Personal contractual obligations of a deceased proprietor do not bind legal representatives, but estate-based monetary liability survives.

A deceased sole proprietor's personal contractual obligations do not devolve on legal representatives, because they are not parties to the agreement and cannot be compelled to perform tasks requiring the deceased's own skill, approvals, or business performance. Those directions were therefore unsustainable. Monetary liabilities under the same agreement, however, survive against the estate, and legal representatives may be required to satisfy them only to the extent of the deceased's assets that have come into their hands.

---

---

Issues: (i) Whether the legal representatives of a deceased sole proprietor can be directed to perform personal obligations under a development agreement entered into by the deceased proprietor. (ii) Whether monetary liabilities arising from the agreement can be enforced against the estate represented by the legal representatives.

Issue (i): Whether the legal representatives of a deceased sole proprietor can be directed to perform personal obligations under a development agreement entered into by the deceased proprietor.

Analysis: A proprietary concern is not a separate legal entity from its proprietor. Under the law of succession and contract, legal representatives represent the estate of the deceased and are answerable to the extent the estate devolves on them, but they do not become personally bound to discharge obligations that were strictly personal to the deceased. The contract here required performance involving the deceased developer's own skill, expertise, approvals, and construction obligations. Such obligations were personal in nature and did not survive so as to be specifically enforceable against heirs who were not parties to the agreement and did not carry on the proprietary business.

Conclusion: The legal representatives are not liable to perform the deceased proprietor's personal obligations under the development agreement, and the directions compelling such performance are unsustainable.

Issue (ii): Whether monetary liabilities arising from the agreement can be enforced against the estate represented by the legal representatives.

Analysis: A promise binds the representatives of the promisor on death unless the contract indicates a contrary intention, and a decree may be executed against legal representatives only to the extent of the property of the deceased that has come into their hands. Monetary obligations are therefore distinguishable from personal performance obligations. The estate remains liable for sums payable under the agreement, but liability cannot extend beyond the estate inherited.

Conclusion: The monetary directions survive against the estate and may be satisfied by the legal representatives only to the extent of the deceased's assets in their hands.

Final Conclusion: The appeals succeed in part by relieving the legal representatives from personal contractual performance, while preserving the monetary liability recoverable from the deceased's estate.

Ratio Decidendi: Obligations under a contract that are personal to a deceased sole proprietor do not devolve on legal representatives, but monetary liabilities of the deceased remain enforceable only against the estate inherited by them.

---