Off-Plan Property Investments: What the Contracts Really Say (and Don’t Say)

A few months ago, a client of ours, full of excitement reached out to us. She had just received an offer letter for a luxury off-plan apartment in Lagos.

The brochure was stunning, the finishes looked premium, and the payment plan seemed flexible. All she wanted was a quick legal review before she went ahead to pay the commitment fee and sign the Contract of Sale once it was ready.

But that “quick review” turned out to be a lifesaver. During our due diligence, we discovered that the developer’s title was defective.

The documents did not align with what was actually registered at the Lands Registry. In other words, the land ownership was not as clean as presented.

Thankfully, she hadn’t paid a dime yet. When we raised the issue, the developer offered her an apartment in another project with a proper title.

We carried out fresh due diligence on the new project, confirmed that the title was in order, and then proceeded to review the Contract of Sale.

Only after the contractual terms were assessed and explained to her did she move forward confidently to the signing stage.

Also read: An Expert Legal Guide for Real Estate Documentation After Due Diligence

That experience reminded us that off-plan property contracts often say one thing but mean another. If you don’t know what to look for, you could easily sign away your protection even before the first block is laid.

Biggest Traps Investors Often Miss In Off-plan Documents

Here are some of the biggest traps we’ve seen investors miss in off-plan documents:

1. Clauses stating “Specification May Vary”

This clause sounds innocent until you realize it gives the developer free rein to “modify design, materials, or specifications” as they see fit.

You’ll be surprised how quickly marble countertops that you saw in the brochure and 3D become tiles, branded sanitary fittings replaced with generic ones, and imported lighting fixtures suddenly turn to local during development.

And you the buyer? You won’t be able to complain because you accepted the clause; “variations are permitted.”

It’s actually one of the easiest ways that developers quietly cut costs while keeping the same sale price.

2. Design and Structural Adjustments

Some developers include in their contracts the right to alter designs or layouts due to “government regulations” or “architectural improvements.” T

hat may sound reasonable until you see balconies disappear, penthouse terraces shrink, or the building’s exterior colour change completely while hiding under clauses phrased as “Structural Adjustments subject to regulatory directives,”.

They use this to justify nearly any change leaving you without your consent or compensation.

3. Ongoing Permit Applications

Regulatory approvals in Lagos are often obtained in stages, and some permits may legitimately still be in process.

However, construction should not commence without an approved planning permit and a Letter of Authorisation to Commence Construction.

Also read: Before You Build in Lagos: What You Really Need to Know About Building Approval

When a developer says approvals are “still being processed,” they should be able to provide proofs of applications submitted and copies of approvals already granted for each construction stage.

Where these cannot be produced, the project may be exposed to stop-work orders or delays. Unfortunately, these are risks that are often transferred to buyers through extended timelines and tie-down of their capital.

4. Defective or Unclear Legal Title

This is the most dangerous trap of all. Some developers do not have proper title to the land. The document may be under government acquisition, tied up in litigation, or simply unregistered or worse still, sell property they don’t own.

In our client’s case, that’s what our due diligence revealed. The developer’s title looked impressive on the surface but didn’t match what was filed at the Lands Registry.

If she had gone ahead with the first offer, she’d have bought a property tinted with legal issues.

5. Payment Plans

As an investor, you would have come across some property adverts with “flexible payment plans.” The painful truth is that Developers know this is an advertising bait and many misinformed investors fall into this trap.

Those plans often favour the developer. If you miss a payment milestone by even a few days, you risk being labelled a defaulter and your contract could be terminated with the developer retaining a large portion (sometimes all) of what you’ve paid.

Some contracts quietly impose punitive charges; 5% or 10% of the entire property price for the slightest delay in installment payments.

Yet when developers delay completion for months, there’s often no penalty.

It’s a double standard that punishes buyers but protects developers.

6. Hidden and Overlapping Fees

Watch out for “management fees” and “service charges” that overlap. Some developers charge both simultaneously; one for building maintenance, another for services like waste disposal, even when they cover the same things.

You could end up paying twice without realizing it.

7. Handover Timelines and One-Sided Extensions

Many contracts of sale fix a delivery date. Then immediately give the developer the right to extend it while hiding under “force majeure,” or “unforeseen circumstances.”

Because those terms aren’t usually clearly defined, these developers usually stretch the deadlines endlessly. The result of that? Delay while you wait helplessly.

8. Post-Completion Surprises

At the off-plan stage, you typically sign a Contract of Sale, not a Deed of Assignment. The Deed is prepared and issued at a later stage, usually upon completion or full payment.

The concern arises where developers restrict or outright refuse legal review of the Deed of Assignment, often citing internal company policies.

In such cases, buyers are left with little choice but to accept pre-prepared deeds containing restrictive or one-sided provisions even though these documents ultimately govern ownership and use of the property.

Where a clear right to review is not provided for, you risk being bound by terms you neither negotiated nor fully understood.

9. Warranty (or the Lack of It) After Handover

Buyers often assume the developer will fix defects discovered after handover but that’s not always true.

Some contracts exclude warranties entirely, while others limit them to 30 days.

So when cracks appear or plumbing fails after a few months, you’re on your own as the new owner.

10. Developer’s Discretion in Property Management

Many contracts give developers long-term control over the property even after completion.

They retain the right to appoint facility managers, set service charges, and make decisions about common areas without consulting owners. Although, in a gated estate, this is the usual practice.

That means you could keep paying for facilities you can’t control indefinitely.

If you’re considering buying from a developer especially in a gated estate, this is a reality you will have to accept.

How a Lawyer Helps You Reduce Costly Mistakes

Off-plan contracts are rarely drafted with the buyer’s interests in mind. Left unchecked, they can expose you to delays, financial losses, and long-term restrictions you may not fully understand until it is too late.

Engaging a lawyer early does not mean every clause will be changed in your favour.

What it does mean is that you clearly understand where the risks lie, what can realistically be negotiated, and what the consequences of accepting certain clauses may be.

A lawyer helps by:

• Identifying clauses that expose you to financial loss, such as harsh default penalties, unlimited extensions, or forfeiture risks.
• Advising on negotiation points that may reduce your exposure, even if the developer refuses wholesale changes.
• Conducting due diligence on title and approvals, so you don’t sink capital into a project that may be stalled, demolished, or litigated.
• Clarifying timelines, fees, and post-completion obligations, helping you assess whether the investment still makes commercial sense.

Without proper legal review and negotiation, buyers often discover too late that they have paid for delays they cannot challenge, defects they must fix themselves, or restrictions that affect resale value and rental income.

Key Takeaway

Off-plan property investments can be profitable, but the risks are real and they are mostly hidden in the fine print.

Many investors only involve lawyers after they have lost time, tied down capital, or paid large sums they cannot recover.

The cost of engaging a lawyer early is often insignificant compared to the potential loss of money, profits, and peace of mind that can arise from signing an unfavourable contract.

If you’re considering buying an off-plan property in Lagos, Ogun, Oyo, or Osun valued at ₦30 million and above, having a real estate lawyer review and negotiate on your behalf can help minimise avoidable risks and put you in a stronger position from the start.

You can click here to get started, and one of our lawyers will attend to you.

If you have any questions, feel free to drop them in the comments. We’ll be happy to respond.

Happy reading!