Omnibus letters - registered title

There was formerly a practice whereby vendors’ solicitors gave solicitors’ certificates on closing (which became known in practice as ‘omnibus letters’) to purchasers of property registered in the Land Registry, typically certifying one or more of the three matters set out below at the time of closing.

While initially these matters were usually covered in a letter issued by the vendor’s solicitor on closing, the practice changed around December 2001, when the committee recommended (in its explanatory memorandum on the 2001 edition of the Society’s Requisitions on Title) that vendors include a paragraph in their section 72 declarations to deal with the position regarding voluntary dispositions on title.

The committee still receives numerous enquiries from solicitors on this topic, from which it appears to the committee that there is a wide difference of opinion among solicitors as to whether such omnibus letters should be either sought or given. The committee has considered whether or not any of these matters still need to be dealt with either by way of a declaration from the vendor or an omnibus letter from the vendor’s solicitor, and it has concluded as follows:

1. Certificate that there are no dealings pending registration in the Land Registry that affect the property. A vendor or vendor’s solicitor should not ever have been requested to give a blanket certificate in every case stating the above, because it is a matter for a purchaser to carry out a Land Registry search, which will reveal whether or not such dealings were pending. It was only in cases where closing searches showed dealings pending that vendors’ solicitors should ever have been required to certify the position. The committee’s view is that, in such cases, it was, and is, sufficient for the vendor’s solicitor to explain the act on the search – usually on the face of the searches – and give the relevant explanation saying whether the dealing pending did or did not affect the property being sold and explain why, and if it did affect, identifying the relevant part(s) of the folio that the dealing affects. It is therefore not necessary for the vendor to give a declaration or for a vendor’s solicitor to include this matter in an omnibus letter.
2. Certificate that there are no deaths on title within the previous 12 years. While this was previously a requirement in practice, it should be noted that, since 3 April 2010, there is no longer a charge on property in respect of unpaid CAT and it is therefore no longer necessary for the vendor to give a declaration or for a vendor’s solicitor to include this matter in an omnibus letter.
3. Certificate that there are no voluntary dispositions on title with the previous tan years (later, five years). A certificate or declaration is no longer required, as this matter is covered in replies to requisitions on title.

Land Registry queries

For clarification purposes, it is acknowledged that, for many years, it was the practice of some solicitors to seek to include in the above omnibus letters an undertaking by a vendor’s solicitor to discharge Land Registry queries arising on a purchaser’s application for registration as owner of registered property, and it was the practice of some solicitors to give such undertakings.

It should be noted that the Conveyancing Committee’s recommendations since the early 1980s were that such undertakings should only be given in relation to a transfer of part of a folio.

In December 2001, the committee recommended that any such undertaking be further limited to payment of Land Registry mapping fees (on transfers of part) and that the undertaking should be given by the vendor, not the vendor’s solicitor.

This requirement for a vendor’s undertaking currently appears at requisition 22.2.c. of the 2015 edition of the Requisitions on Title, but will be removed when the next edition is published (due early 2018) on the basis that this matter is provided for as a contractual obligation on the vendor at general condition 13(g) of the Law Society’s Conditions of Sale (2017 edition).