Land Registration: (Other) formality rules

Section 52(1) of Law of Property Act 1925 states "all conveyances of land or of any interest therein is void for the purpose of conveying or creating a legal estate unless made by deed."

Statutory exceptions:

• Personal representatives of a deceased person may transfer land to the persons entitled by mere assent (LPA 52(2)(a))
• Leases taking effect in possession under 3 years obtained from the best rent which can be reasonably obtained without taking a fine can be entered into be oral agreement (LPA s54(2)).

* The requirements for a deed are set out in Section 1 of the Law Reform (Miscellaeous Provisions) Act 1989. Must be:

• Signed, either by the person executing the deed in the presence of a witness or on the person's behalf at his direction in his presence with two witnesses.
• Delivered (meaning intention to be bound).
  
• Has to be made clear that it is intended to be a deed. Having a sealed document is not in itself enough.

Deeds can be varied by contract Target Holdings v Priestly (but note writing requirements in relation to land).

Note role of equity: Parker v Taswell - Deed not used in context of lease. Court treated it as an agreement for a lease (writing requirements fulfilled) and enforced it as such (specific performance). See how privity means that can't enforce against third parties, and that is the difference to registration. Note also how this would be applied in exactly the same way in the context of a fee simple. Gifts do require a deed to be effective, because there is no contract.

Section 53 of the Law of Property Act 1925:

• No interest in land can be created or disposed of except by writing signed by the person creating or conveying the same, or by his agent thereunto lawfully authorised in writing, or by will, or by operation of law.

Section 53 of the Law of Property Act 1925:

• No interest in land can be created or disposed of except by writing signed by the person creating or conveying the same, or by his agent thereunto lawfully authorised in writing, or by will, or by operation of law.
• A declaration of trust respecting any land or any interest therein must be manifested and proved by some writing signed by some person who is able to declare such trust or by his will;
• Clarifies that this applies to equitable interests and trusts.
• Does not effect the operation of resulting, implied or constructive trusts.

• Section 54 clarifies that they are interests at will if not evidenced in writing.
• Exemption from the writing requirement of leases taking effect in possession for term under three years at the best rent which can reasonably be obtained without taking a fine.

Normal rules of contract must be complied with. However, these contracts have special characteristics:

• Take effect as estate contracts and are thereby equitable interests in the land (because there has to be a deed for an interest to be legal).
• Section 2 of the Law of Property (Miscellaneous Provisions) Act 1989 - Contract for sale or disposition of interest in land must be in writing, all agreed terms must be incorporated in one document (or, where contracts are exhcnged, in each), and signed by both parties (see statute for the exact conditions).
• Statutory exclusions from writing requirement: short leases; course of public auction.
• Secton 2(6) confirms that writing is needed for a contract by a beneficiary to sell a beneficial interest under a trust for sale. Seems to apply to all contracts relating to proceeds of sale of land, eg. the situation in which an owner contracts to assign his right to the proceeds of sale, or charge them in favour of an agent.

'Gazumping':

The delay between the initial agreement and the formal contract provides an opportunity for either party to withdraw. Most notoriously, a seller who has received a higher offer. This is called 'gazumping', and is particularly overt in a rising market. A purchaser who wishes to avoid the danger of being gazumped can cnontract so that the seller agrees not to consider other offers for a spceified period. Such a lock-out agreement has been held to be effective and outside the s2 requirement of writing (Pitt v PH Asset Management).

Particular contracts: Do they fall under Secton 2?

• Nweze v Noko: The parties agreed that the property should be sold and the proceeds paid to one of them. It was held that this was not caught by Section 2: it was more a contract to market the land than one under which an interest was sold. It seems more likely that a contract whereby the land is to be sold to a specific third party is within this section (Jelson Ltd v Derby CC), although doubts were expressed in Nweze. Neuberger J has held that there is no need for the third party to sign the contract (RG Kensington Management Co Ltd v Hutchinson IDH LTD, not following Jelson). The third party will have no liability and will not be able to sue unless either benefit is assigned or the Contracts (Rights of Third Parties) 1999 Act applies.
• Joyce v Rigolli - Clarifying an unclear boundary is outside of the section (not a contract for sale etc.: purpose of parties is to resolve an uncertainty, rather than to transfer land).
• Spiro v Glencrown Properties Ltd dealt with the application of the Act to options to buy or lease land. Problem is that the Act requires the contract to be signed by both parties, whereas the exercise of an option is a unilateral act by the option holder. Hoffman J declined to hold that the act applies.
• A preemption is a right to buy the land if the owner chooses to sell. Section 115 of the LRA 2002 states that it is an interest in land when registered (so writing requirements apply). Do not apply when land is unregistered (because the preemption is not an interest in land in that situation).

Terms

• Identification of land / parties. Unclear to what extent extrinsic evidence can be employed (may be tightening on this post-writing requirements).
• Rectification if term omitted by mistake.
• Otherwise, may take effect under collateral contract (comply with contract in exchange for doing X). Or, could embody in seperate contract.
• Writing requirements must be complied with for subsequent variation.

Enforcing contracts which do not comply with 1989 Act

• No application of part perfrmance doctrine (United Bank of Kuwait v Sahib: doctrine can no longer apply because depended on old theory that oral contract was unenforceable rather than void).
• Note statutory exeption of constructive, resulting and implied trusts.
• Cobbe v Yeoman's Row Management - Lord Scott expressed opininion that s2 cannot be avoided by application of estoppel (grey area: constructive trusts can be employed to achieve a near-identical result)