Standard enquiries of the seller delivered to the buyer’s solicitor with a title pack
Agency: Solicitors of the parties
Commercial Property Standard Enquiries (CPSE) are used by solicitors to find out details that cannot be inferred from the searches, eg. who is in actual occupation, how long the property has been used for its present use. Most solicitors use the commercial property standard enquiries prepared by members of the London Property Support Lawyers Group and endorsed by the British Property Federation. Depending on the enquiries raised, the seller’s solicitor would typically spend 1-3 billable hours to prepare the enquiries taking his client’s instructions. It would probably take the buyer’s solicitor 30 minutes to 1 hour to review the replies. If there was no particular urgency, this part of the process would typically be started at the same time as the searches are requested, and would be completed in around 1 week after the results of all the searches are received.
Time and cost: 19 days, GBP 6,750 (GBP 3,500 – GBP 10,000)
Conduct searches on the property
Agency: Search portal
The buyer’s solicitor will review the registered title to the property. It is the responsibility of the buyer’s conveyancer to confirm to the buyer that it will be acquiring good and marketable title to the property.
As part of the due diligence to determine whether the title is good and marketable, the purchaser’s solicitor will conduct the following searches:
1. Investigation of the title: to know whether the land is registered at HM Land Registry and know what interests affect this land and if there are any limitations. If the land is unregistered, the solicitor would have to look at the deeds and correspondence between the persons that appear on those deeds. This will be decreasingly the case as registration is now compulsory.
2. Conveyancing searches, which would include:
- Local Authority Search
- Planning history (eg. permissions)
- Desktop environmental search (to determine any environmental issues, such as flooding or contamination)
- Public highway search
- Chancel repair liability search (in this case the solicitor does not search the property itself, but the area in which the property is. If the area turns out to be affected by the liability to contribute to chancel repairs, then the property has to be insured against any future chancel repair claims. The amount of the insurance depends on the value of the property)
- Other searches depending on the area, eg. coal mine shaft search or underground search (these issues affect the value of the property)
3. Seller company search: to see the articles of association and what powers the representatives have
For a property in London, solicitors usually request most of these searches through a search portal. These search portals are the one stop shop for most searches, and solicitors need a user name to access them. The search portals will pass on to the solicitor the information that they acquire from the relevant authorities.
In total, these searches are usually 300 to 1000 pounds, depending on the number of searches requested, the amount that each local authority charges, and whether the solicitor requests the standard searches or is adding additional questions, which increase the cost. The results of the searches take from one day to 2-3 weeks to come back, depending on the search. The local authority search is the lengthiest one.
Once satisfied with the results of the searches, the information provided in the standard inquiries and the title pack, the buyer’s solicitor will prepare a report for the buyer on the title and other matters affecting the property.
Time and cost: 14 days, GBP 650 (GBP 300 to GBP 1000)
Drafting of contracts and exchange of contracts once agreed
Agency: Lawyer’s office
Property transactions are conducted by licensed conveyancers or solicitors. However, in the case of commercial properties, these transactions are usually conducted by solicitors. The seller’s solicitor will prepare a draft of the contract and submit it to the purchaser’s solicitor once approved by his/her client. The purchaser’s solicitor will review the draft and suggest any suitable amendments. Once the two parties agree on the contract, contracts are exchanged. The solicitors acting for the buyer and seller can meet to exchange contracts, but that is rare. The exchange is usually done over the telephone in accordance with a specific formula for exchanging contracts over the phone. The most common is formula B where each solicitor holds a ‘part’ contract signed by his client. The solicitors agree over the phone specific terms of the contract (e.g., the amount of the deposit, completion date, etc.) and record the time of exchange and other details. Each solicitor sends their client’s part contract to the other solicitor in the post that day. The buyer’s solicitor will also send a check for the deposit (usually 10% of the purchase price).
Time and cost: 1 day, included in Procedure 1
Pre-completion search with priority requested at the Land Registry
Agency: HM Land Registry
The buyer’s solicitor raises pre-completion inquiries of the seller’s solicitor known as ‘requisitions on title’ and a ‘pre-completion search with priority’ in order to block any movements on the property until completion of the property transfer.
Time and cost: Less than 1 day (online), GBP 3 (GBP 3 if lodged electronically, GBP 7 if lodged in paper)
Complete and lodge a Land Transaction Return and pay the Stamp Duty Land Tax (SDLT) (available on-line)
Agency: HM Revenue & Customs
The buyer’s solicitor would usually prepare the Land Transaction Return for the approval of the buyer (as SDLT is a self-assessment tax) prior to completion. For every land transaction the purchaser must complete, sign and send the land transaction return to be received by HM Revenue & Customs before the end of 30 days following the effective date of the transaction. The return includes a self-assessment of the stamp duty land tax chargeable on the transaction returned. The completed Land Transaction Return must be sent by post to the Revenue’s Rapid Data Capture center in Netherton (near Liverpool) or submitted electronically. When the Return is submitted, the correct amount of SDLT must also be paid either by cheque, through the CHAPS automated payment system or via direct bank transfer. Once the Return has been processed by the Revenue the Revenue will issue a Land Transaction Return Certificate. If the Return has been submitted electronically, the Certificate is typically received within two hours. If the Return has been submitted in the post, the Certificate is typically received within one month. The issue of a Land Transaction Return Certificate merely evidences that a Return has been filed at the Revenue; issuance of a Certificate does not necessarily mean that the information contained within the Return and/or amount of SDLT paid is correct. The Certificate must be sent to HM Land Registry when an application for registration of the transfer is made.
Time and cost: Less than 1 day (online), GBP 68,128.92
- Up to GBP 150,000: 0%
- GBP 150,001 to GBP 250,000: 2%
- GBP 250,001+: 5%
The transfer and any legal charges are registered at the Land Registry
Agency: HM Land Registry
The buyer’s solicitor drafts a Transfer Deed and sends it to the seller’s solicitor for approval. Once approved, it is signed by the parties. The Transfer deed makes the transfer of the property to the buyer effective on completion.
Parties register the transfer deed (and any legal charges) at the Land Registry by submitting the appropriate documents and paying the Land Registry’s fees. A check made payable to “Land Registry” must accompany the application for registration to the correct office of the Land Registry (unless there was a prior authorized agreement with the Registry to pay by direct debit)
On completion of the registration the Land Registry will send to the buyer’s solicitor a title information document.
The documentation shall include:
- Completed Land Registry form AP1
- Original and certified copy of transfer deed
- Land transaction certificate
- Original and certified copy mortgage if the buyer acquires the property with financing
The law requires conveyancers, from 10 November 2008, when they submit an application to register the interest of their client in a property, to provide details of the conveyancers who acted for all other parties involved in the transaction. If any involved person (including a company) is not represented by a conveyancer, the person lodging the application must either confirm that they are satisfied that sufficient steps have been taken to verify the identity of the unrepresented person or otherwise lodge evidence of the unrepresented person’s identity. If confirmation of identity is required for an application, but is not provided, the Land Registry will reject the application. Identification requirements extend to buyers, sellers, landlords, tenants, borrowers and lenders.
A charge by a company must be registered with the Companies Registry within 21 days of its creation, failing which the charge is void against a liquidator or another creditor of the company.
Land registry information available at www.landregistry.gov.uk.
Time and cost: Less than 1 day (online), GBP 455
