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The Indian Contract Act

By - King Stubb & Kasiva on May 8, 2023

The Indian Contract Act is a piece of legislation that governs contract formation, execution, and enforcement in India. It was passed in 1872 and has since been revised to suit India’s changing legal landscape. The Act is a critical component of Indian contract law, providing a legal framework for people, organizations, and other entities to engage in binding and enforceable agreements.

This article’s goal is to provide an overview of The Indian Contract Act and its provisions, discussing the key features of a contract, the many forms of contracts recognized by the Act, the remedies available for violation of a contract, and the methods for terminating a contract. The purpose of this article is to provide a clear understanding of The Indian Contract Act and its implications for Indian businesses and individuals.

Overview of The Indian Contract Act

The Indian Contract Act, influenced by English contract law, was adopted during British rule to provide a consistent legal foundation for contracts throughout India. The Act defines a contract as an arrangement that creates legally enforceable duties between parties and recognizes fundamental qualities such as offer and acceptance, consideration, ability to contract, free assent, the legality of the object, and certainty of performance. Contracts recognized by the Act include unilateral, bilateral, invalid, voidable, contingent, and quasi-contracts. Understanding the Act’s history, the definition of a contract, and forms of contracts is vital for anybody entering into agreements in India to ensure enforceability and safeguard all parties’ interests.

Essential Elements of a Contract

A contract under The Indian Contract Act must include certain basic features to be valid and enforceable. These include:

Offer and Acceptance

One party must make a clear offer, and the other party must accept that offer.


Something of value must be traded between the parties. This can take the shape of cash, goods, or services.

Capacity to Contract

Both parties must be of legal age to engage in a contract. Minors and people of unsound minds, for example, do not have the capacity to contract.

Both parties must enter into the contract freely and voluntarily. Coercion, undue influence, or deception should not be used.

Legality of Object

The contract’s object must be legal. A contract involving an illegal object, such as the sale of illegal narcotics, would be unenforceable.

Certainty and Possibility of Performance

The contract’s terms must be unambiguous, and the contract’s duties must be fulfillable.

Types of Contracts under The Indian Contract Act

The Indian Contract Act recognizes several types of contracts, including:

  1. Unilateral Contracts: These are contracts in which one party makes a guarantee in exchange for an act or performance by the other party.
  2. Bilateral contracts: These are contracts in which both parties make mutual promises.
  3. Void Contracts: These contracts are not legally binding, such as those that violate public policy or are entered into by minors.
  4. Voidable Contracts: These are contracts that can be terminated or retracted by one party if specific conditions are met, such as the existence of coercion or fraud.
  5. Contingent Contracts: These contracts’ enforcement depends on the occurrence of a specific event and are referred to as contingent contracts.
  6. Quasi-Contracts: These are contracts that are not in the conventional sense of the word but are required by law to prevent unjust enrichment.

Breach of Contract

A breach of contract occurs when one party fails to fulfil their responsibilities under a contract. The Indian Contract Act provides various remedies for contract breach, including damages to compensate the non-breaching party for any losses incurred, specific performance to compel the breaching party to perform their obligations, rescission to allow the non-breaching party to cancel the contract, and quantum meruit for payment of any work done under the contract. A contract can be ended for failure to perform, mutual agreement, breach, or frustration. Certain obligations and rights apply upon termination, such as returning exchanged property and refunding or returning payments made.

Recent Developments: Case Examples

  1. The latest change in the Indian Contract Act is in response to the Supreme Court’s observation that a contract can only be deemed to be concluded when the parties are ad idem on all of the contract’s key provisions. The case at hand was an appeal filed by Karnataka Power Transmission Corporation Limited against the Karnataka High Court, which had overturned directives issued by the Karnataka Electricity Regulatory Commission. The court cited different clauses of the Contract Act, observing that a proposition must be made, and accepted, and compensation for the promise must be provided. The acceptance must be unconditional, and parties can only be said to have entered into or finished a contract if they agree on all of the contract’s basic conditions. The court determined that there was no finished contract in this case and that a Power Purchase Agreement was not merely a desire, but a necessary condition for concluding the terms.
  2. The High Court of Delhi recently ruled that an arbitration award made in violation of the requirements of the Indian Contracts Act, 1872, would be thrown aside as patently unconstitutional. The court partially overturned an arbitration award issued in violation of Sections 59-61 of the Indian Contracts Act of 1872. The court explained the law of fund apportionment concerning a running and non-mutual account. The court also ruled that under Section 34 of the Arbitration Act, it is not allowed to change an arbitration award. A court may, however, partially set aside an award by separating the illegal piece while keeping the remaining award.


The Indian Contract Act establishes a legal framework in India for the formulation, performance, and enforcement of contracts. The Indian Contract Act contains critical requirements that enterprises and individuals in India must understand, including essential parts of a contract, contract kinds, breach of contract, and contract termination. Contracts are legally binding and enforceable when certain requirements are followed, preserving the rights and interests of all parties concerned.


What is The Indian Contract Act?

The Indian Contract Act, enacted in 1872, controls the formulation, execution, and enforcement of contracts in India. It is an essential component of Indian contract law, providing a legal framework for individuals, organizations, and other entities to enter into legally binding and enforceable agreements.

What are the essential elements of a contract under The Indian Contract Act?

To be valid and enforceable under The Indian Contract Act, a contract must possess some essential qualities. These include offer and acceptance, consideration, contracting capacity, free consent, object legality, and certainty and possibility of performance.

What types of contracts does The Indian Contract Act recognize?

Contracts recognized under the Indian Contract Act include unilateral contracts, bilateral contracts, void contracts, voidable contracts, contingent contracts, and quasi-contracts.

King Stubb & Kasiva,
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