Sale of land

In this article we will give certain general notions on the sale and purchase of real property, which is a very technical subject in English law. Our brief summary is derived from the Encyclopedia of the Laws of England, s.v. Vendor and Purchaser.

In general, any owner of any kind of estate and interest in land has power to sell it, and any person or corporate body legally capable of owning land has power to purchase it. This rule, however, is subject to the exceptions laid down above concerning the capacity to enter into a contract and to many others. Thus, by the Mortmain Act, 1888, a corporation has no power to purchase land otherwise than under the authority of a statute or of a licence from the Crown.

Besides the general conditions which are requisite for the formation of any contract, a sale of real property must be in writing signed by the party to be charged therewith; it is to some extent uberrimae fidei, and it is subject to certain special rules which are implied by law for the regulation of the contract and the duties of the respective parties under it.

When a valid contract for the sale of land has been entered into, its general effect on the legal position of the parties may be summed up as follows: The moment there is a valid contract for sale, the vendor becomes in equity a trustee for the purchaser of the estate sold, and the beneficial ownership passes to the purchaser, the vendor having a right to the purchase money, a charge or lien on the estate for the security of that purchase money, and a right to retain possession of the estate until the purchase money is paid, in the absence of express contract as to the time of delivering possession. As from the date of the contract the property sold is at the risk of the purchaser, who must bear all subsequent losses, and is entitled to all subsequent gains.

Under an open contract and in the absence of special stipulations to the contrary, the duties of the parties as regards completion may be summarized as follows:

(a) Duties of the Vendor—(1) He is bound to both show and make a good title in accordance with the contract. (2) Upon being paid the purchase money and any interest upon it that may have become payable, the vendor is bound to execute, and procure the execution by all other necessary parties (if any) of, a proper deed of conveyance vesting the legal and equitable estate in the purchaser. (3) He must, in or concurrently with the conveyance, enter into proper covenants for title and sometimes into certain other covenants. (4) Upon completion he must hand over to the purchaser all title-deeds in his possession or power. (5) Upon completion possession of the property, if not already obtained, must be given by the vendor to the purchaser. (6) He must do all things necessary for completion within the time agreed upon, if time is essential, or otherwise within a reasonable time.

(6) Duties of the Purchaser —(1) Correlatively with the first duty of the vendor above mentioned, the purchaser is bound to peruse the abstract when received, inspect the title-deeds produced, and make all objections and requisitions in due course. (2) He must prepare the conveyance and tender it to the vendor for execution. (3) Upon completion he must pay the persons properly entitled to receive it the purchase money and any interest upon it which may have become payable. (4) He must pay to the vendor all proper costs and expenses incurred by the vendor, the liability for which is by law imposed upon the purchaser. (5) He must, upon completion, take possession of the property so as to relieve the vendor from all future liabilities incident to the ownership. (6) He must, like the vendor, do all things necessary for completion within the time agreed upon, or if none, within a reasonable time.

Special rules for the alienation of Church property are laid down in the Code, Canons 534, 1530-1534, 2347.