Conditional offers and fair sale procedures: no specific performance without assent, and secured asset sales must seek best price.

A conditional offer did not create a concluded contract because no acceptance or confirmation of the stipulated terms was shown, so specific performance was unavailable. In disposing of secured property, a public body must act fairly and use a transparent, competitive process designed to secure the best price. Proper valuation, fixation of a reserve price, public notice, and meaningful participation safeguards are required; a bidder has no enforceable right merely by being the highest bidder unless the sale is confirmed through such a process. The text states that the decree for specific performance was set aside and resale was directed through a fair sale procedure.

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Issues: (i) Whether the correspondence between the parties created a concluded contract enforceable by a decree for specific performance; (ii) whether the sale of the secured property by the Corporation was required to conform to fair valuation and transparent sale procedures to secure the best price.

Issue (i): Whether the correspondence between the parties created a concluded contract enforceable by a decree for specific performance.

Analysis: The offer made by the Corporation was conditional and required compliance with stipulated terms, including confirmation by the purchaser within the prescribed time. No acceptance or confirmation from the purchaser was shown in response to the conditional communication. In the absence of mutual assent to all material terms, the transaction did not mature into a concluded contract capable of specific enforcement.

Conclusion: No concluded contract was proved, and specific performance was not available in favour of the purchaser.

Issue (ii): Whether the sale of the secured property by the Corporation was required to conform to fair valuation and transparent sale procedures to secure the best price.

Analysis: A public body disposing of property must act fairly and adopt a procedure that is likely to secure the best price. Proper valuation, fixation of reserve price, adequate public notice, and a meaningful opportunity for participation are essential safeguards. A bidder acquires no enforceable right merely by being the highest bidder unless the sale is confirmed in accordance with a fair process. The absence of rules or guidelines did not dispense with the duty to follow a transparent and competitive method of sale.

Conclusion: The sale process was found deficient, and directions were issued requiring sale by public notice and competitive bidding with valuation-based reserve price safeguards.

Final Conclusion: The decree for specific performance was set aside, and the Corporation was directed to resell the property through a fair and competitive process designed to obtain the best price.

Ratio Decidendi: A conditional communication does not create an enforceable contract unless the offeree accepts the stipulated terms, and a public authority disposing of secured property must adopt a fair, transparent, valuation-based sale procedure aimed at securing the best price.

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