The document outlines essential skills and considerations for drafting contracts, emphasizing the importance of clarity, legal knowledge, and detail to protect the interests of all parties involved. It highlights that a draftsman should possess a thorough understanding of relevant laws, ensure precise language, and include crucial elements such as termination and arbitration clauses. Additionally, it stresses the need for practice to develop effective drafting skills over time.

1. Ingenuity for drafting
Contract

2. Introduction
▪ The morning we wake up and till the night we go to the bed, Almost every person in his/ her life
execute some contract in one form or other. For e.g. a person is planning to buy or sale a house,
equipment’s, etc. for all these purpose such person is required to enter into contract and execute it
appropriately to confer legal enforceability to his/ her act. Accordingly it can be considered that
every person in his/ her life is required to deal with some contract sooner or later.
▪ Every draftsman while drafting any contract must have acquired and develop certain skills so that
he/ she can suitably do the justice with any contract and the draftsman should have the knowledge
of exact intention and the purpose of entering into contract so that the draftsman can successfully
give legal written shape to the intention of the parties without any ambiguity, violating and
breaching any applicable law which might be applicable upon the parties to the contract.
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3. Introduction
▪ A draftsman should have the complete knowledge of the law while executing the contract. Suppose
any client of the draftsman is intending to entering into a residential/ commercial rent contract
then for such rent contract the draftsman must have knowledge of the provisions mentioned in the
Indian Stamp Act, 1899 and Registration Act, 1908 and respective rent control Act and other
applicable statutes and accordingly if the parties to the rent contract is entering into such contract
for a period more than one year then such parties are mandatorily required to have such rent
contract registered under Registration Act, 1908.
▪ So being a prudent draftsman, he/ she should cover all the important elements of a good contract
which he/ she should insert in any contract while drafting, whereby the interest of both the parties
to the contract can be well protected and no place for misunderstanding would be left.
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4. Introduction
▪ Here one question which might be arise in the mind of every person that how a person can acquire
and develop such skills for drafting any contract and what should be the criteria on the fulfilling of
which a person can make himself/ herself sure that the contract draft by him/ her has covered all
the important aspects.
▪ Practically the skills for drafting contract can be acquire and develop by any person only by doing
more and more right practice and it can’t be acquire and develop over a night, within a day, week or
a month. But it is more important that the person whose doing practice of drafting an contract is
following the right path and only after keeping in mind some key points and standard at the time of
drafting an contract.
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5. Points to be
considered while
drafting Contract
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6. 1. Description of Parties

7. “ All the parties to contract should be clearly
identified and their details should be clearly
mentioned in the contract without leaving any
place of ambiguity.
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8. 2. Recital

9. “ It contains the background & reason for executing of
Contract.
Generally it is not taken as evidence in case dispute arises
but in exceptional circumstances recital may be used by
the court of law for the purpose of taking it as evidence. In
case there is some ambiguity in the interpretation of the
operative part then court may take the help of the recital to
interpret the contract.
It has been established by the court of law in the case of
Ram Charan v. Girija Nandini, 3 SCR 841 (1965), that recitals
carry evidentiary importance in the deed.
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10. 3. Knowledge of Fact

11. “ While drafting any contract being a prudent draftsman, he/
she should confirm from the parties to the contract and
write down the important facts of the contract. Suppose a
person is intending to enter into commercial lease
transaction then being a good draftsman he/she should
have the knowledge about the area like whether entering
into commercial transaction is permissible into that area
or not.
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12. 4. Knowledge of Law

13. “ A prudent draftsman should have the knowledge of the
laws applicable to the concerned contract. Suppose a
person is planning to enter into shareholder contract then
the draftsman should have the knowledge of Companies
Act, 2013, Indian Stamp Act, 1899 and Registration Act,
1908 etc. so that intention of the parties to the contract
can be suitably mentioned without violating and breaching
any applicable law.
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14. 5. Be Clear

15. “ The terms and language used in any contract must be clear
and easy to understand. A prudent draftsman should use
only simple and straight language and the language which
may create confusion in the mind of the reader should be
avoided. For example if draftsman write the word “not less
than 100 rupees” this might be little bit difficult and create
confusion in the mind of the reader that whether author
was intending to include 100 rupees or not. So instead of
this draftsman can simply write “at least 100 rupees”.
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16. 6. Detailed and Expressive

17. “ A prudent draftsman should try to express the intention of
the parties to any contract in detail and nothing should be
left upon the parties to interpret. A draftsman should use
only specific language which to keep less room of double
interpretations and by expressing everything in writing the
draftsman is simultaneously reducing the chances of
future disputes. Suppose if a draftsman is writing that the
“payment shall be made on the mid month of the each
month” this might be little bit difficult and create confusion
in the mind of the reader rather than writing this a
draftsman should write the payment shall be made on or
before 15th day of each month
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18. 7. Headings

19. “ The draftsman while drafting any contract should try to
make proper heading of every clause to the possible
extent. Because by doing this it will be easy for the reader
to the contract to interpret any particular clause of
contract. But the draftsman while making heading should
take certain precautions as the headings should be
matched and in the line of the content of the particular
headings.
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20. 8. Important T&C’s

21. “ Important terms and condition to the contract must be
specifically mentioned by the prudent draftsman after
ascertaining the fact from the client and having good
knowledge of the laws applicable, if any. Here the terms
like right and obligations of the each party, warranties and
representation etc. are specifically mentioned.
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22. 9. Termination Clause

23. “ The termination clause should be mentioned after doing
proper discussion with the parties to the contract as it play
key role in any contract. Here the terms on the basis of
which contract shall be terminated and what shall happen
upon the termination of contract like liabilities of the
parties etc. shall be mentioned clearly.
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24. 10. Stamping & Registration

25. “ Details particulars for who shall bear the cost of stamp
duty and registration of an contract must be specified
clearly because in some case registration of an contract is
compulsory. Suppose a party is entering into commercial
lease deed transaction for a period more than one year
then such lease deed is required to be registered as per the
provisions contained under the Registration Act, 1908. So
in such a situation who will bear such registration charges
should be specifically mentioned by the draftsman
meaning thereby Lessee or Lessor or both.
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26. 11. Arbitration Clause

27. “
The prudent draftsman should mention the arbitration
clause in the contract clearly. Need of same would arise in
case of dispute.
Though it’s not mandatory to have this clause but in case
the contract did not have this clause and dispute arise
between the parties to contract, then such dispute shall be
referred to the court and in India approaching court is
presently very time and money consuming exercise and on
the different side arbitration is less time and money
consuming exercise so it is suggested to have it.
It also to be mention about arbitrator shall be appointed by
the consent of the both the parties.
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28. 12. Jurisdiction

29. “ ▪ In case of dispute, which state or city court of law shall
be entitled to entertain the dispute, if any, arose
between the parties to the contract.
▪ The draftsman needs to mention specifically in order
to remove ambiguity at later stage.
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