Condition Of Right To Repurchase In Sale Deed Not Personal Unless Expressly Stated; Can Be Assigned : Supreme Court

The Supreme Court held that the condition of right to repurchase in sale deed will not be personal to the vendor unless the terms in the documents specifically state so.

Such a right can always be assigned and the contract containing such condition shall be enforceable, the bench of Justice Abhay S. Oka and Rajesh Bindal observed.

In this case, the plaintiff filed a suit for specific performance. The Trial Court as well as the first Appellate Court dismissed the suit whereas the High Court had reversed the findings and decreed the same. The issue raised in the appeal before the Supreme Court was whether the vendor can assign the right contained in a sale deed to get the property registered back or the right being personal cannot be assigned?

The bench referred to precedents in which it was held that the right of repurchase is assignable or transferable and cannot be treated as personal to the contracting parties. The court observed:

"The condition of right to repurchase in sale deed will not be personal to the vendor unless the terms in the documents specifically state so. Such a right can always be assigned and the contract containing such condition shall be enforceable. The only exception being that such a right should not be personal in nature. The assignment of obligations in a document is not possible without the consent of the other party. No implied prohibition of transfer or assignment can be inferred in a document. The benefit of contract is assignable in cases where it does not make any difference to the person on whom the obligations lies, to which of two persons he is to discharge."

The court noted that, in the instant case, there is no term in the conditional Sale Deed which debars its assignment to any other person. Thus the bench dismissed the appeal upholding the High Court judgment.

Case details

Indira Devi vs Veena Gupta | 2023 LiveLaw (SC) 495 | CA 9833 of 2014 | 4 July 2023

Headnotes

Sale - Right to repurchase -  Right of repurchase assignable or transferable and cannot be treated as personal to the contracting parties - The condition of right to repurchase in sale deed will not be personal to the vendor unless the terms in the documents specifically state so. Such a right can always be assigned and the contract containing such condition shall be enforceable. The only exception being that such a right should not be personal in nature. The assignment of obligations in a document is not possible without the consent of the other party. No implied prohibition of transfer or assignment can be inferred in a document. The benefit of contract is assignable in cases where it does not make any difference to the person on whom the obligations lies, to which of two persons he is to discharge. (Para 18-21)

Click Here To Read/Download Judgment