Rules Relating to Transfer of PropertyTransfer in the specific / ascertained goodsTransfer in the unascertained goodsTransfer in goods sent on approvalTransfer in the goods sent or delivered when the right of disposal is reserved

1) Section 20 Specific goods in a deliverable state Where there is an unconditional contract for the sale of specific goods in a deliverable state, the property in the goods passes to the buyer when the contract is made, and it is immaterial whether the time of payment of or the time of delivery of goods, or both, is postponed.

Section 20 Specific goods in a deliverable stateExample Sale of a specified number of bushels of oats, the contents of a bin in a warehouse. The seller gives a delivery order to the buyer, addressed to the warehouseman, authorising delivery of the oats tio the buyer, and asking the warehouseman to weigh them,. The warehouseman accepts the order and enters it in his books. The property has passed to the buyer, as the weighing was not necessary to identify the oats or to ascertain the price, but was merely for the satisfaction of the buyer. Swanwik Vs. Sothern (1839)

Section 21 Specific goods to be put into a deliverable stateWhere there is a contract for the sale of specific goods and the seller is bound to do something to the goods for the purpose of putting them into a deliverable state, the property does not pass until such thing is done and the buyer has notice thereof.ExampleThis section may be illustrated by the following example: Sale of the whole contents of a cistern of oil, the oil to be put into casks by the seller and then taken away by the buyer. Some of the casks are filled in the presence of the buyer, buy before any are removed, or the remainder are filled, filled, fire destroys the whole of the oil. The buyer must bear the loss of the oil which had been put into the casks, the seller that of the remainder .

Section 22 : Specific goods in a deliverable state , when the seller has to do anything thereto in order to ascertain price : Where there is a contract for the sale of specific goods in a deliverable state, but the seller is bound to weigh, measure, test or do some other act or thing with reference to the goods for the purpose of ascertaining the price, the property does not pass until such act or thing is done and the buyer has notice thereof.

2) Section 23 : Sale of unascertained goods and appropriation.Where there is a contract for the sale of unascertained or future goods by description and goods of that description and in a deliverable state are unconditionally appropriated to the contract assent of the buyer or by the buyer with the assent of the seller, the property in the goods there upon passed to the buyer. Such assent may be expressed or implied, and may be given either before or after the appropriation made. Delivery to the carrier - Where in pursuance of the contract the seller delivers the goods to the buyer or to the carrier or other bailee (whether named by the buyer or not) for the purpose of transmission to the buyer, and does not reserve the right of disposal, he is deemed to have unconditionally appropriated the goods to the contract.

Section 23 : Sale of unascertained goods and appropriationExampleThis section may be illustrated by the following example:Sale of 20 hogsheads of sugar out sugar out of a larger quantity. The seller fills four hogsheads which the buyer takes away. Subsequently the seller fills sixteen more hogsheads, and informs the buyer of this asking him to come and take them away. The buyer promises to do so. The property has passed to the buyer.Mr A contracts to sell to Mr B a certain quantity of liquor out of a big cask containing a much larger quantity. The required quantity is not separated or bottled. The property in the liquor does not pass to the purchaser.

3)Section 24 Goods sent on approval or on sale or returnWhen goods are delivered to the buyer on approval or on sale or return or other similar terms, the property therein passes to the buyer(a) when he signifies his approval or acceptance to the seller or does any other act adopting the transaction:(b) if he does not signify his approval or acceptance to the seller but retains the goods without giving notice of rejection, then, if a time has been fixed for the return of the goods, on the expiration of such time, and, if no time has been fixed, on the expiration of a reasonable time.

4)Section 25 Transfer of Property when Right of Disposal is reservedSometimes a seller appropriates the goods to a contract but at the same time reserves the right of disposal of the goods until certain conditions are fulfilled by the buyer.

PERFORMANCE OF THE CONTRACT Section 31. Duties of the seller and buyer It shall be the duty of the seller to deliver the goods and of the buyer to accept and pay for them, in accordance with the terms of the contract of sale.

The general rule enunciated in this section follows from the nature of the contract of sale, by which the property in the goods is transferred, or agreed to be transferred, from the seller to the buyer in return for the price.

There would be breach of the duty to accept when the buyer unjustifiably rejects the goods. Taking of delivery of the goods is an important aspect of the duty to accept and refusal to do so will constitute rejection of the goods and therefore , would amount to a non-acceptance of the goods. There is however a distinction between acceptance of goods and taking delivery of them. The buyer signifying his approval of the goods accepts them though he may not have taken delivery of the goods. It will be noticed that the Act does not expressly impose any duty to take delivery although it prescribes sanctions when there is delay in taking delivery.

WHO IS AN UNPAID SELLERA seller of goods is deemed to be an unpaid seller:-

When the whole of the price has not been paid or tendered

When any negotiable instrument is dishonoured