What specific performance means
Specific performance makes somebody keep the promise rather than pay for breaking it.
The ordinary remedy for breach of contract is damages. The court works out what the breach cost you and orders that sum to be paid. That works well for most contracts, because most things can be bought elsewhere and the money puts you back where you would have been.
Sometimes it does not. If you contracted to buy a specific parcel of land and the seller refuses to complete, damages do not get you that land, because there is no other identical parcel. In cases like that the court can order the seller to perform, meaning execute the transfer.
It is an equitable remedy, which carries a consequence people underestimate: it is discretionary. Even a claimant who proves the contract and the breach can be refused if the court thinks an order would be unjust.
How it is used
It appears most often in land transactions, and in Nigeria that is overwhelmingly where you meet it.
A buyer pays for land, the seller receives the money and then refuses to execute the deed, often because the value has risen. The buyer sues for specific performance and asks the court to compel execution of the transfer.
It also arises on contracts for unique goods, for the sale of shares in a private company where there is no market to buy equivalent shares, and occasionally on the assignment of a specific asset.
A claimant has to show more than a breach. They must show a valid and sufficiently certain contract, that they have performed or are ready and willing to perform their own side, and that damages would not be an adequate remedy. Courts also look at conduct, because equitable relief goes to a claimant who has behaved fairly.
Delay matters too. A claimant who sits on their rights for years while the other side acts on the assumption the deal is dead may find the remedy refused on that basis alone.
Key features
- An order to perform the contract rather than pay damages for breaking it
- Equitable and therefore discretionary, never automatic
- Granted mainly where damages would be inadequate, most often for land
- The claimant must be ready and willing to perform their own obligations
- Refused where the claimant delayed unreasonably or behaved unfairly
- Not granted for contracts of personal service
How this works in Nigeria
Nigerian courts follow the settled equitable principles, and land cases dominate the reported decisions. A purchaser who paid and took possession is in a strong position, and part performance is significant, particularly where possession was given and improvements were made with the seller's knowledge.
Evidence is what decides these cases. A buyer with a signed agreement, receipts, a survey plan and evidence of possession is in a very different position from one with a bank transfer and a verbal understanding. The rise in land values across Lagos and Abuja has produced a steady stream of sellers who prefer to return the purchase price and resell at the current value, and it is the paperwork that stops them.
Interim injunctions often run alongside a claim, restraining the seller from dealing with the property while the case is decided. Without one, a determined seller can transfer to a third party and complicate the position considerably.
Specific performance vs damages vs injunction
Three remedies for the same breach, doing different things.
Damages compensate. The court values your loss and orders payment. It is the default remedy and it does not require the court to supervise anybody.
Specific performance compels. The court orders the defendant to carry out the contract. It is available only where damages are inadequate, and only at the court's discretion.
An injunction restrains, or occasionally requires. It stops the defendant doing something, such as selling the disputed property to somebody else while the case runs.
In a Nigerian land dispute all three often appear in the same claim: an injunction to preserve the position, specific performance as the main relief, and damages in the alternative if performance is no longer possible because the land has gone.
Limits and risks
It is discretionary, so proving your case is not the same as winning the remedy.
Courts will not order performance of a contract of personal service. Nobody is compelled to work for somebody they no longer wish to work for, and an employer cannot be compelled to keep an employee by this route.
Contracts requiring continuous supervision are also generally refused, because the court will not spend years policing performance.
Hardship counts. Where an order would cause disproportionate hardship to the defendant, the court can refuse and leave the claimant to damages.
And if the property has already gone to an innocent third party for value without notice, specific performance against the seller may simply be impossible, leaving damages as the only route.
Worth knowing
If you have paid for land and the seller is stalling, act quickly and consider an injunction alongside the claim. Delay weakens an equitable remedy, and a property transferred to a third party while you were waiting for the seller to see reason is much harder to recover.
Questions people ask
What is specific performance?
It is a court order requiring a party to carry out their contractual obligation rather than pay damages for failing to. It is an equitable remedy and the court has a discretion whether to grant it.
When will a Nigerian court order specific performance?
Mainly where damages would not be an adequate remedy, most commonly in contracts for the sale of land, and where the claimant has performed or is ready and willing to perform their own side and has not delayed unreasonably.
Can I get specific performance for a land purchase?
It is the classic case. Land is treated as unique, so damages will not put a buyer in the position of owning that parcel. A buyer with a signed agreement, receipts and evidence of possession is in a strong position.
Can specific performance be ordered against an employee?
No. Courts do not order performance of contracts of personal service. An employer's remedy against a departing employee is damages, or an injunction to enforce a valid restrictive covenant.
What is the difference between specific performance and damages?
Damages compensate you in money for the breach. Specific performance compels the other party to actually perform. Damages are the default, and specific performance is available only where damages would be inadequate.
Does delay affect a claim for specific performance?
Yes, significantly. Equitable remedies are refused to claimants who sit on their rights, particularly where the other party has acted on the assumption that the contract was abandoned.