Title to specific goods follows parties' intention; later transferees with notice may be bound, and unsupported interest was disallowed.

Title to specific goods passes according to the parties' intention under the Sale of Goods Act; registration or permit transfer formalities do not themselves transfer ownership. On the facts, the buses were to be delivered only after price ascertainment and payment, which had not occurred, so title did not pass to the first defendant and the plaintiff remained entitled to profits. Subsequent transferees with notice of the prior contract were not bona fide purchasers and could be bound in equity, so the decree against defendants 4 to 7 stood. Refusal of additional evidence was upheld, but interest was disallowed for want of contractual or legal foundation.

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Issues: (i) whether title to the buses passed to the first defendant on the agreement and transfer of permits, or only upon payment and delivery, so as to determine the plaintiff's entitlement to profits; (ii) whether defendants 4 to 7, as subsequent transferees, could be bound by the plaintiff's contract with the first defendant; (iii) whether the High Court rightly refused additional evidence and the award of interest.

Issue (i): whether title to the buses passed to the first defendant on the agreement and transfer of permits, or only upon payment and delivery, so as to determine the plaintiff's entitlement to profits.

Analysis: The governing principle under the Sale of Goods Act is that property in specific goods passes when the parties intend it to pass. The transport-registration provision regulated the procedure for recording transfer of ownership and did not itself effect transfer of title. On the facts found, the parties intended that the price would be ascertained and paid after the transfer formalities, and the buses were to be delivered thereafter. Since the price was neither ascertained nor paid and possession was taken forcibly, title did not pass to the first defendant.

Conclusion: The plaintiff remained entitled to the relief founded on continued ownership, including profits, and the finding was in favour of the respondent.

Issue (ii): whether defendants 4 to 7, as subsequent transferees, could be bound by the plaintiff's contract with the first defendant.

Analysis: A contract for specific performance may be enforced against transferees other than a transferee for value in good faith and without notice. The High Court found that defendants 4 to 7 were not bona fide purchasers and had notice of the earlier agreement. In that situation, the later transferees took subject to the prior contract, and equitable relief could properly be granted against them.

Conclusion: The decree against defendants 4 to 7 was upheld and this issue was decided in favour of the respondent.

Issue (iii): whether the High Court rightly refused additional evidence and the award of interest.

Analysis: The document sought to be introduced was rejected because it had not been put to the witness and the copy produced was not duly certified. No infirmity was shown in that refusal. However, there was no contractual or legal basis for awarding interest at 12% per annum on the facts established.

Conclusion: Refusal of additional evidence was upheld, but the award of interest was set aside in favour of the appellants on that limited point.

Final Conclusion: The appeals failed on the principal issues and the decree in favour of the plaintiff was sustained, subject only to deletion of the interest component.

Ratio Decidendi: In a contract for sale of specific goods connected with transfer formalities, title passes according to the parties' intention, and a subsequent transferee with notice of the prior contract may be bound in equity, while interest cannot be awarded without a contractual or legal foundation.

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