Sale Deed Format for NRI or OCI Seller to Resident Indian Buyer
An updated specimen for transfer of a residential freehold flat in Delhi by a non-resident Indian or overseas citizen of India to an Indian resident purchaser, including conveyance, payment, title protection and registration clauses.
Applicable legal provisions and practical requirements
Transfer of Property Act, 1882, section 54: a sale transfers ownership for a price paid, promised or part-paid and part-promised; a sale of tangible immovable property of value Rs. 100 or more must be made by a registered instrument. Registration Act, 1908, section 17: specifies instruments for compulsory registration; sections 23 and 28 govern ordinary presentation time and place of registration, subject to exceptions.
FEMA, 1999 and Foreign Exchange Management (Non-debt Instruments) Rules, 2019: govern acquisition and transfer of Indian immovable property by NRIs and OCIs. A sale of residential or commercial property to a person resident in India is generally permitted, subject to the relevant rules. Confirm special restrictions for agricultural land, farmhouses and plantation property and for particular citizenship categories. See Reserve Bank of India and its official immovable-property FAQs.
Income-tax Act, 2025, section 393: withholding provisions for payments or credits from 1 April 2026, including taxable payments to non-residents (the earlier equivalent was section 195 of the Income-tax Act, 1961). Section 395(1) provides for lower or nil deduction certificates (earlier section 197). TDS is not automatically 1% merely because the asset is immovable property, nor is a universal 20% rate appropriate. The applicable tax base, rate, surcharge, cess and treaty position require transaction-specific determination. Consult the official TDS guidance and income-tax forms guidance. For remittances from 1 April 2026, section 397(3)(d) and Forms 145 and 146 replace the earlier section 195(6) and Forms 15CA and 15CB, where applicable.
Delhi stamp duty and registration: the Delhi Revenue Department currently states 6% for male and 4% for female purchasers, calculated on consideration or circle-rate value, whichever is higher, and a registration fee of 1% plus prescribed pasting fee. Confirm treatment of joint purchasers and current concessions with the registering authority. The source deed's fixed 3% plus 3% formulation is not retained. Refer to Delhi Revenue Department property registration guidance.
Specimen sale deed
FIRST PAGE / E-STAMP PARTICULARS
E-stamp certificate no.: ____________________
Certificate date: ____________________
Stamp duty paid: Rs. ____________________
Registration fee and receipt no.: ____________________
SALE DEED
Gross sale consideration: Rs. ____________________
| Property particulars | Details to be completed |
|---|---|
| Colony / locality and category | ____________________ |
| Property type and flat number | ____________________ |
| Floor, building and full address | ____________________ |
| Covered / plinth / super area (specify basis) | ____________________ sq. m. |
| Car parking and staircase rights | ____________________ |
| Number of floors in building | ____________________ |
| Applicable circle rate / stamp valuation | Rs. ____________________ |
| Consideration and stamp-duty valuation | Rs. ____________________ / Rs. ____________________ |
| Stamp duty / transfer duty (if separately applicable) | Rs. ____________________ / Rs. ____________________ |
| Registration fee and other charges | Rs. ____________________ |
This Sale Deed is made and executed at ____________________, Delhi, on the ______ day of ____________________, 20____, by and between:
VENDOR / SELLER: Ms./Mrs./Mr. ____________________, daughter/wife/son of ____________________, PAN ____________________, passport no. ____________________, OCI card no. (if applicable) ____________________, permanent address ____________________, presently residing at ____________________, hereinafter called the VENDOR (which expression shall, where the context permits, include the Vendor's lawful heirs, executors, administrators, legal representatives and assigns), of the FIRST PART;
AND IN FAVOUR OF
VENDEE / BUYER: Ms./Mrs./Mr. ____________________, daughter/wife/son of ____________________, PAN ____________________, identification particulars as lawfully required ____________________, residing at ____________________, an Indian citizen resident in India, hereinafter called the VENDEE (which expression shall, where the context permits, include the Vendee's lawful heirs, executors, administrators, legal representatives and assigns), of the SECOND PART.
Recitals
WHEREAS the VENDOR is the sole and absolute owner in lawful possession of built-up freehold Flat No. ______ on the ______ floor, situated at ____________________, Delhi, measuring ______ sq. m., together with parking rights described as ____________________, staircase/common-area rights of ______ sq. m. where applicable, and the appurtenant proportionate undivided land interest, as more particularly set out in Schedule A (the Scheduled Property).
AND WHEREAS the VENDOR acquired title by Conveyance Deed registered as Document No. ______, Book No. ______, Volume No. ______, pages ______ to ______, dated ______, in the office of Sub-Registrar ______; the original allotment was made by ____________________ vide file no. ______ dated ______.
AND WHEREAS the VENDOR declares that the Scheduled Property is free from undisclosed encumbrances, claims and adverse interests and that no other person, heir, co-owner or minor holds an undisclosed interest therein.
AND WHEREAS the VENDEE has examined the documents supplied by the VENDOR and has agreed to purchase the Scheduled Property, together with the appurtenant rights, fixtures and fittings, for Rs. ______ (Rupees ____________________ only), on the terms set out below.
AND WHEREAS the VENDOR has agreed to sell the Scheduled Property to meet personal requirements and the parties wish to record payment, withholding, conveyance, possession and their respective obligations.
Now this deed witnesses as follows
1. Sale and conveyance
In consideration of Rs. __________ (Rupees __________ only), paid or adjusted as recorded in the payment schedule, the VENDOR hereby sells, transfers and conveys to the VENDEE all her right, title and interest in the Scheduled Property, together with the appurtenant rights, easements, fixtures, common-area rights, proportionate undivided share in land (where legally attached to the flat), and the specifically identified parking rights, subject to lawful restrictions and the terms of the title documents.
2. Consideration and tax deduction
The VENDEE has paid Rs. __________ through banking channels and has deducted or shall deduct Rs. __________ as tax at source under the law applicable on the date of credit or payment, whichever is earlier. The balance net amount payable to the VENDOR is Rs. __________. The parties acknowledge that tax deducted and duly deposited on behalf of the VENDOR constitutes part of the gross consideration. The VENDEE shall provide the tax challan, prescribed withholding statement and tax certificate within statutory timelines. No fixed withholding percentage is stipulated by this deed; the lawful rate, tax base and any valid lower or nil deduction certificate shall govern.
3. Possession and original documents
Upon completion of the agreed consideration and registration, the VENDOR delivers vacant and peaceful physical possession of the Scheduled Property and the original title documents listed in Annexure B to the VENDEE, who acknowledges receipt. If possession or any document is delivered later, the parties shall record its actual date in a signed possession or document handover memorandum.
4. Title and authority
The VENDOR represents that she is the sole lawful owner of the Scheduled Property under the title deeds recited above, is competent to sell it, and has not previously sold, gifted, mortgaged, leased, charged or agreed to transfer it, except as expressly disclosed in Annexure C.
5. Encumbrances and claims
The VENDOR represents that, except for matters expressly disclosed in Annexure C, the Scheduled Property is free from mortgages, liens, attachments, injunctions, acquisition notices, tenancy rights, pending litigation, claims of co-owners, prior agreements and other encumbrances affecting the title. Any known litigation, loan, charge or society restriction shall be specifically described and resolved as agreed before completion.
6. Indemnity for title defects
The VENDOR shall indemnify the VENDEE against direct losses, reasonable costs and liabilities arising from a proven breach of the VENDOR's title representations, undisclosed pre-transfer encumbrances or a superior claim attributable to the VENDOR, subject to applicable law. This obligation does not cover defects expressly disclosed and accepted by the VENDEE in writing.
7. No HUF or minor interest
The VENDOR declares that the Scheduled Property is not HUF property and no minor or other person has an undisclosed ownership or beneficial interest in it. Any contrary fact shall be disclosed before execution and dealt with under applicable law.
8. Outgoings and taxes
Property tax, electricity, water, gas, maintenance, society charges and other outgoings attributable to the period up to the actual handover of possession shall be borne by the VENDOR, and those accruing thereafter by the VENDEE, unless otherwise itemised in Annexure C. Arrears for the earlier period discovered later shall be reimbursed by the VENDOR on production of supporting records.
9. Mutation and utility transfer
The VENDOR consents to mutation and transfer of municipal, society, electricity, water, sewerage and gas records in favour of the VENDEE. The VENDEE may apply at his own cost, and the VENDOR shall reasonably cooperate in furnishing signatures and documents required by the authorities. Mutation is an administrative entry and does not itself create title.
10. Deposits and fixtures
The agreed consideration includes the fixtures and fittings listed in Annexure D and the benefit of transferable utility security deposits, if any. Transfer of a deposit or connection remains subject to the rules of the relevant utility and payment of applicable charges.
11. Common rights and enjoyment
The conveyance includes lawful rights of access, ingress, egress, passage, staircases and common facilities appurtenant to the Scheduled Property, to the extent conveyed by the underlying title and applicable building or society documents.
12. No prior conflicting arrangement
The VENDOR confirms that she has not created any subsisting agreement, authority, tenancy or other arrangement inconsistent with this sale. Any earlier power of attorney shall be separately revoked where required by law; this clause alone shall not be treated as a substitute for a legally effective revocation.
13. Purchaser due diligence
The VENDEE confirms having examined the available title chain, sanctioned plans, possession status, relevant public records and disclosures to his satisfaction, without waiving the express representations, warranties and indemnities given by the VENDOR.
14. Binding effect and further assurances
The parties and their lawful successors shall be bound by this deed. The VENDOR shall execute reasonable supplementary instruments needed to perfect the conveyance, without creating new substantive obligations except as mutually agreed.
15. Rectification
Any clerical error in names, measurements, document numbers, dates or descriptions shall be corrected by a duly executed and, where required, registered rectification deed. Unless caused by the VENDOR's misrepresentation, the VENDEE shall bear reasonable rectification expenses.
16. Stamp duty and registration
Stamp duty, applicable transfer duty, registration fees and documentation charges for this deed shall be borne by the VENDEE, unless otherwise agreed. Amounts shall be calculated under the rules and rates applicable at the place and date of registration; no fixed percentage in this specimen is guaranteed.
17. Effective transfer
The transfer shall operate in accordance with the Transfer of Property Act, 1882 and the Registration Act, 1908 upon lawful execution and compulsory registration of this sale deed. Mere signing of an unregistered deed does not by itself complete a transfer where registration is mandatory.
18. Free consent
The parties execute this deed voluntarily, after reading and understanding its contents, without coercion, undue influence, fraud or misrepresentation.
19. Jurisdiction
Subject to mandatory provisions governing territorial and subject-matter jurisdiction, the competent courts having jurisdiction over the Scheduled Property shall entertain disputes arising from this deed.
20. Residential and citizenship status
The VENDOR declares her citizenship as __________, OCI status (if applicable) __________, FEMA residential status __________, and income-tax residential status for the relevant tax year __________. The VENDEE declares that he is an Indian citizen and resident in India. The parties acknowledge that citizenship, OCI registration, FEMA residence and income-tax residence are distinct legal tests.
Payment schedule - Annexure A
| Particulars | Amount (Rs.) | Mode / bank / reference / date |
|---|---|---|
| Advance or earlier payments | __________ | ____________________ |
| Balance paid at registration | __________ | ____________________ |
| Tax deducted at source | __________ | Challan / certificate: __________ |
| Total gross consideration | __________ | ____________________ |
Schedule A - Description of property
Freehold Flat No. ______, floor ______, building / block ______, colony ______, municipal address ____________________, Delhi, built-up area ______ sq. m., parking description ______, share in land ______, common areas and easements ______, boundaries: East ______; West ______; North ______; South ______; municipal/property ID ______.
Annexure B - Original title documents delivered
Conveyance deed ______; allotment letter ______; possession letter ______; mutation records ______; sanctioned plans ______; tax and utility receipts ______; society NOC or dues certificate (if required) ______; other documents ______.
Annexure C - Disclosures and adjustments
Encumbrances, litigation, tenancy, loans, unpaid dues, known deviations, restrictions, approvals and agreed adjustments (write NIL only after verification): ____________________.
Annexure D - Fixtures and fittings
Electricity meter and deposit ______; water and gas connections ______; fixed cabinets ______; fittings and other agreed inclusions ______.
Execution and witnesses
IN WITNESS WHEREOF the VENDOR and VENDEE have executed this Sale Deed on the day, month and year first stated above in the presence of the following witnesses.
VENDOR: ____________________ VENDEE: ____________________
Witness 1: Name ____________________; address ____________________; signature ____________________
Witness 2: Name ____________________; address ____________________; signature ____________________
Checklist before registration
Verify the complete title chain, encumbrance and loan status, society and municipal dues, property classification, building permissions, vendor identity and actual tax residence. Obtain the applicable TDS calculation or certificate before paying, arrange payment through traceable banking channels, and check the latest e-stamp and Sub-Registrar appointment requirements. A non-resident seller's eventual overseas remittance is a separate FEMA and bank-compliance matter.
Updated 1 November 2026. This model is tailored to a Delhi residential freehold flat. Obtain local professional review before use with leasehold, inherited, jointly owned, agricultural or disputed property.