Mississippi has multiple statutes of frauds, which require certain contracts be in a writing signed by the party to be charged in order to be enforceable. A frequently seen example is a contract for the sale of land. In addition to being reduced to a signed writing, a contract for the sale of land must describe with reasonable certainty the land to be sold and state the purchase price and payment terms.
Courts have historically refused to order specific performance if a contract for the sale of land violated the statute of frauds. In 2014, the Mississippi Supreme Court took this a step further and held that "an equitable lien is not appropriate to enforce a contract that otherwise fails to meet the requirements of the statute of frauds." Barriffe v. Estate of Nelson, 153 So. 3d 613, 620-21 (Miss. 2014).
In 2023, the Mississippi Supreme Court expressly overruled Barriffe. See SEL Business Servs., LLC v. Lord, 367 So. 3d 147 (Miss. 2023). The Supreme Court stood by its long-standing tradition of not allowing specific performance of an oral contract for the sale of land. "But, contrary to Barriffe's suggestions, that does not mean that a would-be property purchaser—when he fails to reduce the sales contract to writing—never has any equitable recourse." Id. at 148.
The plaintiffs in SEL Business Services moved into a building and began making improvements and paying taxes based on an agreement that the defendant would sell the property for $60,000. However, the defendant never followed through with the sale and, instead, sold the building to a local community hospital. The plaintiffs sued, seeking specific performance and alternatively sought disgorgement and monetary damages. Relying on Barriffe, the trial court held that the statute of frauds barred not only specific performance, but also any other equitable remedy.
On appeal, the Supreme Court analyzed Mississippi's statute of frauds jurisprudence, including the very cases Barriffe relied upon, and concluded that Barriffe was wrongly decided. Indeed, one of the cases Barriffe cited allowed the would-be purchaser to assert an equitable lien equal to the amount of mortgages it had paid off and the subject property was ultimately sold to satisfy that equitable lien. Thus, notwithstanding stare decisis concerns, the Supreme Court overruled Barriffe because "allowing Barriffe to stand would undoubtedly perpetuate clear error and lead to inequitable results." The key takeaway from SEL Business Services is that equitable relief is now (or again) a potential remedy for a contract for the sale of land that violates the statute of frauds. But its import could be felt beyond that. It remains to be seen whether the Supreme Court may be inclined to allow equitable remedies in other areas where there may be no enforceable contract. See, e.g., Singing River MOB, LLC v. Jackson Cnty., 342 So. 3d 140, 152 (Miss. 2021) (finding contract to be unenforceable under "minutes rule" and reversing grant of equitable remedy because it "was neither pleaded nor briefed before the chancery court").
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