Completion & Post-Completion

Question 1

What are the 2 ways ‘Completion’ can take place?

Answer 1

(1) In PERSON
(2) by POST

Question 2

What are the 4 ‘Completion’ Steps? (state who they are between e.g. BS, SS, SL)

Answer 2

(1) TRANSFER BALANCE PURCHASE PRICE (BS to SS)
(2) DATE TRANSFER DEED (e.g. TR1) (SS)
(3) SEND TRANSFER DEED (SS to BS)
(4) REDEEM MORTGAGE (TRANSFER BALANCE EXISTING MORTGAGE (SS to SL)

Question 3

Under the SC and SCPC, how should the funds on Completion be sent over?

Answer 3

By electronic bank transfer

Question 4

Under the SC and SCPC, if no completion date is set on exchange of contracts (rare), when will completion take place?

Answer 4

20 working days from EXCHANGE at 2pm

Question 5

Under the SC and SCPC, if completion takes place after 2pm on the same working day, when will it be deemed to take place?

Answer 5

Next WORKING day

Question 6

What is the effect of Completion on the Legal Title in:
(a) Registered Land
(b) Unregistered Land

Answer 6

(a) DOES NOT pass until Registration at HM Land Registry

(b) Passes at Completion and triggers Compulsory First Registration

Question 7

During ‘Completion’ the Mortgage is REDEEMED (when SS transfers £ to Lender).

(1) What is the MAIN ‘Post-completion’ step for the SELLER’s solicitor re any existing Mortgage?
(2) What does this show?

Answer 7

(1) Send ‘Form DS1’ to buyers solicitor
(2) Evidence of Mortgage DISCHARGED

Question 8

What are the 4 key post-completion steps for the BUYER’s solicitor?

Answer 8

(1) REGISTERED - Register Transfer at LR (AP1)

(2) UNREGISTERED - Register (compulsory) First registration at LR (FR1)

(3) Pay SDLT / LTT

(4) Register the mortgage

Question 9

In REGISTERED LAND, the transfer must be registered at HM Land Registry for legal title to pass. When must this be done by?

Answer 9

Land Registry Search (OS1/OS2) priority period - 30 working days from date of search

Question 10

In UNREGISTERED LAND, compulsory first registration must occur when the legal title transfers at completion.

(1) What is the effect of a failure to complete this?

(2) In what time period must this be done?

Answer 10

(1) Legal title pass back to the seller

(2) Within 2 MONTHS of completion

Question 11

When must the following be paid to HMRC following completion:
(1) SDLT
(2) LTT

Answer 11

(1) Within 14 days of completion
(2) Within 30 days of completion

Question 12

In REGISTERED LAND, following completion, what steps should the LENDER’S SOLICITOR (OR BUYER’s if representing both) take to register the buyer’s mortgage if the buyer is a COMPANY?

Answer 12

Register charge at Companies House (within 21 days creation charge i.e. completion)

Question 13

Under the SC and SCPC, if no completion date or time is specified, when will this be?

Answer 13

2pm 20 working days from date of EXCHANGE

Question 14

What are the 4 remedies for late completion?

Answer 14

(1) Contractual compensation
(2) Common law damages (breach of contract)
(3) Notice to complete
(4) Rescission / termination

Question 15

Is there an AUTOMATIC right to rescind / terminate the contract by a party in the case of late completion?

Answer 15

NO - a ‘notice to complete’ must be served first

Question 16

Which party can be made to pay ‘contractual compensation’ for late completion under:
(1) SCs
(2) SCPCs

Answer 16

(1) Buyer OR Seller
(2) ONLY Buyer

Question 17

What is the formula for calculating ‘contractual compensation’ under the SC and SCPC if defaulting party:
(a) Buyer
(b) Seller

Answer 17

(a) Contract rate x (Balance of purchase price - deposit)

(b) Contract rate x Balance of purchase price

Contract rate - in contract and if not SC/SCPC Barclays Base Rate + 4%

Question 18

Under SC and SCPC, can a party claim under both ‘contractual compensation’ and ‘common law damages’?

Answer 18

Yes BUT NO ‘double recovery’ - deducted from each other

Question 19

When is the earliest a ‘Notice to Complete’ can be served?

Answer 19

After contractual date / time of completion (e.g. after 2pm SC/SCPC)

Question 20

What is the effect of a Party serving a ‘Notice to Complete’?

Answer 20

Time becomes of the ‘ESSENCE’ and completion must occur within 10 WORKING days

Question 21

If 10 working days has passed since the filing of a ‘Notice to Complete’, is the contract AUTOMATICALLY rescinded?

Answer 21

No - non-defaulting party choice RESCIND or not

Question 22

Under the SC and SCPC, If the non-defaulting party ‘Rescinds’ the contract, what happens to the DEPOSIT if defaulting party is the:
(a) Seller
(b) Buyer

Answer 22

(a) Pay deposit back to buyer
(b) Seller keeps deposit