Specific Performance of Contract in Bangladesh: Legal Framework, Caution, and Remedies
What is Meant by Specific Performance of Contract?
Specific performance is a legal remedy provided under the Specific Relief Act, 1877, whereby a party to a contract is compelled by a court to perform the exact obligations stated in the agreement. It is a discretionary, equitable relief awarded when compensation in money is inadequate.
At TRW Law Firm, we have handled hundreds of cases where the relief of specific performance was the only way to ensure justice and prevent a grave miscarriage of contractual intentions. As such, parties must be cautious and aware of the law when entering contracts.
What is Meant by Specific Performance?
Specific performance is an equitable relief under civil law. It compels the breaching party to carry out the specific terms of a valid agreement rather than simply pay monetary compensation.
It is a remedy not available by default but granted when ordinary damages are insufficient to make the aggrieved party whole. This remedy is more frequently used in immovable property transactions, trusts, and unique obligations where the object of the contract is irreplaceable.
Specific Performance of Contract Explained
For a suit for specific performance to succeed:
Aย valid contractย must exist.
Theย plaintiff must have fulfilled or be ready to fulfillย their part of the contract.
The relief must be sought within limitationย (usually one year).
The Specific Relief Act, 1877 (Sections 12, 21, 21A, and 22) governs the provision.
Contracts without lawful consideration, or entered into under coercion, fraud, misrepresentation, or undue influence are not enforceable.
Where Specific Performance is Allowed (Section 12)
According to Section 12 of the Specific Relief Act, courts may order specific performance in the following scenarios:
a) Act Done in Performance of a Trust
When the contract involves the execution of a trust or part of it, specific performance is almost always granted.
b) No Standard to Ascertain Damages
Where the subject matter is unique, such as a painting by Joynal Abedin, and damages cannot be easily quantified, specific performance is granted.
c) No Adequate Relief in Money
In cases involving sale of immovable property, courts presume that monetary compensation is inadequate.
Example: In Saru Meah Sowdagor vs. Jahanara Begum (8 DLR 616), the court held that breach of a contract for sale of land could not be adequately remedied by money.
d) Pecuniary Compensation Not Sufficient
If the breach cannot be sufficiently compensated monetarily, then the court will enforce specific performance.
When Specific Performance is Not Specifically Enforceable (Section 21)
Not all contracts qualify for specific performance. Section 21 lists exceptions:
a) Adequate Relief Available
If monetary compensation is enough to remedy the breach, courts will not enforce the contract.
Example: If A contracts B to deliver 10 laptops but B refuses, A can be compensated in money. Hence, specific performance won't be granted.
b) Contracts Not Enforceable by Court
Courts do not enforce contracts that:
Depend onย personal skillย (e.g., music performance)
Involveย continuous supervision
Are tooย vagueย orย ambiguous
Example: A contract requiring a singer to perform at a concert cannot be enforced.
c) Uncertainty of Contract
If contract terms are ambiguous or not clearly defined, they are void for uncertainty.
Example: An agreement to rent a "furnished house" without specifying furnishings is too vague.
d) Revocable Contracts
Contracts that are by nature revocable cannot be specifically enforced.
e) Ultra Vires Contracts by Trustees
If a trustee acts beyond the power granted, the contract is void.
f) Ultra Vires Acts by Directors or Promoters
If a company director acts outside the company's Articles or Memorandum of Association, the contract cannot be enforced.
g) Long-Term Continuous Duty
Contracts requiring a continuous act beyond three years cannot be enforced.
Example: If A contracts D to service a car for 10 years post-sale, the continuous duty makes it non-enforceable.
h) Subject Ceased to Exist
If the object of the contract no longer exists, the contract is void.
Example: A ship carrying apples sinks before the contract is executed; hence the contract is unenforceable.
Procedure to Enforce Specific Performance
1. Filing a Civil Suit
Filed in the appropriateย civil courtย under theย Code of Civil Procedure (CPC).
Plaint must include details of the contract, breach, and relief sought.
2. Limitation Period
As perย Article 113 of the Limitation Act, 1908, the suit must be filedย within one yearย from the date fixed for performance or when the breach is known.
3. Court Fees
Ad-valoremย court fees based on the value of the suit must be paid.
4. Readiness and Willingness
Plaintiff must prove that they wereย ready and willingย to perform their part of the contract.
5. Notice to Defendant
Proper notice must be served, and the case proceeds through trial.
Contract to be Registered (Section 21A)
Specific performance for sale of immovable property is allowed only if:
The contract is inย writing and registeredย under theย Registration Act, 1908
Theย balance consideration is depositedย in court when filing the suit
This provision was added by amendment in 2004, effective from 1st July 2005.
Discretion of the Court (Section 22)
Even if the case qualifies under the law, the grant of specific performance is discretionary.
The court may deny the relief based on its sound judicial conscience. However, the discretion is not arbitrary and must be based on:
Fairness
Hardship
Equitable principles
Consideration for Discretion
The court will examine the following before granting relief:
a) Unfair Advantage
If the plaintiff would get an unfair advantage, relief may be denied.
b) Undue Hardship
If enforcement causes undue hardship to the defendant which was unforeseen, the court may refuse.
c) Substantial Acts by Plaintiff
If the plaintiff has already performed or suffered loss, specific performance is more likely to be granted.
Example: If A was to provide land and B lay tracks in a railway project, and A performs his part, the court may compel B to perform his.
Conclusion
Specific performance is a powerful legal remedy, but one that must be approached with knowledge and caution. Not every breach of contract qualifies for specific enforcement. The nature of the contract, conduct of the parties, availability of damages, and registration status all influence whether the court will grant this relief.
At TRW Law Firm, our expert litigators guide clients through the nuances of contract enforcement under the Specific Relief Act, 1877. We provide comprehensive legal advice, represent clients in high-stakes civil suits, and ensure the interests of our clients are protected with utmost precision.
Facing a breach of contract? Reach out to TRW Law Firm for a strategic consultation.
Suits for Declaration and Possession in Bangladesh
In the evolving property rights landscape of Bangladesh, disputes over ownership and possession of immovable properties are not uncommon. A significant category of civil litigation involves claims for declaration of title and recovery of possession. These arise when a rightful owner is wrongfully dispossessed or when a third party creates a cloud on title, often through forged documents or fraudulent assertions.
This article by TRW Law Firm, a leading full-service litigation chamber in Bangladesh, explores the legal framework governing such suits, elaborates on practical litigation strategies, and unpacks a real-world case of Azizul Hakim vs. Ziaul Ahsan, a suit for declaration and recovery of possession filed before the 5th Joint District Judge, Dhaka.
Legal Basis of Suits for Declaration and Possession
The suit for declaration and recovery of possession is principally governed by:
The Specific Relief Act, 1877
The Code of Civil Procedure, 1908
The Registration Act, 1908
The Evidence Act, 1872
The Transfer of Property Act, 1882
๐ Section 42 of the Specific Relief Act, 1877
Provides the foundation for declaratory relief. It states that any person entitled to any legal character, or to any right as to property, may institute a suit against any person denying or interested in denying his title.
๐ Order VII Rule 7 & Order XX of the Code of Civil Procedure, 1908
Guides the framing of plaints and the nature of reliefs to be claimed and granted.
๐ Section 31 of the Specific Relief Act
Allows cancellation of fraudulent documents.
Core Elements of a Suit for Declaration & Possession
To succeed in such a suit, the plaintiff must establish:
Lawful title to the property
Wrongful denial or cloud cast on such title
Actual dispossession or threat of dispossession
Absence of legal remedy other than a civil suit
Case Study: Azizul Hakim vs. Ziaul Ahsan
๐๏ธ Court
5th Joint District Judge, Dhaka Suit No.: Title Suit of 2016
๐ค Plaintiff
Azizul Hakim Son of Late Abdul Hakim, Dhanmondi, Dhaka
๐ค Principal Defendant
Ziaul Ahsan Son of Moinul Ahsan, Azimpur, Dhaka
๐ข Proforma Defendant
Sub-Registrar, Mohammadpur Sub-Registry Office
๐งพ Nature of Suit
Suit for Declaration and Recovery of Khas Possession Valued at Tk. 95,00,000
๐ Background Facts
The suit land originally belonged to Narendranath Majumdar, whose name appeared in the C.S. Khatian.
Ownership passed to Khagendra Majumdar, who sold it to Abdul Hakim (Plaintiffโs father) via registered sale deed dated 23 October 1959.
The title of Abdul Hakim was duly recorded in S.A. and R.S. records, and rent was regularly paid.
Abdul Hakim passed away in 2001, and his wife in 2002, leaving Azizul Hakim as sole heir.
Mutation and utility transfers were successfully completed in Azizulโs name.
Breach of Trust and Fraudulent Claim
In December 2002, Azizul Hakim appointed Defendant No. 1, Ziaul Ahsan, as caretaker due to personal ties.
In 2005, Azizul left for New Zealand, entrusting Ziaul with original documents.
An arrangement was made to pay Tk. 10,000/month as caretaker salary.
In 2016, upon return to Bangladesh, Azizul discovered that:
Ziaul claimed ownership via a forged sale deed dated 29 December 2000.
A signboard was erected declaring Ziaul as the owner.
Azizul was denied access to the property.
Grounds for the Suit
The deed dated 29.12.2000 is forged and fraudulent.
The plaintiffโs title is under a cloud due to the existence of the said deed.
The plaintiff was in peaceful possession until 2016, when he was forcibly dispossessed.
The cause of action arose within jurisdiction of the court on 21 January 2016.
Prayer for Reliefs
The Plaintiff prayed for:
Declaration that he is 16 annas (full) owner of the suit property.
Declaration that Deed No. 32154 is void and not binding.
Recovery of khas possession by removal of the Defendant.
Costs and any other equitable relief.
Key Legal Doctrines Involved
๐งฉ Doctrine of Cloud on Title
If a plaintiffโs title is questioned by a fraudulent document, courts may remove the cloud by issuing a declaratory decree.
๐งฉ Doctrine of Trust and Fiduciary Duty
By law, a caretaker (fiduciary) entrusted with documents and possession cannot claim ownership adversely.
๐งฉ Possession Follows Title (Sec 110 of Evidence Act)
If the title is proved and no lawful transfer exists, possession is presumed to follow title.
Burden of Proof
Under Section 101-103 of the Evidence Act, the burden lies on the plaintiff to prove title, after which it shifts to the defendant to prove legitimacy of the alleged sale.
Defendantโs deed allegedly dated 2000 lacks authenticity, and the plaintiff never knew of it till 2016.
Reliefs That Can Be Granted
In a suit of this nature, the court may grant:
Declaration of title and nullity of the forged deed
Recovery of possession through court officer
Injunction to restrain defendant from further claims
Costs and damages, if malice is proven
Procedural Considerations
โ Valuation and Court Fees
As per Court Fees Act, the suit must be valued based on the propertyโs market value. The plaintiff paid ad valorem fees for Tk. 95,00,000.
โ Verification & Schedule of Property
A complete and precise schedule of land must be appended, including Khatian, Plot, Area, and Boundary descriptions.
Precedents and Supporting Judgments
Md. Nurul Islam vs. Khorshed Alam โ Where a registered deed was found to be forged, the High Court upheld cancellation and possession recovery.
Jamila Khatun vs. Bangladesh โ Reiterated the principle that mutation and possession supported by registered title validates ownership claims.
Jalal Uddin vs. State โ A false deed of title does not confer any legal ownership; fraud unravels all.
Steps TRW Law Firm Takes in Such Cases
At TRW Law Firm, we take a comprehensive litigation approach:
Title Verification and Documentary Audit
Filing Civil Suit under CPC and Specific Relief Act
Petition for Injunction (Order 39 Rules 1 & 2 CPC)
Cross-examination of Deed Writers, Witnesses
Verification of Deed Registers at Sub-Registry Office
Use of Forensic Handwriting and Signature Reports
Execution of Possession Decree under Order XXI CPC
TRW Law Firmโs Success Strategy
We establish undisputed documentary evidence.
We attack the forged deed on grounds of lack of consideration, undue influence, and fraud.
We press for a mandatory injunction for restoration of possession.
If needed, we invoke criminal proceedings under Sections 468/471/420 of Penal Code for forging public records.
Conclusion
Disputes over land and property are among the most contested areas of civil law in Bangladesh. When someone is dispossessed through deception or forgery, the law provides robust remedies through declaration and recovery suits. However, success depends on prompt legal action, documentary strength, and expert litigation strategy.
At TRW Law Firm, we specialize in handling high-stakes property litigation, safeguarding rightful ownership and restoring possession to those who are wrongfully dispossessed.
If you or someone you know is facing similar issues, contact us today for a confidential consultation.
Table: Overview of Declaration and Recovery of Possession Lawsuit
Key Element
Explanation
Governing Laws
Specific Relief Act, CPC, Evidence Act, Registration Act
Reliefs Claimed
Declaration, cancellation of forged deed, khas possession
Essential Proof
Original deed, mutation, rent receipts, utility bills
Jurisdiction
District Court where property is located
Types of Defendants
Principal (occupier) and Proforma (Registry officer)
Cause of Action
Arises on discovery of fraud or dispossession
Legal Doctrines
Cloud on Title, Fiduciary Duty, Possession follows Title
Time Limit
12 years for possession recovery under Limitation Act
TRW Expertise
Title audits, court litigation, execution of decrees
Obtaining a Dubai Golden Visa from Bangladesh: A Comprehensive Legal Guide by TRW Law Firm
The United Arab Emirates (UAE), and particularly the Emirate of Dubai, has evolved into a premier global destination for high-net-worth individuals, entrepreneurs, and professionals seeking long-term residency, tax efficiency, and access to a robust commercial ecosystem. The introduction of the UAE Golden Visa regime has opened transformative opportunities for non-citizens, offering long-term residence status with a range of economic, educational, and lifestyle advantages.
For Bangladeshi citizens, the Dubai Golden Visa represents a powerful pathway to global mobility, secure relocation, and expanded business potential in one of the most strategically positioned regions in the world. At TRW Law Firm, our international immigration team provides end-to-end legal services that allow Bangladeshi applicants to obtain the Dubai Golden Visa with full legal assurance and structural transparency.
Most notably, TRW Law Firm offers an exclusive, guaranteed route for Bangladeshi nationals to obtain the Dubai Golden Visa with a one-time, non-refundable payment of BDT 96,00,000 (Ninety-Six Lakh Taka). This offering is backed by a formal legal contract and is processed through our UAE legal affiliates, ensuring absolute compliance with immigration regulations in the United Arab Emirates.
This article serves as a complete guide to understanding the Dubai Golden Visa process, eligibility pathways, associated benefits, and the legal guarantees offered by TRW Law Firm.
Understanding the Dubai Golden Visa
The Golden Visa is a residency program introduced by the Government of the UAE in 2019, designed to attract long-term investors, exceptional talents, business executives, researchers, and outstanding students. Unlike traditional work or family-sponsored visas, the Golden Visa allows its holders to reside, work, or study in the UAE on a renewable basis of five or ten years, depending on the category.
The key features of the Dubai Golden Visa include:
Long-term residency status (valid for 5 or 10 years with automatic renewal)
Freedom from the requirement of a national or employer sponsor
Permission to sponsor immediate family members (spouse, children, and parents)
Freedom to live outside of the UAE for extended periods without losing residency
Full ownership rights for business operations on the mainland of Dubai
Access to world-class education, healthcare, and infrastructure
Preferential treatment in obtaining banking, telecom, and real estate services
Legal pathway to becoming a UAE tax resident
This visa is not merely a travel permit; it is a legally structured residency solution for global citizens seeking permanent access to the Middle Eastโs financial capital.
Why TRW Law Firm Offers an Unparalleled Advantage
TRW Law Firm is a premier full-service international law firm headquartered in Bangladesh with offices in Dubai, London, and New York. Our immigration and investment law division specializes in high-value global mobility programs, including the UAEโs Golden Visa scheme. Unlike typical visa consultants or agencies, TRW provides attorney-led, contractually guaranteed legal services that ensure results through legitimate and government-authorized channels.
Our unique value proposition lies in our ability to provide a guaranteed Dubai Golden Visa for Bangladeshi nationals through a pre-structured legal route under UAE law. This route has been engineered to eliminate the complexity typically associated with visa applications, offering clients a secure, efficient, and outcome-focused experience.
TRW Law Firmโs Guaranteed Golden Visa Offer:
Non-Refundable Fee:ย BDT 96,00,000
Processing Timeframe:ย 45 to 90 working days
Visa Duration:ย 10 years, renewable
Inclusions:ย Family sponsorship (spouse, children, and parents), UAE bank account setup assistance, legal structuring, and immigration filings
Legal Guarantee:ย Backed by formal contract
This service offering is exclusive to clients of TRW Law Firm in Bangladesh and is delivered in coordination with our UAE-based law firm and corporate services partners.
Eligibility Criteria for the Dubai Golden Visa
Although there are several standard eligibility pathways as recognized under UAE immigration law, applicants working with TRW Law Firm do not need to independently fulfill all of these formal requirements. Our legal team structures each application through suitable investment or executive channels using authorized means.
Nonetheless, it is important to understand the broader eligibility landscape:
1. Real Estate Investors
Applicants owning real estate valued at AED 2 million or more in Dubai or other Emirates may qualify for a 5-year Golden Visa. The property may be mortgaged through select UAE banks with approval from the relevant authority.
2. Investors in Public Investments
Investors depositing at least AED 2 million in an accredited UAE investment fund may qualify for a 10-year visa, subject to tax, licensing, and ownership requirements.
3. Entrepreneurs
Entrepreneurs operating a technically innovative economic project valued at AED 500,000 and certified by the UAE government may qualify for long-term residency.
4. Skilled Professionals
Doctors, scientists, engineers, and researchers with academic qualifications and employer sponsorship in the UAE may also apply.
5. Outstanding Students and Graduates
High-performing students and recent graduates of top-tier universities with exceptional GPA results may be eligible.
6. Creative and Cultural Figures
Artists, musicians, writers, and individuals in the creative industries can apply with the recommendation of the UAE Department of Culture.
7. Humanitarian Contributors
Donors or active members of international humanitarian organizations who have made financial contributions of AED 2 million or more may also qualify.
It is essential to note that TRWโs structured route ensures eligibility through legal channels even if the client does not possess real estate or business assets in the UAE.
TRW Law Firmโs Exclusive Golden Visa Package Breakdown
The package offered by TRW Law Firm is designed to provide maximum value and efficiency for clients who prefer a complete hands-off solution that is legally guaranteed. Below is a breakdown of what the package entails:
Service Component
Description
Non-refundable Package Fee
BDT 96,00,000
Residency Type
Dubai Golden Visa โ 10-Year Validity
Family Inclusion
Yes โ Spouse, Children, and Parents Included
Property Ownership Requirement
Not Required
Business or Investment Requirements
Structured by TRW and its UAE Affiliates
Document Preparation
Drafting, translation, attestation, notarization included
Visa Submission
Filed through authorized UAE legal channels
UAE Bank Account Setup
Assistance provided at no additional cost
Immigration Tracking and Follow-up
Full end-to-end management
Relocation and Onboarding Assistance
Available upon request
Legal Guarantee of Delivery
Yes โ Formal Contract Signed with Client
Step-by-Step Process with TRW Law Firm
Step 1: Initial Legal Consultation
Clients begin by scheduling a private consultation with TRWโs immigration partners. During this session, the clientโs background, intentions, and eligibility are assessed, and the structure of the visa application is outlined.
Step 2: Formal Engagement and Contract Signing
Upon confirming eligibility, TRW enters into a binding agreement with the client. This agreement outlines the fee structure, guarantees, timelines, and deliverables.
Step 3: Payment of Visa Package Fee
The client makes a one-time, non-refundable payment of BDT 96,00,000 to TRW Law Firm as per the contract terms.
Step 4: Documentation and Legal Structuring
TRW prepares and notarizes all documents necessary for the visa application. This includes investment certificates, business incorporation (if needed), medical insurance documentation, and attested identification.
Step 5: Submission and Processing
The application is submitted to the UAE Federal Authority through authorized legal channels. Our affiliate law firm in Dubai liaises directly with immigration and investment departments to ensure successful processing.
Step 6: Golden Visa Issuance and Residency Card
Upon approval, the client receives their UAE residence permit, along with Emirates ID and optional services such as bank account setup, relocation assistance, and real estate advisory.
Strategic Advantages of a Dubai Golden Visa for Bangladeshi Citizens
The strategic value of a Golden Visa cannot be overstated for Bangladeshi citizens. With Bangladeshโs rising middle and upper class, global diversification is no longer a luxuryโit is a necessity.
Key advantages include:
Tax optimization opportunities under UAE tax residency laws
Unrestricted capital movement and business operation rights in the UAE
Access to world-leading healthcare and education for families
Geographical access to European, African, and Asian markets
Legal residency in a politically and economically stable jurisdiction
Seamless travel across GCC and MENA regions
Why Apply Now?
With economic uncertainty and currency depreciation affecting many regions, obtaining long-term foreign residency has become a strategic financial move. The cost of Dubai Golden Visa programs is expected to increase in coming years, and stricter regulations may be introduced. For Bangladeshi applicants, securing residency at this juncture offers the following key advantages:
Stable foreign currency hedge in AED
Immediate access to high-growth investment sectors in Dubai
There is no better time to initiate your Golden Visa journey than now, with TRW Law Firm as your legal counsel and executor.
About TRW Law Firm
TRW Law Firm is a full-service international law firm based in Dhaka, with satellite offices in Dubai, London, and New York. Our reputation for excellence in immigration law, corporate structuring, tax planning, and investment advisory makes us the premier legal advisor for high-net-worth clients in Bangladesh seeking to relocate or invest abroad.
With a client-centric approach, global legal affiliations, and government-authorized channels, TRW is the most trusted name for securing second residencies through investment.
Contact TRW Law Firm
To schedule a confidential consultation or to initiate your Dubai Golden Visa process:
The Dubai Golden Visa offers more than just long-term residence; it is an investment into a future of global access, tax efficiency, and financial security. With TRW Law Firmโs guaranteed service, Bangladeshi clients can bypass procedural hurdles and obtain their residency through a legally sound, contract-backed process.
Our team invites you to take the first step toward a prosperous future in the UAE. Let TRW Law Firm deliver not just your visaโbut a new chapter of opportunities.
