Missives

Missives are the formal letters exchanged between the buyer's and seller's solicitors that together form the contract in a Scottish property sale. The sale becomes legally binding at the conclusion of missives, the point at which a final, unqualified acceptance is issued and all terms are agreed. A contract for the sale of land in Scotland must be in writing under the Requirements of Writing (Scotland) Act 1995, which is why missives, rather than a verbal agreement, form the contract.

How the missives process works

The process runs through a series of letters between the two solicitors, who act as agents so the buyer and seller do not sign each letter themselves. The buyer's solicitor sends the first missive, the offer, setting out the price, the proposed date of entry and any conditions. The seller's solicitor replies with a qualified acceptance, agreeing the offer subject to adjustments. Further letters pass back and forth until both sides are content, at which point the concluding missive is issued. There must be at least two letters, an offer and an acceptance, but three or four is more common, and the Scottish Standard Clauses are incorporated to cover the routine terms.

What conclusion of missives means

Conclusion of missives is the moment a binding contract exists, when the final unqualified acceptance is issued. From that point neither party can withdraw without being in breach, and the other side can claim damages or seek specific implement to force the sale through. This is the Scottish equivalent of an English exchange of contracts, but the contract is formed earlier in the process. Concluding missives creates the contractual obligation to buy and sell; legal ownership itself transfers later, at settlement, when the disposition is delivered and registered in the Land Register of Scotland.

What missives contain

Missives set out the essential terms of the sale: the price, the date of entry, which fixtures and fittings are included, and any suspensive conditions that must be satisfied before the deal is unconditional. Common suspensive conditions make the purchase subject to a satisfactory survey, the buyer's written mortgage offer, clear title, or the sale of the buyer's own property. The Scottish Standard Clauses, maintained by the Law Society of Scotland, are incorporated as a familiar framework so that only the transaction-specific points need negotiating.

Missives versus exchange of contracts

In England and Wales a sale becomes binding at exchange of contracts, near the end of the conveyancing. In Scotland it becomes binding at conclusion of missives, which is reached earlier, because the contract is built from the offer and acceptance themselves rather than from a separate signed contract swapped at the end. The earlier binding point is the main reason gazumping is far less common north of the border. From working with landlords buying and selling across the UK, the practical effect is that commitment in Scotland comes sooner, so there is a smaller window to be gazumped but also less room to withdraw once missives conclude. Landlords should treat the date of entry and the suspensive conditions as the terms to get right, since the date of entry can be aligned with a tenancy or a mortgage drawdown, and the conditions are what protect the position before conclusion. This position is correct as of June 2026.

Frequently asked questions

When do missives become legally binding? 

At the conclusion of missives, when the final unqualified acceptance is issued. Until that point either party can withdraw without penalty.

What is the difference between missives and exchange of contracts? 

Missives are the Scottish mechanism, where the contract is formed by an exchange of letters between solicitors. Exchange of contracts is the equivalent in England and Wales. Missives typically conclude earlier in the process than an English exchange.

Can you withdraw after missives are concluded? 

No, not without breaching the contract. Once missives conclude both parties are bound, and the other side can claim damages or seek specific implement, which is a court order requiring the sale to proceed.