Who May Obtain, and Against Whom It May Be Enforced

In one line

Four sections that answer the two procedural questions every specific performance suit begins with: who can sue, and who can be sued, and two qualifications on each.

In the words a student can write in an exam: section 15 of the Specific Relief Act 1963 lists the persons who may obtain specific performance; section 19 lists the persons against whom it may be enforced; section 17 bars a vendor or lessor with no title or an imperfect title from obtaining it; and section 18 provides that where the defendant sets up a variation, the plaintiff cannot obtain performance except with that variation in three specified cases.

Section 15: who may obtain specific performance

The section opens "Except as otherwise provided by this Chapter", so the list is subject to the bars in sections 16, 17 and 18.

(a) Any party to the contract. The ordinary case.

(b) The representative in interest or the principal of any party. A legal representative, an assignee, or an undisclosed principal.

The proviso is the examinable part. Where the learning, skill, solvency or any personal quality of a party is a material ingredient in the contract, or where the contract provides that his interest shall not be assigned, his representative in interest or principal is not entitled to specific performance, unless that party has already performed his part, or performance by the representative or principal has been accepted by the other party. The reason is plain: the other side bargained for that person.

(c) A settlement on marriage, or a compromise of doubtful rights between members of the same family. Any person beneficially entitled under it may sue, although not a party. This is one of the recognised exceptions to privity of contract, and it should be cross referred. See [Privity of Contract and Privity of Consideration].

(d) A tenant for life exercising a power. The remainderman may sue.

(e) A reversioner in possession, where the agreement is a covenant entered into with his predecessor in title and he is entitled to its benefit.

(f) A reversioner in remainder, on the same footing, but with the extra requirement that he will sustain material injury by reason of the breach.

(fa) Amalgamated limited liability partnerships. Where an LLP has entered into a contract and afterwards amalgamates, the new LLP may sue. Clause (fa) was inserted by section 6 of the Specific Relief (Amendment) Act 2018, with effect from 1 October 2018, to put LLPs on the same footing as companies.

(g) Amalgamated companies. The same for a company.

(h) A company on a pre incorporation contract. Where promoters have, before incorporation, entered into a contract for the purposes of the company, and the contract is warranted by the terms of the incorporation, the company may sue, provided it has accepted the contract and communicated that acceptance to the other party.