Our Ref: _____
Dated : ………….
Dear Mr. J
We refer to your e-mail dated …………regarding “X”.
We took note of your concern. We hereunder draw down our opinion in the light of the law of the Country:
Y is apprehending that the Lessor may sell the leased property and has sought our opinion on whether CSAF can remain in occupation for the entire lease term relying on clause 10 of the Lease Agreement. We are of the view that as the purchaser is not a party to the Lease Agreement, the terms and conditions of the Lease Agreement are not binding upon him. Further, clause 10 also does not bar the Lessee from selling out the premises. It is all upon the purchaser whether he will accept the lease or not. CSAF may purse the purchaser to continue the lease but cannot force the purchaser unless the purchaser has knowledge of clause 10. As no registration took place, it is highly likely that in such situation the purchaser may deny of knowledge of any existing lease.
The purpose of registration is to give notice to the public who wants to deal with the leased property. As Y is apprehending that the Lessor may sell the leased property, the best course of action for CSAF could be registering the lease deed, so that whosoever wants to purchase the leased property may have notice of the lease in that property.
Further pursuant to section 107 of the Transfer of Property Act 1882, a lease of immovable property from year to year, or for any term exceeding one year can be made only by a registered instrument. Any unregistered lease deed is inadmissible in evidence for lack of registration. However, no lease deed shall be treated as void for want of registration.
However, CSAF cannot register the lease deed now. Because, pursuant to section 23 of the Registration Act 1908 no document shall be accepted for registration unless presented within four months from the date of its execution. The lease deed in question was executed in February, 2004, as such, it has become time barred. Further the exception provided under the aforesaid Act is also not applicable in the present circumstances.
In the premises, we are of the view that CSAF, on the basis of clause 10 of the lease deed, cannot restrain the Lessor from selling out the premises. If the sale is made, CSAF may pursue the purchaser to continue the lease. If the purchaser declines, the matter may be referred to the Court of Law for declaration that CSAF is entitled to be in occupation for the lease term on the strength of clause 10 of the lease deed.
Regarding the assistance sought from us in connection with the negotiation with CSAF, we _______________, our fees ______________________
For: “The Lawyers & Jurists”
M.L.Hotel Tower Ltd,208,Shahid Syed Nazrul Islam Sarani,
Bijoy Nagar, Dhaka-1000.