The Situation
A client was acquiring a commercial property at ₦75,000,000. The seller promised vacant possession and produced documents indicating the property was free of tenants.We attended the property, which is a separate exercise from reading the file.
A tenant was in occupation, had been paying rent for three years, and held a valid five-year lease. Under the Lagos State Tenancy Law that tenant held a right to remain, and recovering possession would have required statutory notice periods and, in practice, negotiated compensation.
Our client renegotiated the price downward to absorb the cost of the notice period and settlement rather than walking away, because the asset itself was sound.
Vacant possession is a representation about a state of affairs on the ground, so it cannot be verified from documents that the seller controls. Whoever is in the building has rights that survive the sale, and the buyer inherits them.