Midland Bank Trust Co Ltd v Green (No. 1) [1981] A.C. 513
UNREGISTERED OPTION – ESTATE CONTRACT – LAND CHARGES – UNREGISTERED CONVEYANCING
Facts
For the consideration of £1, W granted G the option to buy a farm, title to which was unregistered. This was an estate contract and so a legal charge, registrable under the Land Charges Act 1925 (LCA) although G did not do so. Several years later, when the property was worth £40,000, W conveyed it to his wife E for £500. A month after that G registered the option, subsequently giving notice of his intent to exercising it. G sought a declaration that the option was still binding and sued for specific performance of the contract. He failed at first instance on the basis that the sale to E had been a genuine sale by a vendor to a purchaser, defined by s.13(2) LCA as being “for money or money’s worth”. G was successful on appeal and E’s estate themselves appealed to the House of Lords.
Issues
Whether, in order to be a valid sale of unregistered land for “money or money’s worth” within the meaning of s.13(2) LCA, a transaction must be in good faith and for consideration which was more than nominal.
Decision/Outcome
The House of Lords, allowing the appeal, found that there was no requirement in s.13(3) that the purchaser should be in good faith; the word “purchaser” in s.13(2), by definition, meant one who had provided valuable consideration, a legal term of art which did not connote adequacy. There was no clause in the Land Charges Act 1925 equivalent to s.205(1)(xxi) of the Land Registration Act 1925. To exclude a nominal sum of money from s.13(2), therefore, would be to rewrite the section entirely.
Updated 21 March 2026
This article accurately summarises the House of Lords decision in Midland Bank Trust Co Ltd v Green (No. 1) [1981] AC 513. The legal principles described remain good law. The case continues to be cited as the leading authority on the effect of non-registration of a land charge under the Land Charges Act 1925 and on the meaning of “purchaser for money or money’s worth” in that context.
Readers should note that the Land Charges Act 1925 was replaced by the Land Charges Act 1972, which consolidated and re-enacted the relevant provisions. The operative provision is now s.4 of the Land Charges Act 1972, and the definition of “purchaser” appears in s.17(1). The substance of the law as described in the article has not changed, but references to the 1925 Act should be understood in light of the 1972 consolidation. The broader context of unregistered conveyancing, of which this case forms a central part, also remains relevant, as compulsory first registration under the Land Registration Act 2002 has not yet extended to all transactions, meaning unregistered land and the Land Charges Act 1972 regime continue to apply in certain circumstances.
