What Does a Seller's Lawyer Do in a Subsale Home Transaction?

When you sell a subsale home, someone may tell you that you do not need your own lawyer because the buyer already has one. In practice, a seller can choose not to have separate legal representation. But if a lawyer has been appointed by the buyer, that lawyer acts for the buyer under the sale and purchase agreement (SPA), not for you as the seller.

So the better question is not only "do I have to appoint a lawyer?" It is also: who will protect my interests and handle my obligations as the seller throughout the transaction?

This article explains the main work that usually has to be coordinated on the seller's side of a subsale.

In short

A seller's lawyer looks after the transaction from the seller's point of view. That can include advising on the SPA terms, checking the title, redeeming any existing loan, handling consent where needed, dealing with real property gains tax (RPGT) submissions, liaising with the buyer's lawyer and making sure money is released as the SPA provides. The buyer's lawyer does not become the seller's lawyer just because the seller chose not to appoint one.

"In a subsale, the value of a seller's lawyer is not just in the documents that get signed. What matters is making sure the seller's obligations, the redemption, any consent and the release of money all happen in the right order." — Akmal Saufi Mohamed Khaled, lawyer and principal of ASCOLAW (Messrs Akmal Saufi & Co)

1. Advising you on the SPA terms

The SPA does more than record the sale price. It sets out each party's rights and obligations, the completion period, the conditions that must be met, how vacant possession is handed over, how payments are made, and what happens if either side fails to keep to the agreed terms.

Your lawyer can review the proposed terms, explain what they mean for you and make sure your position as seller is not overlooked simply because the draft SPA was prepared by someone else.

2. Checking the title and anything that could hold up the sale

Before the sale can complete, the property's status has to be properly understood. Points that may need to be identified include:

• whether an individual or strata title has been issued;

• whether the property is still under the master title;

• whether there is an existing charge or financing;

• whether the title carries a restriction in interest that requires consent to transfer;

• whether there are developer, strata management or earlier documentation issues to resolve; and

• whether anything else on the title or in the transaction records must be dealt with before the transfer can be completed.

Not every home follows the same process. A freehold home with no loan, a leasehold home with a restriction in interest and a property still under the master title can each need a different workflow. For background, see Land Title Transfer Procedure In Malaysia and What is a Strata Title and why is it important for homeowners?.

3. Handling redemption if the house still has a bank loan

If the house is still charged to a bank, the seller's outstanding loan usually has to be settled as part of the sale. Your lawyer can deal with the bank on the redemption statement and documents, and coordinate the release of the bank's security once the relevant conditions are met.

This matters because the agreed sale price is not necessarily the net amount you will receive. Part of the transaction money may first go towards settling your existing financing and related commitments. For the discharge side of this, see Discharge of Charge By Lawyers.

4. Handling consent where it is required

Some titles carry a restriction in interest, which means the relevant authority must give consent before the transfer can be registered. Whether this applies depends on the title, the state and the type of restriction.

Where consent is needed, your lawyer will identify the requirement, prepare or coordinate the application and follow it up. That way the sale does not stall because a restriction was noticed too late.

5. Liaising with the buyer's lawyer

If both sides have their own lawyers, the seller's lawyer and the buyer's lawyer communicate about documents, SPA conditions, redemption status, consent, completion and anything else that must be settled.

This coordination matters because a subsale often involves several parties at once: the seller, the buyer, the seller's bank, the buyer's bank, the land office, and sometimes the developer or management body, depending on the property.

6. Handling RPGT matters for the seller

Selling or disposing of property can bring obligations under the RPGT regime, known in Malay as CKHT (Cukai Keuntungan Harta Tanah). According to LHDN (the Inland Revenue Board), online submission of RPGT returns through the e-CKHT system on MyTax has been mandatory since 1 January 2025.

LHDN's guidance is that the seller (the disposer) submits Form CKHT 1A or CKHT 1B within 60 days of the date of disposal. Where the sale is not chargeable, the seller also submits Form CKHT 3 and gives a copy to the buyer. The buyer (the acquirer) submits Form CKHT 2A within 60 days of acquisition. If the buyer receives a completed CKHT 3 from the seller, the buyer does not need to make the payment to LHDN that would otherwise be required under the RPGT Act 1976.

The lawyer handling the sale can coordinate the documents and submissions for your position. Whether tax is actually payable, how much, and whether an exemption applies all depend on the facts of the sale and your own position.

7. Dealing with the developer or management body where needed

If the property is still under the master title, has a particular transaction history or needs confirmation from the developer, your lawyer may need to deal with the developer on ownership records and transaction documents.

For strata properties, maintenance charges or information from the management body may also need to be settled, depending on the transaction. Do not wait until the last minute to find out that missing documents or outstanding payments are holding up completion.

8. Receiving and releasing transaction money under the SPA

Money in a property sale is not necessarily paid straight to the seller once the SPA is signed. When it is released depends on the structure of the transaction, the SPA terms and what has to be settled first, including redemption and any other conditions.

Your lawyer helps make sure money received or held in a professional capacity is handled according to the transaction terms and only released once the relevant conditions are met.

Does the seller have to have their own lawyer?

A seller can choose not to have a separate lawyer. But you should be clear about what that means: if the buyer's lawyer was appointed to act for the buyer, that lawyer is not your lawyer under the SPA.

In some situations, the buyer's lawyer may help the seller with specific, separate tasks, such as the consent application, the discharge or the RPGT submission, subject to the circumstances and the applicable fees. That does not mean the buyer's lawyer also represents the seller in the whole sale.

If you want someone to review the SPA and the transaction from your side as the seller, appointing your own lawyer gives you clearer representation. For more on what conveyancing lawyers do, see Conveyancing Lawyer in Malaysia: What They Do, Fees & How to Appoint One.

When should a seller contact a lawyer?

It is better to get advice before you sign anything that is hard to undo. The earlier issues such as an outstanding loan, a restriction in interest, the title status, arrears or ownership documents are identified, the easier it is to structure the sale with the right expectations.

If you already have a buyer or are weighing an offer, have at least the basic property information and whatever documents you have ready, so your lawyer can spot issues early.

How ASCOLAW can help

ASCOLAW acts for sellers in subsale transactions. This covers reviewing the transaction structure and the SPA and coordinating the process through to completion, based on your property's circumstances. See also our property lawyer services.

To request a quotation, fill in the ASCOLAW enquiry form below. Include the property details, the sale price, whether there is an existing loan and any basic documents you have, so the scope of work can be assessed accurately.

Frequently asked questions

Does a seller have to appoint their own lawyer?

Not necessarily. A seller can choose not to have a separate lawyer. But if a lawyer was appointed by the buyer for the SPA, that lawyer acts for the buyer, not the seller. Help with specific tasks such as consent, discharge or RPGT forms does not by itself make the buyer's lawyer the seller's lawyer for the whole transaction.

What happens if the seller's house still has a bank loan?

The outstanding loan usually has to be redeemed as part of the sale. The redemption documents and amount must be obtained and coordinated so the bank's existing security can be released once the relevant conditions are met. This also affects when, and how much of, the sale price can be released to the seller.

Does every leasehold home need consent?

You cannot assume so. Whether consent is needed depends on any restriction in interest on the title, the state and the rules that apply. The title and the circumstances of the sale need to be checked first.

Does the seller have to file RPGT forms even if no tax may be payable?

Selling property can bring RPGT filing obligations, and LHDN requires submissions to be made online through e-CKHT. Whether tax is ultimately payable, how much, and whether an exemption applies depend on the facts of the sale and the seller's position.

This article is general information only and is not legal advice. It focuses on Peninsular Malaysia; Sabah and Sarawak have their own land laws. Every property transaction is different, so get specific advice from a licensed lawyer before taking any action.

Related guides

• Conveyancing Lawyer in Malaysia: What They Do, Fees & How to Appoint One

• Real Estate Lawyer In Malaysia

• Discharge of Charge By Lawyers

• Land Title Transfer Procedure In Malaysia