Pre-completion, Completion & Post-completion

Question 1

Which form is used for the transfer deed for

• Registered land;
• Sale of part
• Unregistered land?

Answer 1

Registered: TR1

Part: TP1

Unregistered: No prescribed form (common to use TR1)

Question 2

What are the 3 requirements of a valid deed for the transfer of legal estate in land?

Answer 2

1. Clear that is a deed
2. Signed & witnessed by grantor
3. Delivered

Question 3

Who executes the transfer deed?

Answer 3

The seller always executes

The buyer executes also if entering into an obligation or making a declaration in the TR1 (eg. giving indemnity cov, declaring beneficial interest under trust)

Question 4

How will an individual execute the deed?

Answer 4

By signing in presence of attesting witness

Question 5

What are the 3 ways a company can execute a transfer deed?

Answer 5

a. Affixing company seal in presence of 2 attesting directors

b. Signed by 2 directors

c. Signed by 1 director in presence of attesting witness

Question 6

What are the 4 pre-completion steps taken by the buyer’s solicitor?

Answer 6

1. Draft purchase deed
2. Submit completion of information form TA13
3. Pre-completion searches
4. Mortgage Finance

Question 7

What is completion of information form TA13 & who submits it?

Answer 7

Submitted by buyer’s solicitor - confirms practical queries (eg. keys) & obtains undertaking from seller’s solicitor that mortgage will be redeemed upon completion

Question 8

What pre-completion searches will the buyer’s solicitor carry out?

Answer 8

• OS1 (registered land) → 30 working days priority period
  or K15 (unregistered land) → 15 working days priority period
• Company search (where buyer company)
• K16 to check buyer’s solvency on behalf of lender

Question 9

What is the priority period conferred by the pre-completion searches?

Answer 9

Registered: OS1 to Land Reg → 30 working days priority period

Unregistered: K15 to Land Charges Dept → 15 working days priority period

Question 10

What are the 4 pre-completion steps taken by the seller’s solicitor?

Answer 10

1. Agree purchase deed & have seller sign
2. Reply to TA13 within 4 days of receipt
3. Execute purchase deed
4. Mortgage Redemption (get redemption figure from lender & check that it can be paid off)

Question 11

What is the effect of completion?

Answer 11

Unregistered: legal title passes to buyer

Registered: legal title does not pass until buyer is registered

Question 12

What is the process of completion?

Answer 12

1. Buyer’s sol sends completion money electronically
2. On receipt of completion money, seller’s solicitor completes transaction by dating TR1

Question 13

What are the 2 methods of completion?

Answer 13

In person or by post

Question 14

How does completion in person work?

Answer 14

All parts of transfer already executed & buyer’s sol has arranged for completion money to be sent electronically

The two sols meet - seller’s sol hands over title docs in return for receiving completion £ & buyer’s sol checks these

Seller’s sol arranges for release of keys by whoever is holding them

Question 15

How does completion by post work?

Answer 15

Seller’s solicitor acts as agent of buyer’s solicitor - buyer’s sol sets out in writing precisely what seller’s sol is to do

All docs sent by first-class post or document exchange

On receipt of completion money, seller’s solicitor carries out instructions & completes transaction

Question 16

What are the 6 post-completion steps?

Answer 16

1. Seller’s solicitor sends TR1 to buyer’s solicitor
2. Seller’s solicitor redeems mortgage & sends balance of purchase monies to seller (will receive DS1 from lender - sends to buyer’s solicitor)
3. Buyer’s solicitor pays SDLT1 within 14 days of completion using SDLT1 (or LTT within 30 days) - will receive SDLT5 / WRA certif as proof tax paid
4. If buyer company who has purchased property with aid of mortgage, lenders solicitor registers charge at CH within 21 days of completion
5. Buyer’s solicitor sends docs to Land Reg to have buyer registered as registered proprietor
6. Once Land Reg have processed, will send Official Copies to buyer’s solicitor, who checks them

Question 17

What is the time limit for the buyer’s solicitor to pay SDLT / LTT?

Answer 17

SDLT: within 14 days of completion

LTT: within 30 days of completion

Question 18

What is the effect of failure by the lender’s solicitor to register the mortgage at Companies House if the buyer is a company?

Answer 18

Charge will be void against liquidator/administrator & other creditors

Question 19

How long does the buyer’s solicitor have to apply for the buyer to be registered in

• Registered land;
• Unregistered land?

Answer 19

Registered: application must be made before expiry of 30 working day priority period conferred by OS1

Unregistered: application must be made within 2 months of completion

Question 20

What are the 7 documents to be sent to the Land Registry as part of the registration application for registered land?

Answer 20

Form AP1 with:

a. Certified copy of TR1

b. Fee

c. DS1 showing discharge of existing mortgage

d. Mortgage deed

e. SDLT5 / WRA certificate showing have paid SDLT/LTT

f. Form DI (sets out any overriding interests which burden the title)

g. If sellers were T.I.C. & one has died: death certif + Deed of Appt of 2nd trustee

Question 21

What are the 8 categories of documents to be sent to the Land Registry as part of the registration application for unregistered land?

Answer 21

Forms FR1 + DL with:

a. Certified copy of TR1 or other purchase deed

b. Fee

c. DS1 showing discharge of existing mortgage

d. Mortgage deed

e. SDLT5 / WRA certificate showing have paid SDLT/LTT

f. Form DI (sets out any overriding interests which burden the title)

g. If sellers were T.I.C. & one has died: death certif + Deed of Appt of 2nd trustee

h. Epitome of title & other purchase docs & evidence (searches & enquiries etc.)

Question 22

If the contract doesn’t specify, what is the completion date?

Answer 22

20 working days after exchange

Question 23

If the contract doesn’t specify, when must the parties pay money due on the completion date?

Answer 23

2pm

If this is missed - completion deemed to have taken place on the next working day

Question 24

What are the 4 possible remedies for delayed completion?

Answer 24

1. Contractual compensation
2. Common law damages
3. Notice to complete
4. Rescission (not immediate right!)

Question 25

Who is liable for to pay contractual compensation if there is a delay in completion?

Answer 25

**SC**: _both_ **buyer & seller** are liable for compensation for delay **SCPC**: _only_ **buyer** is liable

Question 26

How is contractual compensation for delayed completion calculated?

Answer 26

Calculated **daily** at the **contract rate** specified in the contract for the period _between contractual & actual_ completion dates (including day transaction was supposed to complete, but not day it was actually completed) (**Balance of purchase price** *less any deposit paid if defaulting party is _buyer_* **x contract rate**) / 365

Question 27

What common law damages are available if completion is delayed?

Answer 27

Failure to complete = breach of contract → damages to put claimant in position they would have been in **had the contract been correctly performed** Nb. if seller has received any contractual compensation, this will be deducted from the damages

Question 28

When can a Notice to Complete be served?

Answer 28

**After** contractual completion time _only_

Question 29

What is the effect of a Notice to Complete?

Answer 29

Gives other party **10 working days** to complete (starting on day _after_ notice served) If fail to do so, party who served: 1. _May_ **rescind** contract * If **buyer** was defaulting party, **seller can keep** deposit * If **seller** defaulting party, must **repay** deposit 2. Claim **damages**

Question 30

When is rescission permitted as a result of delayed completion?

Answer 30

Only when notice to complete has been served + seller's error/omission results from **fraud or recklessness** / buyer would be obliged to accept **property differing substantially from what they had been led to expect** (ie. misrepresentation)