If the purchase should be completed at the proper time for completion, the purchase money will be payable without interest (h), and the only matter in respect of which any adjustment of accounts may be necessary is the apportionment of the rents or profits and the outgoings (i). In practice, however, it is exceptional for a sale of land to be completed at the proper time; so that an accouut has usually to be taken of what is chargeable against the vendor on account of rents and profits received by him since the proper time for completion and what is due to him for interest on the purchase money (k). Besides this, the amount of the purchase money may in some cases be diminished or increased by a valid claim for compensation on the part of either purchaser or vendor. We will consider each of these matters in turn.

(f) See Appendix A, below. (g) See above, p. 710; Appendix A, below.

(h) Above, pp. 26, 46, 50, 57 - 60.

(i) Above, pp. 50, 67, 517, 523.

First, as to the apportionment of rent. Where the hinds sold or any part of them are let, and the time for completion of the sale does not fall on some rent-day, we have seen that the vendor is either by law or express stipulation entitled to an apportioned part of the rent accrued due since the last rent-day (l). He cannot, however (except by express stipulation), require the purchaser to pay this apportioned part of the rent to him on completion: but he must wait until the entire rent for the current quarter, half-year, or other period, for which the rent was reserved, has become due and payable: when (if the purchase has been completed) the purchaser will be entitled to recover the entire rent from the tenant (m) and the vendor to exact payment of bis apportioned part from the purchaser (n). Fortius reason it is not uncommonly provided in conditions of sale by auction that the purchaser shall on completion pay to the vendor the proportion due to him of the current rents and shall retain the whole amount of such rents for his own benefit (o). As to the outgoings, where these are apportionable between the parties and payable in advance, as rates and taxes usually are (p).

Apportionment of rout oncumpletion.

Apportionment of outgoings.

(k) Above, p. 515. (l) Above, pp. 50, n7.

(m) Above, p. 401.

(n) This is so provided by the Apportionment Act, 1870 (stat. 33 & 34 Vict. c 35), ss.3, 4, in the absence of express stipulation. And if is thought that the same law applies where the contraol of sale contains an express stipulation for apportionment of the rents: see 1 Davidson, Prec.

Conv. 666, 4th ed., where the special condition would have been unnecessary if this were not the law; and of. Barsht v. Tegg, 1900, 1 Ch. 231, 235.

(a) See Appendix A, below.

(p) Above, p. 523. Before the year 1910, the only taxes (other than the death duties payable in respect of land were land tax.

Property or income lax and inhabited house duty: Steph.

The vendor having paid any such outgoings before the time for completion is entitled to be recouped by the purchaser to the extent of the proportion attributable to the latter. And of apportionable outgoings, which are not payable in advance (such as ground rent or tithe rent-charge), and will become payable after the proper time for completion, it is thought that the purchaser is entitled to claim that the proportion, which ought to be home by the vendor, shall be allowed in account and deducted from the purchase money on completion. This certainly appears to be so, where the vendor has expressly agreed to discharge or to clear the outgoings (q). And it is thought that upon a sale by open contract the vendor incurs the like liability to discharge the outgoings (r), and must equally clear off' on completion his proportion of any outgoings which are apportionable by law and not payable until after the time for completion. As wo have seen (s), where any outgoings, which are not apportionable, become charged upon the property sold before the time for completion, the vendor is bound, in the absence of stipulation to the contrary, to discharge them before completion, although they may not become payable until after completion. In such cases, if the amount of the vendor's liability be exactly ascertained before the date of actual completion, he must either discbarge the outgoing himself or allow the amount to be set off against an equal part of the purchase money (t). If the liability be not exactly ascertained before the time for completion, as where a charge has been created under the Private Street Works Act, 1892, but no final apportionment of expenses made, then, as the vendor cannot make a good title to the property sold as being free from incumbrances while the charge continues to subsist (u), the purchaser may. it is thought, refuse to complete without some substantial guarantee that the vendor will duly perform his obligation in this behalf; as that part of the purchase money sufficient to satisfy the incumbrance shall be deposited in their joint names until the charge shall have been paid off.

Comm. ii. 589 - 595, 608-610, 6th el. These are all annual charges and. if payable pending completion of a sale of the property, in respect of which they arise, they are apportionable between the vendor and the purchaser under the usual stipulation for apportionment of the outgoings; see above, p. 523 and note (s). The Finance (1909-10) Act, 1910 (stat. 10 Edw. VII. 8), besides imposing Increment Value Duty on the occasions above mentioned (pp.705,706,and n.(d)), imposed three other new taxes in respect of laud, called Reversion Duty (above, p.401), Undeveloped Land Duty and Mineral Rights Duty. Reversion Duty is payable by the person, who is entitled to the reversion at the time of the determination of a lease, on the cesser of which the duty becomes payable; see ss. 13 - 15, 41. And it is thought that, where the reversion on such a lease is sold and the lease determines at any time before completion, the purchaser ought in all cases to bear the whole of the Reversion Duty as being the person actually entitled to the benefit accruing from such determination; see above, pp. 401, 504 - 508. If this be the right rule, it follows that on a sale of the reveision to the lessee, the Reversion Duty, which will arise on the merger of the term (see above, pp. 367, 368), should be paid by the purchaser. Undeveloped Land Duty is a yearly tax in respect of the site value of undeveloped land (see ss. 16 - 19, 25); but it appears to be payable by the person, who is the owner, meaning the person entitled in possession to the rents and profits, of the land at the time when the duty becomes payable, and it is to be borne by that owner notwithstanding any contract to the contrary; see ss. 19, 41. It seems therefore that, if such duty become payable pending completion of a contract of sale of the land, in respect whereof it is charged, it will fall entirely upon the party then entitled to the profits and bound to discharge the outgoings, and will not be apportionable under any express stipulation in the contract; see above, pp. 49, 50, 520 - 523. Mineral Rights Duty is a yearly tax on the rental value of all rights to work minerals and of all mineral wayleaves, and is payable by the proprietor of the minerals, where he is working them, and in any other case by the immediate lessor of the working lessee. As between such lessor and lessee, the duty is to be borne by the lessor, notwithstanding any contract to the contrary, whether made before or after the Act; see ss. 20 - 24. 41. It appears that if any such duty should become payable pending completion of a sale of the land, in respect whereof it arises, it would be apportionable between the vendor and the purchaser under the usual stipulation for apportionment of the outgoings; see above, p. 523, and n. (s).