Simon George Obosi v Sophie Kabon Langat [2021] KEELC 787 (KLR)
The bottom line
#A Kenyan court dismissed a buyer's lawsuit, ruling the property sale failed through no one's fault and the seller owed nothing.
What this practically means
#Executive summary
#Key legal issues
#Whether the defendant breached the agreement for sale
No breach; the defendant furnished all available completion documents and the failure to register the transfer was due to N.S.S.F's failure to register the Sectional Plan
The plaintiff knew the property remained registered in N.S.S.F's name under the Sectional Properties Act, 1987. The defendant released the completion documents to the financier's advocates, and N.S.S.F itself executed a transfer and consent in the plaintiff's favour. The transfer failed only because the Sectional Plan for L.R No. 140/482 had not been registered at the lands office, a duty resting solely on N.S.S.F and beyond the defendant's capacity.
Whether the agreement was frustrated
Yes; the contract was frustrated, neither party being at fault
Both parties were ready and willing to perform: the plaintiff paid the deposit and secured a mortgage facility, while the defendant provided the available completion documents. The sole impediment was the absence of a registered Sectional Plan, for which neither party was responsible. Performance was therefore impossible without fault on either side, satisfying frustration.
Whether the plaintiff contributed to the purchase price and was entitled to rent as co-owner
No; the relationship was vendor and purchaser, and the deposit was not part payment of the N.S.S.F purchase price
The Kshs. 1,500,000/= paid was a deposit under the vendor-purchaser agreement with the defendant, part of which (Kshs. 1,050,908/=) was channelled to N.S.S.F to redeem the property. The plaintiff was a stranger to the defendant's tenant-purchase agreement with N.S.S.F, so no trust or beneficial co-ownership arose and he could not claim a share of rent.
Entitlement to the reliefs sought
All reliefs refused; the suit was dismissed
Since no breach was proved, the reliefs anchored on breach failed. Specific performance was additionally not maintainable because the deposit had been refunded and a duly executed transfer already existed. Special damages were not pleaded or proved, general damages are not awarded for breach of contract, and no material was laid for assessing loss of bargain.
Legal principles established
#- Where a contract cannot be performed as a result of no fault of either party, it is frustrated and neither party is liable for breach.
- A party cannot be held liable for the failure of a third party (here N.S.S.F) to perform a statutory/contractual obligation that party alone could perform.
- General damages are not payable for breach of contract; the remedy is loss of bargain which must be established by material evidence.
- Special damages must be specifically pleaded and proved, not merely claimed.
Court orders
#- 1.The plaintiff's suit is dismissed with each party bearing its own costs.
- Jurisdiction invoked
- Original civil jurisdiction over a dispute relating to land (sale of a sectional unit), the court being seized of the plaint filed 29th January 2015
Key timeline
#Practical implications
#Frequently asked questions
#Cite this brief
#Cite this brief
Caselaw, "Simon George Obosi v Sophie Kabon Langat [2021] KEELC 787 (KLR)", Case Analysis (2021). Not stated in the judgment as provided. Source: https://new.kenyalaw.org/akn/ke/judgment/keelc/2021/787/eng@2021-11-08
Suggested citation format for research notes or client memos. Always verify the original judgment before relying on any point.