Introduction

Conveyance of title in immovable property for land together with structures of residential projects has been one of the most contentious issues in Maharashtra. Promoters have systemically failed to execute conveyances in favor of cooperative societies or associations of flat purchasers, thereby withholding legal ownership and impeding future redevelopment, title certainty, and rights over common areas.

To address this, the Maharashtra Government introduced the deemed conveyance mechanism under Maharashtra Ownership Flats (Regulation of the Promotion of Construction, Sale, Management and Transfer) Act, 1963 (“MOFA”), ensuring that flat purchasers can obtain legal control over the land where their structure has been constructed. The enactment of the Real Estate (Regulation and Development) Act, 2016 (“RERA Act”) introduced complexity, as uncertainty persisted over whether deemed conveyance under MOFA remained effective for RERA-registered projects. The Maharashtra Ownership Flats (Amendment and Validation) Act, 2025, enacted on December 31, 2025 (“MOFA Amendment 2025”), seeks to resolve this uncertainty and rationalize the statutory interface between MOFA and RERA.

This note provides an analytical overview of the deemed conveyance framework under MOFA, the regulatory overlap between MOFA and RERA, and the changes introduced by the MOFA Amendment 2025, with particular focus on conveyance rights in RERA-registered projects.

Background: The Deemed Conveyance Framework Under MOFA

Under Section 10(1) of MOFA, the promoter must facilitate the formation of the legal body of flat purchasers. Under Section 11, the promoter is duty-bound to execute a conveyance deed in favor of the co-operative housing society, company, or association of flat purchasers, transferring all right, title, and interest in the land and building within four months of the formation of the organization of flat purchasers (as prescribed under Rule 9 of the MOFA Rules), unless the agreement provides otherwise. Section 11(2) requires the promoter to file a copy of the executed conveyance with the Competent Authority. Should the promoter fail to execute the conveyance, the flat purchasers may approach the Competent Authority, for the grant of a unilateral deemed conveyance under Section 11(3) of MOFA. Through this mechanism, the Sub-Registrar may register the conveyance without the promoter’s execution, enabling co-operative housing societies, associations or companies to obtain legal title despite the developer’s failure or refusal to cooperate.

MOFA and RERA Overlap

The enactment of the RERA Act in 2016, as a central legislative framework governing real estate transactions, created a material overlap with existing state-level protections under MOFA. Under Section 17 of the RERA Act, the promoter bears an independent statutory obligation to execute and register a conveyance deed in favor of the allottee or association of allottees. However, the RERA Act does not incorporate any mechanism equivalent to deemed conveyance as under MOFA. Where a promoter fails or refuses to convey, the RERA Act provides no procedure through which title may be transferred without the promoter’s participation. This dual framework gave rise to jurisdictional uncertainty, overlapping compliance obligations, and, in certain cases, inconsistent outcomes for homebuyers, promoters, and regulatory authorities.

For projects developed after the RERA Act came into force, flat purchasers were left in an inconsistent legal position, where they were not covered by the deemed conveyance mechanism under MOFA, while the RERA Act itself made no provision for a self-executing enforcement mechanism. Promoters routinely argued that the RERA Act operated as an exhaustive code, impliedly foreclosing any recourse to MOFA for RERA-registered projects. The absence of an explicit statutory bridge between the two regimes left the matter open to challenge, and thousands of flat owners in RERA-registered projects remained without an effective conveyance remedy.

The MOFA Amendment 2025: Key Provisions

The MOFA Amendment 2025 addresses these issues through several targeted interventions.

• Insertion of Section 1A (Demarcation of jurisdiction): The centerpiece of the Amendment is the new Section 1A, which, with retrospective effect from May 1, 2016, provides that MOFA shall not apply to RERA-registered projects except for Sections 5A, 11A, 13B, 13C, and 13D, together with provisions relating to competent authority. This establishes RERA as the primary statute for registered projects, while retaining MOFA’s application for projects outside RERA’s scope, such as those on plots not exceeding 500 square meters or with fewer than eight apartments.
• Insertion of Section 11A (Deemed conveyance for RERA projects): Section 11A specifically addresses RERA-registered projects. If a promoter fails to fulfill the conveyance obligation under Section 17 of the RERA Act, the allottee or association of allottees may apply to the MOFA competent authority, i.e., the District Deputy Registrar of Co-operative Societies for unilateral deemed conveyance. Applications are processed in accordance with Sections 11(4) and 11(5) of MOFA, continuing the established procedural mechanism.
• Retrospective effect and validation: The MOFA Amendment 2025 operates retrospectively from May 1, 2016. Section 5 contains a validation and savings clause that upholds all prior deemed conveyances and orders of the competent authority issued under the earlier regime. This prevents challenges to the numerous deemed conveyance orders granted during the years of regulatory overlap.

How the Amendment Differs from the Earlier Regime

Before the MOFA Amendment 2025, the deemed conveyance mechanism under Section 11(3) of MOFA was largely framed for pre-RERA projects, and its application to RERA-registered projects remained uncertain. The Amendment addresses this by introducing Section 11A specifically for RERA-registered projects, while confining MOFA’s wider operation to non-RERA projects through Section 1A.

In practical terms, this has twofold significance: first, allottees in RERA-registered projects now have a clear statutory right to seek deemed conveyance before the MOFA competent authority; and second, promoters of such projects are no longer exposed to overlapping criminal liability under both MOFA and the RERA Act.

Implications of the MOFA Amendment 2025 Under RERA

The MOFA Amendment 2025 has a direct bearing on how RERA operates in the State of Maharashtra, and its practical effects can be understood in two broad ways.

1. Homebuyers now have an effective route to obtain title in RERA-registered projects: The RERA Act requires promoters to convey title but provides no remedy when a promoter simply ignores that obligation. Before the Amendment, flat purchasers in RERA-registered projects could complain to RERA but could not force through a transfer of title on their own initiative. The new Section 11A fills this gap by enabling allottees to approach the District Deputy Registrar for deemed conveyance through the established MOFA process. The obligation to execute a conveyance under the RERA Act is now supported by an effective statutory remedy.
2. Past deemed conveyance orders are protected from challenge: Between 2016 and 2025, several housing societies in RERA-registered projects obtained deemed conveyance orders under the earlier MOFA provisions, despite the debatable legal basis for doing so. Section 5 of the MOFA Amendment removes those orders from dispute. It provides that, regardless of any judgment, decree or order to the contrary, every act carried out under MOFA before the Amendment began is validated and preserved. This validation expressly extends to notifications, orders, notices, circulars, rules, deemed-conveyance deeds already executed and registered, decisions taken, proceedings instituted and directions issued by the competent authorities, all of which must be regarded as valid and as continuing under the MOFA Act in its amended form.

Key Takeaways

The MOFA Amendment 2025 represents a significant legislative recalibration of Maharashtra’s real estate regulatory framework. By demarcating the spheres of MOFA and RERA, extending unilateral deemed conveyance to RERA-registered projects through Section 11A, and validating prior competent authority actions, the MOFA Amendment 2025 brings long-awaited regulatory clarity. For homebuyers and housing societies, the extension of deemed conveyance to RERA-registered projects substantially strengthens title security and addresses a long-standing enforcement vacuum under Section 17 of the RERA Act. At the same time, the curtailment of MOFA’s criminal provisions for RERA projects and the retrospective operation of the Amendment may continue to invite scrutiny from consumer advocacy groups and, potentially, constitutional challenge before the courts.

Ultimately, the MOFA Amendment 2025 represents an effective harmonization of state and central laws for the benefit of homebuyers. It covers all projects equitably across Maharashtra and lay to rest any confusion that existed with regards deemed conveyance.

This insight has been authored by Avikshit Moral and Komal Pandey from S&R Associates. They can be reached on [email protected] and [email protected], respectively, for any questions. This insight is intended only as a general discussion of issues and is not intended for any solicitation of work. It should not be regarded as legal advice and no legal or business decision should be based on its content.