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, inlegal sense,
means an act of preparing the legal documents like agreements, contracts, deeds etc.
Drafting may be defined as the synthesis of law and fact in a language form [Stanley Robinson:
It is the development and preparation of legal instruments such as constitutions,
statutes ,regulations, ordinances contracts, wills, conveyances, indentures, trusts and leases, 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, is paradoxical
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 Conveyancing

Drafting gives a general meaning Conveyancing gives more stress on

synonymous to preparation of drafting documentation much concerned with the
of documents transfer of property from one person to
another
 Drafting is a part of documents and it is
used in different context of law. i.e.
Under General Clauses Act, 1897, The
Indian Sale of Goods Act, 1930 or
under Companies Act, 2013
It is based on the skill in terms of
preparing documents and agreements
are the most intellectually demanding
of all skills for a professional.
For example - Arbitration Agreement
Conveyancing is the science of creating
validity under a law. i.e. Conveyance as
defined in the Indian Stamp Act or
Bombay Stamp Act
It is based on the knowledge of what rights
can exist in or over particular kinds of
property.
For example- Sale Deed

LEGAL DRAFTING
Legal drafting is the most important instrument of legal communication. A professional need to
have a very good hand at drafting as the skill to draft well is the skill to think and communicate
well. Drafting is the collection and placing of all aspects of the matter in a logical manner and a
lucid style so that the contents of the documents can be understood without any ambiguity. It
becomes essential for a draftsman to draft all legal documents with precision, to clearly depict all
essential facts as well as engage a layman to its content.
General Principles of drafting:
 Sound knowledge of laws: The most important duty of a draftsman is to have a clear conception
of what the intention of the parties are and then to examine how the same can be carried out in
the light of the applicable laws. Therefore, he must have a sound knowledge of law which will
also enable him to ask suitable questions from the parties involved.
 Details of Parties: This is but obvious principle of the drafting. A draftsman must get to know
the names, description, address of the parties and should know the matters to be covered.
 Contractual Capacity: A good draftsman must know whether the parties to a document are free
to contract in the capacity in which they intend to contract. For Instance, A minor cannot enter
into a contract except through his legal guardian.
 Lay-out: It is always desirable to make an outline of the document before taking up with the
drafting. It is like one must plan what should be the contents of the document first and then get
the laws, facts & Information arranged are per the plan.
 Schedules and Annexures: Schedules and Annexures wherever necessary must be provided
alongwith the document and proper reference of the same should be made in the document itself.
 Parts of a deed
Following are the three parts of a deed: 
1. Non-Operative Part:
 Description/Title of the Deed: The title of the deed should be indicative of the True contents of
the deed. For ex: Sale Deed, lease Deed etc.
 Place and Date of the deed: Generally, the date and place are stated in the following manner:
“This Deed of Sale is made at New Delhi on this First Day of September, Two Thousand
and Eighteen between….”
 Description of Parties: The description of the parties to deed should be given in such a manner
that the parties can be identified easily. In case of artificial person, the law under which it has
incorporated and registration number, if any alongwith address should also be provided.
 Recitals: This Part contains the motive of the parties for which they have agreed to enter into the
deed. It begins with familiar words, such as “Whereas the parties to the deed are desirous of
…………”
2. Operative Part:
 Testatum: This part clearly sets out the intention and transaction between the parties
including consideration involved.
 Habendum: This part defines the interest conveyed and to set out the limitations on the
property involved. For ex: Property involved in the deed is encumbered/unencumbered.
 Exceptions and Reservations: This part contains the exceptions and reservations according to
which the subject matter of the deed should be dealt with. For example: in lease deed, if the
lessor wants to retain the right to use parking area of the property leased, then the same should be
expressed clearly.
 Forfeiture and Renewal: This part states the conditions which if not adhered to would cause the
deed to stand terminated (alongwith the consequences) and the conditions which should be
followed if the parties want to renew the deed. For ex: In sale deed, if seller wants the buyer to
pay the consideration in 4 installments, failure of which will cause the deed to terminate, then the
same should be mentioned precisely in the deed.

3. Formal Part:
 Testimonium: This part sets forth the fact that the parties have signed the deed. It usually begins
with the word: “IN WITNESS WHEREOF, the aforesaid parties to the deed, on the above-
mentioned date and place have set forth their hands in the presence of witnesses”.
 Signature of the Parties: Immediately after the testimonium, the parties put their signatures in
the presence of witnesses on the left side of the signing page.
 Attestation by witnesses: After signature of the parties, the witnesses put their signatures
mentioning, their name, father’s name, address and occupation on the right of the signing page in
line with the signature of parties and in the presence of executants.
 Parcel/Schedule of Property OR Schedule/Annexure: If subject matter of the deed is
immovable property, then the description of the property indicating its surroundings should be
given mandatorily in parcel/schedule to the deed.
However, in case of movable property, if the nature of the deed demands, then the
schedule/annexure can be provided as per the requirement of the properties. For example: If the
parties want the particular rights related to the subject matter of the deed to be mentioned
separately in the annexure, then the draftsman should proceed accordingly.