Beyond Consideration: Exploring the Key Exceptions in Section 25 of the Indian Contract Act

By Mohd. Sahil Khan 10 Minutes Read

Introduction

Can you think of a situation where a promise is legally binding even if there’s no exchange of value? At first glance, it seems impossible, right? After all, ‘consideration’ is the heart of any valid agreement. But can there be a valid contract without consideration? Consideration, defined under Section 2(d) of the Indian Contract Act, 1872, is rooted in the principle of ‘quid pro quo’, which essentially means something for something. Thus, both parties typically need to offer something valuable for a contract to be valid.

Now, consider a more personal scenario: Your uncle (promisor) gifts you (promisee) a car. You have not given any consideration in return to earn this gift, so can the contract be considered void due to a lack of consideration? Section 25 of the Indian Contract Act lays down exceptions to the need for consideration. These include acts of natural love and affection, past considerations, and agreements to pay time-barred debts.

Agreement made on account of natural love and affection

• Section 25(1) of the Indian Contract Act carves out a unique exception to the general rule requiring consideration for a valid contract. It recognizes that agreements rooted in natural love and affection between closely related parties can be legally binding even without a formal exchange of value.
• However, there’s a crucial caveat: such agreements must be expressed in writing and registered under the relevant registration laws. This requirement ensures transparency and protects against fraudulent claims while acknowledging the special nature of familial bonds.
• Imagine a parent gifting their child a valuable property. While there’s no monetary exchange, the bond of familial love and affection is the foundation of this agreement. Section 25(1) of the Indian Contract Act recognizes this unique dynamic, allowing such agreements to be legally binding even without consideration.
• In the case of Rajlukhy Dabee v. Bhootnath Mookerjee[1], the husband was sued for failing to fulfill his obligation to provide his wife with a separate residence and financial support. However, the Court observed that “the parameters of the agreement between the husband and wife revealed that there was no love and affection between them, and so, it was without consideration.” Since the agreement did not fulfill the pre-requisite of ‘love and affection,’ the agreement was considered void.

Compensation for past voluntary services

• Imagine a friend who helps you during a tough time, without expecting anything in return. Later, moved by their kindness, you promise to repay them for their efforts. Section 25(2) of the Indian Contract Act recognizes this moral obligation and allows such promises to be legally binding, even without a formal exchange of value.
• This section specifically addresses situations where someone voluntarily performs a service or provides a benefit, without any initial request or agreement from the promisor. If the promisor later promises to compensate the individual for their efforts, that promise becomes enforceable. The law understands that unsolicited acts of kindness, which create moral obligations, can serve as a valid foundation for a contract.
• For example, in Karam Chand v. Basant Kaur[2], the court ruled that a promise to pay for goods acquired during minority, made after attaining majority, is legally enforceable. Here, the promisee had voluntarily provided a benefit to the promisor, and the subsequent promise to repay was held valid. In essence, Section 25(2) ensures that the law recognizes these moral and voluntary acts, reinforcing that not all agreements are driven by considerations.

Promise to pay a time-barred debt

• According to Section 25(3) of the Indian Contract Act of 1872, a promise to pay a time-barred debt can be considered a valid contract. A time-barred debt is a debt that is no longer legally enforceable because the creditor has waited too long to take legal action and is subsequently barred by the law of Limitation.
• This exception applies when the person who owes the debt (debtor) makes a written promise to the creditor. This promise must be to pay all or part of the debt, even though the creditor has lost the legal right to sue due to the statute of limitations. Certain conditions need to be fulfilled to constitute a time-barred debt.
  • It must refer to a debt that the creditor might have enforced but could not enforce the duty to the expiry of the period of limitation.
  • There must be a distinct promise to pay wholly or in part such debt.
  • The promise must be in writing and signed by the person or his duly appointed agent.

• Now, the question arises whether the promise should be ‘express’ or implied only. In the Shapoor Freedom Mazda vs. Durga Prosad Chamaria[3] case, the court ruled that a promise under Section 25(3) of the Contract Act does not need to be an “express promise.” The word “express” is not mentioned in Section 25(3). Therefore, it is not appropriate to limit the scope of the section only to express promises. The court also stated that the term “promise” in Section 25(3) should be interpreted in conjunction with Sections 2(b) and Section 9 of the Contract Act.

Comparison between Section 25(3) of the Indian Contract Act and Section 18 Limitation Act

• Both Section 25(3) of the Indian Contract Act and Section 18 of the Limitation Act involve written acknowledgments by debtors to extend the limitation period. However, Section 25(3) requires a specific promise to pay after the limitation period has expired, while Section 18 allows for a more general acknowledgment.
• A simple acknowledgment under Section 18 can extend the limitation period, but reviving a time-barred debt requires a fresh promise meeting the conditions of Section 25(3).
• The Supreme Court in Hiralal & Ors. v. Badkulal & Ors[4]. clarified that an acknowledgment implying a promise is insufficient for this purpose. A promise under Section 25(3) creates a new contract, reviving the previous liability and potentially affecting the interest rate and period.
• In the case of Sri Kapaleeswarar Temple, Mylapore v. T. Tirunavukarasu[5], such a promise can be the basis of a fresh cause of action to recover the promised amount.

Conclusion

Section 25 of the Indian Contract Act provides notable exceptions to the general rule requiring consideration for a valid contract. These exceptions allow for legally binding agreements based on natural love and affection, past voluntary services, and promises to pay time-barred debts.

Each exception has its own specific requirements and limitations. For instance, agreements rooted in natural love and affection must be expressed in writing and registered, while promises to pay time-barred debts must meet certain conditions outlined in the statute. The case law surrounding these exceptions further clarifies their application and potential implications.

Understanding these exceptions is essential for anyone involved in contract formation or dispute resolution. By recognizing the moral and familial dimensions of certain relationships, the law allows for a broader range of contracts to be valid and binding, even in the absence of traditional consideration.

[1] (1900) 4 Cal WN 488.

[2]  [1911] 31 P.R. 1911.

[3] AIR 1961 SC 1236.

[4] AIR 1953 SC 225.

[5] AIR 1975 SC 164.

Mohd. Sahil Khan