You are selling a property and you want the transaction to proceed as quickly as possible. Title has been satisfactorily deduced to the buyer's solicitor, property searches and certificates have been returned with no issues and the buyer's finance is in place. The only outstanding point to be dealt with before the parties can enter into contract is for you, as the seller, to provide replies to enquiries.
Completing replies to enquiries, whether in the sale of residential property or commercial property, is often a tedious and time consuming exercise. There can occasionally be a temptation with certain sellers to gloss over the replies to enquiries without giving the replies the attention they require.
A High Court decision in England and Wales from earlier this year, 'Greenridge Luton One Ltd v Kempton Investments Ltd' serves as a reminder to the seller of the importance in providing accurate replies to enquiries.
The seller, Kempton Investments Ltd, was selling a building subject to leases over various units in the building occupied by tenants. Kempton Investments Ltd advised in the replies that there were no service charge arrears and no complaints or disputes. There had, however, been service charges withheld by a major tenant in the building and the tenant had written to the seller disputing the amount of service charge. In the period of time between exchange of contracts and completion, details of the service charge dispute came to light. The buyer, Greenridge Luton One Ltd, claimed this reduced the value of the property and wanted to withdraw from the transaction.
The judge found that there was an obvious service charge dispute, Kempton Investments Ltd failed to provide details of this and accordingly created an inaccurate impression of the property to Greenridge Luton One Ltd. The buyer was entitled to terminate the contract, have its deposit of over £800,000 returned and receive damages of nearly £400,000 based on its wasted costs incurred in the transaction. This appears to be a very clear case of the supply of inaccurate information by a seller but it is a reminder to those involved in the selling of property of the importance that can be placed on replies to enquiries in a conveyancing transaction.
Michael Duffy is a solicitor in the Commercial Department at Worthingtons Solicitors, Belfast with experience in a broad range of property transactions including sales and purchases, commercial leases, secured lending and residential conveyancing. Michael also acts for clients with property interests in England and Wales.