Chapter 10: Completion (Stage 5) Flashcards
What is completion?
Completion is the day that the buyer’s solicitor sends the balance of the purchase money due to the seller to complete the matter.
When does completion take place?
Unless amended in the contract’s special conditions, completion must take place by 2pm
What are the different methods by which completion may occur?
- Personal attendance
- By agent
- By post
Which is the most common method of completion?
By post
How does completion take place by personal attendance?
The buyer’s solicitor attends the seller’s solicitors’ offices in person.
Method of payment is normally a banker’s draft + at that meeting, the buyer’s solicitor takes physical possession of the deeds.
This method is rare in practice
How does completion take place by agent?
The buyer’s solicitor appoints a local firm to attend to completion at the seller’s office.
This method is also rare in practice
How does completion take place by post?
The seller’s solicitor acts as the buyer’s agent upon completion + posts all relevant deeds and documents to the buyer after completion has taken place.
What is the Code for Completion by Post?
The Law Society established a Code for Completion by Post that may be adopted by solicitors.
It relies on undertakings by both the seller’s and the buyer’s solicitors, so it must be taken seriously.
When must solicitors follow the Code for Completion by Post?
If the parties have adopted the Protocol
What are the key points of the Code for Completion by Post?
- Parties must agree in advance to adopt it.
- The seller’s solicitor gives a warranty that they act for the true seller of the property + the buyer’s solicitor is entitled to rely on this warranty.
- The seller’s solicitor must confirm in writing which mortgages are to be redeemed on completion.
- The completion monies will be sent by a bank transfer of cash.
- The buyer’s solicitor must provide the seller’s solicitor with a list of those deeds/documents to be marked as ‘examined’
- If they will be unable to comply with the Code, the sellers’ solicitor must provide a statement to this effect to the buyer’s solicitor before 4pm on the day before completion,
- The seller’s solicitor must consider the undertaking to discharge mortgages carefully + list only those that they can discharge
- The seller’s solicitor must agree to complete the transfer documents upon receipt of the sum required to complete.
- Seller’s solicitor must agree to confirm the date + time of completion to the buyer’s solicitor and to whomever holds the keys.
This confirmation must be given as soon as possible after completion. - The seller’s solicitor must also agree to send the executed transfer document (typically a TR1) and any other relevant documents to the buyer’s solicitor.
These documents must be sent by 1st class post or DX as soon as possible, but in no event later than the end of the working day following completion. - Once deeds are posted to the buyer’s solicitor, they are held at the risk of the buyer
When does title pass?
Unregistered land - title passes on completion
Registered land - title passes when the purchaser becomes registered at the Land Registry
What happens to the contract on completion?
The contract merges with the purchase deed.
This means that the buyer can no longer sue on contract terms, unless the contract states that any clauses will not merge on completion.
What does the Standard Conditions of Sale contain re ‘non-merger clauses’?
The Standard Conditions of Sale contain a ‘non-merger clause’ that states that completion will not cancel liability to perform any outstanding obligation under the contract.
- e.g., a contract term by the seller to give vacant possession.
If the outstanding obligation is not performed, the buyer may still sue on this term under contract due to this clause.
