Assignments of rights: application of rules about consideration and completion
10.Schedule 2A Paragraph 4 deals with the treatment of the transferee in cases where there is an assignment of rights and sets out what is meant by substantial performance by the transferee or anyone connected with the transferee.
11.Sub-paragraph (1) provides that the provisions of paragraph 4 apply if the pre-completion transaction is an assignment of rights.
12.Sub-paragraph (2) provides that where the original contract is completed by a conveyance to the transferee, that conveyance is taken to effect the completion of the original contract and the provisions of section 44(10) FA 2003 are disregarded.
13.Sub-paragraph (3) provides for the amount of chargeable consideration for the transferee’s acquisition where either: (i) sub-paragraph (3)(a) (conveyance of the subject-matter to the transferee); or (ii) sub-paragraph (3)(b) (substantial performance) applies. Sub-paragraph (5) provides that the consideration includes any amount given by the transferee (or a connected person in accordance with the provisions in paragraph 4(6)) whether in acquiring the relevant interest in land or for the assignment of rights (see paragraph 4(9))
14.Sub-paragraph (7) sets out the circumstances in which the transferee is to be regarded as having substantially performed the original contract.
15.Sub-paragraph (8) provides that section 44(6) and 44(7) FA 2003 (meaning of “possession” and “substantial amount of consideration” in relation to substantial performance) have the same meaning for the purposes of sub-paragraph (7).
16.Sub-paragraph (9) sets out what is meant by “consideration” for the purposes of paragraph 4(5). It includes any consideration: (i) for the acquisition of the subject-matter of the land transaction; (ii) any consideration for the acquisition of the subject matter the original contract; and (ii) any consideration for entering into or for the transferee’s acquisition of the rights to which that contract relates.
