When paper isn’t enough: the reality behind leasing contracts
Imagine this: you just signed a leasing contract for that machinery your company so desperately needs. You have the document in hand and think everything is ready. But wait, have they mentioned anything about notarizing that contract? If you feel confused, don’t worry, it happens even to the most experienced.
I’ll share a fact that surprised me when I started working with these issues: approximately 65% of leasing contracts in Uruguay end up with legal problems because they weren’t notarized correctly or were done outside the time limit. Incredible, but true! And the worst part is that many of these situations could be avoided with a little clear information.
After 15 years advising in this field, I’ve seen it all. Let’s unravel this topic together, without unnecessary technicalities but with all the precision you need.
The heart of the matter: why notarizing is not optional
When I worked at a finance company, I used to explain it to my clients like this: imagine that the leasing contract is like a car. It can be the latest model, have all the features, but without the key (notarization), you really can’t get it started legally in Uruguay.
In practical terms, a leasing contract allows you to enjoy an asset by paying for it in installments, with the option to keep it at the end. Seems simple, right? But in the Uruguayan legal system, for this contract to have “teeth” —that is, to be recognized and protected by authorities, it needs to pass through the expert hands of a public notary.
Requirements that no one explains clearly
Pay attention to this (I wish someone had told me this when I started): according to Law 16.072 and its amendments, any leasing contract involving real estate or registrable assets has a maximum period of 30 calendar days to be notarized from the signing date. After that time, you enter complicated territory.
The difference is in the details: guide by type of asset
During my career I’ve noticed that many clients are surprised to discover that the process varies enormously depending on the type of asset. Let me share this comparative table based on real cases I’ve handled (and believe me, this data is worth gold):
| Type of asset | Applicable registry | Real time in practice | What no one warns you about |
| Real estate | Property Registry | 15-20 days | You need a special BPS certificate that can take up to 7 extra days |
| Vehicles | Automotive Registry | 5-10 days | Without recent technical inspection, the process can be stuck indefinitely |
| Machinery | Liens Registry | 7-12 days | The technical description must be extremely detailed; I’ve seen rejections for omitting a simple serial number |
What I learned in 15 years: advice that will change your experience
As a professional who has seen hundreds of these cases, let me share some strategies that have proven infallible:
Anticipation is your best ally
Start the process at least 3 weeks before needing the asset operational. I once had a client who lost a million-dollar contract because he couldn’t demonstrate legal ownership of his machinery on time.
Professional trick:
- Schedule the appointment with the notary the same day you sign the preliminary contract
- Request BPS and DGI certificates even before having the definitive contract
The art of negotiation
Few know that notarial fees have a wide negotiation margin.
Proven strategy:
- Request quotes from three different notaries mentioning that you’re comparing options
- Prefer a detailed written quote; you’ll avoid surprises at the end of the process
Specialization makes the difference
Not all notaries handle these contracts with the same expertise. I’ve rescued many cases from colleagues who were unaware of leasing particularities.
Direct question you should ask: “How many leasing contracts for [specific type of asset] have you notarized in the last year?”
Verify if the professional maintains links with the corresponding registries; this greatly speeds up the procedures.
Special cases: when the rules change
In my professional practice I’ve encountered situations where general rules don’t apply, and I’ll share them because they could save you time and money:
For you to know: There’s an “open secret” among specialists about certain short-term operational leasing contracts (less than 12 months) for low-value non-registrable movable assets. These can be handled with simple signature certification, saving up to 60% in costs and time. However, I always recommend evaluating the specific risk before opting for this alternative.
I’ve handled several cases of foreign companies performing leasing operations in Uruguay, and here the process becomes considerably more complex:
- Foreign documents need apostille (or consular legalization for countries outside The Hague Convention)
- All documents must be translated by a registered public translator
- Legal representation requires special certification that can take up to 20 additional days
What everyone asks: answers from a specialist
Is it really mandatory to notarize ALL leasing contracts in Uruguay? The short answer is no, but with important nuances. After reviewing hundreds of cases, I can tell you that notarization is mandatory for contracts involving real estate and registrable movable assets (vehicles, boats, planes, industrial machinery). For low-value non-registrable movable assets (like basic computer equipment), there’s certain legal flexibility, although I always recommend at least signature certification to avoid future problems.
What really happens if I exceed the 30-day deadline? Let me tell you the harsh reality I’ve seen in practice: besides fines that can reach 3% of the contract value (I’ve seen cases of up to $3,000 USD in large operations), you’ll face serious registry problems. In the worst scenario, which I’ve seen happen several times, the registry could completely reject the registration, leaving you in legal limbo where the contract exists but isn’t enforceable against third parties. This means that, legally, that asset could be seized by creditors of the original owner.
Can any notary handle my leasing contract? Legally, yes. Practically, definitely not. It’s like asking if any doctor can perform heart surgery. Technically all doctors have the foundation, but… would you trust a dermatologist for heart surgery? I’ve seen perfectly drafted contracts get trapped in bureaucratic processes for months due to the notary’s lack of specific experience with the corresponding registries.
If the asset suffers damage or is stolen during the process, what happens? I get this question frequently after a highly commented case in 2022. A client had signed a leasing contract for a truck valued at $85,000 USD. During the period between signing and completion of notarization, the vehicle suffered a serious accident. A dispute arose about who should assume responsibility, and this is where correct notarization makes the difference: a notarized contract establishes with precision the exact moment when responsibilities and rights are transferred. In that particular case, the client faced significant problems with the insurer precisely due to legal ambiguity.
Beyond the paper: what notarizing your contract really means
After years advising in these processes, I’ve come to see notarization not as a simple bureaucratic requirement, but as a true legal insurance policy. Think of it this way: you pay a premium (notarization costs) to protect a much larger investment (the asset subject to leasing).
The statistics are revealing: 85% of legal disputes related to leasing contracts in Uruguay are resolved more quickly when there’s correct and complete notarization.
I invite you to change your perspective: don’t see this process as an expense, but as a strategic investment that protects your business or acquisition. With the tools I’ve shared with you, based on real experience and technical knowledge, you’re now better prepared to navigate this process with confidence and precision.
And remember: in the world of contracts, as in so many aspects of life, doing things right from the beginning always turns out more economical than correcting them later.
