Last week I told you what the fiducia (the regulated trust your money runs through) guarantees, and the one thing it doesn't: it polices your cash, but it won't write you a check for a developer's bad execution. So once construction is funded, what's left protecting you is the contract itself. The binding one you sign before ground breaks. That's the promesa de compraventa (promise of sale), and there's one clause in it I'd read before any other.
The promesa is the document that locks the deal. Price, payment schedule, the delivery date, the address and the matrícula inmobiliaria (the property's registry folio number), and what happens if either side walks. The truth is: under Colombian law, it isn't the thing that transfers ownership. That comes later, at the notarized deed, the escritura pública. The promesa is just a binding obligation to get to that deed. It has to be in writing, name a specific property and price, and fix a date or condition for signing the escritura. Miss one of those and the whole thing can be void, which is its own reason to have someone who reads Colombian contracts look at it.
But the clause I'd turn to first is the penalty clause. In Spanish it splits into two ideas: the cláusula penal (a pre-agreed sum one side owes the other for breaking the contract) and the arras (earnest money). Arras come in two flavors that matter here: a withdrawal flavor (arras de retractación), which functions as the price of walking away, and a penalty flavor (arras confirmatorias), which behaves like an advance penalty and doesn't let either side walk for free. What I care about is not whether there's a penalty. It's whether the penalty is symmetric.
The contract says that if you, the buyer, back out, you forfeit a fixed slice of the price. Twenty percent shows up in a lot of model contracts. Then you read what happens if the developer delivers a year late, or doesn't deliver, and the consequence is thin. Sometimes it's ordinary interest on the money you already paid. Sometimes the developer keeps a right to cancel that you don't get. Same contract, two very different prices for the same broken promise.
This isn't me theorizing. I tried to pull up an example and it turns out, recently, on October 30, 2025, Colombia's consumer regulator, the Superintendencia de Industria y Comercio (SIC), ruled on a real new-housing contract where the buyer faced a 30% penalty for backing out while the developer's only cost for delivering late was paying ordinary interest. It found that asymmetry abusive and unenforceable (Radicado 24-306885 de 2025, published in the SIC's own juridical bulletin). The principle is the part I'd look deeper into: a penalty that lands disproportionately on the consumer can be struck down, and a penalty has to rest on a breach someone proves; it doesn't fire automatically.
The reason this clause matters more for an American than for a local is that you can't easily go sue a developer in a Bogotá court from California (who would have thought). The penalty the developer agreed to in writing is most of your leverage. If that number is large for you and small for them, the contract is telling you who it was written to protect.
A close second, and I'll give it a full issue later, is the area clause. I haven't found a general statutory tolerance for delivering a smaller apartment than you bought, so whatever variance number sits in the contract is largely the rule between you and the developer, and the developer wrote it. Though there is one caveat: a delivered-area dispute can still reach the SIC as a consumer matter, and an abusive area clause can be overridden the same way that penalty clause was. There's also a gap between área privada (the space you'll walk through) and área construida (which includes walls and shared structure), and price is often quoted on the larger one. I'll come back to that.
One more correction on Issue #2 from last week. I told you the fiducia returns your deposit if the project never hits punto de equilibrio (the break-even pre-sale threshold). That holds, but the fine print is that contracts can deduct penalties, arras, and administrative costs before the money comes back. "You get your deposit back" deserves an asterisk, and I'll dig into where that asterisk bites.
The disclaimer I owe you, same as last week: I'm learning this as I post these and learn Spanish, and I'm not a lawyer and definitely not yours. Before anyone moves real money, a Colombian abogado (attorney) has to read the actual promesa and confirm all of this against the contract in front of them. What I'm building is the list of questions to walk in with. The penalty clause, read as a pair, is near the top of mine.
Next week: Santa Marta, and why I'm parked on this stretch of the Caribbean coast while everyone else seemingly has only heard of Medellín.
— Dmitriy