The Supreme Court ruled that a seller does not automatically hold shares in trust for a buyer until the sale is completed.In this case, Binez Hotels Limited contested the cancellation of a share purchase agreement with the Federal Government.The Appellant argued they had an equitable interest in the shares after paying the agreed price and receiving government approval.

However, the Court held that since the transaction was not finalized—due to unexecuted transfer documents and returned cheque—the buyer did not acquire ownership.The decision emphasizes that a valid contract alone does not create a trust unless the sale is fully completed.The ruling clarifies legal obligations in share transactions, stating that incomplete agreements do not grant proprietary rights.This case highlights the importance of formalizing contracts and ensuring all procedural steps are met to transfer ownership.Legal experts note this reinforces the principle that equitable interests only arise upon completion of the transaction.