Conway v Conway: when verbal property agreements fail

A handshake over a barn conversion seemed enough – until it wasn’t. This article explains what happened in Conway v Conway [2025], what the courts decided and what it means for anyone agreeing to buy or sell property.

The barn, the handshake and the law: Conway v Conway

Conway v Conway is a cautionary tale: good faith promises aren’t enough when land is involved. These disputes often arise in family settings, where a relaxed approach to paperwork feels natural – and Conway was one of them.

In May 2024, the County Court ordered the sale of a barn based on a verbal agreement, relying on a fairness principle called proprietary estoppel. In October 2025, the High Court overturned that decision. The judge held that the statutory writing requirement for land contracts (section 2 of the Law of Property (Miscellaneous Provisions) Act 1989) prevents courts from using estoppel to enforce an unwritten land deal. The case was sent back to consider compensation instead.

Why the writing rule matters: section 2 explained

In simple terms, section 2 says a property sale or other land transaction must be set out in a single written document, signed by both parties and containing all the agreed terms. If not, the contract can’t be enforced in court.

What is proprietary estoppel in property disputes?

Proprietary estoppel is a fairness rule used in property disputes. If someone makes a clear promise or assurance about rights in land, another person reasonably relies on it and suffers a real detriment, and it would be unjust to allow the promisor to go back on their word, the court can step in to provide a fair remedy.

That remedy might be compensation or a more limited right, and not necessarily a transfer of the property.

What happened in the County Court

A family shook hands on selling a barn to be converted into a home. The legal owner, Peter Conway, discussed selling the barn to his cousin, Stephen Conway, and Stephen’s wife, Amber Meek.

The would-be buyers moved in and spent money on works. They committed funds and time they wouldn’t otherwise have spent, such as paying architects’ and planning fees, purchasing materials and starting conversion works, because they believed the sale would proceed.

When the paperwork later fell through, the legal owner of the barn brought a claim. The would-be buyers asked the court to force a transfer based on proprietary estoppel. The County Court agreed, ordered a sale despite the lack of a written contract and warned about the costs risk of refusing mediation.

The High Court decision

On appeal, the High Court disagreed. It ruled that, because section 2 requires a single signed written contract, courts can’t use proprietary estoppel to make people carry out an unwritten land deal.

Following recent case law, the judge sent the dispute back to consider a monetary award for the would-be buyers’ expenditure instead of forcing a sale. To be clear, section 2 doesn’t itself grant compensation; rather, because a transfer was barred by section 2, the court remitted the case to assess whether equitable compensation should be awarded for the would-be buyers’ reliance costs.

What Conway v Conway means for promises about land

Conway draws a clear line:

• If the only fair outcome would be to force through an unwritten land deal, the court will not do so. More limited remedies – like a temporary right to stay or compensation – may still be available
• Section 2 matters: without a single signed written contract, a land sale can’t be enforced by the back door.

Practical steps if a property deal was only verbal

• Put it in writing. If you agree to buy or sell property, make sure there’s one signed document containing all the terms, or use a proper exchange process. Otherwise, you may end up with compensation rather than the property itself
• Get advice early. If a deal was only verbal, speak to a lawyer about whether compensation or a more limited right might be realistic. Keep records of any offers to mediate to reduce the risk of adverse costs orders.

Key takeaways for property owners and buyers

• Proprietary estoppel can’t be used to force through an unwritten land sale. The law requires a single signed written contract
• Courts may still award fair outcomes, often through compensation or more limited rights, without ordering a sale. Any compensation is awarded under the court’s equitable powers (proprietary estoppel), not by section 2 itself
• Conway confirms a simple message: put land deals in writing. If not, the best you may get is compensation, not the property.