the biggest and most avoidable risk in the entire transaction. Registration has a minimal cost (registry fees and notary fees) and provides enormous protection. There is no excuse not to do it.

Requirements for registration

For the promise to be registrable, it must meet the requirements of Law 8,733:

Executed by public deed or private document with signatures certified by a public notary.
Contain the identification of the property (cadastral number, location, area, unit).
Define the price and payment terms (installments, deadlines, currency).
Include the contract conditions (delivery deadlines, obligations of the parties).

Key question for the developer: "Will the promise be registered with the Registry?" If the answer is evasive, that is a serious red flag.

Investigating the developer: do not rely only on marketing

Before signing anything, do your own research. A nice brochure and an impressive showroom do not guarantee the project will be completed. Here is what you need to verify:

Track record

Previously delivered projects. Ask for the address and name of previous projects. Ideally, visit one. Talk to buyers from previous projects if you can — the most valuable information comes from those who have already been through the experience.
Actual vs. promised timelines. Were their previous projects delivered on time? How much delay was there? A 3–6 month delay is fairly common in construction; an 18-month delay is a warning sign.
Quality of finishes. Visit a building delivered 2–3 years ago. That is where quality decisions show: how the materials aged, whether there are leaks, whether the common areas are well maintained.

Financial health

Check the Registro de Actos Personales to verify whether the developer has attachments or inhibitions.
BPS and DGI certificates up to date. If the developer has debts with BPS or DGI, that is a sign of financial stress.
Corporate structure. Is it a company with a track record or a company created specifically for this project? The latter is not necessarily bad (it is common practice), but you should know who is behind it.

Legal status of the land

Ownership. Who is the registered owner of the land? Is it the developer, a trust, a related company?
Encumbrances. Are there mortgages on the land? Many projects are financed with a bank loan secured by a mortgage on the land, which is normal — but you need to know that the mortgage will be lifted or parceled before your deed is executed.
Permits. Building permit granted by the municipality (intendencia), approved plans, environmental authorization where applicable.

The construction specifications document: the most underestimated document

The memoria descriptiva (or memoria constructiva) is the technical document that defines exactly what will be built and with what materials. It is not the sales brochure. It is not "premium quality floors" or "luxury finishes." It is a technical document with concrete specifications.

What a serious memoria descriptiva must contain

Structure: type of foundation, load-bearing structure (reinforced concrete, steel framing, etc.), slabs, walls.
Exterior enclosures: type of masonry, thermal and waterproof insulation, exterior rendering.
Openings: material (aluminum, PVC, wood), type of glazing (single, DVH), hardware, color/finish. If it says "DVH," specify the thickness (4+9+4 is not the same as 6+12+6).
Floors: material by room (porcelain, ceramic, vinyl, etc.), format, reference brand or product line.
Wall coverings: tiles in bathrooms and kitchen (height, material, format), paint (type and number of coats).
Electrical installation: number of outlets per room, type of wiring, panel, circuit breakers, residual current device (RCD). Data and TV points if included.
Plumbing: type of pipe (PPR, PVC), fixtures (brand/line), sanitary ware (brand/line), water heater or boiler (capacity, brand).
Climate control: are air conditioning units included or only pre-installation? If pre-installation, what type (copper piping, drain, electrical supply)? This matters because pre-installation can cost USD 200 per point, but the unit itself USD 800–1,200 more.
Elevators: brand, number, capacity, speed.
Common areas: finishes in lobby, corridors, rooftop, garage. Equipment included (cameras, intercom/video, emergency generator, pumps).

Red flags in the specifications

"Or similar" without specifying the quality standard. "Porcelain tile brand X or similar" should at least include the grade (first quality, format, PEI rating).
No version number or date. The document must be signed by the responsible professional and have a version number. If it changes, you must receive the new version and approve the changes.
Ambiguity on climate control. "Climate control is envisaged" can mean anything from an installed split unit to a hole in the wall.
No specification of sanitary fixtures. The difference between a USD 80 toilet and a USD 300 one is felt every day.

Payment plan: typical structures and what to negotiate

In Uruguay, payment plans for under-construction purchases follow fairly standardized patterns, though variations exist depending on the developer and the stage of construction.

Typical structures

Structure	Description	When used
30/70	30% during construction (in monthly installments or against milestones), 70% upon delivery	Most common. The final 70% usually requires bank financing or personal capital
50/50	50% in installments during construction, 50% upon delivery	More advanced projects or developers needing greater cash flow during construction
Monthly installments	100% paid in installments during construction (24–36 months), no large final payment	More common in cost-basis trusts
Deposit + milestones	20–40% upfront, then payments against progress (structure, roofing, finishes, delivery)	Projects where the buyer wants to tie payments to actual progress

Points to verify in the payment plan

Currency. Is payment in USD or UYU? If in UI (Unidades Indexadas), understand how the adjustment works and run the projections.
Price adjustment. Is the price fixed in USD or adjusted by some index? Some contracts include adjustment by the ICC (Índice de Costo de la Construcción, published monthly by INE). If there is an adjustment, require the contract to define: exact index, calculation formula, frequency, and maximum cap.
Default. What happens if you are late on an installment? Is there a default interest rate? How much? Is there automatic termination for default or a grace period?
Rescission by the buyer. Can you exit the contract? At what penalty? Some contracts provide for retention of 10–20% of the amount paid as a penalty clause.

Key contract clauses: where to look and what to demand

This does not replace the advice of your notary. But it does tell you where to focus when reviewing the contract (or when asking your notary to review it).

Delivery deadline and tolerances

Delivery date. It must be a specific date (or a period from a defined milestone), not "approximately" or "estimated." "December 2027" is acceptable; "second half of 2027" is vaguer; "when construction is complete" is not a deadline.
Tolerance. It is standard for the contract to allow a tolerance of 90–180 days. This is reasonable if it is capped. A 365-day tolerance is already excessive.
What "delivery" means. Is it handing over the keys? Or is it the municipal habitability approval (habilitación de la Intendencia)? Does it include the activation of utilities (UTE, OSE, Antel)? Define it in writing.

Penalties for delay

Is there a penalty for the developer if they are late? There should be. A reasonable clause sets an amount (percentage of the price or fixed monthly amount) for each month of delay beyond the tolerance.
Symmetry. If you pay default interest for being late on an installment, the developer should pay an equivalent compensation for being late on delivery. Many contracts are asymmetric: they penalize the buyer but not the developer. This is negotiable.
Rescission for excessive delay. If the delay exceeds a limit (for example, 12 months), you should have the right to rescind with full return of what was paid plus compensation. Verify that the contract covers this.

Changes during construction

Changes the developer can make without your consent. It is reasonable that they can make minor adjustments (for example, substituting one ceramic tile brand for another of equivalent quality due to stock issues). But "minor" and "equivalent" need to be defined.
Changes that require your approval. Any change in floor area, layout, quality of finishes, or specifications in the memoria descriptiva should require the buyer's written consent.
Changes in floor area. A tolerance of 2–3% in floor area is standard. If the variation is greater, the price should be adjusted proportionally — whether larger or smaller.

What is included in the price (and what is not)

This causes many post-delivery disputes. Verify expressly:

Is the parking space included or paid separately? What about the storage unit?
Are air conditioning units included or only pre-installation?
Are curtains or blackout blinds included?
Is VAT included in the price or added on top?
Are deed costs borne by the buyer?
Do connections to UTE, OSE, and fiber optic need to be paid separately?
Do condo fees start from delivery or from the deed date?

Promoted housing: concrete benefits for new construction

If the project has a promoted housing declaration under Law 18,795, you access significant tax benefits. Since 2011, this regime has driven more than 60,000 homes in Uruguay, and it remains in force in 2026.

Main benefits for the buyer

Benefit	Detail	Duration
ITP exemption	100% of the Impuesto a las Transmisiones Patrimoniales on the first sale. You save 2% of the assessed value	First sale within 10 years of completion
IRPF/IRAE exemption on rental income	100% of income tax on rents generated by the unit	10 years from completion
Wealth tax exemption	100% of the Impuesto al Patrimonio on the unit	10 years from completion
IRPF/IRAE exemption on first sale gain	100% of income tax on the gain from the first sale of the unit	10 years from completion

Note: these benefits apply only if the project has the promoted housing declaration granted by ANV (Agencia Nacional de Vivienda). It is not enough for the developer to say it "will be promoted housing" — the declaration must be issued. Ask for the resolution number.

If you are considering buying to invest, these benefits completely change the return equation. We go into more depth in:

The BPS construction certificate: not optional

All construction work in Uruguay must be registered with BPS (Banco de Previsión Social). The developer must register the project within 10 days prior to the start of construction, or up to 48 business hours after it begins.

Why does this matter to you as a buyer?

Without a current BPS certificate, the deed cannot be executed. If the developer has BPS debt on the project, the deed is blocked. This is one of the most common causes of delays between "key handover" and "deed signing."
The certificate certifies that there are no outstanding debts or irregularities linked to the construction. It is a necessary condition for selling, mortgaging, or transferring the property.
The Aporte Unificado de la Construcción (AUC) includes employer and employee contributions, the National Health Insurance, and BSE, at a rate of 71.4% on payroll. If the developer did not pay this, the problem transfers to the property.

Ask the developer: "Is the project registered with BPS? Can you show me the latest certificate?" It is an indirect indicator of the developer's seriousness and solvency.

If the developer goes bankrupt: real scenarios

This is not an unlikely scenario. In recent years there have been cases of Uruguayan construction companies entering insolvency proceedings with projects under construction. What happens to your investment depends directly on the legal structure you chose.

Scenario 1: Trust (Law 17,703)

Best possible scenario. The trust assets are a separate estate. If the developer (settlor) goes bankrupt, their personal creditors cannot touch the trust funds. The project can continue with another builder if the trustee decides so, or the assets are distributed among the beneficiaries. Your money was never "mixed" with the developer's estate.

Scenario 2: Registered promise (Law 8,733)

Protected scenario, but more complex. Your real right over the unit prevails over unsecured creditors. In the event of insolvency, you can claim delivery of the property (if the build is complete or can be completed) or at least have a preferential position. The insolvency judge can order the deed to be executed in your favor. It is not automatic or fast, but your position is substantially better than that of an ordinary creditor.

Scenario 3: Unregistered promise or informal contract

Worst scenario. You join the pool of unsecured creditors, with the same ranking as a supplier who sold bricks on credit. In a construction company insolvency, creditors with real guarantees (banks with mortgages) collect first, then BPS and DGI, and what remains — if anything — is shared among the unsecured creditors pro rata. The chances of recovering 100% of what was paid are very low.

Practical conclusion: if you buy outside a trust, registering the promise under Law 8,733 is not a "nice to have" — it is the difference between losing everything and having a viable legal exit.

Warranties and hidden defects: your rights under Uruguayan law

Uruguay substantially reformed the construction warranty regime with Law 19,726, which amended Article 1844 of the Civil Code. The old regime had a single 10-year period; the new one establishes three staggered periods depending on the severity of the defect.

Liability periods (from project handover)

Type of defect	Period	Examples
Structural or functional ruin	10 years	Foundation failures, load-bearing structure defects, serious leaks that compromise habitability, defects that make the unit unfit for use
Significant non-structural defects	5 years	Plumbing or electrical installation problems, deficient waterproofing, insufficient thermal insulation
Finishes and cosmetic defects	2 years	Peeling paint, cracked tiles, defective hardware, doors and windows that do not fit properly

Statute of limitations for the claim

Once the defect manifests (within the above periods), you have 4 years to initiate legal action. That is, if a structural crack appears at year 9, you have until year 13 to file a claim.

Who is liable?

Liability rests with the builder and the project supervisor (architect or engineer). In practice, if you bought from the developer, your contractual claim is against them, and they can in turn pursue the builder or the professional as appropriate.

Hidden defects in the sale (Civil Code)

Beyond decennial liability, the general Civil Code provisions on hidden defects also apply. The seller is liable for defects that make the thing unfit for its intended use or that significantly reduce its value, provided the buyer did not know about them at the time of purchase.

Important: document everything from the day of delivery. Timestamped photos, emails to the developer, notes in the handover record. Evidence is essential if you ever need to make a claim.

Stage-by-stage checklist: what to request, what to validate, and what to avoid

Stage	What to request	What to validate	Red flags
Before reserving	Signed and versioned memoria descriptiva, unit floor plans with dimensions, detailed payment plan, developer track record	That the price includes what you think it includes. That the land is free of encumbrances or that any mortgage will be lifted. Building permit granted	"We will send you the specifications later." They do not want to give you a list of previous projects. Pressure to reserve immediately
Reservation / deposit	Conditions in writing, validity period, subject-to-review clause	That the deposit is refundable if no agreement is reached on the contract. That the amount is reasonable (2–5% of the price)	Non-refundable deposit for large amounts. 48-hour deadlines to decide. They do not allow your notary to review
Contract / promise	Promise with all clauses (delay, changes, rescission, delivery, warranties). Registration under Law 8,733	That your notary reviews it before signing. Symmetry in penalties. Reasonable tolerance. Memoria attached and signed	Penalties only for the buyer. Tolerance of more than 6 months. They do not want to register the promise. Adjustment clauses without a cap
During construction	Progress reports (photos, percentage complete), updated schedule, payment receipts up to date	That payments correlate with actual progress. That there are no undisclosed changes	Months without updates. Requests for advance payments without justification. Change of contractor without notice
Pre-delivery	Finishes checklist to walk the unit, BPS construction certificate, municipal habitability approval	That all installations work. That finishes match the memoria	Pressure to sign the handover record without walking the unit. "The details will be fixed later." They will not let you in until you sign
Delivery	Detailed handover record with list of pending items, correction deadline, equipment manuals, supplier warranties	That the unit is habitable. That keys work. That utilities are activated	"Accept it as is and we will sort it out." They refuse to sign a list of pending items. They charge condo fees before you can move in

The final inspection: what to check before accepting delivery

Delivery day is not a formality. It is your last opportunity to document problems before responsibility becomes more diffuse. Ideally, do two walkthroughs: one in natural light and one with the unit's lights on.

Inspection checklist

Structure and walls:

Check for cracks in walls, especially at the corners of openings and at wall junctions.
Verify that walls are plumb (you can use your phone's level as a basic reference).
Look for damp stains, particularly on ceilings, below windows, and on exterior-facing walls.

Openings:

Open and close all windows and doors. They should slide smoothly and seal properly when closed.
Check locks (that the key works) and handles.
On sliding windows, verify that the seals are in place and that water does not get in (if it rained recently, even better).

Floors:

Walk the entire surface. Ceramic or porcelain tiles should not sound "hollow" when tapped (this indicates they are detached from the sub-floor).
Verify that grout lines are complete and that no pieces are cracked or chipped.
Check the overall level: a tennis ball should not roll on its own to one side.

Plumbing:

Open all taps and let the water run. Check pressure and temperature (if hot water is installed).
Flush all toilets and bidets. Verify there are no leaks at the connections.
Check under the kitchen sink and bathroom basin: any moisture? Are the connections secure?
Verify that floor drains work (pour water and observe that it drains correctly).

Electrical installation:

Test all switches and outlets (bring a phone charger as a basic tester).
Verify that the electrical panel is properly labeled (which breaker corresponds to which circuit).
Test the residual current device (RCD): it should trip when you press the test button.

Finishes:

Inspect paintwork with raking light (a flashlight from the side reveals imperfections that overhead light hides).
Verify that skirting boards are straight and well adhered.
Check kitchen and bathroom countertops: are they level? Are the edges finished? Is the sealant against the wall continuous?

Everything you find, note it in the handover record. If there are pending items, put them in writing with a committed resolution date. Do not sign a full acceptance record if issues remain unresolved — sign a handover record with observations.

12 questions to ask the developer before signing

What is the legal structure: trust, direct promise, or a boleto? Who is the registered owner of the land?
Will the promise be registered with the Registry under Law 8,733?
What is the committed delivery date and what tolerance does the contract allow?
What penalty is there for the developer if they exceed the tolerance?
What exactly is included in the price? (parking, storage unit, A/C units, connections, VAT)
Can I see the signed and versioned memoria descriptiva?
What happens if materials or specifications change during construction?
What are the previously delivered projects and can I visit them?
Is the project registered with BPS and up to date?
Does the project have a promoted housing declaration (Law 18,795)?
Who will manage the building and what are the estimated condo fees?
Under what circumstances can I rescind and at what cost?

If any answer is evasive, imprecise, or "we will deal with that later," that is itself information.

Practical summary: the 5 things you cannot negotiate away

There are aspects of the process where it is fine to be flexible (the color of the tile, the brand of the water heater) and others where it is not. These five are non-negotiable:

Registration of the promise with the Registry (if buying outside a trust). Without registration, your investment depends on the developer's good faith.
Review of the contract by your notary before signing. Not the developer's notary — yours.
Signed and versioned memoria descriptiva as an annex to the contract. What is not in writing does not exist.
Delay clause with a penalty for the developer. If you pay default interest, so do they.
Handover record with a list of pending items. Do not accept the unit without documenting the defects.

Buying under construction in Uruguay can be an excellent transaction: you access lower prices, choose the unit you want, and if it is promoted housing, the tax benefits improve the equation significantly. But the difference between a good purchase and a headache lies in the documents, the contract, and the registration. Invest in professional advice before signing — it is the most cost-effective expense in the entire transaction.

Sources

Law 8,733 — Promises of Sale of Real Estate in Installments: IMPO
Law 17,703 — Trust (Fideicomiso): IMPO
Law 18,795 — Social Interest Housing (Promoted Housing): IMPO
Law 19,726 — Decennial Liability (amendment to Article 1844 of the Civil Code): Guyer & Regules
Law 18,387 — Insolvency (Judicial Declaration of Insolvency and Business Reorganization): IMPO
BPS — Construction Regime and project registration: BPS
Agencia Nacional de Vivienda — Promoted Housing Law: ANV
INE — Construction Cost Index (ICC): INE
Asociación de Escribanos del Uruguay: AEU
Civil Code No. 16,603 — Art. 1844 (decennial liability): IMPO