Question No.1.

Compare and contrast “Contract Act,2056” and Part 5 of “National Civil

code,2074”
A contract is a binding relationship between two or more parties in general. A Contract is
described as an arrangement between two or more people to do or not do anything that is legally
enforceable. Contract law deals with the formation of a contract, the scope of contractual
obligations, success and dismissal, violation of contract remedy, and contract vitiating
influences. According to the Nepalese Supreme Court, a Contract is any agreement between
two parties for the commission or omission of an act in exchange for a certain consideration.
Though contract law has existed in Nepal since the Lichhavi period, the procedural law
governing contracts has a brief history, dating back to the Muluki Ain and then to the Act
Relating to Contract, 2023, which was repealed and replaced by the Contract Act, 2056. Today,
contracts are governed by ‘general law,' i.e. the Muluki Civil Code, which includes numerous
legislative rules governing contracts and liability in Part-V. After a long delay, the nascent
Muluki Civil Code, 2074, has arrived to fill the holes in the erstwhile rule of contract of 2056
BS. Whether or not the new contract legislation has continued to include the necessary legal
structures for the society's needs to be met? It is necessary at this time to address and analyze
the main contract law clauses found in Part V of the Muluki Civil Code, 2074. It is critical to
illustrate the major legal provisions concerning contract law in the Muluki Civil Code, 2074,
and to analyze the jurisprudence and major provisions in Nepal's current contract law, as well
as to compare it to Nepal's previous contract laws.
Compare and Contrast:
Nepal's Contract Act of 2056 is the country's second special contract statute. It went into effect
in 2056. There were 90 parts in all. The muluki Ain's "Chapter on Bailment" and "Chapter on
Deposits" is revoked (National code). It included general contract and specific contract clauses.
The 2017 National Civil Code is a codified Act that governs all civil matters. It took place on
the 1st Bhadra of 2075. The Contract Act 2056 has been repealed. The rules relating to contract
and other liabilities are found in Part 5 of the National Civil Code, 2017.
- The fact that the current Nepalese contract law is organized in a ‘General Law' rather
than a ‘Special Law' is a distinguishing aspect. Contract laws were often independent
laws/enactments, or particular legislation, in the past. However, Nepal's contract law is
organized as part of the National Civil Code, 2074, which is a general law. Previously,
there was a special provision for contracts called the Contract Act of 2056.
- In common law jurisdictions, the National Civil Code, 2074, has incorporated the
generally recognized standard laws of contract law. It contains current business law
developments that span 16 chapters (Sections 493-671) of Part-V of the Code.
- Sections 178 between sections 493 and 671 of Chapter 16 of Part 5 of the National Civil
Code, 2074, dealt with a variety of topics. The provisions relating to the duty to be
established can be found in section 493 of chapter one. ‘If there is a moral duty to do
or refrain from doing such act, an obligation is established if one omits to do or performs
such act,' it says.
- National Civil code contains clauses pertaining to both general and individual
arrangements, such as bailment and promise, indemnity and warranty, agency, carriage
of goods, and selling of goods. Other forms of basic contracts, such as lease contracts,
 hire-purchase contracts, wage and labor contracts, have been added. Which was not
being able to included in the contract act of 2056.
- The National Civil Code, 2074, like its precursor contract law (the erstwhile Contract
Act, 2056), contains meanings and interpretations of the relevant terminology for
interpretation. The related provisions of Part-V also provide definitions of essential
words that make it easier for the courts to read the law. The Code, for example, provides
concepts for contract, proposition (offer), agreement (acceptance), and contract
consideration. In addition, the Code defines indemnity and warranty, bailment and
promise, sale of property, principal and agent, rule of carriage, and void and voidable
contracts. These definitions are more comprehensive than those used in Nepal's
previous contract rules, and they can aid in the interpretation of the legislation. So it
makes more easier and concrete to interpret than contract act 2054.
- The National Civil Code, 2074, includes clauses relating to the fundamentals of a
legitimate contract, such as bid, approval, compromise, free consent, contracting
parties' power, desire to establish a lawful partnership, legality of objective and
consideration, subject matter to be rendered void by the constitution, and legal
formalities for particular contracts. It does not, however, discuss "Consideration" as a
necessary component of a legal contract, thus departing from the concept of "No
Consideration, No Contract." This is the continuation of the contract act 2056.
- The negotiating parties have autonomy to select the form of the contract or subject
matter, as well as the terms and conditions of the contract, the nature of the remedies in
the event of a violation, and the measures for settling conflicts arising under the
contract, according to the Code. However, this Code does not place a high value on
‘Consideration,' as was formerly required for a legal contract under the Contract Act of
2056.
- The validity of contract is a general section title in Chapter 3 of the Muluki Civil Code,
2074. It establishes a registry of situations in which a contract is invalid or voidable.
Section 517 declares over a dozen forms of situations under which a contract is void
from the start, while Section 518 specifies the four conditions under which a contract
is voidable: coercion, unreasonable force, theft, and deception. It states that void
contracts are void from the start, while voidable contracts may only be rendered void
by the contracting party.This is included in Section 13 of the Contract act 2056.
- The protocol for forming a general contract is outlined in this Code. It is considered
that a Contract has been signed until the offerer submits a request that is approved by
the offree and turns into a pledge. Such actions result in the formation of a contract, and
the contract's stipulations bind the contracting parties as rights and responsibilities. It's
possible that the bid and approval will happen at the same time.The offer and
acceptance may be specific and general.This is included in the section 74 of the contract
act 2056
- The Code also includes rules for indirect or quasi-contracts, which are formed by the
operation of legislation rather than by a bid, approval by competent parties with free
consent of the consideration by the contracting parties. The laws relating to the "keeper
of missing things of another" are a fine example.This provision was also in contract act
2056 in section 11.
- There are also clauses in this National civil code pertaining to contingent contracts. The
existence of a collateral incident would result in the formation of such a contract. Such
events are uncertain at the time of its creation.
- This Code has provided various legal provisions relating to some ‘specific’ contracts in
contrast to the general law of contract, and the rules governing such specific contracts.
For example, Chapter 7 discusses the rules governing the contract of indemnity and
guarantee, Chapters 8 and 9 discuss the contracts of bailment and pledges, Chapter 6
discusses the rules governing the contract of sale of goods, Chapter 10 discusses the
provisions governing the contract of agency, and Chapter 11 discusses the contract of
carriage. The erstwhile Contract Act of 2056 also managed the rules for these kinds of
complex contracts. Similarly, the twelfth, thirteenth, and fourteenth chapters of the
Muluki Civil Code, 2074, respectively, contain clauses on separate lease, hire-purchase,
and wage-labor arrangements as nascent provisions.
- A contract may be frustrated under such cases, according to the Code. The contract that
is legitimate at the time of its existence but is frustrated at the time of success due to
later impossibility. A contract is discharged under Section 531 where it becomes
difficult to fulfill the contractual obligation as a result of a profound alteration in the
circumstances that occurred at the time the contract was made. In such a case, the
contract's act would not have to be executed.This provision is in section 81 of contract
act 2056
- The place, time, and manner of contract delivery are all specified in Code. There are
clauses in the doctrine of private contract that help. Only private parties have the right
to demand contract results.
- The National Civil Code also has clauses pertaining to contract violation, which provide
for a variety of damages for the aggrieved party or parties. In the event of a breach of
contract, the aggrieved party has the option of recovering damages, canceling the
contract, pursuing quantum meruit, or obtaining an order of "specific performance."
This can also be seen in section 83 of contract act,2056
- The former Contract Act of 2056 established the Statute of Limitations in relation to
the aggrieved party's civil remedy privileges. The rules pertaining to the Statute of
Limitations are found in various Chapters of the current National Civil (Code) Act,
2074 (Part-V). If a time limit is imposed under a certain rule, the time limit applies to
this Code as well.
- The terms of the general rule of contract and other relevant contract law have been
managed by existing contract law. It has made preparations for the good of the corporate
community. Being a progressive law of business relating to contract there are some
short-comings, too.
 - For example, there are inadequate clauses relating to consideration, the third-party
beneficiary's rights, and the imposition of responsibility on the third-party beneficiary,
as well as silence. Similarly, despite being lauded as a far-reaching document, this
legislation is silent on the contractual capability and liability of artificial persons.
- The separate law of contract was the law relating to contract 2023, which was replaced
by the erstwhile Contract Act, 2056, and it has also been replaced by the current
National Civil Code, 2074. Part-5 of the Code contains provisions related to Contract
& Liabilities. It possesses certain features such as, inclusion of general law of contract
and specific contracts, formation of contract, autonomy of parties, binding nature, and
time limit for the legal remedy.
Question No.2. State the Relevancy of the Case of Rekha Kumari Mittal, President and
Director of Richwood Multiple Pvt. Ltd V. Rastriya Banijya Bank, Branch Office Birgunj
and Other, NKP 2068,DN 8649.
Answer:-
Fact of the case:- Rastrya Banijya Bank had released a notice in the daily newspaper on the
date of the 2062/6/2 to sell the debtors' securities at auction. Rekha Kuamri Mittal has
expressed her willingness to accept the auction sale at the price of Rs. 3,36,20,500 and it has
imposed the new requirements on her behalf, however, she will only be able to purchase the
property if the conditions are accepted by the bank. Months after the submission of the counter
offer in the above deal, the Opposition (Bank) provided no details as to whether they had
approved or declined the counter offer submitted by Rekha Kumari Mittal. While Rekha
Kumari Mittal was on her way to India for work, the Opposition Branch Office published a
notice in the local daily Narayani Today in her name, and she was unable to obtain the facts.
Defendant claim:- Richhood Multiple Pvt. Ltd.'s overall number of bids from the meeting on
2063/1/18 was Rs. 3, 36, 20,500. It was demanded to deposit the remaining sum by informing
by telephone and letter after the auction tender was authorised, as per Rule 11, 10, 1 of the Debt
Recovery and Restructuring Directive 2061, but the letter was returned on 2063/2/4 as no one
was found in the house. The deposited balance for the bids filed on 2062/8/30 has been
reconciled as per condition no. 6 and Bank's Debt Recovery Directive 2061 because the
remaining sum was not paid as demanded even after publishing the details in her name in the
local newspaper Narayani Today on 2063/2/11.
Petitioner claim:- If petitioner’s counter bid is not accepted, the balance filed for bail, Rs.
33,62,050, must be returned. Illegally seizing the petitioner's property and causing him harm,
in violation of Article 11, 12 (2) (e), 17 of the Constitution of the Kingdom of Nepal, 2047,
notice dated 2063/2/11, and the decision listed in the letter dated 2063/1/20, as well as the
appeal letter to give an interim order not to enact the said decision and the decision mentioned
in the letter dated 2063/1/20.

Fact: - The counter offer laid by Appellant Rekha Kumari Mittal and The amount filed for bail
Rs. 33,62,050 by Appellant Rekha Kumari Mittal.
Decision:- The bid was invalid because the bidder's (proposer) conditions were ignored and the
competitor added a new clause. The balance filed for bail by Appellant Rekha Kumari Mittal
of Rs. 33,62,050 must be returned because the offer was void.
Precedent established: -
- The Person or organization(offeree) has the right to accept or not to accept the proposal
made by the offeror (person who) applies for notice, tender notice, bid notice, or auction
information), Invitation for bid or proposal, auction notice, bid notice, tender notice,
other similar notice and other information cannot ve considered as proposal(offer).
- “Information” is just an invitation, it is not an offer once the information is given and
if it is negotiated and made the offer then it can only be acceptance, Information is not
an offer.
- If the condition is given in the invitation and an offer is made according to the invitation,
if the offer is accepted along with the condition then such accepted offer is important
part of the contract. It is binding against the offeror, And once the offer is accepted then
only the legal obligation is created among the parties.
- If the offeree has not accepted all the conditions of the proposal send by offeror. Also
if the offeror wants to give the amount in installment and with the condition that bank
has to give the amount in installment and with the condition that the bank has to give
the loan for such installment. If the offer is not accepted exactly as forwarded by the
offeree then, it is not considered as acceptance by the offeree.
Relevancy of the case
If we see this case through the of the Contract law there are two parties Rekha Kumari Mittal,
President and Director of Richwood Multiple Pvt. Ltd and Rastriya Banijya Bank, Branch
Office Birgunj and Other. Rastrya Banijya Bank had released a notice in the daily newspaper
on the date of the 2062/6/2 to sell the debtors' securities at auction. Rekha Kuamri Mittal has
expressed her willingness to accept the auction sale at the price of Rs. 3,36,20,500 and it has
imposed the new requirements on her behalf, however, she will only be able to purchase the
property if the conditions are accepted by the bank.
From view point of this case means Relevancy of this case with contract law is related to the
counter offer. The following question arose in this case:
- What is the Nature of bid?
- Is the contract voidable if the counter offer is not accepted?
When the offeree offers a qualified acceptance of the offer subject to modifications and
variations in terms of the original offer, he is said to have made a counter offer.If a counter
offer is made, the original offer is rejected and the counter offer can then itself be accepted or
rejected. When a counter proposal is accepted the contract arises in terms of the counter
proposal and not in terms of the original contract. Once a counter offer is made and the original
offer rejected, the offeree can no longer accept the original offer. An offer can be
negated/nullified by a counter offer – counter business proposition whose effect is to destroy
the main offer. Incomplete and conditional acceptance of an offer is known as a counter offer.
In other words, the acceptor, instead of accepting the offer as such along with all its terms and
conditions deviates from it. Such acceptance becomes a counter offer.
The Section 509 of civil code has included the provision related to revocation of offer or
acceptance. This case also signifies the issue of revocation by notice. The revocation of any
offer can be done by notice also. The offeror has got the right to revoke his/her offer at any
time by giving the notice of revocation to the offeree party. But, such notice must be given to
the offeree before his acceptance comes to the knowledge of the offeree. If it is so, a contract
is deemed concluded.
So this case is related to the issue of counter offer and revocation of offer.

Question No.3.Comment the case of Gajendra Kumar Thakur V. Nepal Government

Ministry of Finance, Custom Office, NKP 2070,DN 8941
Answer:-
This case is related to the decision of certiorari and Mandamus. The plaintiff in the case is
Gajendra Kumar thakur who is the owner of Pashupati Transport Services registered in the
office of cottage and small scale industries in Biratnagar, Nepal. The decision of this was
delivered on 25 mangsir od 2069 BS. On this case court give decision that Some eligible
persons' professional rights and ownership will not be transferred after their death, such as
health staff registered with the Health Practitioners Council, physicians registered with the
Nepal Medical Council, and legal practitioners registered with the Nepal Law Practitioners.
Similarly, the professional rights and ownership of customs agents will not be transferred. It
held that according to the Custom Act,2064 and Custom s Rule,2064, the permission certificate
related to custom Agent can only be obtained by a natural person havin the required
qualifications and ability that are:-
a. Age of 21 years
b. SLC or +2 level education
c. Cleared all the taxes to Nepal Government
d. Should not have been punished in criminal offences.
Only if the above qualifications are fulfilled, a person can be eligible to get a certificate of
custom agent. The court decided that such permission letter cannot be transferred to the heir
upon the death of the any individual who acquire it. The related laws are codified in the Rule
37,37(@0 and(4),59(1) of customs Rules,2064.
Nirmala devi Thakur the wife of Gajendra Kumar thakur was the proprietor of the Pashupati
Transport Service before her death. After the demise of the Nirmala devi Thakur, Gajendra
Kumar thakur pleaded in front of court that among the transfer of the properties and
responsibilities to him after his wife’s death, the office of Cottage and Small industries in
Biratnagar also transferred the permission letter for the Custom agent position. But when he
attempted to renew the permission certificate in the custom department, the department did not
give any decision.
Than he Claimed Infront of court by filing case that through a certiorari mandamus, The court
must enable the renewal of the permission letter which was transferred to him after the wife’s
demis. The Director general of the custom department claim in the relation to the transfer of
rights and ownership that he first went to the account branch to renew the permission letter
without disclosing all the information instead of first going to the inspection branch, which is
why the transfer couldn’t be successful. As the customs agent’s permit was issued by
the traditions office within the title of late Nirmala Devi Thakur and in the event that within
the case of passing of the official individual, to act as a custom specialist, The custom Act 2064
and its Control 2064 has no arrangement with respect to the exchange of rights
and proprietorship, the name of the proprietor cannot be changed within the permit to
conduct exchanges related to traditions operator as per the request of the application. There
was no problem when the wife of the petitioner, late Nirmala Devi Thakur worked legally as
the proprietor of the firm called Pashupati transport services. To do the exchange of Pashupati
Transport Administrations, exchange of the property
from Domestic and little industry workplaces, Morang done by the solicitor and the
matter gotten as per the rules of arrive and Income office and the matter
of traditions agent’s permit are exceptionally distinctive things so the claim done by
the solicitor isn't said within the law, hence, this office was incapable to do the work claim by
the applicant.
The court decides that the criteria for transfer of the rights and ownership of the Customs Agent
is the same as that of Legal Professionals and Medical Professionals registered in the Nepal
Bar Association and Nepal Medical Council respectively. Any natural person who wants to get
the permission letter of a Customs Agent must qualify for the post according to the prevalent
law, which doesn’t enable the transfer of rights and ownership in such a manner.
In Civil code of Nepal,2074 have also have provision that the termination of agency is codified
in 597(1) and it has said the Except as otherwise provided for in the contract, the agency shall
be deemed to be terminated ipso facto, in any of the following circumstances. Among all the
circumstances in 597(1)(e) it has included “If the principal or the agent dies or becomes of
unsound mind”. It means after the death of the person who hold the permission certificate to
be the agent , That certificated will not be transferred to the heir after the death of permission
certificate holder. It is the personal and invidual matter and it depends upon the qualification.
So the decision is fair enough regarding this case by the Court.

Arnab Chaudhary
Contract Law
BALLB 4th year