Long title | An Act to make new provision with respect to deeds and their execution and contracts for the sale or other disposition of interests in land; and to abolish the rule of law known as the rule in Bain v. Fothergill. |
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Citation | 1989 c. 34 |
Territorial extent | England and Wales |
Dates | |
Royal assent | 27 July 1989 |
Commencement | 27 September 1989 (in part) 31 July 1990 (remainder) [1] |
Text of statute as originally enacted | |
Text of the Law of Property (Miscellaneous Provisions) Act 1989 as in force today (including any amendments) within the United Kingdom, from legislation.gov.uk. |
The Law of Property (Miscellaneous Provisions) Act 1989 (c. 34) is a United Kingdom Act of Parliament, which laid down a number of significant revisions to English property law.
The Act introduced several distinct reforms:
S. 1(3) of the Act provides that:
An instrument is validly executed as a deed by an individual if, and only if—
- (a) it is signed—
- (i) by him in the presence of a witness who attests the signature; or
- (ii) at his direction and in his presence and the presence of two witnesses who each attest the signature; and
- (b) it is delivered as a deed by him or a person authorised to do so on his behalf.
In its 2008 decision in the Mercury Tax Group case, the High Court of England and Wales expressed in obiter that the recycling of signature pages from earlier drafts rendered the agreements in question invalid as deeds under the Act. [6] Taken together with previous jurisprudence on the execution of documents in the Court of Appeal for England and Wales, [7] the Law Society of England and Wales has issued guidance as to what steps are necessary in order to validly execute deeds and other documents executed in counterpart in electronic or virtual signings or closings:
Type of Document | Option 1- Return entire PDF/Word document plus signature page | Option 2 - Return signature page only | Option 3 - Advance pre-signed signature pages |
---|---|---|---|
Deeds | Yes | No | No |
Real estate contracts | Yes | No | No |
Guarantees (stand-alone or contained in simple contracts) | Yes | Yes | Yes |
Simple contracts (not incorporating any of the above) | Yes | Yes | Yes |
Section 2 deals with contracts for the creation or sale of legal estates or interests in land, and not with documents that transfer such estates or interests. [10] The required scope for such contracts is defined in s. 2:
(1) A contract for the sale or other disposition of an interest in land can only be made in writing and only by incorporating all the terms which the parties have expressly agreed in one document or, where contracts are exchanged, in each.
(2) The terms may be incorporated in a document either by being set out in it or by reference to some other document.
(3) The document incorporating the terms or, where contracts are exchanged, one of the documents incorporating them (but not necessarily the same one) must be signed by or on behalf of each party to the contract.
The Court of Appeal has noted which types of agreements fall either within the Act or outside of it:
... Section 2 is concerned with contracts for the creation or sale of legal estates or interests in land, not with documents which actually create or transfer such estates or interests. So a contract to transfer a freehold or a lease in the future, a contract to grant a lease in the future, or a contract for a mortgage in the future, are all within the reach of the section, provided of course the ultimate subject matter is land. However, an actual transfer, conveyance or assignment, an actual lease, or an actual mortgage are not within the scope of section 2 at all. [11]
The "single document" requirement is strictly applied:
... Its effect is merciless. An appropriately signed document purporting to amount to a contract for the sale or other disposition of an interest in land will not in fact create a valid contract unless it includes all the expressly agreed terms of the sale or other disposition. If it fails do so it will be void... [12]
The Court has given guidance on circumstances where a land contract can be avoided under s. 2: [13]
S. 2 of the Act repealed s. 40 of the Law of Property Act 1925, thus abolishing the equitable doctrine of part performance with respect to dispositions of interests in land, which had been recommended by the Law Commission of England and Wales. [14] Although the Commission believed that the equitable doctrines of promissory estoppel and proprietary estoppel would still be available to provide relief, [15] the House of Lords has subsequently held [16] that such relief was not available. As Lord Scott of Foscote stated in his speech:
29.... proprietary estoppel cannot be prayed in aid in order to render enforceable an agreement that statute has declared to be void. The proposition that an owner of land can be estopped from asserting that an agreement is void for want of compliance with the requirements of section 2 is, in my opinion, unacceptable. The assertion is no more than the statute provides. Equity can surely not contradict the statute....
This mirrors the observation that "The doctrine of estoppel may not be invoked to render valid a transaction which the legislature has, on grounds of general public policy, enacted is to be invalid," [17] which has been cited in other cases in the matter by the Court of Appeal. [18] [19] The constructive trust remedy that is available under s. 2(5) of the Act, however, operates under principles distinct from those of estoppel, which can lead to problems in application and enforcement. [20] Academic discussion suggests that estoppel may still be available in situations outside of s. 2 on its own terms. [21]
Estoppel in English law is a doctrine that may be used in certain situations to prevent a person from relying upon certain rights, or upon a set of facts which is different from an earlier set of facts.
Offer and acceptance are generally recognised as essential requirements for the formation of a contract, and analysis of their operation is a traditional approach in contract law. The offer and acceptance formula, developed in the 19th century, identifies a moment of formation when the parties are of one mind. This classical approach to contract formation has been modified by developments in the law of estoppel, misleading conduct, misrepresentation, unjust enrichment, and power of acceptance.
The Supply of Goods and Services Act 1982 is an Act of the Parliament of the United Kingdom that requires traders to provide services to a proper standard of workmanship. Furthermore, if a definite completion date or a price has not been fixed then the work must be completed within a reasonable time and for a reasonable charge. The Act was partially superseded by the Consumer Rights Act 2015, insofar as that Act applies, i.e. between trader and consumers, for contracts entered into from 1 October 2015. The Supply of Goods and Services Act 1982 as amended remains in force in England, Wales, Northern Ireland; only Part IA of the Act, which creates provisions analogous to Part I of the Act, and Part III, which deals with the Act's commencement etc., apply in Scotland.
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Overriding interest is an English land law concept. The general rule in registered conveyancing is that all interests and rights over a piece of land have to be written on the register entry for that land. Otherwise, when anyone buys that piece of land, the interests will not apply to the purchaser, and the rights will be lost. Overriding interests are the exception to this general rule. Overriding interests need not be registered to bind any new owner.
English contract law is the body of law that regulates legally binding agreements in England and Wales. With its roots in the lex mercatoria and the activism of the judiciary during the industrial revolution, it shares a heritage with countries across the Commonwealth, from membership in the European Union, continuing membership in Unidroit, and to a lesser extent the United States. Any agreement that is enforceable in court is a contract. A contract is a voluntary obligation, contrasting to the duty to not violate others rights in tort or unjust enrichment. English law places a high value on ensuring people have truly consented to the deals that bind them in court, so long as they comply with statutory and human rights.
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