UNIT 5

SALE OF LAND

The sale of land in Nigeria is a crucial transaction under property law, governed primarily by the common law, statutory provisions, and judicial precedents. This transaction involves the transfer of legal or equitable interest from the seller also called the vendor to the buyer also called the purchaser. Several steps must be followed to ensure that the sale is valid and enforceable. For the sale of land to be legally binding, there must be compliance with certain legal principles. These essential elements includes the following:

1. Agreement between the parties: The first step in the sale of land is the mutual agreement between the vendor and purchaser. This agreement must clearly outline the terms of sale, such as the price and the property to be sold. Both parties must have the legal capacity to enter into the contract. See the case of Anason Farms Ltd v. National Bank of Nigeria Ltd (1989) 1 NWLR (Pt. 29) 427 where the court emphasized the importance of a clear and definitive agreement between the parties before the sale of land could be valid.
2. Writing and execution: See section 4 of the statute of frauds 1677 which applies in Nigeria and requires that contracts for the sale of land must be in writing and signed by the parties involved. This requirement is critical for enforceability, and failure to comply with this may render the contract voidable. See the property and conveyancing law (PCL), applicable in the western states of Nigeria which reiterates the need for written agreements in land transactions.
3. Consideration: A valid sale of land requires consideration, usually in the form of money. This is the price agreed upon by both parties for the transfer of the property. Without consideration, the contract may not be enforceable. See the case of Adedeji v. Oloso (2007) 5 NWLR (Pt. 1026) 133 where the court held that payment of consideration is an essential part of a valid sale of land, even if it is not immediately paid at the time of contract formation.

STAGES IN THE SALE OF LAND

The sale of land typically involves two major stages which includes:

1. Pre-contract stage: At this stage, both parties negotiate the terms of the sale, conduct due diligence, and ensure that the seller has a good title to the property. The buyer must investigate the title of the seller to avoid disputes after the transaction. See the case of Ogunbambi v. Abowab (1951) 13 WACA 222 where the court stressed the importance of conducting thorough due diligence and title investigation before purchasing land.
2. Contract and completion: Once the pre-contract investigations are satisfactorily concluded, a formal contract for the sale of land is executed. Upon execution, the buyer typically pays a deposit, while the balance is paid upon completion. Completion occurs when the final payment is made, and the deed of assignment or conveyance is executed and delivered to the purchaser. See section 21 of the land use act 1978 which stipulates that transactions affecting land must be with the consent of the governor. This means that the governor’s consent is required for the transfer of ownership to be valid, particularly for statutory land.

DOCUMENTS INVOLVED IN THE SALE OF LAND

Several documents are involved in the sale of land. These includes the following:

1. Contract of sale: This is the foundational document that outlines the terms and conditions of the sale. It specifies details such as the price, the description of the property, and the parties involved. It is typically drafted by a solicitor.
2. Deed of assignment: The deed of assignment is a crucial document that transfers legal interest in land from the vendor to the purchaser. It must be executed and registered at the appropriate land registry. See the case of Akingbade v. Elemosho (1964) 1 All NLR 153 where the court emphasized the necessity of having a deed of assignment duly executed for the transfer of land ownership to be valid.
3. Governor’s consent: As required by the land use act 1978, the governor’s consent must be obtained for any valid transfer of land. Without this consent, the transaction may be deemed invalid under Nigerian law. See section 22 of the land use act which stipulates the requirement for governor’s consent in land transactions. Failure to obtain consent renders the transaction voidable at the instance of the governor.
4. Receipt of purchase: This is the receipt issued by the vendor upon the payment of the purchase price by the buyer. While it does not transfer ownership, it serves as proof that payment has been made for the land.

EQUITABLE INTEREST AND SPECIFIC PERFORMANCE

If a buyer ha>s paid part of the purchase price but the sale has not been completed, they may acquire equitable interest in the property. This can entitle them to seek specific performance of the contract in court. See the case of Savannah Bank v. Ajilo (1989) 1 NWLR (Pt. 97) 305 where the court recognized the principle that an equitable interest may arise once part of the purchase price has been paid, and the buyer may seek specific performance to compel the seller to complete the transaction.

DEFECTIVE TITLES AND REMEDIES

If the vendor’s title is found to be defective, the purchaser may be entitled to a refund of any money paid and may also claim damages for breach of contract. See the case of Omosanya v. Anifowoshe (1959) SCNLR 94 where the court held that where a seller’s title is defective, the buyer can rescind the contract and claim damages.

CONCLUSION

The sale of land in Nigeria is governed by a combination of common law principles, statutes like the Land Use Act, and judicial precedents. It is important for all parties involved to understand the process, ensure due diligence, and comply with the legal requirements to avoid disputes and ensure a smooth transaction.