How to check that the stated consideration matches across all transaction documents

The consideration stated in a transfer deed needs to match what appears in the preliminary contract, the client's authority, and any linked documents. When figures diverge, completion has to wait. Catching this before the day is the reviewer's job.

Why the same figure appears in more than one place

In most property transfers and commercial transactions, the consideration is stated — explicitly or by reference — in several documents:

• The preliminary contract or agreement for sale, which is the antecedent transaction.
• The engrossed deed or final instrument, which is what gets executed and lodged.
• The client's retainer or instructions, if they specified the agreed price or a range.
• Any authority document — a power of attorney or board resolution — if a party is acting through a representative, where the transaction or a ceiling figure may be stated.

Each of these arrived at the firm at a different time, drafted by different hands, with its own opportunity for a figure to drift.

What to compare and in what order

The comparison works backwards from the most recent document.

1. The engrossed deed as the reference point. The figure in the draft deed is the baseline — once executed, it is the legally operative one.

2. The preliminary contract or agreement for sale. Does the consideration in the deed match what was agreed? If the original contract stated one amount and the deed reflects another, stop. There may be a legitimate reason — a square footage adjustment, a renegotiation — but it needs to be on paper before completion proceeds.

3. The authority document. Where a party acts through a solicitor, conveyancer, or under a power of attorney, check whether the stated consideration falls within any ceiling or range set in that authority. An authority to act "up to £400,000" does not cover a deed at £430,000.

4. Evidence of deposit or part-payment. If a deposit receipt or evidence of a prior payment is on the file, the deposit plus the balance due should add up to the total consideration in the deed. If the deed recites that the full purchase price has been received and only a partial payment is evidenced on file, the inconsistency is visible before anyone picks up a pen.

Errors that show up most often

The amount in words and the amount in figures don't match. Documents that express the consideration both ways are particularly vulnerable: the words were drafted at one stage, the figures at another, and one was updated while the other wasn't.

VAT or GST treatment is inconsistent. Where consideration may be expressed with or without tax, the gross and net figures can be confused depending on who drafted each document. One instrument records the inclusive figure; another records the exclusive figure.

Currency differs without a stated exchange rate. On cross-border transactions, or where a client holds funds in more than one currency, the same consideration may appear in different denominations across documents, with no record of the conversion rate applied.

A late renegotiation updated the deed but not the supporting documents. Price changed at the eleventh hour; the engrossment was corrected; the client's written instructions and the preliminary contract still show the original figure.

What to do when the figures don't align

A discrepancy is not resolved at the table on completion day. If it surfaces beforehand, the parties are informed, the review is paused, and a document is obtained to resolve it — an addendum, a corrective instruction, a written confirmation from both parties.

If the gap looks like a typographical error, the process still stops. It is not the reviewer's role to determine which figure is correct.

What can be done while waiting for clarification: record in writing which documents were reviewed, which figures appeared in each, and what the specific discrepancy was. That record protects the fee earner and gives a clear reference point if the matter is picked up days later by someone who wasn't there.

When a field-by-field checklist is worth the effort

On more complex transactions — where the consideration appears in five or more documents — a structured checklist is more reliable than a visual scan. The list covers the figure itself, the currency, whether it includes applicable tax, the date it was fixed, and which document is the source for each entry.

The value of that structure is that the check no longer depends on the reviewer keeping all the relevant documents in mind simultaneously. The list forces each one to be accounted for.

If you'd like support with document review and verification in your practice, VerifyAct has tools built for that.