Items included in a sale of land contract – a cautionary (and fishy) tale

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A recent High Court judgement provides food for thought in terms of items that might be dealt with expressly in a contract covering the sale of land or property. It’s especially pertinent in relation to transactions involving agricultural property where items such as livestock and equipment may frequently be involved.

In Borwick Development Solutions Ltd v Clear Water Fisheries Ltd [2019], Borwick owned a commercial fishery, which included nine man-made lakes and pools.

Clear Water bought the land through a receiver. However, the sale contract didn’t refer to solar panels and fish stocks located there and Borwick maintained that, in both respects, it still owned them.

The High Court held that the solar panels should be classed as fixtures and therefore pass automatically to Clear Water with the sale of the land. The panels were defined as fixtures due to permanence of their attachment to the land and their integral purpose as an energy source for the site’s restaurant.

Regarding the fish stocks, as wild animals, there was no existing precedent or guidance for determining their legal nature. Since Borwick had introduced the fish to the site, it had a qualified property in them. In the absence of reference to them in the sale contract, the Court ruled that the fish should not pass to Clear Water on the sale of the land.

This case shows, as many do, that it’s always best to take good professional advice from appropriate lawyers at the time of the transaction, such as our experienced property team. This will help to avoid any need for litigation which will cost far more than it would to get it right in the first place. Equally, property lawyers need to think carefully about just what they are selling, especially in agricultural cases.

For more information or advice on this issue, please call us on 01733 888888.