2025 Supreme(Ker) 2815

IN THE HIGH COURT OF KERALA AT ERNAKULAM
C. PRATHEEP KUMAR, J.
Rosamma W/o Pulodh – Appellant
Versus
Raju Arakkal S/o Geroge Arakkal – Respondent
RFA No. 298 of 2014
Decided On : 10-09-2025

In a contract for sale with reciprocal promises, a buyer's obligation to perform arises only after the seller fulfills their pre-requisite duties. The seller's failure to perform their part constitutes a breach, justifying a decree for specific performance in favor of the ready and willing buyer.

Headnote:(A) Specific Relief Act, 1963 - Section 20 - Agreement for sale of immovable property - Reciprocal promises - Readiness and willingness - Where an agreement for sale contains pre-requisite conditions to be performed by the seller, such as measuring the property and providing title documents, the buyer's obligation to pay the balance consideration arises only after the seller fulfills these conditions - The seller's failure to perform their part constitutes a breach of contract, and they cannot blame the buyer for non-performance - 'where the performance of the intending buyer is conditional upon certain acts to be performed by the seller, the buyer needs perform his part only after those acts are performed by the seller.' (Para 15) - Time is generally not the essence of a contract for immovable property, especially when the seller has not completed their obligations. (Para 13, 17) - The court's discretion to grant specific performance must be exercised on sound and reasonable grounds, considering the conduct of the parties and the potential for inequitable hardship. (Para 24, 26)

Facts of the case:
An agreement for sale was executed where the defendants (sellers) agreed to sell a property to the plaintiffs (buyers). The agreement stipulated that the sellers had to measure the property, convince the buyers of its extent and boundaries, and provide documents like the original title deed and encumbrance certificate before the execution of the sale deed. The sellers issued a notice demanding the buyers to appear for registration without fulfilling these pre-requisites. The buyers replied, demanding compliance with the agreed terms. The sellers refused, citing the expiry of the stipulated period, and the buyers filed a suit for specific performance, which was decreed by the trial court. The sellers appealed this decision.

Findings of Court:
The court found that the defendants (appellants) had committed the breach of contract by failing to perform their part of the agreement, specifically by not measuring the property and providing the necessary documents. The plaintiffs were always ready and willing to perform their part, and their obligation to pay the balance consideration had not yet arisen due to the defendants' default. The trial court's decision to grant the discretionary relief of specific performance was sound and reasonable, as denying it would cause irreparable loss and hardship to the plaintiffs, who had paid a substantial advance and deposited the balance amount in court.

Issues: 1) Whether the plaintiffs were always ready and willing to perform their part of the contract? 2) Whether the trial court correctly exercised its discretion under Section 20 of the Specific Relief Act? 3) Whether the trial court's judgment and decree required any interference?

Ratio Decidendi: The court reasoned that in a contract with reciprocal promises, the performance of one party is contingent upon the prior performance of the other. The defendants were obligated to measure the property and provide documents before the plaintiffs were required to pay the balance consideration. By failing to do so, the defendants breached the contract. The plaintiffs demonstrated their readiness and willingness through their reply notice and by proving their financial capacity. Therefore, the trial court was justified in exercising its discretion to decree specific performance in favour of the plaintiffs to prevent inequitable hardship.

Result: Appeal dismissed.