Topic 8: Proving and Giving Title

● “Subject to Contract”:
○ No binding SPA entered into between the parties
Next Steps:
● First thing to do: check documents
○ Check to see if documents mentioned in the cover letter is actually attached to
you
■ Also pay attention to original / certified copy

For exam purposes:

● Cannot provide to us originals → look at right hand corner to understand what kind of
copy to treat the doc as
○ Treat as “certified copy” if it says “certified copy”

How to deal with title documents:

● ss.13 and 13A CPO
○ → automatically apply to all law contracts, unless expressly alter or exclude
these 2 sections
● Common law (pre-CPO position)
○ → V has to prove title starting from the fundamental root

What does the Vendor have to give to us?

Green sheet
When looking at title diagram
● Circle out what doc is actually given to you
● “must “ doc for secondary market
○ Begin with Gov lease first
■ Must be given under s.13
○ Must be OP
○ Must have DMC
● Transactions
○ Begin with first assignment of unit
○ Mortgages/encumbrances on left/right hand side

Govt lease
● Why 3 doc?
● CPO does not give definition of “government lease”
○ → look at Interpretation and General Clauses Ordinance (Cap.1)
■ Government lease (政府租契) means a lease of land granted by or on
behalf of the Government, and includes—
(a)an instrument whereby—
(i)the term of the lease has been extended; or
(ii)the provisions of the lease have been varied;
 (b)an agreement for such a lease; and
(c)a Crown lease;
● How to find govt lease?
○ Check against title doc

Letter
● Opening paras → standardised
● Use point form for requisition (can have headings, George prefers heading)
○ Step 1: start with missing title doc → use sub-paras [para (1)]
■ 2 government lease missing
● Ask for certified copies, as government lease does not relate
exclusively to the property
● Usually Crown lease has a grant plan attached, coloured (plans
must be colored or color-coded: Tai Wai Kin case)
■ OP
● Relates to the whole building, estate → sufficient to be
provided with certified copy
■ DMC
● Given attested copy
● Need to check date & whether 2 clerks
○ → conclusion: good enough
■ Intermediate root
● s.13: assignment/mortgage /legal charge
● Find out the one that is just more than 15 years
● Assignment M/N UB7644086
○ Given assignment
○ Given original doc → correct as the assignment relates
exclusively to property (s.13A)
● GR: For doc after intermediate root, need to be produced
○ The Order M/N UB9258323 → need to ask, as only
provided copy ⇒ must be certified copy for s.13,
original copy for s.13A
■ Order relate to drainage of whole estate, not
exclusive, so cannot ask for original
● Where pre-intermediate root doc still has to be produced →
s.13(1)(b), unless have subsequent doc extinguishing the right
○ If the intermediate root doc refers to previous doc
○ DMC - p.1, p.3
○ Assignment 531549 - p.3
■ Given certified copy to you (Att 4)
■ → ok, satisfied Ord requirement
■ The first assignment dealing with that unit
(*UB48007 is the purchase of land by
developer, NOT first assignment of the unit at
issue)
○ Requirement of ‘still subsisting’ under s.13(1)(b): If
subsequent doc extinguish the right, need not be
produced
○ Step 2: Check all documents given to you to see whether it is correct &
whether there is any defect
■ Make sure no broken chain, signature must also match
■ 1. Check govt lease [para (2)]
● Even though it is certified copy cannot accept it → it is illegible
● Ask for legible copy + coloured plan (Tai Wai Kin - plan need
to be coloured unless colour code is provided)
● Over the page, it says certified true copy from Land Registrar
→ so copy will still be illegible, impossible to have legible
copy
○ How to reply:
○ Discharged duty under s.13(2)
○ But also need to produce secondary evidence → Wong
Wai Man case
■ Court held that even though the crown lease is
illegible, need to prove contents of the document
produced
■ Vendor solicitors found a copy of the crown
lease that is legible - gave reasons why they
have that copy (this can be provided as
secondary evidence to prove content)
■ Court held that the copy can be produced as
secondary evidence
■ 2. Copy of DMC is incomplete [para (3)]
● p.1 & p.11 indicate floor plan shd be attached, but it is absent
here
● If act for V: Get certified copy from registrar
■ 3. No allocation of undivided shares in DMC [para (4)]
● If act for V: Yip Ngan Yee - V has obligation to answer
○ Gold jet case: Other evidence such as
■ control card kept by Land Registrar
■ deed poll
■ Land search record of all the undivided shares
■ 4. Whether it is correct OP [para (5)]
● If act for V, how to solve it: Approach the Building Authority
(who issued to OP) to confirm it
■ 5. Check remaining assignments [para (6)]
● Vendor was foolish, as they produced pre-intermediate root
assignment; but can still raise objects for defects in pre-
intermediate assignment (Lo Hung Biu case)
● How to solve:
○ ask her (Yu Yuen Chun) to make declaration
○ If cannot find her → ask the solicitor acting for her in
these two occasions to assist you
■ If separate solicitors → ask them to check for
copy of ID card, & ask the solicitor who copied
the wrong number to make a declaration
 ● Remember to add last sentence of “we reserve our right to raise further requisitions”
○ Missing title doc yet to be approved
○ & may not be satisfied with reply letter

George’s case
● How to solve illegible copy when there is no secondary evidence of another copy
○ Use a Government grant that is similar to the one in question and is entered
into at around the same time since it’s a standard form
○ As long as it is cogent then it will be acceptable

How BA register doc

● Building registered by the department who issued the order

How repair work works?

● Meeting with all owners approving repair work
● Need to take 3-4 years until order is complied with
● Once repair work is done, Letter of Compliance will be passed to Incorporated
Owners

But what if repair work not yet done and completion date is coming here?
● Will not accept as it should be free from encumbrances
● How to solve it? It takes time for them to repair
○ Estimate the contribution money needed to perform the repair work
○ Can by agreement to, on completion date, deduct the contribution money from
balance purchase price
○ On completion date, the purchaser will still pay the full price of the purchase
price, but:
■ the contribution money is then kept at vendor’s solicitor as a
stakeholder money
○ Court endorsed this way of solving the problem
○ Stanley Luk case