Conveyancing Decree, 1973 (N.R.C.D. 175)

CONVEYANCING DECREE, 1973 MEMORANDUM For transactions relating to land such as buying, selling and leasing, a need exists to develop methods and machinery which are reliable, simple, cheap, speedy and suited to the present-day needs of our country. Ono much needed sfop in this di rec! ion is to britig up to date the law relating to conveyancing, and to simplify convey ancing forms. Such a step will free conveyancing practice in Ghana from dependence on English law and from the need to look for this law in many different enactments. There is also a need to discourage fraudulent convcyu.nccs by impo$ing a general rcquircmcol of writing. The Decree, which follows the recommendations of the Law Reform Commission, brings together in modern form the scattered law relating to conveyancing, with many simplificationa and improvements. It also deals with the problem of transfers of interests in land in accordance with customary law. Such transfers do not, at present, have to be in writing, although the practice of customary transfers in writing is now very widespread, In response to the national need for methods of transfer th{l.t are reliable, simple, cheap, speedy and suited to the circumstances of our country, provision is made for an imaginative development of the registries of our court system to handle the recording· of customary Iransfers of interests in land. The Jmemion is to require a recording in the Register of a District Court of transfers of interests in land, and to make such a recording a condition for validity in the sa.me way as the traditional "guaha" was essential. In this way· a permanent record will be progressively substituted for the indis pensable but evanescent memory of witnesses to the ··guaha" transaction. Provision is also made for the appointment of surveyors to ensure reasonable identification of the lands which form the subject-matter of recorded transactions. · Section 1 provides that a transfer of an intere.,t in land sha}l be of no effect unless it is in writing signed by the transferor or his agent, or unless it falls within the class of exceptions specified in section 3. Section 2 contains similar provisions in respect of co n~ tracts for transfers. The evil to which the requirement of writing is directed is the making of fraudulent conveyances. Hence certain classes oft~,;.fer which by their nature are not likely to be fraudulent-such as those taJc:ina effect by operation of law or equity •. by order of the court. or upon the death of any person-are excluded from the requiremenu ot sections 1 and 2 by section 3 of the Decree. ll CONVEYANCING DECREE, 1973 Section 3 (1) (h) excludes oral grants under customary law from the requirement of writing. It is important that comprehensive ttconls of such transfers be kept, and therefore sections 4 and 5 make provision. for such recording, a significant step in developing ~t roooros of transfers of intel'csts in. fon<l while preserving the enstomAry mode of transfer. The transfer is to be recorded in the form contained in the First Schedule, signed by the transfetor or his agent and certified by the appropriate registrar. Section 4 (3) provides fot the preparation by the registrar of copies of the trans ~on. The magisu:utc settle:, any doubb con~rnu1g matters to be recorded and the registrar delivers and preserv~ the appropriate copies. Section 5 provides that the certified record shall be prima facic evidence of the matters stated therein. Section 6 (1) provides that the Chief Justice may make regu.la• ti:ons for the administration of the recording scheme. 1bfa should give the system adequate flexibility. Subsections (2) and (3) provide for the appointment of registrars, official surveyors and other pereonne[ necessary for me admirustratwn of ttJ.e recording scheme. Section 7 helps to ensure the recording of customary transfers. Subsecti<>n (l) provides that they shall be of no effect unless recorded, thus providing a significant incentive to record. Subsection (2) makes it mandci.tory that the Dilltri0ct Cou.rt 11uthori&e e1tecuiion of a record where the transferor with()ut lawful excuse refuses to CKecute the record. This will enable transferees to obtain a valid transfer despite any unwillingness of the transferor to act in accord .ano : with the law, Subsection (3) is designed to discourage dishonest OC>lll-'C)'al:1"3 ot"' property by tnaking such action a criniinal offence. Section 8 is to remind the courts of the operation of the so called best evidence rule. Once a writing is made, this Part is satisfied. So if a writing is thereafter lost or destroyed, other evidenee of its contents will be admissible. Section 9 is designed to insulate the requirement for a writing f'rom any impact on the choice of law rules. Section 10 defines the transactions dealing with land covered hythis&rt Section 11 provides that Part I shall not have retroactive effect. Part ll llescribes the effect of conveyances and is- ch:sianed to ~~Jaw. ThU;S sectf-on l2 speciftes that the parties to a e;on '"'YILDCO 'dlcludc thett heirs. BUO¢ea30rs, per:ional rcprcsentati~s and ~ Of -course, the parties Ibay vary this definition by ap,ement. Section 12 (2) creates the presumption that the parties .are of full a~ and capacity to avoid having to prove it in every case. iii CONVEYANCING DECREE, 1973 Section 13 describes the subject-matter of conveyances. Any appropriate word t.ndicating the i.nteation of the transferor to create-or dispose of an inter~t in land is sufficient. AU rights and interests which the ~nsferor bas are passed to the transferee unless otherwise indicated, A conveyance does not pass any greater interest than the transferor ruis power to con~·ey. By virtue of !.ectim\ t4 (l), entry is not necessary to p1,;s ~osse, sion or a right thereto. Section 14 (2) specifies that conveyances to corporations are to the corporations in their public capacity and pass the whole interest of the transferor unless indicated otherwise. :Subsectton (3) reverses tile presumption in ravour of a joint tenat1cy found in English law and heretofore in Ghana: Fyt111 v. Gardiner, (l953) 14 W.A.C.A. 260. The purpose of the change is to bring the presumpf!on into conformity with the probable intentions of parties to such transactions in Ghana (see K. Bentsi Enchill, Ghana Land Law (1964) pp.242-24-7). Section 15 provides that a persQn ma,y take a b::.nefit uud::.r a conveyance although he is not named as a party to the conveyance. Section 16 makes clear tbat after a reversion expectant on a 1ease is surrenderecl or merged, tile interest whlcll confers the next vested right is the rever.sjon. This preserves tb.e same incidents and obligations as would have affected the original reversion. Section 17 seek!; to protect creditors, purchasers in good faith and s.ubsequent transfetee!ii from fraud, Thus under section 17 (l) conveyances with intenl to defraud creditors are voidable by persons affected. But th.is sub.section docs not extend to conveyances to transferees in good faith for valuable consideration and does not affect the law of insQ1vency. Under ~tion 17 (3), a sub&equent purcha.~r m::iy ~void rli.qaos.itions m,ade with intent to defraud him. However, the mere fact of a subsequent conveyance does not of .itself prove the requisite intent to defraud. Section 18 ,gives the court power to ser aside or modify an agreement or conveyance for unconscionability. It also indicates liQlilc uf tile ID.ore unporcant factors to be considered in determining unconscionability, but requires the court to consider aU the cir CtUnstances. Section 19 {J) and (2) pro\'ide for conveyances by a. person to himself and another and to himself in a different capacity Snh. &ection (3) ptorides that two or more perSQns may convey to any Qne or ;'Dore Qf ~Yes as they might con".ey to a third party. SCJbsection ( 4) gives the court Power tu set as!de a conveyance to prevent the cpmmj:.s1op Qr continuance of a breach of a fiduciary auq. This s~bsectton l& mtended tc, prevent a 6duciary from oon yeying to himself in another capacity to deprive another of his mterests. iv CONVEYANCING DECREE, 1973 Section 20 (1) JJrovides that the benelit of an agreeillent made with persons jOll.lt]y slrnll be :lv:tilable to the sutvivors of them, .and to their successors. Section 20 (2) allows the parties to vary.the effect of section 20 (1). Under section 20 (3) l;uch agreement, and those entered into by a person w:itb himself and another or others shall be construed and be capable of enforoement as if the covenant or agr<).:;mcnt had been entered with the other pe:r;,on alone. Section 21 (1) apportions every condition in a lease to the several parts of the reversionary estate, where the reversionary interest is severed or where the term is avoided or ceases in regard to part of the land. Thus, the conditions in the lease go with the appropriate portion that is severed. Section 21 (2) merely sets out the scope of such conditions to be as if each part had been comprised in the lease originally. Section 22 0) sets out the four usual covenants to be implied where the transferor fa 5dling for va1uable cum,i.Jt:.1aliun. Section 22 (2) specifies that in addition to the above covenants, in con veyances by way of assignment or sublease there shall be implied further covenants relating to validity and past observance of the headlease, Further covenants are implied by the remaining pro vbiuu:; uf lhi:; :;tA:tion. Seclion 22 (7) allowli the parties to vary the covenants in the conveyance. The covenants implied by section 22 are set out in the Second Schedule. Section 23 is the aoa1ogue of section 22 insofar as it provides for implied covenant<:. h}• thr. re<-R.iving party. Thus se,,;-tion 23 (1) sets out the implied covenants in a lease, section 23 (2) the further covenants in a sublease, and section 23 (3) the covenants in an outright a::;dgnment. Section 23 (4) spocifics that the implied cove nants by the receiving party shall be made by each transferee with M~h 'tT~n<:fol'l'lr a.t far as reprds the- siibject-mauer ex.pre33CX'I to bv conveyed. Sec;tion 23 (5) gives the parties tbe power to vary or extend the covenants in the conveyance. ibe covenants dealt with by section 23 are set out in detail in the Third Schedule. Section 24 specifies that the benefits of implied covenants eo With tlle interest of the implied covenantee. They thus become part of that covenantee's interest. Section 25 deals with theoenclits of covenants relating to land. Section 26 deals with the burden of covenants relating to land. Section 27 specifies whlcb benefits of covenants run with reversions and section 28 sets out the burden of toVWW)IS which run with the reversion. These are the logical extensions of seclians 2S and 26 insofar as they relate to reversions and.1 like those sections, llNI dwigned t<> aimplify and shorteo tho- «invey.mc:hJg. document. V CONVEY.A.NC/NG DECREE, 1973 Sections 29 and 30 deal with questions of re-entry and forfei ture. Section 29 sets out the process by which a right of re-entry or forfeiture shall become· enforceable. The lessee must be given adequate notice and time to remedy the breach or make reasonable compensation or both. Section 29 (2) specifies what constitutes knowledge of the fact that 11otice ha!i been ~rveA tmd section 29 {3) prevents the parties .from evading the requirements of this section. Section 30 allows a ~ and sublessee to apply to the court for relief where the lessor is proceeding to enforce a right of re-entry or forfeiture. Section 30 (2) and 30 (3) give the court latitude to consider various relevant matters and wide power to provide adequate relief. This section reflects the view that the court must have discretion to deal with such cases as it sees fit. Where relief is granted the eJfect is to restore the lease as if it had never been forfeited, so that an widerlessee cannot refuse to pay rent for the period elapsing between the forfeiture and the granting of relief. Section 31 {1) sets limits on damages or compensation for breach of a covenant or agreement regarding repair. Damages shall not exceed the amount by which the reversion is diminished. A wuaut's liability iu n;pa.i:r dept:nds upon the naiute of the tenancy in the absence of express covenant or agreement Section 31 (2) recognizes that it is unfair to require damages where changed cir 1.umstances will shortfy render alterations valueless. Section 3l ena.cts the sea.-a.l rule that waiver Ghl11.I extea.d only to breaches of a c:ovenaut to which the waiver specifically relates ~nd does not operate as a~ waiver. unless a contrary intention appears. Section 33 limits the situations in which licences are extended. It restricts them to the specific act or omission and they are not extended to subsequent ones, unless a contrary intention is eiprcssed. Likewise, aD rights and canditions of re-entry remain in force as against subsequent breaches of the covenant as if the licence bad not been ifa..Dted. Section 34 proflibits the unjust practice of demanding money payment for a licence or consent to assign, sublet, etc., where the lr.ase does not contain.an express provision requiring such payment. Section 3-5 mnpline41hc: lawn:lating to pwduwon and canuol of documents of·title. Section 36 sets ~ Fod of comm~ of tide whidl a purchaser may ~ at thirty years. This 1s the present practice of lawyers in Ghana.. The title ..m,zy be~ or olherwke: this takes into account modes of showing title under tostomary law. The section sets out the various cases in which documents or vi CONVEYANCING DECREE, 1973 title may be called for, and contains consequential provisions relating to notice. These provisions reflect an attempt to strike a compromfae between the need for security of title and the unneces sary !rouble and expense of giving the right to call for title to any lessee. The period of three years ha.s been selected because terms in excess of that period will often be commerci3J leases and security is necessary to encourage commercial undertakings. Equitable interests 1,viJJ also be protected whethe-r the check was made or not where the right existed. Section 36 (l2) gives the parties the right to vary these terms by· contract. Section 37 (1) to (5) relate to inquiries or objections about matters and documents anterior to the root of title. These sub sections fiU in the details of the policy set out in section 36. with the exception stated in section 37 (2). Section 37 (6) removes the objec~ rion to title upon the vendor's inabill!y to produc~ the documents when an equitable right to production accrues upon completion of the contract. Section 37 (7) allocates the cxpeases for production. Section 37 (8) relates to the vendor's right to retain documents of title. Sections 38 to 46 deal w:ith supplemental instruments., notices, the procedure for formal execution of conveyances, receipts and other matters. Section 42 sets outs. number of important rules for conveyancers which will assist them to frame conveyances in clear modem EngJish, avoiding such archaic jargon as the phrases "piece or parcel" and "situate, tying and being". Section 43 and the Fourth Schedule provide basic model precedents of a conveyance on sale, a conveyance as a gift, a lease, a sublease and an assign ment. Fmm these precedents it will be sten that the contents of a conveyance have been simplified to the bare essentials; no longer will it be necessary to prepare cumbrous and lengthy conveyances in language unintelligible to the parties. In particular, such useful provisions of the Decree a.'i sections 12 (parties to a conveyance) and 22 and 23 (covenants implied by law) enable the written contents of a conveyance to be drastically shortened. Conveyancers will now be expected to take full advantage of these improvements, which are long overdue. Section 44 gives a right to damages for any fraudulent con• ceal:m.ent ot an instrument or encumbrance material to the title. Sections 4S and 46 contain supplementary provisions. The Decree is given a commencement date of 1st January, 1974. This will give QOnveyancers some time to become acquainted with its provisions and also to enable any objections and criticisms of its provisions. to be considered before it comes into operation. Gl>C/ AIIM/t..lOll/1/11 CONVEYANCING Dr.cB:E'E, 1973 ARRANGEMENT OF SECTIONS PART I-MODES OP 'I'llANSIIER. Oll INTBUSTS IN Lum Section I . M odP- nf t.ran11-f P.r 2. Contracts for transfer 3. Transactions permitted without writing 4. Records of customary transfers S. Elfect of record of customary tmnsfer 6. Administration of recording scheme 7. Failure to record, and unlawfu1 recording 8. Evidence of original writing 9. Implication of intcutiou fn:uu w1i(i11g 10. Definition of transfer 11. Application of this Part PART Ir~EIIJll:ICT OP C'nNVP.YANcm 12. Parties to a conveyance 13. Subject-matter of conveyance 14. Interest taken by transferee 15. l\-;110lllf lu.k.ing who 111e not parties 16. Effect of extinguishment of reversion 17. Voidable conveyances 18. Unconscionability l9. Conveyance to persons jointly. or to the transferor 20. Agreement with persons jointly, etc. 21. Apponionm.ent of conditions on severance .PAK·1· III--CUvt!NAN·u; 22. Implied covenants by transferor 23. Implied covenants by transferee 24. Parson to take benefit of implied covenant 25. Benefit of covenants relating to land 26. Burden of covenants relating to land 27. Benefit of covenants to run with reversion 28. Burden of covenants to run with reversion 29. Restriction on re-entry and forfeiture N.11.CD. 175. N.R.C.D. 17S. 2 CONVEY.ANCING D.ECRE.E', 1913 30, Relief against re-entry and forfeiture 11 C.oveminh1 to rP.Jlair 32. Waiver of covenant in a lease 33. Effect of licence granted to lessee 34. No payment to be exacted for consenE to assign PARi IV-MISCELLANEOUS 35. Production and safe custody of documents 36. Statutory commencement of tiUe 37. Other 11:tahitory cortdition11 of sale 38. Supplemental instruments 39. Giving of notices 40. Execution of conveyances 41. Receipt in 1.onvcyance sufficient 42. Rules for conveyancers 43. Model precedents 44. Damages and penalty for fraudulent concealment 4j. Interpretation 46. Commencement. First Schedule-Record of customary transfer Second Schedule-Implied covenants by transferor Third Scl1edule-Implied covenants by transferee Fourth Srhed11le-Model precedents. 3 CONVEYANCING DECREE, 1973 N.R.C.D. 115. lN pursuance of the National Re.demption Council (Establishment) Proclamation. 1972 this Decree is hereby made: PART I~MODES OP TRANSFER OF INTERESTS IN LAND I. (l) A transfer of an interest in land 3hall be by a writing Mode of signe,rl hy thP. person making the tramfe,r or hy hi~ l!eent duly autho- transfer. rised in writing, unless relieved against the need for such a writing by the provisions of section 3. (2) A transfer of an interest in land made in a manner other than as provided in this Part shall confer no interest on the trans feree. 2. No contract for the transfer of an interest in land shall be C.Ontracts enforceable unless~ for transfer. (a) it is evidenced in a writing signed by the person agamst whom the contract is to be proved or by a person who was authorised to sign on behalf of such person; or (b) it is relieved against the need for such a writing by the provfoions of sectiou 3. 3. (1) Sections l and 2 shall not apply to any transfer or contract Transactions for the transfer of an interest in land which takes effect~ P<;rrnined without (a) by operation of law; l'.Titing. (b) by operation of the rules of equity relating to the creation or operation of resulting, implied or con structive trusts; (c) by order of the court; (d) by will or upon intestacy; (e) by prescription; (f) by a lease takin.e; effect in possession for a term not exceeding three years, whether or not the lessee is given power to extend the term; (g) by a licence or profit other than a concession required to be in writing by section 3 of the Concessions Ordi ua.w.:i;; ( Cap. 136); (h) by ora) grant under customary law. (2) Sections I and 2 shall be subject to the rules of equity including the rules relating to unconscionability, fraud, dure!lS and part-performance. N.R.C.D. 175. 4 CONVEYANCING DECREE, 1973 Records of customary lt..iU.18ifc.c-3, Effect of fl!C<)rd or customa,y transfer. Adminis tration of recording scheme. 4. (1) An oral grant of an interest in land under customary law shall be recorded in the form contained in the First Schedule, or as near thereto as circumstances permit, irlcorporating the essential features of the transaction sought to be effected, signed by the person making the transfer or by his agent lawfully authorised for that purpose, and certified by a registrar having jurisdiction within any part of the area to which the transaction relates. (2) An adequate plan of the land to which the transfer relates shall, if available, be incorporated in the record referred to in subsection (1). (3) Toe registrar shall without delay and wilhuul d1a1·gc prepare three copies of the record referred to in subsection (1). (4) The registrar shall deliver to the transferor and the trans feree copies of the record certified by him, and shall dispose of the UJ.J.rd copy as may be provi!.led iu regulatium, uui:i.lc w1dvr :,;c1;.tiou 6. (5) The registrar shall refer to a magistrate for determination any doubt concerning issues arising under this section. 5. A record or a transfer of an interest in land certified by a registrar under section 4 shall as between the parties be prima facie evidence of the matters stated therein. 6. (1) The Chief Justice, after consultation with the Chief Lands. Officer, may by legislative instrument make regulations providing generally for the administration of the scheme for recording custom ary transfers, prescribing the fee (if any) for the supply of copies, and permitting the public to inspect the records of such transfers al 1ca!>o11ablo timoi. (2) The Chief Justice may by notice published in the Gazette appoint any person to be a registrar of customary land transfers for the purposes of this Part, and shall in such notice specify the area within which such regfatrar shall exerciff.' his fonctinng: Provided that until such notice is published the registrar of every District Court shall be deemed to be a registrar of customary land transfers for the purposes of this Part, and shall exercise his functions m relation to the magigterfal nistrid tn which he is assigned. (3) The Chief Justice shall appoint an official surveyor for each District Court and such other staff as the business of the District Court requireil to pmvide fm the ~dministration of the scheme for recording customary transfers. 5 CONVEYANCING DECREE, 1973 N.R.C.D. 175. (4) Where any transfer relates to land fatling within the area of juri~uiction of more than one rcgi:ltnu-, the n:ghtrar for the area in which the transaction is recorded shall send a copy of the record to the registrars of each of the other areas to which the record relates. 7. (I) An oral grant made under customary law shall be of no folure to effect until it i, recorded under section 4 rn·"'d ~nn U11\awful (2) The District Court shall authorise the registrar to execute rcconlinz. a record of transfer where the transferor without lawful excuse refuses at the request of the transferee to execute a record of a transfer to which section 4 applies. (3) Any transferor who executes a record of a transfer under section 4 without reasonable cause to believe that he has the right to do so shall be guilty of an offence and liable on summary c;n. viction to a fine not exceeding five hundred cedis or to imprison ment not exceeding twelve monttts or ro both. 8. The rules of evidenc~ wbich provide for the proof of the con- Esidence of tents of an original writing by other evidence when the original ori g:!nal writing is not available shall apply in the case of writings required wmtng. by lhi~ Pan, 9. The fact that a transfer of an interest in land was made in writing or evidenced in writing shall not by itself give rise to any implication concerning the intention of the parties as to the system uf l;i.w whk::h th1. v int1.udc,J to gov,:;;n1 the tran~fcr, but it ~hill\ l.,.:; permissible to make any reasonable inference from the contents of any such writing. I itiplication or intention from writing. 10. For the purposes of this Part, a transfer of an interest in land Definition includes every sale, le=, gift or othor 1;rcation or di:ipoMtion of an nf i,-,.n<f~r. interest in land. 11. Nothing in this Part shall affect any transfer of an interest in Appllcati(lll land made before the commencement of this Decree. of this Pa.rt. PART II-EFFECT OF CONVEYANCES 12. (1) In every conveyance of an interest iu land, the expressions Parties to a used to denote the parties to the conveyance shall be deemed to cooveyauce. include .their fieirs, successors, personal representatives and assign~, except insofar a!; a contrary intention is expressed in the conveyance or appears by necessary implication. (2) The persons expressed to be parties to a conveyance shall, until th" contrnry ia proved, be preaumed to be of full age and c.apa city at the date thereof. N.R,C,D. 175. 6 Subject. IITlller vt conveyance Interest taken by transferee. Pernms ~15wh<> IU'ellOt partits. Effect of e.~tinguish men\ or reversion, Voidable oonveyanocs. CONVEYANCING DECREE, 1973 13. (1) Any word used in a conveyance indicating the intention of the transferor to create or dispose of an· intert:l!t in land shall be. sufficient for that purpose. (2) Every conveyance shall pass all interests and rights in the land which the transferor has power to convey, unless a contrary intentJon is expressed m the conveyance, or appears by necessary implication. (3) A conveyance shall not be construed to convey any tide or right which the transferor does not have the power to oonvey. 14. (1) A conveyance of an interest in land may operate to pass the possession or right to possession thereo!~ without actual entry, but subject to all prior rights thereto. (2) A c-ou veyan,;;c uf au i,ucn::~l in hmd t.u a wrpmaliuu :.ule by its corporate designation without words of limitation shall pass to the corporation the whole interest which the transferor had power to convey, unless a contrary intention appears in the con veyance. (3) A conveyance of an interest in land to two or more persons, except a conveyance in trust, shall create an interest in common and not in joint tenancy, unless 1t is expressed in such conveyance that the transferees shall take jointly, or as joint tenants, or to them and th~ su;r-vivoc of them, 0-1 ualc:M .il wa.uifc;:;LJy apyeai., frum tl11:: lt:nor of the instrument that it was intended to create an interest in joint tenancy. 1S. A person may take an interest in land, or the benefit of any condition, right of entry, covenant or agreement over or respectmg land, although be may not be named as a party to the conveyance. 16. Where a reversion expectant on a lease of land is surrendered or rnerzed. the immediately follawing reversinn shall a..~ aeainst th" lessee be deemed the reversion for the purpose of preserving the same incidents and obligations as would hare affected the origin,d reversion had there been no surrender or merger thereof. 17. (1) Subject to subsection (2), every conveyance of an interest in land made with intent to defraud creditors shall be voidable at the instance of any person thereby prejudiced. (2) Subsection (1) shall not affect the law of insolvency for the time being in forre, and sha 1t not extend to any cnnveyanre of an interest in land where the transferee took the interest in good faith and for valuable consideration. 7 CONVEYANCING DECREE, 1973 N.R.C.D. 175, (3) Every disposition for no consideration of an interest in land made with intent to defraud a subsequent purchaser sllaJJ be voidable at the instance of that purchaser: Provided that no such disposition shall be deemed to have been made with intent to defraud by reason only that a subsequent conveyance for valuable consideration was made. 18. The court shall have power to set aside or modify an agree- Unconscioa ment to convey or a conveyance of an interest in land on the ground ability. of unconscionability where it is satisfied after considering a!! the circumstances, including the bargaining conduct of the parties, their reJative bargaining positions, the value to each party of the agreement reached, and evidence as to the commercial setting, purpose and effect of their agreement, tba.t the transaction is un conscionable. 19. (I) An interest in land may be conveyed by a person to himself Com·ey,rnC"C jointly with another person in the same manner as it may be !Q.persons ed b him th JOmtly, convey y to ano er person, or to the transferor. (2) A person may in one capacity convey an interest in land to himself in another capacity. (3) Two o.r more persons may convey any property vested in them to any one or more of themselves in the same manner as they could have conveyed such property to a tturd party. (4) Notwithstanding subsection (3), the court shall have power to set aside a conveyance in order to prevent the commission or continuance of ab.reach of a fiduciary duty. 20. (I) Any agreement made with two or more persons jointly to Agreem~nt pay money or to make a conveyance, or to do any other act, !o them with persons or for their benefit, shall imply an obligation to do the act to or for jointly, et,;. the benefit of the survivor or survivors of them, and to or for the benefit of any other person ro whom the right or obligation devolves, and shall be construed as being also made with each of them. (2) Subsection (I) applies only $0 far as a contrary intention is not expressed in the agreement, and has effect subject to the provisicms contained m the agreement. (3) Any such agreement, whether express or implied, entered into by a person with himself together with one or more other persons, shaU be consSrued and be capable of being enforced in the same manner as jf Jr b~ been entered into with the other person or persons alone. N.R.C.D~ 17:1. 8 CONVEYANCING D£CREE, 1973 Apportion. mcnt OI coriditiom 00 severance. Implied CO\'enanb by Ull.llJ;(cror. 21. (1) Whete the reversionary interest in any land comprised in a lease is severed, or where the term granted by a lease is avoided or ceases in respect of part of the land comprised in the lease, every condition contained in the lease shall be apportioned and shall continue to apply to the severed parts of the reversionary interest as severed. {2) En:ry such condition sha11 apply to the tean whereon each severed part is reversionary, or the term in the part of the land as to which the term has not been surrendered, or has not been avoided or has not otherwise ceased. in the s.:i.me manner as it the land com prised in each severed part, or the land as to which the term remains subsisting, as the case may be, had alone originally been comprised in the lease. PART 111--COVENANTS 22. (I) In a conveyance for valuable consideration there shall be implied the covenants for right to convey, quiet enjoyment, freedom from encumbrances and further assurance, in the terms set out in P.ut 1 of the Second Schedule. (2) In a conveyance by way of assignment or sublease of leasehold property for valuable consideration there shall be implied the further covcn11nts rd.tting to validity nnd paJt observance of the head lease, in the terms set out in Part II of the Second Schedule. (3) In a conveyance by way of sublease of leasehold. property for valuable consideration there shall be implied tbe further wvcuc1.11l:, 1clc1.ti110 lv future ob~tava.m;c uf Lfo:: li<.<l'J lca~c am.I production of title deeds and delivery of copies, in the terms set out in Part III of the Second Schedule. (4) In any conveyance there shall be implied a covenant by every person who conveys as trustee or under an order of the court that he has not himself encumbered the subject-matter of the conveyance, in the terms set out in Part IV of the Second Schedule, which covenant shall be deemed to extend to every such person's own acts only. (5) The aforesaid covenants shall be deemed to be made by the person or hy each person who conveys, as far as regards the subject-matter or share of subject-matter expressed to be conveyed by -him, with the person or each of the persons to whom the con veyance is made. or, where it is made to joint tertants, to eacb such person joint1y. 9 CONVEYANCING DECREE, 1973 N.R..C.D. 175. (6) Where a cuuvc:ymu:e state::; lhat by diuxliou uf a. pcf5on another person conveys, then for the purposes of this section the person giving the direction shall be deemed to convey the subject matter, at1d covenants on his part shaII be implied accordingly. (7) A co,rcn'-l.nt implied i.indc£ thi5 sccti.on mc.y oo varied QI extended by the conveyance and, as so varied or extended, shall operate as far as may be in the same manner and with the same consequences as if such variations or extensions were implied under this section: Provided that any such variation or extens10n which wholly removes the personal liability of the covenantor shall be void. 23. (I) In a conveyance by way of lease for valuable consideration Implied there shall be implied the covenants relating to payment of rent, :,venaii15 repair to adjoining premises, alterations and additions, injury lO ITllllSteree. walls, assignment and subletting, illegal or immoral user, nuisance or annoyance, and yielding up the premises, in the terms set out in Part I of the Third Schedule. (2) In a conveyanre hy way of gnhle-:1~?. for vl'lhrnhl?. rnndder:i tion there shall be implied the further covenants relating to future observance of the head lease and permitting repair under the head lease, in the terms set out in Part II of the Third Schedule (3) In a conveyance by way of assignment for valuable consideration of all the land comprised in a tease, there shall be implied the covenants relating to payment of rent, future observance of the head lease, and indemnity, in the terms set out in Pan I II of the Third. Schedule; and where :i rent has been apportioned in respect of any land, with the c.onwnt of the lessor, the covenants in this subsection shall be implied in the conveyance of that land in the same llhlnner as if the apportioned rent were the original rent reserved, and the lease related solely to that land. ( 4) The aforesaid covenants shall be deemed to be made by each tr-ansforcx, as fa.r a.:i rcgard'l the subjcct-mMfol' or -:;h11rc of subject.matter expressed to be conveyed to him, with each transferor, if more than one. (5) A covenant implied under this section may be varied or extended by the conveyance and, as so varied or extended, shall operate as far as may be in the same manner and with the same consequences as if such variations or extensions were implied under this section. 24, The benefit of a covenant implied under section 22 or 23 shall J>erson& be attached to the interest of the implied covenantee, and shall :=e of be capable of being enforced by every person in whom that interest imPli~ or any part thereof is from time to time vested. '8VClliWt. .N,K..C.IJ. 175. 10 Benefit of 00vena.uts relating to land. Burden of covenants r~l•ting to land, Renetit of covenants to run with rew:nion. CONVEY A.NC/NG DECREE, 1973 25. (I) A covenant relatin~ to an interest in Jand of the cove nantce shall be deemed to be m.ade with the covenantee and his successors in title and the persons deriving title under him or them, and shaJI be enforceable by such successors to the same extent as by the covenantee. (2) For the purposes of subsection (l) in connection with Covenants restrictive of the mer of land, "successors in tide .. shall be deemed to include the owners and occupiers for the time being of the fand of the covenantee intended to be benefited. (3) The benefit of a covenant relating to an interest in land may be made to run with the land without the use of any technical expression if the covenant is of such a naturt that the benefit could havo been made to run with th& fa»d h,,fnrA the commencelllent of this Decree. (4) For the purposes of tltis section, a covenant nms wjth the land when the benefit or burden of it, whether at law or in equity, pai..sc~ to the au~or::. it1 tit.lo of thQ ~veoantee or th~ covenantor, as the case may be. 26. (1) A covenant relating to an interest in land of a covenantor or hnd capable of being bound by him shall, unless a contrary intention is expressed, be deemed to be made by the covenantor on behalf of himself, his successors in title and the persons deriving title under him or them, and shall be enforceab)& against such successors to the same extent as agail)st the covenantor. (2) This section extends to a covenant to do some act relat ing to the land, although the subject-matter may not be in existence when the covenant is made. (:l) Fnr the purposes of this section in connection with covenants r~trictive of the user of land, .. successors in title·· shall be deemed to include the owners and occupiers for the time being of such land. ?.7. (1) Rent reserved by a lease. and the benefit of every covenant or provision therein contained, having reference to tile subjec1 matter thereof. and required to be observed or performed on the part of the lessee, and every condition of re-entry and other condi tion therein contained, shall be attached to the reversionary interest in the laru:I. or in any part thereof. immediately expectant on the term: granted by the lease, notwithstanding severance of that rever sionary interest. 11 CONVEYANCING DECREE, 1973 N.R.C.D. 175. (2) Any such rent, covenant, right of re-entry or provision muy be recovered, received, enforced and taken advantaw, nf hy the person from time to time entitled, subject to the term, to the income of the whole or any part, as the case may require, of the land leased. (3) When that person becomes entitled by conveyance or Otherwise, such renl, i:ovc::naut, right uf 1i;-a1:utry or provi3ion may be recovered, received, enforced or taken advantage of by him notwithstanding that he becomes so entitled after the condition of re-entry or forfeiture has become enforceable, but this subsection :.hall not render cnforceo.ble any condition of re-entry or other cnn. dition waived or released before such person becomes entitled as aforesaid. ( 4) This section shall have effect ·without prejudice to any llablllly affecting a i:uvt:rnmlu1 vr hi:, c;:;tak: on his death. 28. (1) The obligation under a condition or of a covenant entered into by a lessor with reference to the subject-matter of the lease shall, to the extent that the lessor has power to bind the reversionary interest immediately expectant on the term granted by the lease, be attached to that reversionary interest, or any part thereof, notwith standing severance of that reversionary interest, and may be taken advantage of and enforced by the person in whom the term is from time to time vested, and to the extent that the lessor has power to bind the person from time to time entitled to that reversionary interest the obligation aforesaid may be taken advmtage of and enforced against any person so entitled. (2) This section shall have effect without prejudice to any liability affecting a covenantor or his estate on his death. 29. (1) A right of re-entry or forfeiture under any provision in a lca,;c; for a breach of nny covena.nt, condition or agreement in the lease shall not be enforceable, by action or otherwise, until (a) the lessor serves on the lessee a notice: (i) specifying the particular breach complained of; (li) if the breach i:i capabl1: uf u;wruy, 1:1::4.uidug the lessee to remedy the breach; and (iii) (except where the breach consists of a non payment of rent) requiring the lessee to make rp,a<.nnahle compensation in money for the breach; and Burden of covenants to run with reversion. Rcstrictiot1 on ~e-entr:, a11d forfeiture. N.R.C,D, 175. 12 Relief against re-entty and forfeiture. Coveoants to re()llir. CONVEYANCING DECREE, 1973 (b) the lessee has knowledge of the fact that such notice h.as been served; and the lessee fails, within a reasonable time thereafter, to remedy the breach, if it is capable of remedy, and (except where the breach consists of a non-payment of rent) to make reasonable compensa tion in money, to the satfofaction of th~ J,:.ssor, fo,;- the breach. (2) Where a notice bas been sent by registered post addressed to a person at his last known postal address in Ghana, then, for the purposes of subsection (I), that person shall be deemed, unless the contrary is proved, to have had knowledge of the fact that the notice bad been served as from the time at which the Jetter would have been delivered in the ordinary course of post. (3) This section applies notwithstanding any provision to the contrary in the lease. 30. (I) Where a lessor is proceeding by action or otherwise to enfon:e a right of re-entry or forfeiture under any provision in a lease, or for non-payment of rent, the lessee of the property and also a sublessee of the property comprised in the lease or any part tl11;;reof may, cithi;r in the k;:;:icut ';:; ilL:liuu (if auy) 01 i.11 any <1.i.;Liuu brought by such person for that purpose, apply to the court for relief. (2) Subject to subsection (I) of section 29, where a lessee applies to the court for relief, the 1court m,iy grant or rl"fuse relief as it thinks fit having regard to the proceedings and conduct of the parties and to all the other circumstances; and relief when granted may be upon such temis, if any, as to costs, expenses, damages, com pensation, penalty or otherwise, including the granting of an injunc tion to restrain any Gimifar breach in the future, a.s the court in the circumstances of each case thinks fit, (3) Where a sublessee applies to the court for relief, the court may make an order vesting, for the whole term of the lease or any less term. the property comprised in the lease or any Part thereof in that sublessee upon such conditions as to execution of any deed or other document, payment of rent, costs, expenses, damages, compensation, giving security or otherwise as the court in the cir cumstances of each case may think fit; but in no case shall any such 1>uble1:1:ee be entitled to require a Jp-,a~e to be granted to him for any longer term than he had under his original sublease. 31. (1) Damages or compensation for a breach of a covenant or agreement to keep or put premises in repair during the currency of a lease, or to ltmvc or put promises in rcp11ic at the tcnni~tion of« tease, whether such covenant or agreement is expressed or implied, 13 CONVEYANCING DECREE, 1973 N.R.C.D. 175. and whether general or specific. shall in no case exceed the amount (if any) by which the value of the reversion (whether immediate or not) in the premises is <liminished owing to that breach. (2) No damages or compensation shall be recovered for a breach of any such covenant or agreement to leave or put premises in repair at the termination of a lease, if it is shown that the premises. in whatevec ota.te of cepair they might be, would at or r.hortly after the termination of the tenancy have been pulled down, or such stru.ctural alterations made therein as would render valueless the repairs covered b:1 the wvenant or agreement. 32. Where a lessor or the pers:on derivins title uodf!r him waiv~~ Waiver of the benefit of any covenant or condition in a lease, such waiver shall jg~cr~: be deemed to extend only to a breach of the covenant or condition · to which such waiver specifically relates and shall not operate as a general waiver of the benefit of any such covenant or condition, unlcs:, a contrary intention llpp«ICB. 33. (I) A licence granted to a lessee shall. unless a contrary inten- Eff'cct of tion is expressed, extend only- li~ (a) to any matter specifically authorised to be done 01 to be f!:! cd to uwiLLGd lo uc done;; oi: (b) to the specific breach of any provision expressly re ferred to; and shall not bar any proceeding for any subsequent breach of the lease. (2) Notwithstanding any such licenco (a) all rights under covenants and powers of re-entry contained in the lease remain in force and are available as against any subsequent breach of covenant, con dition or other matter not spedlically authoris~d or waived, in the same manner as if no licence had been granted; and (b) t~ condition or right of entcy remains in foi·ce in all respects as if the licence had not been granted. except in respect of the particular matter authorised to be done. 34. (1) lt shall not be lawful to require the paymenfof any money No payment for or in respect of a licence or consent to assign, sublet, or part to be: exacted with thP. possession of: or dispose of. any ~d or J?f?Perty leased. !:' .::.11t unless the lease contains an express provwon l'C!qwnng such pay nsmt. (2) The prohibition imposed by this section shall not preclude the right to require the payment of a reasonable sum. in respect of any legal i,;it.pi,;n:,c; in~ in rclAtioo to audl liCGD.cc or oonaont, N.R.c.o. 11s. 14 CONVEYANCING DECREE, 1973 Production and safe cuslod~ of docume11ts. PART IV-MISCELLANEOUS 35. (I) A person in possession or control of documents of title shall not be entitled to retain them when he has conveyed his whole interest in the subject.matter of the conveyance, but shall deliver them at the time of the conveyance to the transferee. (2) Where a person lawfully retains possession of documents and gives to another a written undertaking for production, delivery of copies or safe custody of those documents, he as long only as he had possession or control thereof and every other person so having pos~ssion or control from time to time shall be under ari obligation. except for good cause shown, (a) to produce the documents or any of them (i) at all reasonable times for inspection or com parison wilh i1bsu-i1i,;1.s 01· u,pics l,y Liu:; pi:1~011 entitled to request production or by any person authorised by him in writing; (ii) in any proceedings of a court or Commission of Inquiry, or nn 11ny nc-.cai:.ion on which production may reasonably be required, for proving or supporting the title or claim of the person entitled to request production, or for any other purpose relative to that title or claim; (b) to deliver to the person entitled to request them true copies or extracts, attested or unattested, of or from the documents or any of them; (c) to keep the documents safe, whole, uncancelled and undefaced. (3) A written undertaking for production or delivery of copies shall be performed at the written request of the person to whom the undertaking is given, or of any person (other than a lessee at a rent) having or claiming any interest or right through or under that person, or otherwise becoming through or under that person interested in or affected by the terms of any document to which that undertaking relates. (4) All costs and expenses of or incidental to the specitic performance of any obligation imposed under subsection (2) by a written undertaking for production or delivery of copies shall be paid by the person requesting perfonnance, except where the person requei;iting performance apart from the undertaking would be entitled to possession thereof. 15 N.R,C,D. 175. CONVEYANCING DECREE, 1973 (5) A written undertaking for production or delivery of copies shall not confer any right to damages for loss or destruction of, or injury to, the documents to which it relates, from whatever cause arising. (6) Any person claiming to be entitled to the benefit of a written undertaking for production or delivery of copies may apply to the court for an order directing production of the documents to which it relates, or delivery of copies; or extracts, to him or ~ome person on his behalf; and the court may make an order accordingly and give directions respecting the time, place, terms and manner of production or delivery, and make such order as it thinks fit as to costs or any other matter connected with the application. rt) Any person clauning to be entitled to the benefit of a written undertaking for safe custody of documents may apply to the court to assess damages for any Joss or destruction of, or injury to, any of those documents, and the court may direct an inquiry into the amount of damages, and ordet payment thereof by the person liable, and may make such other order as it thinks fit as to costs or any other matter connected with the application. (8) A written undertaking for production, delfrery of copies or safe custody of documents shall satisfy any liability to give a covcnnnt for production, ddivcry of copic~ or cxtrect3, or :.ufc custody of documents, as the case may be. (9) This section applies only so far as a contrary intention is not expressed in the written undertaking; and the rights confer red hy such undertaking under this section shall be in addition to all such other rights relative to the production, or inspection, or the obtaining of copies of documents, as are not satisfied by the giving of the undertaking, and shall have effect subject to the terms of the undertaking and to any provision therein. 36. (l) The period of commencement of title whether documen- Statutory tary or otherwise which a purchaser of land may require shall be conunence,. thirty Years f!l('Ot of • utk, (2) An intending assignee of a term of years may require the instrument creating the term, however old. (3) The intending purchaser of a reversion may require the instrument under which the reversionary interest arises, however old, (4-) A purchaser shall not he deemed to be or ever to have been affected with notice of any matter or thing of which he might have bad notice if he had investigated the title or made inquiries in regard to matters prior to the period of commencement of title ascertained in accordanoe With subsection (I), (2) or (3), unless he actuallv make!l such invMtigation or inquirie!I Otha &tatutol'Y cooditiom of sale. " CONVEYANCING DECREE, 1973 (5) Under a contract to· pmt or assign a tenn exceeding three yea.ra, whether derived or to be de,ived o,it of freehold or leasehold land, the intended lessee or assignee shall be entitled to call for the title to the freehold. (6) Under a contract to aell and assign a term exce~cfing three ycar3 derived out of o. leBSehold interest in land, the intended assignee shall have the right to call for the title to the leasehold reversion. (J) Under a contract to grant .or assign a term of three years or le.a:,, whc;thc;r derived or to be dorivod out of freehold or leasehold land, the intended lessee or assignee shall not be entitled to call for the title to the freehold. (8) Under a contract to sell and assign a term of three years Ul l1.55, '11.dvw uut or a lcax;hold intGIG6t in land, the; intc;nckd assignee shall not have the right to call for the title to the leasehold reversion. (9) Where by reason of subsection (4), (7) or (8) an intending lesliee oc U5lligucc: b uut c:utilltd Lu ~ fua: Lhc li'11. to the fl-ochold or to a leasehold reversion, as the case may be, he shall not be deemed to be affected with notice of any matter or thing of which, if he had contracted that such title should be furnished, he might have had notice. (IO) Where a lease is made under a power contained in a will, enactment or other instrument, any preliminary contract for or relating to the lease shall not, for the pUrpr:>se of the deduction of title down to an intended assignee, form part of the title, or evidence of the title, to the lease. (11) This section applies to contracts for exchange in the same manner as to contracts for sale. (12) This spction applies only so far as a contrary intention is not expressed in the contract. 37. (1) A purchaser of any interest in 111.nchhall not (a) require the prod:w;tion, Of qy a,bst[act or copy, of BllY ~-will or-other document. dated or-made before the tune prescribed by section 36, ·or ttipJJ]ated, for the commencement of the tide. even though tt. creates a power subsequently exerc-,ised by an .instrument abstracted-in the abstnict.given w the purchaser:;.or 17 CONVEYANClNG DECREE, 1913 N.lt,CD. 11~ (b) t«tuir<:> nnY information or make any requi3ition, objection or inquiry, with respect to any such deed, will or document,. or the title prior to that time, not withstanding that any such deed, will or other docu ment, or that prior title, is recited, agreed to be pro ducoo., or rmu\Xd; and he shall assume, unless the contrary appears, that the recitals, contained in the abstracted instruments, of any deed, will or other document, fonning part of that prior title, are correct and give all the ma.terial contents of the deed, will or other document to reciwd, and that every document so recited was duly executed by all necessary parties. (2) Subsection (l) shall not deprive a purchaser of the light to requi.-e the production or .an sb&traet or copy of (a) any power of attorney under whicll any abstracted document is executed; (h) any document creating or disposing or an interest, pow,;;1 Qr obligation which is not ~lmwn to ha.Vt; =~1,;d or expired, and subject to which any part of the property is disposed of by an abstracted document; (c) any document creating any limitation or trust by refere-nce to which a.ny part of the property is dispoted of by an abstracted document (3) Where an interest in land sold is held by lease (oiher than a sublease), the purchaser shall assume, unless the cootrary arpeal'S, thut the le~e, was duly granted; B.nd, on production of the receipt for the last payment due for rent under the lease before that date of actual coropletion of the purchase, he shall assume, unless the contrary appears, that all the covenants and provisions of the lease have been duly performed and observed up to the date of the actual oompletion of the purohiut., (4) Where an inteteSt ia land sold is held by stiblease, the purchaser shall assume, unless the contrary appe.irS, that the suh Jease and every superior lease was duly granted; and, on production of the reoerpt for the last payincnt du,:; for r-cnt Wlder the aublew.c before the date of actual cmupletion of the purchast~ heshall assume, unles$ the contrary appears.. that all the covenants 8Jld provisions of the sublease have been duly performed. and observed up to the date of actual completion of the pure~ and further that all rent due unck.r cm;ry superior le:~. and all the covcmmts IIJld provisions of every superior lease, have been paid and duly performed and observed up to that date. N.&C.D. 175. 18 CONVEY,tNCING DECREE, 1071 (5) Recitals, statements, and descriptions .of fact, matters and parties contained -in deeds, instruments or statutory declarations. twenty yean old at the date of the contract. shall, except so far as they may be pJ"Ovcd LU be iniUNuu1.tc, be tal.cu to be suffi~font evidence of the truth of such facts, matters and descriptions. (6) The inability of a vendor to give a purchaser a covenant or other undertaking to produce and deliver copies of documents of title shall not be nn objection to title if the purcha&e.r will, on the completion of the contract, have an equitable right to the production of such documents. (7) Such undertakings and covenants to produce and for '>l'lfo r.11itorly of dncumP.ntci. ns thP. purchaoi:er can and does require shall be given at his expense, and the vendor shall bear the expense of perusal and execution on behalf of and by himself, and on behalf of and by necessary parties other than the purchaser. (8) A vendor shall be entitled to retain documents of title where (a) he retains any part of the land to which the documents relate; or (b) the docnment consists of a trust instrument or other instrument creating a trust which is still subsisting, or an instrument relating to the appointment or discharge of a trustee of a subsisting trust. (9) This section applies to contracts for exchange in the same maum:a a5 lo 1,;vn1ra.e,t:!> fv1 :sale. (10) This section applies subject to any contrary intention expressed in the contract. (11) Nothina in this section shall be construed as binding a purchaser to complete his purchase in any case where, on a contract made independently of this section, and containing provisions similar to the provisions of this section, or any of them, specific performance of the contract would not be enforced against him by thP: ('.Ollrt .. ~ 38. (l) Any instrument expressed to be supplemental to a previous insinunents. instrument shall be read and have effect as far as may be as if it contained a full recital of the previous instrument. (2) This section shall not give any right to an absttaet or productio11 of any such previous instrument, and a purchaser may accept the same evidence that the previous instrument does not affect the title as if it had ·merely been mentioned in the supplement instrument. 19 CONVEYANCING DECREE, 1973 N.R.C.D. 175. J9. Unless otherwise provided in a conveyance, any notice Giving of reQ 11ired to be given under the conveyance shall be in writing an<l nolic~-s any notice to tbe transferee shall be sufficiently served if left addres sed to him on the premises conveyed or sent to him by registered post or left at his last known address in Ghana or in the case of a company to its registered office in Ghana and any notice to the tr~n~frr,~,r ~ha!\ be sufficiently served if deliveroo tn him ps"r,<>na!!y or sent to him by registered post or left at his last known address in Ghana or in the case of a company to its registered office in Ghana. 40. (I) Every conveyance shalt be executed in the presence of E~ocutio11 and ;itlc~ted hy M le.a~t nne witne,:~ of too vevances. (2) Where an individual executes a conveyance, h,: shall either sign or place his mark upon it, and sealing shall not be necessary. ( J) Where a company to which the Companies Cod,~, J 96J (Act 179) applies executes a conveyance, that conveyance sh:,11 be executed in accordance with the provisions of that Code. (4) A conveyance shall be deemed, in favour of a purch:u:r, to have been duly executed by a corporation aggregate, oth..:r than a comp<1.ny rcfcrr,;;d to in :;ub:;cctiun (2), i[ it:; l>l:.:tl i:, .:tffi.\.t:U ll 11.:1 t:lo in the presence of and attested by its secretary or other pwnanent officer or his deputy, and a member of the board of directors or other governing body of the corporation or otherwi,e in ac:cur,fance with tht terms of anv instrument or enactment estab\ishine: oi regulaiing rhat corporation. ' ( 5) The t rJ.nsferee under a conveya nee shall be enl i l led le) have that conveyance delivered to rum by the transfernr as s, (,n as practicable after execution of the conveyance by the lransfrr,)r and all per,011, whn,P con.<:ent or ('.oncurrenCP is r.-quir.-d. 41. (I) A receipt for consideration money or securities 111 the body of a conveyance shall be a sufficient discharge for them to the person paying ,;:,r &divering them, with011t any further m:c1pt for them being endnr,t><l nn the cnm:P:yanr,, (2) A receipt fot consideration money or other consid~:ralion in the body of a conveyance or endorsed thereon shall, in favour of a subsequent purchaser, not having notice that the money or other consideration thereby acknowledged to be received was not iu fai..:t pail.I or given, wholly or in pan, be sufficient evidence or {he payment or .giving of the whole thereof. 42, (l) Any conveyance of whatever nature may be described, at its commencement or otherwise, as a conveyance, assignmcn1, lcru1c, 1:1ublca~c, tru~t imstrument, appointment or othcrwhc itccord· ing to the nature of the transaction intended to be effected. Rtceipt in t0[n'evanc.: s,.!f"t!c!~nl. Rules for N.R.C.D. 115. 20 CONVEYANCING DEC.REE, 1973 M<xld tm:cedcats. (2) Every convey:11.nce Jihali be expressied in clear term$ and modern language, and in particular the words "tease", 0 conveys to", «interest", .. land", "all" and "at" may be used in preference to the words "demise'", "grants and conveys unto", "estate''; "piece or parcel of land", "all and singular" and "situate lying and being at" t'tipectiveJy. {J) In every conveyance, so far as practicable (a) months shall be written in words without abbreviation and years shalJ he written in figuret.; (b) the; namcli of the partic:i, to th1;; ,;,,-offvc:yauvc shall be written in full without abbreviation followed by their full residential and postal address or, in the case of a body corporate, its registered office or principal place of business; (c) where any other conveyance is recited, its registered number. if any, shall be stated; (d) sums of money shall be written fully in words without abbreviation, followed by the same amount expressed in figures within brn<::kets. (4) Eveq conveyance shall be made upon durable paper. (S) Failure to observe any of the foregoing provisions of this section shall not invalidate any conveyance or provision of a oonvcyanc:c. (6) Where any date or sum of money is expressed both in words and in figures, and there is a discrepancy between the words and the figures,. the words shall prevail over the figures unless a contrary intention ai,pear.<; in the conv2\y:,ar,l'l',. 43. Instruments in tb.e form of the otodel precedents contained in the Fourth Schedule, or in similar form or using expressions to a similar effect, shall. in regard to form and expression, be sufficient. ~ and 44. (l) Any person disposing of property or any intereat therein J:~~r for valuable consideration to a i,urcbaser, or the agent of such ~t perwn,-who withintent to defraud conceals from the~ any instrument or encwnbrance material to the tide, or falsill,s. any such instrument. shall be liable tn an 11ction ford~ by'the purchaser or the person derivin3 title under him for any loss sustained by reason of the conoea1mcmt or falsification of the instrument or the encumbrance. (2) ln C$timating damages, where the property or any interest lherein is recovered from the purchaser or the persons deriving title u ~c him, regard shall be had to any expenditure by him or them 1n 1mprovement of the land. 21 CONVEYANCING DECREE, 1973 N.R.C.D. l75, (3) Without prejudice to subsections (1) and (2) of this section, anv person disposing of propertY or any interest therein for valuable consideration to a purchaser, or the agent of such person, who with intent to defraud conceals from the purchaser any instrument or encumbrance material to the title, or falsifies any such instrument, $ha11 be guilty of an offence and liable on summary conviction to a fine not exl".f'!eding one thnu~nd c.edii:: or tl1 impri-mnrnenl nnt exceeding two years or to both. 45. (I) In this Decree, unless the context otherwise requires: "ll.SGigmnent'' menno the tro.nsfe.- of the residue of a. term or interest created by lease; "conveyance" includes any document in writing by which an futerest in land is transferred, an oral grant under customary law duly recorded in accordance with this Decree, a lease, disclaimer; release and every other assurance of property or of an interest therein by any instrument, except a will; "encumbrance" includes a legal or equitable mortgage, a trust for securing money, a uen, and a charge ot a capital or annual sum; "land" includes land covered by water, any house, building or structure whatsoever, and any interest or right in, to or over land or water; "lease" includes a sublease or other tenancy; "purchaser" means a purchaser in good faith for valuable consideration and includes a lessee or other person who for valuable conslcleradon acquires an Jnteresi in property; and where the context so requires "purchaser" includes an intending purchaser; "tent" includes any periodical payment in money or monoy'o worth, re&arved or 1-od out of or ohare-od upon land. (2) Without prejudice to subsection (1), in sections 29 and 30 .. lease" includes an origim&l oi- dcrivali vi;,; :,;uhka.:,c;, and au agreement for a ~ ~ the lessee has become entitled to have his ·'lea"ft granted; •'lessee" and "lessor0 include an original or derivative sublcNoc iind aubleasor, and tkoa1 deriviag tiUe under the lessee or lessOr; lnterpn; tation. 23 CONVEYANCING DECREE, 1973 3. Names and addresses of transferees: (a). (b). (c) ....... . 4. Names of persons who!le consent 1s required and who have given consent: {a) ....... (d) •··· (c) ......... . S. Consideration given for the transfor: (a) Money (state amount). ..... (b) Drink or goods (specify) .. (c) Other (specify) ........ . 6. Extent of the land to which transfer relates (the land should be clearly described so that it can be readil v identijiedJ: 7. Duration of the interest given to the transferee: (a) Pennanent (b) For a limited,time (specify. period) ····-···-·•• ............ -............... , -~, ... , ... .. N.K.C,D. 17~. Z4 CONVEYANCING DECREE, 1973 8. Anv other important matters relating to the transaction : 9. Date from which the transfer is to have effect: The signature/mark of After I had read and explained the contents of the above Record to the transferor, he informed me that he understood it clearly and that it incorporated the essential features of the transaction. He signed/marked it in my presence. (Signed) .... Date ..... . CERTIFICATE Ir·---··--·-····----.. M•M ......................................................... Registrar of Customary Land Transfets for the... ...... , .......................................... - .................. Registration District in the.--.--........... -·----···--· .. •--.. -·-··--····"·-······Region of Ghana, hereby certify that the above record of a transfer of an interest in land under customary law incor~ porates the esie:Dtia.l foatures of tho tr&nsaction sought to be- effected . ....................... ........ ,, ................................ . Rs>trutror Dated at ... ........ ................ tbis ....................... dlly of ................................ , 19 ......... .. 25 CONVEYANCING DECREE, 1973 SECOND SCHEDULE (section 22) N.R.C.D 1"ffl IMPLIED COVENANTS BY TRANSFEROR PART I Covenants implied in any conwyance for valuable consideratio,1 filglu 10 conrey; Quiet enjoyment: Freedom from encwnbrances: TI1at notwithstanding anything done, Omitted or knowingly suffered by the covenantor or anyone through whom he derives title otherwise than by purchase for value, the covenantor has, with the concurrence of every other person (if any) conveying by his direction, full power to convey the subject-matter expressed to be conveyed, in the manner in which it is expressed to be conveyed, That notwithstanding anything done, omitted 01· lmowingly suffered by the covenantor or anyone through whom he derives title otherwise than by purch~ f Ol" value, the subject-matter e.xpressed to be conveyed shall remain to and be quietly entered upon, received, held, occupied and enjoyed by the covenantee and any person deriving title under him, and the benefit thereof shall be received and taken accordingly, without interruption or disttJrbance by the covenantor or any person conveying by his direction, or any person through whom the covemwtor derives tWe otherwise than by purchase for vaJue. or anv person ril?.ht•· tully claiming (not being a person claiming in respect of an interest to which the conveyance is expressly made subject) by, through, under or in trust for any of the foregoing persons. That the subject-matter expressed to be conveyed hi freed and discharged from or otherwise sufficiently indem· · nified by the oovenantor against all such interests. encum htances, claims and· demands (other than those to which the conveyance fa Qprc.uJy mado .subjcci) as have: be-en w shall at any time be made, caused or suffered by the cove nantor or any person conveying by his direction, or any person through whom, the covenantor derives title (other · wise than by purchase for value) or any person rightfully claiming by, tlmJugh, uudi:r 01 b1 t.nDl fur ilDY of the foregoing penons. ~c,o. 175. Further asnuance: 26 CONVEYANCING DECREE, 1973 That the covenantor and every person conveying by his iliro.;Liuu, and ~ve1y person tluougb. whom the cove nator derives title otherwise than by purchase for value, and every person rightfully claiming {not being a person claiming in respect of an interest to which tbe conveyance is expressly made subject) by, through, under or in trust for any of the foregoing persons, will rrom tnne to tune and at all times, on the request and at the cost of any covenantee or of any person deriving title under him, execute and do all such lawful assurances and things for further or more perfectly assuring the subject-matter of conveyance to the covenantee and those deriving title under him -in the manner in which it is expressed to be conveyed, as he or they or any of them may reasonably fCt!luire. PART II Further covemmts implied in an assignmwt or sublease for va/uc1b!e consideration Validity {'/'head !eme: 'Past observance of head lt'-OBe: That notwithstanding anything done, omitted or knowingly sufferP.d hy the coven:rntor or anyone through whom he derives title otherwise than by purchase for value, the head lease is at the time of conveyance a good, valid and effectual lease of the property conveyed, and is in full force, unforfeited and unsurrendered, and has not become void or voidable. That notwithstanding anything done, omitted or knowingly suffered by the covenantor or anyone through whom he derives title otherwise than by purchase for valuc (a) all rent payable under the head lease by the lessee and the persons deriving title under bim has been paid up to the time of conveyance; (b) all the cgvenants, conditions and agreements contained in the head lease and to be observed and ~otmfld by 1he lessee and the persons deriwng title under -him have been observed and performed up to the time of conveyance. 27 CONYEYANCING DECREE, 1973 PA:RT lTI N.R.C.D. 175. Further covenants implied in a sublease for va!JJ4ble consideration Fli/UTe obsenance of/read lease: Prnd1J{:tim, of title deeds and delivery of copies; During the tmn of the sublease and any renewal thereof to pay the rent reserved by the head lease and to perform (50 fa1 M thi:: u..vi:;uaoLl;:G is not liable fuc :su..:h pecformance under the covenants on his part implied or otherwise contained in this sublease) all the lessee's covenants contained in the head lease. To proilt11:'P. the head lease and to delivet copies thereof, which covenant shall be deemed to be a written undertaking in accordance with section 35 (2) of the Conveyancing Decree, 1973. PART IV fmplied covenant by person conveying as trustee or under an order of the Court Thal the pc1:su11 su conveying bWl noc eJtecuted or done, or knowingly suffered, or been party or privy to, any deed or. thing. whereby the subject matter of the conveyance, or any part thereof, is or may be impeached, charged, affected, or encumbered in title, interest or otherwise, or whereby the person who so conveys is in any way hindered from conveying: the subject-matter of the conveyance, or any part thereof, tn the manner in which it 1s expressed to conveyed. THIRD SCHEDULE (section 23) r MPLIED COVENANTS BY TRANSFEREE P.UlT I Covenants implied in a lease for valuable consideration Payment of To pay the-reserved rent at the times and in tbe manner rent: specified in the lease. Repair ID adjoiniflg premifes: To permit the covenan~ and his agents with all necessary workmen and appliances at all reasonable times after having given written. 1lOUC$ to the covenantor to eater upon the pmnisea leased to execute repairs or altera tionc on a.ny adjoining: premilfs MW or hereafter helong ing to the oovenantee who tha11 make good all damage occasioned to th\, coVCQattttor by such entry. N.R.C.D. 175. Alterations and additions: Injury to walls: Assignment and .n,bletting: {{[egal or imnwral user: Nuisance or anNoyanc~ . Yielding up rhe premt~es: 28 CONVEYANClNG DECREE, 1973 Not without the previous written Consent of the cove nantee to erect any new buildings on the premises leased or make any alterations or additions to the premises leased. Not without the previous wtitten consent of the cove 1iantee. to cut or injure any of the walls or timbers of the pretnkesi: leased or permit ~uch cutting or injury to be done. Not without the previous written consent of the covenantee to assign, sublet or part with the possession of the premises leased or any part thereof, such consent however not to be unreasonably withheld in the case of a respectable and responsible person. Not to Wle or permit the premises leased or any pan thereof to be used for any illegal or immoral purpose. Not to do or permit anything to be done in or upon the prom.iacs ICM<Xl or nay part thereof whkh may be or become a nuisance or annoyance or cause damage to the covenantee, his tenants, or the occupiers of adjacent or neighbouring i,remises. At the determination of the term of the lease to yield up to the covenantee the premises leased aad all additions thereto and all fittings and covenantee·s fixtures therein in good and tenantable repair. PART [[ Further covenants implied in a sublease for valuable consideration Future observanct· ,,f hMd !e~se: Permitting repair wu/er hl!ad/eose: During the term of the sublease and any renewal thereof to perfonn and observe the covenants on the l~<:<:r.e's pHrt cont:iined in the he!lri len-:e (inmfar ns they are app]icable to the premises subleased) except only the covenant for payment of the rent reserved by the head lease and any covenant for the performance of which the covenantee is liable under the covenants on his part implied or otherwise contained in this s:ublease, and to keep the covenan.tee. indemnified against all claims, damages, costs and expenses in any way relating thereto, insofar as they relate to the premises subleased. To permit the covenantee and his agents with all necessary workmen and appliances at an reasonable times after givio,g written notice to the oovenantor to enter upon the-premises 11ubleased for any purpose which in the oPinion of the covenantee is necessary to-enable-him to comply with the covenants on the 1essee1s part contained in the head lease so tar as such covenants are not to be performed by the covenaator. N.R.C.D. 175. 30 CONVEYANCING DECREE, 1973 3. The vendor acknowledges the receipt from the purchaser of ten thousand cedis (~10.00J) the purchase price of the property. The property e,onsists of a house and land bounded (tkscription of boun daries) and is indicated by the colour red on the attached plan which shows the relevant meuurements. Signed by KwAME Anu in the presence of: Signed by JOHN M°ENsAH in tbe presence of: 2-PltBcm>BNT OF CoNVEYANCE OF PROPERTY AS A GIFT THIS CoNVBYANCB is made the first day of January, 1975, between the donor JOHN QuA.RTHY nf ~, Rlack Star Sqmtre, A...-ra :<lnd the donP.P. MABFI. Pl::TmtsoN of 10, St. Geor~s Square, Winncba in the C.entral Region of Ghana. l. By a conveyance made the first day of August, 1970 between Albert Ankrah of Accra and the donor (registered number 6543{10) the property known as 10, Sahara Street, Accra (hereinafter called .. the property'') was com•eyed to the donor for ever. 2. The donor as owner conveys the property to the donee for ever as a gift. :t The property consid.<: of a hon<>.e and land hnunrled (d,.~rrip1io11 nf boundaries) and is indicated by the colour red on the attached plan which shows the relevant measurements. Signed by JOHN QuARTl!Y in the presence of: 3-.-.PREcEDENr OF A UASE Tora LEA3B is made the fin.t dn.y of January, 1975 bctvnx:n the !C550r YAKUBu DAGOMBA of House A/6543, P.O. Box. 18250, Tamale in the Northern Region of Ghana and the lessee AK.owA OKAl of 5, Market Road, Accra in the Eastern Region of 6haM. 1. The ~t', ~ to the leggee the property known us Fl.at 2, R.oma.n Road, A~ (hereinafter called "the property") for a term of 20 years lrom the first day of February, 1975, 2~ The ICMO •hall pay to du, lessor a yearly rent of five hundred oed.is (fl50()) payable 1aalt..yearl.y in advance on lst Febfl,llll'f and 1st August every year. 31 CONVEY~CING DECREE, 1973 N.R.C.D. 175. 3. The property consists of (here describe the property by reference to an attached olan). 4, The Jessee shal.l have the following rigbts: (Here set out rights to be e,ifoyed by tne lessee either concurrently with or to the exclusion of the lersor, e.g. rights of way~ etc.) J, Toe Iessot Sball lla.ve the followi:ng ctgbts to the exclusion or the lessee: (Here set out rights of way. etc. to be enjoyed by the less1,r to ths exclusion of the lessee.) 6, Tho )cosee oovcnunta with the. lcasoi: AG follows; (Here set out any expres, etJllf!/llllll3, and any 110Tiation, exte11sion or exclusion of the implied 1ta'hllory c.ovenams, thaJ may be required.) 7. The lessor covenants with the lessee 3.$ follows: (Here set out any express COVfflants, (111{/ any pennis.rih/e variation or extensio» of the implied .t/ohdory co,e,umts, thai may be required.) 8, (Here set out atty further provisions reqwred, e.g. righl t?f re-en1ry for breaclt, oplion to renew.) Signed by YAKUBU DAOOMBA in the presenoe of: TuE MAllK of AK.OSUA OJCAI: After I had read and explained the contents of tbc ab<.we conveyance to Ako:nm Okai she:: iuformed ma tb.ltt: she underSrood tbe document cJearJy and she signed the conveyance by :making her mark in my presence. 4--PucEDiiNr OP A SlJBl.EASE. THls SUBuAsl! is made ~ first day of January, 1975 between the Jessor Ko10 M.eNsMJ of Palm Grove. P;O. Box 18250, Ebnina in the Central Region of Ghana and the lessee KwASI AMOAH of 18, Fifth Avenue, P.O. Box 1&250, Sunyani in the Brong-,Ahafo lttglon of Obana. J. By a head lease made , first day of June, 1965 between Albert Ankrah of Accra and the lessor (regiaterw. number 6543/65) the property at Church S~ Ehnina (hemnafter l:alkd ~ property") wu least:d to the lessor for a term of 50 years from the first day of Jmuary, 1966. N .. R..C.0. l'lS. COl'<lVEYANCJNC DECREE, 1973 2. The lessor sublets the property to tl1e lessee for a term of 20 years from the 111'5{ Jay uf laHU,HJ, l 97.J. 3. The lessee shall pay to the lessor a year!y rent of two hundred cedis W200) payable quarterly in advance on 1st January, 1st April, 1st July, and 1st October every year, 4. The lessor acknowledges the receipt from the lessee of fitly cedis (~50) being rent paid by the lessee up to and inc:luding 31st March, 1975. 5. The property consists of (Here describe the property by reference to an <1ftc,c/,ed plan), 6.-10. (Here set out lessee's rights, lessor's rights, lessee's covenants, leswr·s covenants, and any further provisions, as i11 cMuses 4 ta 8 of the .foregoing model precedent of a lease.) Signed by KoJO MENSAH in the presence of: Sig,mi by KWA51 AMO/Ul in the presence of: TH!s AsslGNM .. ENT is made the firs1 day of January, 1975 between the vendor Qu1cK PROFITS L!M!TED a company inrnrp,)rntcd under the laws of Ghana whose registered office is at 5 Cornmi!I Road, Takoradi in the Western Region of Ghana and the purchaser KoFI DARKO of 12, Castle Road. F.lmina in the Cen tral Region of Ghana L By a kase (hereinafter ca!led ··the lease"') made the first day of June, 1969 between Tim Garrard of Accra ;ind the ve11dor (registered n11mber 5643/ 69) the property known as the Casile. Elmina (11en:inafter ca.!!ed "the property") was leased to the vendor for a term of 50 years from the first day of June, 1969. 2. The \iendor assigns to the purcbser his leasehold interest in the property in consideration of ten thousand cedis rn:t0,000) paid by the purchaser to the vendor. 3. The vendor acknowledges the receipt from the purchaser of ten thousand cedis (!Zl0,000) the purchase price of tile property. 4. The property consists of a building and land bounded (description of boundaries) and is inmca.ted by the colour red on the attached plan whicb shows the relevant measurements. 33 CONVEYANCING DECREE .. 1973 N.R.C.D. 175. 5. The property is subject to a yearly rent of five hundred cedis (~500) made payable by the lease and to the covenants and restrictions contained in the lease. THE COMMON SEAL of QUICK PROFITS LIMITED was affixed to this conveyance in the presence of: Signed by Kon DARKO in the presence of Director Secretary 6-EXPLANATION OF IMPLIED COVENANTS l. ln the precedent of conveyance on sale of freehold, being for valuable consideration, there are implied the vendor's covenants for rig11t to convey, quiet enjoyment, freedom from encumbrances and further assurance, by virtue of section 22 (l). 2. In the case of conveyance of property as a gift, no covenanh arc implied 3. In the precedent of a lease, being for valuable consideration, there are imp!icd (a) the lessor's covenants for right to convey, quiet enjoyment, freedom from encumbrances and further assurance, by virtue of section 22 (I); (b) the lessee's covenants relating to payment (lf rent, repair to adjoining premises, alterations and additions, injury to walls, ai;~i~11me11L aml ~ublelling, illegal or immoral user, nuisance or annoyance, and yielding up the premises, by virtue of section 23 (I), 4. ln the precedent of a sublease, being for valuable consideration, there are implied (a) the lessor's covenants relating to right to convey, quiet enjoy ment, freedom from encumbrances, further assurance, validity of the head lease, past observance of the head lease, future obser vance of the head Jease, and production of title deeds and deliverv of copies, by virtue of 5cctions 22 (I), 22 (2) and 22 (3); • N,R,C..fJ, 17~. 34 CONVEYANCING DECREE, 1973 (b) the lessee's covenants relating to payment of rent.· repair to adjoining premises. alterations and additions, injury to walls, assignment and subletting, illegal or immoral user, nuisance or annoyance, yielding up the premises, future observance of the head lease, and petm.itting repair under the head lease, by virtue nf~tinm;: 21 (I) and 11 (2). S. In the precedent of an assignment, being for valuable considemtion, there are implied:~ (a) the vendor's covenants relating to right to convey, quiet enjoy ment, freedom from encumbrances, further assurance, validity of the head lease, and past observance of the head lease, by virtue of sections 22 (1) and 22 (2); {b) the purchaser's covenants relating to payment of rent. tutu~ oh:serYam:e uf the head least:, a11d iudemnity, by virtue of section 23 (3). Made this 1st day of May, 1973. CoLONFL J. K. ACHEAMPONG Chairman Rf 1be Na,Jonol Redemplton CouncU Date of Gazette notification: 4th May, 1973. PIUN'I1!D BY fflB OIIAN~ PUI~. COllPOtL,\11.0N ll'IUl',11.NO DlVllllON) ~ ........... OUNA ~/71