TRANSFER OF PROPERTY IN

GOODS
Cont.
 WHAT IS PROPERTY IN GOODS?

 WHEN WILL THE PROPERTY IN GOODS TRANSFER?

 WHAT IS THE LEGAL EFFECT WHEN THE PROPERTY

IN GOODS IS TRANSFERED OR PASSED TO THE
BUYER?

 WHO CAN TRANSFER PROPERTY IN GOODS?

 WHAT IS PROPERTY IN
GOODS?
 It refers to ownership or title that someone has on
the goods/property

 The person who owns the goods will hold the

property in goods and he will have the sole power to
transfer it to another person.

 In a contract of sales of goods, the title/ownership

passes when
a) the parties to a contact of sale intent that it should
pass and

b) based on the types of goods.

 RULES DETERMINING
TRANSFER OF OWNERSHIP
 RULES OF TRANSFER OF OWNERSHIP
BASED ON TYPES OF GOODS
Section Goods Rules

s. 18 Unascertained goods Until the goods are

ascertained
s.19 Specific/ascertained Depends on the intention

s.23 Unascertained goods or Future goods - The process of

by description and in a deliverable state appropriation without any
which is unconditionally appropriated condition
- With the assent of both
parties (seller and buyer)
s.24 Goods on sale/return When the buyer signifies
approval/acceptance or
retains the goods without
giving any notice of
rejection.
 INTENTION: WHEN IS IT?
 Specific/ascertained goods: Ownership is
transferred based on intention of the parties

 To determine intention of the parties as to

when the title is transferred, look at
a) the terms of the contract,
b) conduct of the parties and
c) the circumstances of the case.
 INTENTION: WHEN IS IT?
 To assist the intention of the parties, 3 rules
in SOGA can be used to determine the time
at which the property in goods passes:

• Section 20
• Section 21
• Section 22
 Cont
Section Conditions of the goods Time of passing
the title
s.20 Goods are already in deliverable when the contract is
state made

s.21 Specific goods: The seller must Such thing is done

do s/thing to make the goods in and the buyer has
a deliverable state notice of it
s.22 Specific Goods already in a Until such thing is
deliverable state but the seller done
has to do s/thing in order to
determine the price
 TRANSFER OF RISK
 TRANSFER OF OWNERSHIP = TRANSFER OF RISK

 General Rule: Risk transfer together with the title

irrespective of delivery – s.26

 But if there is a delay in delivery through the fault of

either party, the goods then are at the risk of the
party in faults as regards any loss which have
occurred due to such faults.: section 44
 PERISHING GOODS
 Sale of perishing goods : s.7/8 (the contract is void: the
doctrine of frustration and common mistake)

 Section 7: Specific goods damage and perish – lead to

frustration of contract – void

 Case: Rendell v Tunbull

 Section 8: But for an agreement to sell of specific goods: if

without fault of both parties – damage or perish and
before the risk passes to the buyer: contract is voidable
 TRANSFER OF TITLE: WHO?
 Who can transfer a good title of property to the buyer?

 General Rule : s.27: ‘No one can give what he has not
got’

 If goods are sold by a person who is not the owner, then

the buyer acquires no better title to the goods than the
seller had.

 Case: Lim Chui Lai v Zeno Ltd

 Maxim: Nemo Dat Quod Non Habet: No one can transfer

a better title than he has himself.
EXCEPTION TO THE RULE OF
NEMO DAT
 Doctrine of estoppel: s.27

 Sale by a mercantile agent: s.27

 Sale by one of joint-owner : s.28

 Sale under a voidable contract: s.29

 Sale by a seller in possession after sale: s.30(1)

 Sale by a buyer in possession: s.30(2)

Cont.
Section Circumstances Explanation
s.27 Doctrine of Estoppel When the owner is
precluded from
denying the seller’s
authority to sell
s.27 Mercantile Agent •In possession of the
goods with the
consent of the owner
• acting in the

ordinary course of
the business
• buyer acts in good

faith without notice

 Cont.
Section Circumstances Explanation
s.28 Sale by one of joint owner •Goods are in possession of
one person with the consent
of others
•The buyer in good faith

without notice

s.29 Sale under a voidable •Seller obtained possession

contract under a voidable contract
•The contract has not been

rescinded
•Buyer acts in good faith &

without notice
 Cont.
Section Circumstances Explanation
s.30(1) Sale by a seller in •Seller part with the title to the
possession after sale goods
•But the goods remain in the
possession of him
•Buyer acts in good faith

without notice

s.30(2) Sale by a buyer in •Buyer bought goods

possession •Obtain possession of the

goods/document
•Buyer acts in good faith

without notice