SIDDHARTH ACADEMY
CHAPTER 1- GENERAL PRINCIPLES OF DRAFTING AND RELEVANT
SUBSTANTIVE RULES
DRAFTING
Drafting relates to making a draft of something. Drafting a document would imply making a
rough copy of a document. Drafting requires knowledge of law and required ability to eal with
abstract concepts and presence of mind.The company has to enter into various types of agreements
with different parties and have to execute various types of documents in favour of its clients, banks,
financial institutions, employees and other constituents.
Drafting may be defined as the synthesis of law and fact in a language form. Perfection cannot be
achieved in drafting unless the nexus between law, facts and language is fully understood. The
essence of legal drafting is the law and the facts of document.
The process of drafting operates in two planes: the conceptual and the verbal. Besides seeking the
right words, the draftsman seeks the right concepts. Drafting, therefore, is first thinking and second
composing. Drafting, in legal sense, means an act of preparing the legal documents like agreements,
contracts, deeds etc.
CONVEYANCING
Technically speaking, conveyancing is the art of drafting of deeds and documents whereby land or
interest in land i.e. immovable property, is transferred by one person to another; but the drafting of
commercial and other documents is also commonly understood to be included in the expression.
The most common type of documents that illustrate conveyance is a deed of sale, mortgage,
lease etc. However, ‘Conveyancing’, used in relation to drafting deeds, isparadoxical as the term
‘conveyancing’ has wider use when its referred in relation to drafting of various other documents
like a marriage contract, a will, etc. in which no transfer may be involved.
DRAFTING AND CONVEYANCING
Drafting Conveyancing
Drafting gives a general meaning synonymous to Conveyancing gives more stress on documentation much
preparation of drafting of documents concerned with the transfer of property from one person
to another.
Drafting is a part of documents and it is used in Conveyancing is the science of creating validity under a
different context of law. i.e. Under General Clauses law. i.e. Conveyance as defined in the Indian Stamp Act
Act, 1897, The Indian Sale of Goods Act, 1930 or or Bombay Stamp Act
under Companies Act, 2013
It is based on the skill in terms of preparing It is based on the knowledge of what rights can exist
documents and agreements are the most in or over particular kinds of property.
intellectually demanding of all skills for a
professional.
For example - Arbitration Agreement For example- Sale Deed
, SIDDHARTH ACADEMY
CONTRACT AND CONVEYANCING
Contract Conveyancing
Contract remains to be performed and its specific Conveyance passes on the title to property to another
performance may be sought. person. Conveyance does not create any right of any
action but at the same time it alters the ownership of
existing right. There may be cases where the
transaction may partake both contract as well as
conveyance. For example, lease, whereby obligation is
created while possession of the property is transferred
by lessor to lessee.
Contract is governed by the provisions of the Indian Conveyancing is governed by the provisions of
Contract Act, 1872. Transfer of Property Act, 1882
In the contract each party is bound to perform the In conveyancing such obligation is not required as the
promise. subject matter already passes to the Transferee.
GENERAL PRINCIPLES- DRAFTING OF DEEDS, CONVEYANCING AND OTHER
WRITINGS
Key points Corporate Executive should keep in mind-
1. He must read the introductory note or the literature on the subject of the instrument.
2. Note down the important requirements of law which fulfilled complete instrument on the
subject while drafting.
3. The facts which should be disclosed in the document cannot be suppressed. Nothing is to be
omitted or admitted at random.
4. A company being a legal entity. The document is executed a person duly authorised by the
directors by their resolution or by their power of attorney.
5. the format of documents adopted adheres to the customs and conventions in vogue in the
business community or in the ordinary course of legal transactions. For any change in the form
of such document, use of juridical and technical language should invariably be followed.
6. The order of the draft should be strictly logical. Legal language should be, to the utmost
possible extent, precise and accurate. The draft must be readily intelligible to laymen. All
the time the draftsman must keep his eye on the rules of legal interpretation and the case-
law on the meaning of particular words and choose his phraseology to fit them.
7. Document should be supported by the schedules, enclosures or annexures to the material
facts.
8. Use concrete words.
9. Write short sentences.
10. Prepare a outline.
Fowlers' five rules of drafting
1. Prefer the familiar words.
2. Prefer the concrete word avoid abstract words.
3. Prefer the single word avoid synonyms words.
, SIDDHARTH ACADEMY
4. Prefer the short word rather than long words.
5. Prefer the Saxon word rather than Roman.
6. Prefer active voice to the passive voice in the drafting of documents.
Other rules
1. Sketch or outline the contents of a document before taking up its drafting. This rule is
suggested by Mr. Davidson,a celebrated authority on conveyancing in his book on
Conveyancing.
2. Skelton draft and its self-appraisal- The Draftsman should frame “skeleton draft" which
should be filled in or elaborated as he proceeds with his work. Once the draft of the
document is ready, the draftsman should appraise it with reference to the available facts,
the law applicable in the case, logical presentation of the facts.
3. Due care is required in certain documents to ensure it is adhere with applicable laws.
Do’s Don’ts
Reduce the group of words to single word Avoid the use of words of same sound. For example,
the words "Employer" and "Employee"
Use simple verb for a group of words When the clause in the document is numbered it is
convenient to refer to any one clause by using
single number for it. For example, "in clause 2
above" and so on.
Avoid round-about construction Negative in successive phrases would be very
carefully employed.
Avoid unnecessary repetition Write "either or both" or express the meaning of the
two in other clauses.
Avoid-
Write shorter sentences
〉 "And" and "or";
〉 "Any" and "my";
〉 "Know" and "now";
〉 "Appointed" and "Applied";
〉 "Present" and "Past" tense,
〉 "less than" or "more than" use "not exceeding"
Prefer the active to the passive voice sentences
Choose the right word
Know exactly the meaning of the words and
sentences you are writing
Put yourself in the place of reader, read the
document and satisfy yourself about the content,
interpretation and the sense it carries.
CHAPTER 1- GENERAL PRINCIPLES OF DRAFTING AND RELEVANT
SUBSTANTIVE RULES
DRAFTING
Drafting relates to making a draft of something. Drafting a document would imply making a
rough copy of a document. Drafting requires knowledge of law and required ability to eal with
abstract concepts and presence of mind.The company has to enter into various types of agreements
with different parties and have to execute various types of documents in favour of its clients, banks,
financial institutions, employees and other constituents.
Drafting may be defined as the synthesis of law and fact in a language form. Perfection cannot be
achieved in drafting unless the nexus between law, facts and language is fully understood. The
essence of legal drafting is the law and the facts of document.
The process of drafting operates in two planes: the conceptual and the verbal. Besides seeking the
right words, the draftsman seeks the right concepts. Drafting, therefore, is first thinking and second
composing. Drafting, in legal sense, means an act of preparing the legal documents like agreements,
contracts, deeds etc.
CONVEYANCING
Technically speaking, conveyancing is the art of drafting of deeds and documents whereby land or
interest in land i.e. immovable property, is transferred by one person to another; but the drafting of
commercial and other documents is also commonly understood to be included in the expression.
The most common type of documents that illustrate conveyance is a deed of sale, mortgage,
lease etc. However, ‘Conveyancing’, used in relation to drafting deeds, isparadoxical as the term
‘conveyancing’ has wider use when its referred in relation to drafting of various other documents
like a marriage contract, a will, etc. in which no transfer may be involved.
DRAFTING AND CONVEYANCING
Drafting Conveyancing
Drafting gives a general meaning synonymous to Conveyancing gives more stress on documentation much
preparation of drafting of documents concerned with the transfer of property from one person
to another.
Drafting is a part of documents and it is used in Conveyancing is the science of creating validity under a
different context of law. i.e. Under General Clauses law. i.e. Conveyance as defined in the Indian Stamp Act
Act, 1897, The Indian Sale of Goods Act, 1930 or or Bombay Stamp Act
under Companies Act, 2013
It is based on the skill in terms of preparing It is based on the knowledge of what rights can exist
documents and agreements are the most in or over particular kinds of property.
intellectually demanding of all skills for a
professional.
For example - Arbitration Agreement For example- Sale Deed
, SIDDHARTH ACADEMY
CONTRACT AND CONVEYANCING
Contract Conveyancing
Contract remains to be performed and its specific Conveyance passes on the title to property to another
performance may be sought. person. Conveyance does not create any right of any
action but at the same time it alters the ownership of
existing right. There may be cases where the
transaction may partake both contract as well as
conveyance. For example, lease, whereby obligation is
created while possession of the property is transferred
by lessor to lessee.
Contract is governed by the provisions of the Indian Conveyancing is governed by the provisions of
Contract Act, 1872. Transfer of Property Act, 1882
In the contract each party is bound to perform the In conveyancing such obligation is not required as the
promise. subject matter already passes to the Transferee.
GENERAL PRINCIPLES- DRAFTING OF DEEDS, CONVEYANCING AND OTHER
WRITINGS
Key points Corporate Executive should keep in mind-
1. He must read the introductory note or the literature on the subject of the instrument.
2. Note down the important requirements of law which fulfilled complete instrument on the
subject while drafting.
3. The facts which should be disclosed in the document cannot be suppressed. Nothing is to be
omitted or admitted at random.
4. A company being a legal entity. The document is executed a person duly authorised by the
directors by their resolution or by their power of attorney.
5. the format of documents adopted adheres to the customs and conventions in vogue in the
business community or in the ordinary course of legal transactions. For any change in the form
of such document, use of juridical and technical language should invariably be followed.
6. The order of the draft should be strictly logical. Legal language should be, to the utmost
possible extent, precise and accurate. The draft must be readily intelligible to laymen. All
the time the draftsman must keep his eye on the rules of legal interpretation and the case-
law on the meaning of particular words and choose his phraseology to fit them.
7. Document should be supported by the schedules, enclosures or annexures to the material
facts.
8. Use concrete words.
9. Write short sentences.
10. Prepare a outline.
Fowlers' five rules of drafting
1. Prefer the familiar words.
2. Prefer the concrete word avoid abstract words.
3. Prefer the single word avoid synonyms words.
, SIDDHARTH ACADEMY
4. Prefer the short word rather than long words.
5. Prefer the Saxon word rather than Roman.
6. Prefer active voice to the passive voice in the drafting of documents.
Other rules
1. Sketch or outline the contents of a document before taking up its drafting. This rule is
suggested by Mr. Davidson,a celebrated authority on conveyancing in his book on
Conveyancing.
2. Skelton draft and its self-appraisal- The Draftsman should frame “skeleton draft" which
should be filled in or elaborated as he proceeds with his work. Once the draft of the
document is ready, the draftsman should appraise it with reference to the available facts,
the law applicable in the case, logical presentation of the facts.
3. Due care is required in certain documents to ensure it is adhere with applicable laws.
Do’s Don’ts
Reduce the group of words to single word Avoid the use of words of same sound. For example,
the words "Employer" and "Employee"
Use simple verb for a group of words When the clause in the document is numbered it is
convenient to refer to any one clause by using
single number for it. For example, "in clause 2
above" and so on.
Avoid round-about construction Negative in successive phrases would be very
carefully employed.
Avoid unnecessary repetition Write "either or both" or express the meaning of the
two in other clauses.
Avoid-
Write shorter sentences
〉 "And" and "or";
〉 "Any" and "my";
〉 "Know" and "now";
〉 "Appointed" and "Applied";
〉 "Present" and "Past" tense,
〉 "less than" or "more than" use "not exceeding"
Prefer the active to the passive voice sentences
Choose the right word
Know exactly the meaning of the words and
sentences you are writing
Put yourself in the place of reader, read the
document and satisfy yourself about the content,
interpretation and the sense it carries.
