Drafting and

Conveyancing
Lecture -1
ATM Tahmiduzzaman, FCS
EVP & Company Secretary
United Commercial Bank Limited

Cell - 01610008555
Email - tahmid1971@yahoo.com
 Drafting
3

In General:
Drafting is the combination of law and fact in a
language form.

Legal:
Drafting in legal sense means an act of preparing
the legal documents like agreements, contracts,
deeds etc.

In other words:
Legal drafting is the crystallization and
expression in definitive form of a legal right,
privilege, function, duty or status. The process of
drafting operates in two planes – first thinking
and second composing.

December 1, 2019
 Understanding of Deed
4

A DEED is any legal instrument in writing which passes, affirms or confirms

an interest, right, or property and that is signed, attested, delivered, and in
some jurisdictions, sealed.

There are 2 types of Deed:

A Deed of Indenture – being a deed to which 2 or more persons are party,
evidencing some act/agreement between them other than simply their consent
to jointly express a common intention (ie. a conveyance would be an Indenture
– one party wanting to sell and one party to buy, so two different intentions);
and

A Deed Poll – being a deed made by and expressing the intention of 1 party
only, or made by 2 or more persons joining together to express a common
intention (ie. a deed declaring a change of name).

December 1, 2019
 Understanding of Deed
5

Deed Escrow
A deed signed by one party will be delivered to another as an
"escrow" for it is not a perfect deed. It is only a mere writing
(Scriptum) unless signed by all the parties and dated when the
last party signs it. The deed operates from the date it is last
signed.

Escrow means a simple writing not to become the deed of the

expressed to be bound thereby, until some condition should have
been performed.

December 1, 2019
 Component of Deed
6

1. Description of Title of Deed

2. Place and Date of Execution of Deed
Discussion 3. Description of Parties
is coming 4. Recitals
5. Testatum
on 2nd 6. Consideration
Lecture 7. Receipt Clause
8. Operative Clause
9. Description of Property
10. Parcel Clause
11. Exception and Reservation
12. Premises and habendum (states of interest to be granted)
13. Covenants and undertakings
14. Testimonium Clause
15. Signature and Attestation
16. Endorsement
17. Annexure or Schedule

December 1, 2019
 Understanding of Document/Documentation
7

A DOCUMENT to mean
Any matter, expressed/described
Upon any substance
By means of letters/figures/marks/ more than one of these means
Intended to be used/ which may be used
For recording that matter

DOCUMENTATION is a process that involves the systematic interaction of

people, events and documents to create the records of the organization /
corporation. It is a collection of document (a piece of written or printed matter)
relating to a piece (or) events.

December 1, 2019
 Elements of Documentation
8

DOCUMENTATION ELEMENTS
1. Date And Time
2. Legibility
3. Correct Spelling
4. Performance
5. Accepted terminology
6. Factual
7. Accurate
8. Sequence
9. Appropriateness
10. Completeness
11. Current
12. Conciseness
13. Organized
14. Signature
15. Confidentially December 1, 2019
 Drafting vs Pleading vs Conveyancing
9

Drafting word is used for the document which are written with legal
prospective. It is actually the legal relating document it includes the
legal statement or may be letter or a contract.

While pleading is actually the written statement or legal document

which may be by a party for claiming or defending other party's
claim.

On the other hand Conveyancing is the act of transferring the real

property's ownership from one to another person. These transferring
is done legally.

December 1, 2019
 Conveyancing
10

The Process of Conveyancing entails a lot of different things as below:

December 1, 2019
 Fowler's five rules of Drafting
11

According to Fowler, anyone want to become a good writer should

Endeavour, before he allows himself to be tempted by more showy
qualities, to be direct, simple, brief, vigorous and lucid.

This principle base on the following vocabulary

 Prefer the familiar word to the unfamiliar word.
 Prefer clear word than to word create confusion.
 Prefer word give direct meaning.
 Prefer the short word to the long.
 Use of Roman word in giving proper sense of the document, so it
should not be used.
 Active voice is always preferable in the drafting of any document.

Henry Watson Fowler, English Schoolmaster, Lexicographer

December 1, 2019
 Standard Concept of Drafting
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1. Document should be clear: 2. Logical arrangement:

Simple words Logical order of document
No ambiguity Eliminate substantive inadequacies
Ascertain meanings of words used and repetition
Avoid legal jargon
Only one connotation for one term

3. Consistent usage of words:

Same words in same sense
Final product should be clear

December 1, 2019
 Standard Concept of Drafting
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4. Compliance with legal requirements: 5. Concise and brief document:

Legal requirements should be Irreducible minimum of clear
incorporated words
A document which is void ab initio Avoid repetition and
has no existence in law redundancy
Contractual obligations should not be
contrary to the law

6. Direct expression in document:

Nothing implicit
Active voice preferred to passive
Simple sentence preferred to complex
Objective preferred to subjective

December 1, 2019
Thank you for your Pleasant Presence
Deed and its
Components
Lecture -2
 Basic Rules of drafting Deed
16

Some Do’s:-
Some don’t:-
 Avoid unnecessary repetition
 Write shorter sentences  Avoid the use of words of same
 Choose the right words sound (Employer & Employee)
 Prefer the active to the passive  We should avoid the use of
sentences words “Less than” or “more
 Express the ideas in fewer words than”, we must use “not
 Know exactly the meaning of the exceeding”
word sentences you are writing.
 Put yourself in place of reader,
read the documents and satisfy
yourself about the content,
interpretation and sense it carries.

December 1, 2019
 Deed Title
17

The deed should contain the correct title such as:

“ This Deed of Sale”
“ This Deed of Gift”
“ This Deed of Conveyance”
“ This Deed of Exchange”
“ This Deed of Lease”

But the word “This Deed” should written as

“THIS DEED”

December 1, 2019
 Date and Place
18

 Date in the context of deed is the date on which deed has been
executed.

 If a deed is undated, deed is valid subject to burden of proof.

 Date should be written in words and in figures.

 The place is the territorial and legal jurisdiction.

 An illustration of this part follows:-

“THIS DEED of Lease made at Gurgaon on the First day of June,

two thousand eight (01.06.2008)”.
December 1, 2019
 Description of parties
19

 Parties name should be clearly described.

 While describing the parties always transferor should be
mentioned first and the transferee comes in the last.
 Full description of the parties should be given for identification.
 Description must be given in following order.
Names comes first, then surname and thereafter address
followed by other description such as s/o, w/o, d/o etc…

December 1, 2019
 Recitals
20

 Recitals contain the short story of the property up to its

vesting into its transferors. Recitals should be short &
intelligible.
 Recitals generally begins with the words:
“WHERE AS “ and when there are several recitals instead
of repeating the words “WHERE AS” before each and
every one of them, it is better to divide the recitals into
numbered paragraphs for example,
“WHERE AS”
1.
2.
3.

December 1, 2019
 Testatum
21

 This is the “witnessing” clause which refers to the

introductory recitals agreement, if any, and also states the
consideration.
Witnesses clause usually begins with the words
“NOW THIS DEED WITNESSES”
if more than one observation then this clause can be
written as
“NOW THIS DEED WINTNESSES AS FOLLOWS”
1.
2.

December 1, 2019
 Consideration & Receipt
22

 Consideration is very important in a document and must be

expressed.

 Receipt is the acknowledgement of the consideration amount

by the transferor, who is supposed to acknowledgment the
receipt of the amount. Example:-

“Now this deed the witnesses that in pursuance of the

aforesaid agreement and in consideration of sum of BDT
100000 paid by the first party to the second party before the
execution thereof receipt of which the second party does
hereby acknowledge).

December 1, 2019
 Description of property
23

Full description of the property is advantageous to the extent that it becomes

easier to locate the property in the Government records and
verify if it is free from encumbrancese

Registration laws in Bangladesh require full description of property for example:

Side east, west, north, south etc.

area, location, permitted use, survey no.

December 1, 2019
 Parcels clause
24

This is a technical expression.

Usually starts with the words

“All Those…………………………”

Unless a different intention is expressed or necessarily

implied, a transfer of property passes forthwith to the
transferee all the interest which the transferor is then capable
of passing in the property, and in the legal incidents there of.

December 1, 2019
 Exceptions & reservations
25

It refers to admission of certain rights to be enjoyed by

the transferor over the property to be agreed to by the
transferee. All exceptions and reservations out of the
property transferred should follow the parcels and
operative words.

This clause generally signified by the use of words

“subject to” in Deeds, where it is mentioned, it is
advisable that both the parties sign, to denote specific
understanding and consenting to this aspect.

December 1, 2019
 Premises & Habendum
26

Habendum is a part of deed which states the interest, the

purchaser is to take in the property. This Clause starts with
the words:

“THE HAVE AND TO HOLD”

December 1, 2019
 Covenants & Undertakings
27

The term “covenant” has been defined as an

agreement under seal, whereby parties stipulate for
the truth of certain facts.

Undertakings Means agreement or consideration or

promise by the parties generally starts with

“The parties aforesaid hereto hereby mutually agree

with each other as follows”

December 1, 2019
 Testimonium clause
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 This clause is the last part of deed.

 It signifies that the parties to the document have
signed the deed. generally written as

“ In witness whereof the parties hereto

have signed this day on the date
above written.”

December 1, 2019
 Signature & Attestation Clause
29

 Attestation is necessary in the case of some transfer

like mortgage, gift, sale etc.
 Signature of all of parties to the deed should be
attested and witnessed by two parties.

December 1, 2019
 Endorsement & Supplemental deeds
30

Endorsement means to write on the back or on the face of a

document wherein it is necessary in relation to the contents of
that document or instrument.

Supplementary deed is the one which is entered between two

parties on same subject on which there is a prior document
exists.

December 1, 2019
 Annexure or Schedules
31

A deed remains incomplete unless particulars as required under

registration law about the land or property are given in the
Schedule to be appended to the deed. It supplements
information given in the parcels.

A Site Plan or Map Plan showing exact location with revenue no.
Mutation No., Municipal No., Survey No., Street No., War
Sector/Village/Panchayat/Taluka/District etc…………. Plot No., etc.

December 1, 2019
Thank you for your Pleasant Presence