Q&As

Where a seller comprises two individual trustees and a corporate trustee and they sign a sale agreement in counterpart agreements, are the signatories able to sign three different counterparts or do they all need to sign one and the same single counterpart agreement?

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Published on LexisPSL on 21/10/2020

The following Commercial Q&A provides comprehensive and up to date legal information covering:

  • Where a seller comprises two individual trustees and a corporate trustee and they sign a sale agreement in counterpart agreements, are the signatories able to sign three different counterparts or do they all need to sign one and the same single counterpart agreement?
  • Simple contracts
  • Deeds
  • Counterparts

For the purpose of this Q&A, we have assumed that the parties are executing an agreement in physical form.

There are two types of written agreement:

  1. simple contracts, for which no particular formalities are required, however, there must be consideration

  2. deeds, for which there is no legal definition but various formalities are required in accordance with section 1 of the Law of Property (Miscellaneous Provisions) Act 1989

Simple contracts

Simple contracts must be executed by all the trustees. The manner of execution will depend on whether the trustee is an individual or a corporation.

A trustee who is an individual can enter into a simple contract under signature. No witness is needed. The execution clause should state the names of the individuals and the capacity in which they are signing, ie as trustees of the trust. See Practice Note: Execution formalities—individuals.

A corporate trustee could sign in its own name acting by its directors or director and secretary or b

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