Repository logo
 

(Re-defining) the trust of the specifically enforceable contract of saleā€”the vendor purchaser constructive trust

Accepted version
Peer-reviewed

No Thumbnail Available

Type

Article

Change log

Authors

Meagher, JJ 

Abstract

This article provides a comprehensive outline and consequential redefinition of the oldest form of constructive trust occurring in English law,1 the vendorā€“purchaser constructive trust (VPCT). This species of constructive trust arises by operation of law, once primarily in the context of sales of land, but now in the context of any specifically enforceable contract of sale (eg shares in a private company).2 The VPCT primarily protects the interest and equities each party to the contract has in its performance,3 and exists only as an equitable consequence of the contract, embodying both proprietary interests and a mutuality of obligations between vendor and purchaser, constructive trustee and beneficiary. This trust springs from Equityā€™s (an attempt has been made to use Equity in capital when emphasising the Chancery jurisdiction in contrast to its Common Law counterpart, otherwise lowercase equity indicates its usage in practice, ie a mere equity) doctrinal foundations, and so far, suffers from a paucity of generalized analysis. This article clarifies, and identifies the key elements of the VPCT, rejecting the current orthodoxy, and restating the trustsā€™ principle by isolating Equityā€™s techniques; contract formation, through to equitable-conversion of title, equitable interests, lien, enforcement, to final conveyance, until this doctrine is manifestly unambiguous.

Description

Keywords

Journal Title

Trusts and Trustees

Conference Name

Journal ISSN

1363-1780
1752-2110

Volume Title

Publisher

Oxford University Press