A Notice Is a Record, Not Just a Letter
A legal notice does three things at once. It tells the other side what you say happened and what you want. It creates a dated, provable record that you said it. And in several situations it is a statutory precondition: without a valid notice, properly served and in time, the remedy that follows is not available at all. That third function is why the mechanics of sending it matter as much as the drafting.
When a notice is mandatory
Some notices are optional and tactical. Others are required before proceedings can be brought.
The clearest example is a cheque bounce under Section 138 of the Negotiable Instruments Act, where the demand notice must be sent within 30 days of the bank’s intimation of dishonour and must give the drawer 15 days to pay. Without a valid notice the offence is not complete and no complaint can be maintained. See our article on cheque bounce notices.
Other statutes and contracts impose their own notice requirements, including notice before suing certain public authorities and notice periods written into commercial agreements.
Check whether a statutory or contractual notice requirement applies before sending anything, because the content and timing may be prescribed.
What a legal notice should contain
Sender and recipient details. Full names and addresses. Where sent through an advocate, that is stated.
Date.
The facts, in numbered paragraphs, chronologically. Dates, amounts, documents, communications. Specific, not characterised.
The legal basis. The contractual clause breached, or the provision relied on. Where a statutory notice is being given, the section should be cited.
The demand. Exactly what you want: payment of a stated amount, delivery, performance, vacation of premises, a retraction. Be precise, because a vague demand is hard to enforce.
The deadline. A specific number of days, and where a statute prescribes the period, that period.
The consequence of non-compliance, stated without exaggeration.
Signature, with the authority of the person signing.
How to serve it
This is where notices fail.
Registered post with acknowledgement due is the standard route, because it produces a postal receipt and an acknowledgement. Keep both.
Courier with proof of delivery, where accepted.
Email, as a supplementary channel, often alongside post.
Keep the dispatch proof. The receipt, the tracking record and the acknowledgement are what establish that the notice was sent and when. In a statutory notice case, that evidence is the difference between a maintainable proceeding and a dismissed one.
Send it to the correct address. For a company, the registered office. See our article on registered office requirements, and note that notices served at a registered office are effective even if nobody collects them.
If you receive one
Do not ignore it. A notice unanswered becomes a fact the other side relies on.
Note the deadline and work backwards.
Take advice before replying, because a reply is itself a document that can be used later. Admissions made casually are hard to withdraw.
Reply in writing, addressing the factual assertions specifically, and preserve your position on matters you do not accept.
What a notice will not do
It will not create a right that does not exist, and it will not make a weak claim strong. A notice asserting a position that the contract does not support invites a reply that says so, which is a worse position than before you sent it.
How Northrop LLP helps
Northrop LLP assists businesses in assembling the factual and documentary record behind a commercial dispute, and in responding to notices received, working with legal counsel where representation is required.