In a report published today, the Delegated Powers and Law Reform Committee says that providing a flexible default set of rules relating to the creation of contracts and solutions for breaches of contract is an appropriate way to reform and modernise the law.   

The Contract (Formation and Remedies) (Scotland) Bill, based on work by the Scottish Law Commission, sets out that acceptance of a contract by email or instant messaging takes effect when it becomes available to be accessed by the other party. The committee also agrees with the proposal to abolish the so-called postal acceptance rule, which grew from the idea that contracts are accepted when they are posted and not when they are received.

In addition to the bill’s provisions, the Scottish government is proposing to amend the law of retention at stage two, to provide for greater clarity around solving breaches of contract. 

The committee notes the general support for the bill being extended and supports the right to contract out of the law of retention, similar to other default rules, by mutual agreement.  

Convener Stuart McMillan MSP said: “Contracts are a fundamental part of day-to-day economic life. Yet many parties make and carry out contracts without professional help and can end up in disputes about them.

“Despite this, comprehension of the law is mainly limited to those with legal training, with many of the rules set out in case law.

“Our committee has heard that in providing a standard set of rules, this bill is fundamentally about making the law more accessible for laypeople. We firmly welcome any efforts to achieve this.”