Sales Of Goods Act 1967       Prepared by :    Rasidah binti Kassim           PPD
DEFINATIONGoods means every kind of movableproperty other than actionable claimsand money; and includes stock andshares, g...
Meaning of Goods• “...all chattels other than things in action  and money.”• Physical thing which can be touched  and move...
Kinds Of Goods:• Existing goods- Section 6(1) These are the goods  which are in existence and are physically present in  t...
Contract of Sale• Sec 4(1) a contract wherein the seller  transfer or agrees to transfer the property  in goods to the buy...
Agreement to Sell• Sec 4(3) to sell is a contract under which  the transfer of the property in the goods is  to take place...
Formation of the contract• Contact must have an offer and buy : 5(1)• Contact provide immediate delivery/  payment/ both. ...
Terms of the contractCondition: It is a stipulation essential to main purpose of the contract, the breach of which gives r...
Differences Between Condition            and Warranties         Condition                          Warranty1.   A conditio...
1. Condition as to title : sec.14(a)    seller has the right to sell.2. Sale by description :sec.15    goods shall corresp...
Implied Warranties1. Warranty of quiet possession : sec.14(b)2. Warranty of freedom from encumbrances sec.14(c)           ...
CONDITION
1.Sec 14 (a) Right to sell• Unless circumstances show a different  intention, there is an implied condition  that a seller...
Case :• Rowland v Divall (1923)• A thief stole a car and sold it to the  defendant. The defendant sold it to the  claimant...
…continued• The claimant was successful.• The court held that since the defendant  never had the right to sell the car, wh...
2. Correspondence with    Description Sec 15 SOGA• When goods are sold by description, there  is an implied condition that...
Case :  Arcos Ltd v E.A. Ronaasen & Son (1933)• Seller contracted to sell wooden parts for  making barrels. The goods were...
3. Quality and Fitness : Sec            16(1) (a)• Implies reasonable fitness for buyer’s  purposes • satisfactory quality...
….. continued• will not be implied when:  – Defects are specifically pointed out before the    contract was made  – The bu...
4. Merchantability Quality     Sec 16 (1) (b)
5. Sale by Sample :Sec 17 (1)• If goods are sold by sample,  – The bulk of the goods must correspond with    the sample in...
Case :• Godley v Perry (1960)• A boy bought a toy that was defective and  caused him to loose an eye. He sued the  shopkee...
WARRANTY
1. Enjoy Quiet Possession            Sec 14 (b)• No person will interfere with buyer’s right  to quiet enjoyment of the go...
2. Goods are Unencumbered            Sec14( C)• Goods will be sold without encumbrances  – Ex. No mortgage on the house or...
Privity of Contract• Contract only binding between contracting  parties. Buyer and seller.• If third party used he cannot ...
Transfer of Property
Transfer of Property• We need to know exactly when ownership  passes from seller to buyer because  – The goods might becom...
Transfer of Property• Ownership of specific goods passes from  buyer to seller:  – At the time the parties agreed it will ...
….continued• Sec 20: specific goods in a deliverable  state that are sold unconditionally are  transferred upon making the...
…continued• Sec 22: when the seller must weigh,  measure, or test the goods to find the  price, ownership transfers once t...
… continued• : when the goods must be delivered on  approval, sale or return, ownership  transfers when approved, buyer sh...
Transfer of Title
Nemo Dat Quod Non Habet• Definition : Sec 27; no one can transfer  better title than he has himself.• Example :• Case : Li...
Exception to Nemo Dat Quod Non                Habet1. Estoppel• The owner of the goods is by his conduct   precluded from ...
2. Sale by a Mercantile Agent• Sec 27 SOGA• An agent may pass good title in selling  goods belong to his principal.• An ag...
3. Sale by One Joint Owner• Sale by one of the owner effectively  transfer title to a buyer but must follow sec  28 :  a) ...
4. Sale under a Voidable contract• Sec 29 seller get a goods from other party  under voidable contract and then sale to  o...
5. Sale by a Seller in Possession              after sale• Sec 30 (1) SOGA• a seller who has parted with title to the  goo...
6. Sale by a Buyer in Possession• Sec 30 (2) SOGA• buyer have bought goods obtain  possession of the good and document  fr...
PERFORMANCE OF THE     CONTRACT      1. DELIVERY    2. ACCEPTANCE
1. DELIVERYa) Delivery• Sec 31 :Duty seller deliver goods, duty buyer to accept   goods and pay for them.• Exception sec 3...
b) Place of Delivery• Sec 36 (1) : goods are send to the buyer  according to terms in contract.• Sec 36 (5)• Sec 40
c) Time of Delivery• Sec 36(2) : if time for deliver the good not  stated fixed so have to send at resonable  time.• Sec 3...
d) Delivery of Wrong Quantity• Sec 37 (1): Qty less than from the contract –  buyer can reject them or accept and have to ...
e) Delivery by Installments• Sec 38 (1) : Good must be deliver at one  and same time except is not bound to  accept the go...
• F) Delivery to Carrier or Wharfingers• Sec 39 (1) : Send the goods to carrier  either named or not for purpose of  trans...
2. Acceptance• Sec 42 : buyer accept the good if :-  a) when buyer intimates to the seller his  acceptance  b) when goods ...
REMEDIES FOR BREACH   OF CONTRACT   1. SELLER REMEDIES   2. BUYER REMEDIES
REMEDIES OF THE    SELLER
1. Right of seller to sue the buyer        for breach contract• Failure of buyer to take delivery  Sec 44• Failure of buye...
2. Right of Unpaid           Seller• Sec 45 (1): Unpaid seller is:-  a) the whole price is not paid  b) Negotiable instrum...
a) Lien              Sec 46 (1) (a)• Seller can retain the goods until payment  made.• The right arise if:-  a) good sold ...
b) Right to Stoppage in Transit                Sec 50• Unpaid seller who has parted with the  possession can stopping good...
c) Right to Resell               Sec 54 (3)• Seller cannot end the sale contract for  breach the contract.• But seller can...
REMEDIES OF THE    BUYER
2. Buyer Remedies1. Damage for Non Delivery   Sec 57 : Seller not deliver the goods2. Specific Performance    Sec 58 : Thr...
THANK YOU…  GO FOR LAST TOPIC :NEGOTIABLE INSTRUMENT     GOOD LUCK !!!
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Sales of goods_act_1967

  1. 1. Sales Of Goods Act 1967 Prepared by : Rasidah binti Kassim PPD
  2. 2. DEFINATIONGoods means every kind of movableproperty other than actionable claimsand money; and includes stock andshares, growing crops, grass and thingsattached and forming part of landswhich are agreed to be served beforesale or under the contract of sale.Section 2.
  3. 3. Meaning of Goods• “...all chattels other than things in action and money.”• Physical thing which can be touched and moved• Things in action are rights that can only be enforced by legal action (intellectual property rights, guarantees, debts), and are not goods 3
  4. 4. Kinds Of Goods:• Existing goods- Section 6(1) These are the goods which are in existence and are physically present in the seller’s possession.• Specific goods- Section 2(14) – These are the goods identified and agreed upon at the time the contract is made.• Ascertained goods- These are identified after the formation of the contract.• Unascertained goods- These are the goods which are not specifically identified or agreed upon at the time of the contract of sale.• Future goods – Section 2(6) Goods which are to be manufactured or produced or acquired by the seller after making contract of sale.
  5. 5. Contract of Sale• Sec 4(1) a contract wherein the seller transfer or agrees to transfer the property in goods to the buyer for a price.• Sale occurs when the ownership passes to the buyer.
  6. 6. Agreement to Sell• Sec 4(3) to sell is a contract under which the transfer of the property in the goods is to take place at future time or subject to some condition thereafter to be fulfilled.• Sec 4(4) An agreement to sell becomes a sale when the time elapses or the conditions are fulfilled subject to which the property in the goods is to be tranfered.
  7. 7. Formation of the contract• Contact must have an offer and buy : 5(1)• Contact provide immediate delivery/ payment/ both. payment can by installment : 5(1)• Price paid for goods is the money consideration.• Contract may be writing/ oral or both : 5(2)• Capacity to contract refer to Contract Act 1950.
  8. 8. Terms of the contractCondition: It is a stipulation essential to main purpose of the contract, the breach of which gives right to the repudiate the contract and to claim damages. 12(2) SOGA 1967Warranty: It is a stipulation collateral to mainpurpose of the contract, the breach of which gives riseto claim for damages but not the right to reject thegoods and treat contract as repudiated. 12(3) SOGA1967
  9. 9. Differences Between Condition and Warranties Condition Warranty1. A condition is essential to 1. It is only collateral to the main purpose of the main purpose of contract. contract. 2. The aggrieved party can2. The aggrieved party can claim only the damages in repudiate the contract or case of breach of claim damages or both in warranty. case of breach of 3. A breach of warranty condition. cannot be treated as3. A breach of condition breach of condition. may be treated as breach of warranty.9
  10. 10. 1. Condition as to title : sec.14(a) seller has the right to sell.2. Sale by description :sec.15 goods shall correspond with the description.3. Condition as to quality or fitness :sec16(1)4. Condition as to merchantability :sec.16(2)5. Sale by sample :sec.17 10
  11. 11. Implied Warranties1. Warranty of quiet possession : sec.14(b)2. Warranty of freedom from encumbrances sec.14(c) 11
  12. 12. CONDITION
  13. 13. 1.Sec 14 (a) Right to sell• Unless circumstances show a different intention, there is an implied condition that a seller has a right to sell the goods• If the seller did not own the goods, the contract is void• A seller can enter an agreement to sell what he does not already own so long as he owns them at the time of the sale 13
  14. 14. Case :• Rowland v Divall (1923)• A thief stole a car and sold it to the defendant. The defendant sold it to the claimant (a car dealer) who sold it to a customer.• The police took the car from the customer and returned it to the owner.• The Claimant returned the customer’s money and sued the defendant. 14
  15. 15. …continued• The claimant was successful.• The court held that since the defendant never had the right to sell the car, which still belonged to the owner, the contract was void.• Normally, the looser will be the party who bought from the thief. 15
  16. 16. 2. Correspondence with Description Sec 15 SOGA• When goods are sold by description, there is an implied condition that the goods will correspond with that description• Goods may be specific or unascertained• Specific goods must be the exact same product described (a particular bicycle)• Unascertained goods can be any that match the description (a load of corn) 16
  17. 17. Case : Arcos Ltd v E.A. Ronaasen & Son (1933)• Seller contracted to sell wooden parts for making barrels. The goods were unascertained. 10% did not correspond to the description (were too large).• The court held that the contract was void and the claimant could reject all parts received. 17
  18. 18. 3. Quality and Fitness : Sec 16(1) (a)• Implies reasonable fitness for buyer’s purposes • satisfactory quality means that a reasonable person would believe the quality to be acceptable considering the description (if any), price, and all other relevant circumstances 18
  19. 19. ….. continued• will not be implied when: – Defects are specifically pointed out before the contract was made – The buyer examines the goods before buying them and the defect is the type that the buyer should have noticed – Case :
  20. 20. 4. Merchantability Quality Sec 16 (1) (b)
  21. 21. 5. Sale by Sample :Sec 17 (1)• If goods are sold by sample, – The bulk of the goods must correspond with the sample in quality – The bulk must be free from hidden defects that would make the quality unsatisfactory if the defects would not be discovered after a reasonable examination of the sample 21
  22. 22. Case :• Godley v Perry (1960)• A boy bought a toy that was defective and caused him to loose an eye. He sued the shopkeeper under Sec. 17 and won.• The shopkeeper sued the supplier who had sold the products to him under• The court held that the defect was not discoverable by reasonable examination of the sample 22
  23. 23. WARRANTY
  24. 24. 1. Enjoy Quiet Possession Sec 14 (b)• No person will interfere with buyer’s right to quiet enjoyment of the good – Ex. Patent right
  25. 25. 2. Goods are Unencumbered Sec14( C)• Goods will be sold without encumbrances – Ex. No mortgage on the house or claim to the good
  26. 26. Privity of Contract• Contract only binding between contracting parties. Buyer and seller.• If third party used he cannot sue the seller but the manufacturer.
  27. 27. Transfer of Property
  28. 28. Transfer of Property• We need to know exactly when ownership passes from seller to buyer because – The goods might become lost or damaged – Either the buyer or seller might become insolvent (bankrupt) and this affects the other party’s rights• Sec 26 when property passes to the buyer the goods are in buyer’s risk whether the goods are delivered or not.
  29. 29. Transfer of Property• Ownership of specific goods passes from buyer to seller: – At the time the parties agreed it will – If they do not state when, it can be implied by conduct – There are 4 special rules dealing with specific goods if the parties have not stated when ownership transfers or it cannot be implied
  30. 30. ….continued• Sec 20: specific goods in a deliverable state that are sold unconditionally are transferred upon making the contract• Sec 21: when the seller must do something to the specific goods to put them into a deliverable state, they are transferred when he does it and notifies the buyer
  31. 31. …continued• Sec 22: when the seller must weigh, measure, or test the goods to find the price, ownership transfers once this is done and the buyer is notified• Sec 23(1) : contract for unascertained or future goods
  32. 32. … continued• : when the goods must be delivered on approval, sale or return, ownership transfers when approved, buyer shows he accepts the good, or keeps goods longer than a reasonable time
  33. 33. Transfer of Title
  34. 34. Nemo Dat Quod Non Habet• Definition : Sec 27; no one can transfer better title than he has himself.• Example :• Case : Lim Chui Lai Vs Zeno Ltd
  35. 35. Exception to Nemo Dat Quod Non Habet1. Estoppel• The owner of the goods is by his conduct precluded from denying the seller’s authority to sell. Sec 27 SOGA• Example :
  36. 36. 2. Sale by a Mercantile Agent• Sec 27 SOGA• An agent may pass good title in selling goods belong to his principal.• An agent having a customary course of business have authority to sell goods.• Example broker, autioner.
  37. 37. 3. Sale by One Joint Owner• Sale by one of the owner effectively transfer title to a buyer but must follow sec 28 : a) one owner has sole possession of the goods by permission other owner. b) buyer good faith and don’t know the seller lack of authority.
  38. 38. 4. Sale under a Voidable contract• Sec 29 seller get a goods from other party under voidable contract and then sale to other buyer, the buyer have good title if the buyer : a) good faith b) the buyer don’t know the seller does not have a title/ ownership.
  39. 39. 5. Sale by a Seller in Possession after sale• Sec 30 (1) SOGA• a seller who has parted with title to the goods but remains possession of the goods or document of title can pass a good title to a bona fide buyer.• Second buyer have a good title, and original buyer loses. First buyer can sue the seller.
  40. 40. 6. Sale by a Buyer in Possession• Sec 30 (2) SOGA• buyer have bought goods obtain possession of the good and document from the seller can pass a good title to innocent buyer (good faith).• The second buyer have a good title.• Case : Newton Vs William
  41. 41. PERFORMANCE OF THE CONTRACT 1. DELIVERY 2. ACCEPTANCE
  42. 42. 1. DELIVERYa) Delivery• Sec 31 :Duty seller deliver goods, duty buyer to accept goods and pay for them.• Exception sec 32 :• Sec 33 Definition of Delivery :voluntary transfer of possession from one person to another.• Sec 57 : If seller neglect or not deliver goods buyer can sue the seller for undeliver.
  43. 43. b) Place of Delivery• Sec 36 (1) : goods are send to the buyer according to terms in contract.• Sec 36 (5)• Sec 40
  44. 44. c) Time of Delivery• Sec 36(2) : if time for deliver the good not stated fixed so have to send at resonable time.• Sec 36 (4) : it is not efficient delivery if the time is not resonable.
  45. 45. d) Delivery of Wrong Quantity• Sec 37 (1): Qty less than from the contract – buyer can reject them or accept and have to pay at contract rate.• Sec 37 (2) : Qty larger than buyer can :- a) accept the goods and reject the rest b) reject all c) accept all and have to pay at the contract rate• Sec 37 (3) : Mixed goods buyer can :- a) accept the goods and reject the rest b) reject all
  46. 46. e) Delivery by Installments• Sec 38 (1) : Good must be deliver at one and same time except is not bound to accept the goods by installment.• Sec 38(2) : If the contract by installment the seller is not deliver the goods or buyer not pay depends to contract either cancel the contract or claim for compensation only.
  47. 47. • F) Delivery to Carrier or Wharfingers• Sec 39 (1) : Send the goods to carrier either named or not for purpose of transmission and prima facie the risk to the buyer.• Sec 39(2) :The seller duty is not only to ship the goods but also arrange insurance
  48. 48. 2. Acceptance• Sec 42 : buyer accept the good if :- a) when buyer intimates to the seller his acceptance b) when goods deliver to buyer and buyer not act inconsistent c) after reasonable time buyer still retains goods• Sec 41 (1) :buyer must check the goods before seller deliver if not the buyer not deem to accept.• Sec 41 (2) : except the seller is bound to give buyer to check the goods to make sure folwed the contract.
  49. 49. REMEDIES FOR BREACH OF CONTRACT 1. SELLER REMEDIES 2. BUYER REMEDIES
  50. 50. REMEDIES OF THE SELLER
  51. 51. 1. Right of seller to sue the buyer for breach contract• Failure of buyer to take delivery Sec 44• Failure of buyer to accept goods Sec 56• Failure of buyer to pay for goods Sec 55
  52. 52. 2. Right of Unpaid Seller• Sec 45 (1): Unpaid seller is:- a) the whole price is not paid b) Negotiable instruments is conditional payment.• Right of unpaid seller :-a)Right of Lienb)Right of Stoppage in Transitc)Right of Seller to Resale
  53. 53. a) Lien Sec 46 (1) (a)• Seller can retain the goods until payment made.• The right arise if:- a) good sold without any stipulation of credit b)goods sold through credits and term credit was expired c)buyer become insolvent
  54. 54. b) Right to Stoppage in Transit Sec 50• Unpaid seller who has parted with the possession can stopping goods in transit when buyer become insolvent.• Stopping transit can :- a) seller take the goods from bailee Sec 51 (1) b) seller give notice to bailee
  55. 55. c) Right to Resell Sec 54 (3)• Seller cannot end the sale contract for breach the contract.• But seller can resell (sec 54(2) if :- a) goods is perishable b) seller give notice to buyer for resell goods and buyer still not pay c) seller have express right buyer breach contract.
  56. 56. REMEDIES OF THE BUYER
  57. 57. 2. Buyer Remedies1. Damage for Non Delivery Sec 57 : Seller not deliver the goods2. Specific Performance Sec 58 : Through court order and for special goods3. Action in Tort Sec 56 :4. Breach of Warranty Sec 59 :
  58. 58. THANK YOU… GO FOR LAST TOPIC :NEGOTIABLE INSTRUMENT GOOD LUCK !!!
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