Without privity, specific-performance proceedings cannot continue against subsequent purchasers after abatement against the original vendor.

The Respondent-Plaintiffs filed Suit No. 1065 of 1981 seeking specific performance of an Agreement for Sale dated 28 July 1977 executed with the original Defendant No. 1 in respect of the suit property.

The Appellant subsequently purchased the suit property under an indenture dated 31 December 1981 and was not a party to the 1977 Agreement.

The original Defendant No. 1 died on 3 December 1981. Although the Plaintiffs were directed to bring his legal heirs on record, their Chamber Summons filed after approximately 19 years was rejected, and the suit abated against the original vendor.

The Plaintiffs thereafter continued the suit against the Appellant as a subsequent purchaser. The Appellant filed an Interim Application seeking dismissal or rejection of the suit on the ground that, following abatement against the original vendor, no effective relief could be granted against the Appellant.

Whether a suit for specific performance can continue against a subsequent purchaser after the suit has abated against the original vendor due to the failure to implead the vendor’s legal representatives?

Whether the Appellant, as a subsequent purchaser, could be treated as falling within the expression “assigns” in the definition of “Vendor” under the Agreement for Sale dated 28 July 1977?

Whether the Court could dismiss the suit as infructuous under its inherent powers under Section 151 of the Code of Civil Procedure, 1908?

The Court applied Section 37 of the Indian Contract Act, 1872, under which contractual promises bind the representatives of a deceased promisor unless a contrary intention appears from the contract; a subsequent purchaser is not, merely by reason of the purchase, bound to perform the original vendor’s contractual obligations.

Under Section 19(b) of the Specific Relief Act, 1963, the proper relief in a specific-performance action is ordinarily directed against the original vendor, while a subsequent transferee is required only to join in the conveyance so that complete title may pass to the plaintiff.

Relying on Lala Durga Prasad v. Lala Deep Chand, (1953) 2 SCC 509, and Soni Lalji Jetha v. Soni Kalidas Devchand, AIR 1967 SC 978, the Court held that the claim against the subsequent purchaser is not severable where the principal vendor is no longer before the Court.

It also followed Chhotalal Hariram v. Dilip Kumar Chatterjee, 1976 SCC OnLine Cal 95, which recognised that, where the principal defendant is not brought on record, the suit may proceed against subsequent transferees only if the claim against them is distinct and severable and the relief can be granted without the principal defendant.

Finally, under Section 151 CPC and the principle in Shipping Corporation of India Ltd. v. Machado Brothers, (2004) 11 SCC 168, the Court may dismiss litigation that has become infructuous in the interests of justice.

The Court held that there was no privity of contract between the Plaintiffs and the Appellant, who was only a subsequent purchaser.

The contractual obligation to perform the 1977 Agreement rested on the original vendor and, upon his death, on his legal representatives under Section 37 of the Contract Act. Since the suit had abated against the original vendor and his legal representatives were not on record, the principal relief of specific performance could not be granted.

The claim against the Appellant was neither distinct nor severable because the Appellant’s role under Section 19(b) of the Specific Relief Act was only to join in the conveyance, not to perform the original contract independently.

The Court further rejected the Single Judge’s interpretation of “assigns.” It held that the expression referred to persons to whom rights or obligations under the same Agreement had been legally assigned, and not to persons who later purchased the property without becoming parties to, or assignees under, the original Agreement.

Treating every subsequent purchaser as an “assign” would incorrectly make such purchaser a vendor under the original contract and undermine the settled principles under Section 19(b).

The stage of the suit, including the framing of issues and recording of evidence, could not alter these substantive legal principles.

Since no effective relief remained capable of being granted, dismissal of the suit as infructuous under Section 151 CPC was justified.

The Court held that the suit could not continue against the Appellant after its abatement against the original vendor; the Appellant was not an “assign” or legal representative of the original vendor and had no contractual obligation under the 1977 Agreement.

The impugned order dismissing the Appellant’s Interim Application was set aside, and Suit No. 1065 of 1981 was dismissed as infructuous.

The Respondents were directed to pay costs of ₹2,50,000 to the Appellant for compelling it to defend the continued proceedings.