Contracts to Real Property Must include an Adequate Property Description Redux

The Georgia court of Appeals affirmed a decision refusing to enforce a contract for the sale of a convenience store and gas station because the contract did not include an adequate property description.  Salim v. Solaiman, et al. Georgia Court of Appeals, Case No. A09A1686, Decided March 4, 2010.  It is well settled that the Statute of Frauds requires contracts to purchase real property to be in writing, and a corollary is that the contract must adequtely describe the property.  In this case Salim attempted to sell a convenience store and gas station to Solaiman and Chowdury.  The parties signed a handwritten document memorializing their deal, and soon afterward signed a typewritten "Purchase and Sale Agreement" prepared by Solaiman and Chowdury.  The typed agreement did not contain or reference a metes-and-bounds description of the property, referring to it as "the property and business (known as BP Food Mart) located at 199 Upper Riverdale Raod, Jonesboro, GA 30236."  The agreement set a closing date and required a $25,000 security deposit to be applied to the down payment.

After reviewing a title search and conducting due diligence, Solomon and Chowdury decided they did not want to buy the property and they sought their security deposit back from Salim.  The typed agreement did not specify what happened to the deposit if the sale did not close.  Salim refused to return the money and the lawsuit ensued.

In order to comply with the Stute of Frauds, the agreement for sale must describe the property with the same degree of certianty required in a deed conveying realty or provide a "key" by which the property may be located using extrinsic evidence.  To qualify as a sufficent key, the description must open the door to extrinsic evidence which leads unerringly to the land in question.  Salim argued that the address listed in the agreement and description of the store was a sufficient key to the property.  There are cases indicating that the address may be a sufficent key.  However, for some reason, Salim did not put forth sufficient extrinsic evidence at the trial for the key to be any good as a link to the property description.  Without such evidence, the trial court was left only with the purchase agreement description, which was inadequate.  Therefore, the court held, Solaiman and Chowdury were awarded their money back plus prejudgment interest. 

Practice Pointers:  1.  A contract for the sale of property must have an adequate property description included, usually a metes-and-bounds description.

2.  The address of the property may be a sufficent "key" to lead to the admission of extrinsic evidence to identify the property, but a lawyer has to get that evidence admitted at trial in order for the key to make any difference.