Section 32 vs contract of sale: what's the difference?

When you receive paperwork for a property you're considering, you'll get two main documents: the Section 32 (also called the Vendor's Statement) and the Contract of Sale. These often arrive bound together, and many buyers treat them as one document. They're not. They do completely different jobs.

For the full document explained end to end, this sits inside our complete guide to the Section 32.

This is a quick explainer of what each one is for and why they're different.

The Section 32

The Section 32 is the disclosure document. Its purpose is to tell you everything material about the property before you commit.

The seller is required by law to provide it. It's prepared by the vendor's solicitor or conveyancer, using information from public records and the vendor's own knowledge.

A typical Section 32 includes:

• Certificate of title and ownership
• Easements, covenants, and restrictions
• Planning information (zone, overlays, permits)
• Outstanding rates and outgoings
• Building approvals and permits
• Owners corporation information (if applicable)
• Services connected to the property
• Any notices or orders from authorities

The Section 32 is purely informational. It doesn't bind you to anything. You read it to decide whether you want to make an offer.

The Contract of Sale

The Contract of Sale is the agreement. It sets out the terms of the deal between you and the seller. Once signed by both parties, it's legally binding.

A standard contract includes:

• The price
• The deposit amount and timing
• The settlement date
• The property description
• The inclusions (what stays with the property)
• General conditions (the standard pre-printed clauses)
• Special conditions (additional clauses specific to this deal)
• Cooling-off provisions (if applicable)
• Signatures of buyer and seller

The contract is what creates the legal relationship. Until both parties sign it, neither party is bound.

Why they come together

Even though they're separate documents, they're usually presented together because:

1. You need both to make a decision. The Section 32 tells you what you're buying. The contract tells you the terms.

2. The law requires the Section 32 before signing. The vendor must provide the Section 32 before you sign the contract. Combining them ensures this happens.

3. The contract often refers to the Section 32. Annexed documents and disclosures from the Section 32 are sometimes incorporated into the contract.

How they interact

A few practical points about how they work together:

Missing or misleading disclosure can void the contract

If the Section 32 fails to disclose something material, or actively misleads you about a fact, you may have grounds to withdraw from the contract, even after signing. This is one of the strongest protections in the Victorian property system.

The contract can override the Section 32 in some ways

A special condition in the contract can require or exclude things that the Section 32 only describes. For example, the Section 32 might disclose that a fence is shared, while a special condition might require the vendor to repair the fence before settlement.

Both should be reviewed by your conveyancer

Don't sign anything until both documents have been reviewed. The conveyancer's job is to assess both and flag issues.

What each is NOT

The Section 32 is not the contract

You can read a Section 32 and walk away. Nothing happens.

The contract is not a disclosure document

The contract doesn't tell you about easements, planning zones, or outgoings. It tells you the deal terms. Disclosure is in the Section 32.

Neither is a property inspection

Both are paper documents. They tell you what's on record. They don't tell you about leaks, termite damage, or whether the air-conditioner works. Those need separate inspections.

A few common confusions

"Does the contract have all the things the Section 32 has?"

Not quite. The contract usually annexes (attaches) the Section 32 as part of the disclosure. But the contract itself is a different document with different content.

"If I sign the contract, am I also signing the Section 32?"

You're acknowledging receipt of the Section 32. You're not signing it as an agreement, because it's not an agreement.

"What if the Section 32 says one thing and the contract says another?"

The contract terms usually win, because they're the agreement. But the Section 32 is part of the formal disclosure record, and inconsistencies can be the basis for legal complaints.

A practical workflow

When you're seriously interested in a property:

1. Request the Section 32 and contract from the agent. You can ask for these before you make an offer.
2. Read both yourself. Even if you don't fully understand them, get a sense of the structure.
3. Send both to your conveyancer. They will identify issues, flag risks, and explain anything unusual.
4. Make any negotiation requests before signing. Want a different settlement date? A special condition added? Now is the time.
5. Sign once you're happy with both. The two documents together are your decision package.

In short

The Section 32 is a property's resumé. The contract is the job offer. You wouldn't accept a job based on the resumé alone, and you wouldn't sign an offer letter without knowing what the company is. Treat the two documents that way.

If you're spending hours on either one without your conveyancer's help, that's the wrong order. Get them reviewed early, get your questions answered, and then make decisions calmly.

Sources

• Sale of Land Act 1962 (Vic), section 32: the law requiring the Vendor's Statement before a contract is signed, and the grounds on which a buyer may withdraw when disclosure is missing or misleading.
• Consumer Affairs Victoria: Buying and selling property: the regulator's guidance on the contract, disclosure, and cooling-off.

Sources verified 25 July 2026.