A Costa Rica closing can look deceptively simple: the parties sign a transfer deed, funds are released, and ownership is registered. But who pays the closing attorney in Costa Rica? In many transactions, the buyer pays the legal and notarial costs associated with completing the transfer. That is a common commercial arrangement, not an automatic rule that applies regardless of the contract. The purchase and sale agreement should state exactly which party pays each professional fee, tax, registry charge, escrow cost, and expense connected to closing.
For an international buyer, the more consequential question is not simply who writes the check. It is whether the attorney handling the closing is also protecting the buyer’s interests before money is committed and before the transfer deed is signed.
Who pays the closing attorney in Costa Rica?
The buyer commonly pays the Notary Public and closing costs for the deed transferring the property, particularly where the buyer selects the attorney who will conduct due diligence, prepare or review the transfer documentation, coordinate escrow, and submit the deed for registration. The seller commonly pays costs tied to its own legal representation, broker commissions if agreed, and taxes or obligations allocated to the seller under the purchase agreement.
That said, parties are free to negotiate many closing-cost allocations. A seller may agree to contribute toward costs as part of a price negotiation. A developer may offer a defined closing-cost package. In another transaction, the parties may split particular expenses. The enforceable answer is found in the signed agreement and the final closing statement, not in an informal statement that costs are “standard.”
A buyer should also distinguish between an attorney’s legal fee and a notarial fee. In Costa Rica, a Notary Public has a formal legal function in documenting certain acts, including the public deed used to transfer registered real estate. The notary who authorizes the deed is not merely a witness to signatures. The notarial work, deed preparation, filing process, and registry-related charges may appear together in a closing estimate, but they are not necessarily the same thing as buyer-side legal representation.
The critical distinction: closing notary versus buyer’s attorney
A single attorney may be retained to provide legal advice and act as the notary for the transfer. When that attorney is independently selected and instructed by the buyer, this can be an efficient structure. The attorney can investigate title, review the purchase and sale agreement, identify conditions that must be satisfied before closing, coordinate the escrow process, and prepare the transfer deed.
The risk arises when a buyer assumes that the attorney named by the seller, developer, broker, or escrow provider is automatically acting for the buyer. The attorney may be competent and the transaction may close properly, but the scope of representation must be clear. A closing attorney engaged by the seller has duties to that client. A notary’s public function does not replace independent buyer counsel or eliminate potential conflicts in the underlying transaction.
This distinction matters most where the buyer has already signed a reservation document or purchase and sale agreement prepared by the seller’s side. By then, the buyer may have accepted provisions on deposit release, default, construction milestones, title exceptions, condominium rules, utilities, access, closing deadlines, or remedies without independent legal review.
What the purchase agreement should allocate
Before signing, the agreement should do more than state that the buyer pays “closing costs.” That phrase can be too broad to provide useful certainty. A well-drafted agreement should identify the expenses expected at closing and assign responsibility for them.
The allocation normally deserves specific treatment for transfer-related taxes, National Registry charges, notarial fees, legal fees for each party, escrow fees, bank charges, corporate documents, municipal charges, condominium fees, and any costs needed to release liens or correct title issues. If the property will be acquired through a Costa Rican company, the agreement should also address the costs and responsibilities associated with the selected ownership structure.
The agreement should state whether costs are based on the purchase price, a declared value, a professional tariff, a fixed quote, or another agreed method. It should also clarify whether a quoted amount includes taxes, registry charges, disbursements, translations, certifications, corporate work, and post-closing filings. This is particularly useful where a developer advertises that it will “cover closing costs.” The buyer should ask what is included, what is excluded, and whether the arrangement affects the choice of closing attorney.
Why the lowest closing quote may not be the lowest risk
Legal fees should be transparent and proportionate to the work required. However, a low or bundled closing estimate can conceal a narrow scope of service. A buyer may receive deed preparation and filing assistance but no meaningful title review, no analysis of the seller’s authority, no review of the purchase agreement, and no investigation of property-specific restrictions.
For a simple resale of a registered condominium with clean documentation, the legal work may be relatively straightforward. A coastal property, development parcel, property with unusual access, land held through a corporation, or home being sold during construction requires a more searching review. The same is true when a seller proposes an assignment of rights rather than a direct deed transfer, or when the property may involve concession rights rather than ordinary titled ownership.
The buyer should receive a written engagement description that explains what the attorney will do before closing, at closing, and after closing. It should identify whether the attorney will conduct registry and cadastral review, confirm liens and annotations, review corporate authority, check municipal and condominium obligations where applicable, coordinate escrow conditions, prepare or review the deed, and monitor registration after filing.
Closing expenses should follow verified facts
A prudent closing-cost allocation does not excuse the seller from delivering what it promised. If a lien, unpaid tax obligation, corporate authorization problem, boundary discrepancy, or registry issue must be resolved for the seller to convey the agreed property, the agreement should make clear who must cure it and at whose expense.
Buyers should be cautious about accepting a provision that makes them responsible for all closing expenses without separating routine transfer costs from expenses caused by the seller’s title or compliance problem. Similarly, a buyer should not release funds merely because a deed has been signed. The escrow instructions should identify the documents, releases, approvals, and other conditions required before disbursement.
Where the property is owned through a Costa Rican corporation, there is an additional decision: buy the real estate itself or acquire shares in the entity that owns it. A share purchase can have commercial advantages in the right circumstances, but it requires a different level of corporate due diligence. The buyer is not only evaluating land or improvements. The buyer may be acquiring the company’s liabilities, records, governance issues, and compliance history. The attorney’s fee and scope should reflect that distinction.
Questions to ask before engaging the closing attorney
Before transferring a deposit or approving closing instructions, ask who the attorney represents and whether the attorney will act as the Notary Public for the deed. Ask for a written fee estimate that separates legal fees, notarial fees, taxes, registry costs, escrow charges, and anticipated disbursements.
You should also ask what diligence is included, who controls the escrow instructions, what conditions must be met before funds are released, and how the attorney will confirm that the transfer has been presented and ultimately registered. If the seller or developer selected the attorney, ask whether you may retain independent buyer counsel. In a significant transaction, independent advice is usually a sensible safeguard rather than an unnecessary duplication.
A practical approach for foreign buyers
The best time to settle closing-cost responsibility is before the purchase and sale agreement is signed, not when documents are circulating for execution. Request a clear closing estimate early, but treat it as part of a larger legal review. The fee arrangement should match the actual transaction, the property’s risk profile, and the work needed to protect the buyer’s position.
American Law Partners assists foreign buyers with buyer-focused due diligence, purchase agreement review, escrow and closing coordination, notarial transfer work, and post-closing follow-through throughout Costa Rica. Clear cost allocation matters, but disciplined legal review before funds move matters more.
