DEEDS Flashcards
What is a deed?
A document which passes interest in property or binds a person to perform/abstain from an action
What are the different types of deed?
- Deed poll
2. Indenture
What is a deed poll? Can you provide an example?
A document executed by one party only. E.g. Power of Attorney
What is an indenture?
Document used to bind two or more people
What can a deed be used for?
- to convey interest
- to create an obligation
- to confirm an act
- to extinguish an obligation/terminate interest
List 5 transaction which require creation of deeds
Any 5 from this list:
- Transactions lacking consideration i.e. a Gift (Re Vallance)
- Conveyance of legal interest in land
- Power of Attorney where the power is exercised by deed (Powell v London and Provincial Bank)
- Vesting Declaration
- Voluntary Surrender
- Lease exceeding 3 years
- Deed of Rectification
- Share transfer agreement under CAMA
Remember: G.C.P.V.V.L.R.
List 5 transaction which DO NOT require creation of a deed
- Transaction covered by the rule in Walsh v Lonsdale
- Assent
- Receipts not required to be under seal
- Tenancy Agreement
- Surrender by operation of law
- Power of Attorney
- Disclaimers
- Probate/Letters of Administration
- Conveyance by operation of law
Remember: W.A.R.T.S.P.D.P.
Draft an Illiterate Jurat
The contents of this deed have been read over and explained to the within named Assignor in the English language by me, ____________, Esq. of ___________ and he seemed perfectly to have understood it before affixing his sign/mark etc. to this deed
BEFORE ME
\_\_\_\_\_\_\_\_\_\_\_\_\_\_
COMMISSIONER FOR OATHS
What are the features of a deed?
- Signature of the parties
- Sealing
- Delivery
- Attestation
- Franking
What does Section 83(4) Evidence Act say?
A deed must be signed by the parties creating it?
DRAFT a Blind person Jurat
The contents of this deed have been read aloud to the within named Assignor by me, ____________, Esq. of ___________ and he seemed perfectly to have understood it before guiding his hand to affix his sign/mark etc. to this deed.
BEFORE ME
\_\_\_\_\_\_\_\_\_\_\_\_\_\_
COMMISSIONER FOR OATHS
Omega bank v OPC Ltd
A deed may not be admissible in court if it is not signed
What case provides the following authority? : Mere physical delivery of a deed without an intention to convey interest is not delivery
Awojugbabe Light Industries v Chinukwe
What must be included in a deed where one of the parties is an illiterate?
An Illiterate Jurat
Same applies for a blind person
What does Section 159 Evidence Act say?
Any document stamped as a deed or signed and duly attested is presumed to have been sealed and delivered even in the absence of a physical seal
What does Section 75(4) CAMA say?
A body corporate must have its common seal affixed and attested to
Itauma v Akpe Ime
Failure to add an illiterate jurat where necessary would render a deed inadmissible in court as evidence
Awojugbabe Light Industries v Chinukwe
Mere physical delivery of a deed without an intention to convey interest is not delivery
What is delivery of a deed?
The passing of an interest/right
What is absolute delivery?
Delivery which is complete upon the actual transfer of the instrument from the possession of the grantor
What is the doctrine of relation back?
Deed delivered conditionally takes effect from the date it was delivered in escrow and not the date the condition was met
Who can attest to a deed executed by a company?
Two Directors or a Director and a Secretary
Section 98PCL
What is conditional delivery?
It is delivery in escrow pending fulfilment of certain conditions
What case provides the following authority? : “A deed may not be admissible in court if it is not signed”
Omega bank v OPC Ltd
DRAFT the execution clause of a deed of assignment for a company
THE COMMON SEAL OF __________________ LIMITED (SUB-LESSEE) WAS AFFIXED TO THIS DEED AND THE DEED WAS DELIVERED IN THE PRESENCE OF:
DIRECTOR SECRETARY
What is the purpose of a recital clause?
Provides background of the property and brief history of the transaction
Can clear up ambiguities
List the clauses in order that make up the operative part of a deed of assignment
- Testatum
- Consideration
- Recital
- Capacity Clause
- Words of Grant
- Parcel Clause
- Habendum
ACRONYM: Can Daniel Please Read | Tireni Can’t Read Can Winifred Please Help | Tireni Successfully Earned Awards Fighting Everyone
DRAFT the Commencement Clause of Deed of Assignment
THIS DEED OF ASSIGNMENT…
Amiku v Standard Bank Ltd.
It is okay to insert the date into the deed after execution. This practice will not amount to fraud
DRAFT an execution by an Attorney on behalf of a Principal
SIGNED, SEALED & DELIVERED by ___________________________
Mrs. Jane Doe
Lawful attorney for ___________________ (the assignor) by virtue of a Power of Attorney dated __/__/____ and registered as __/__/___ in the Lands Registry _________ State.
Within how many days does stamp duties have to be paid?
30 days
When does a deed take effect?
From the day of delivery not from the date it is stated to have been made
Execution by a Firm or Partnership
SIGNED, SEALED & DELIVERED by the within named ASSIGNORS
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ Mrs. Jane Doe (Partner) \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ Mr. John Smith (Partner) Carrying on business under the name and style of \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_.
DRAFT the operative part of a deed of assignment
NOW THIS DEED WITNESSES AS FOLLOWS:
In consideration of the sum of N_____________________(_____ Million Naira only) already paid to the Assignor by the Assignee (the recipe of which the Assignor acknowledges), the Assignor as BENEFICIAL OWNER ASSIGNS to the Assignee ALL THAT two-storey building located at _______________________________, covered by Certificate of Occupancy No ______, dated __/__/____ and registered as __/__/____ in the Land Registry ______________ State, with all rights, easements anythings appurtenant to it, TO HOLD unto the Assignee for the term unexpired on the said Right of Occupancy, free of all encumbrances, and subject to the provisions of the Land Use Act, [Cap L5, Laws of the Federation of Nigeria (LFN)] 2004.
Within how many days must registration of a deed be completed?
60 days
DRAFT the parties clause between a standard person and a company
BETWEEN ________________ of _____________________ (‘Assignor’) of the one part AND _______________a company registered under Part A of CAMA with registered office of at _______ and RC No. _________________________, (‘Assignee’) of the other part.
What are the implications of an assignor assigning as beneficial owner?
Certain covenants are implied:
- Good right to convey
- Quiet enjoyment
- Freedom from encumbrances that were not already agreed
- Further assurances
What are the implications of the consideration clause?
- Provides evidence that the conveyance is not a gift
2. Assists in assessing stamp duties
What are the implications of a receipt clause?
- Prima facie evidence of payment
- Can act as an instruction to make payment if it hasn’t already been made
- No need for further receipt
Name two crucial clauses in the Miscellaneous part of a deed
- Acknowledgement of Safe Custody for Production Clause
2. Indemnity Clause
When do you need an acknowledgement of safe custody for production clause?
When the sale involves on a portion/plot of land covered by the same title document
DRAFT an indemnity clause
The purchaser or any person deriving title from him, covenants with the vendor to pay all rents due under the C of O for which the land is conveyed and to perform all the covenants and conditions contained to be observed and performed by the Vendor and to keep the vendor indemnified against all claims, costs and expenses on account of any omission to pay rents or observe and perform any conditions and covenants
