Case information

Sale of land – Contract – Property – Real Property – Equity – Enforcement of oral sale agreement – Equitable doctrine of part performance – Parties entering into oral agreement for sale of land and completing steps required to close – Purchaser tendering required documents and funds on closing – Owner refusing to close – Purchaser seeking specific performance of agreement – Courts below ordering specific performance – When does the doctrine of part performance apply to render an otherwise unenforceable oral agreement for the sale of land enforceable?

Case summaries are prepared by the Office of the Registrar of the Supreme Court of Canada (Law Branch). Please note that summaries are not provided to the Judges of the Court. They are placed on the Court file and website for information purposes only.

The respondent, 2730453 Ontario Inc. (“purchaser”), wished to purchase a 32-acre lot owned by the applicant, 2380673 Ontario Inc. (“owner”), situated adjacent to property the purchaser already owned in Milton, Ontario. The unchallenged findings of the trial judge are that there was a binding oral sale agreement reached by the parties in September 2019. The parties were engaged thereafter in a process of closing the agreement. On the closing date, the purchaser tendered the required documents and funds, and the owner refused to close without legal justification. The purchaser claimed for specific performance. The owner relied on the Statute of Frauds, R.S.O. 1990, c. S.19, as rendering the oral sale agreement unenforceable. The trial judge found that there was part performance and detriment sufficient to make it inequitable for the owner to rely on the Statute of Frauds, and therefore that the oral sale agreement should be enforced. On appeal, the owner contended that the detrimental reliance aspect of the doctrine of part performance was not satisfied. The Court of Appeal dismissed the appeal, concluding that the trial judge did not err in finding that the purchaser’s performance amounted to part performance that was to its detriment, and that it would be inequitable to permit the owner to rely on the Statute of Frauds.