How CounselO Defeated a Sale Contract Rescission Claim
This case study concerns a sale contract dispute in which the claimant sought rescission, recovery of SAR 3 million, and substantial compensation of SAR 12,000,000. CounselO’s strategy focused on proving that the claimant was not unaware of the subject matter of the sale: the claimant had received and benefited from the assets, transferred some employees and contracts, and operated the complex after contracting. The strategy highlighted the contradictions in the claimant’s position and the weakness of its evidence. The claim was dismissed in full, and the judgment was finally upheld by the Court of Appeal.
Completed
August 2026
Jurisdiction
Saudi Arabia
Work type
Contracts – Rescission – Compensation – Sale
Document language
Arabic
Client type
Medical company
The matter
Legal issue:
Was the claimant entitled to rescind the sale contract on the grounds of uncertainty, non-delivery, and missing licences, or did the claimant’s post-contract conduct—including taking possession, operating the assets, transferring assets, and benefiting from them—establish knowledge of the subject matter, acceptance of the contract, and its effectiveness?
Challenge:
The challenge involved confronting a substantial financial claim seeking rescission of the contract, repayment of SAR 3,000,000, and compensation of SAR 12,000,000, alongside multiple allegations concerning uncertainty, non-delivery, licensing issues, and challenges to the documents. It was therefore necessary to refocus the case on the claimant’s post-contract conduct to demonstrate the inconsistency of its position and the weakness of its evidence.
Work performed
CounselO undertook several key actions in the case, most notably:
Studying the dispute file and analysing the claim, documents, and defences.
Recharacterising the case from a claim for rescission based on uncertainty into a fundamental question: was the claimant genuinely unaware of the subject matter of the sale despite its post-contract conduct?
Developing a defence strategy focused on the claimant’s conduct after contracting, including taking possession, operating the assets, transferring assets and employees, and benefiting from the subject matter of the sale.
Demonstrating the contradiction between the claimant’s allegations of uncertainty and non-delivery and its conduct as owner and beneficiary.
Countering allegations of non-delivery, forgery, and licensing issues through the facts, documents, and rules of evidence.
Returning the burden of proof to the claimant to show that it had not submitted sufficient evidence to establish its claims.
Coordinating with the defendant’s legal representative until the claim was dismissed and the judgment was upheld on appeal.
In brief:
CounselO rebuilt the case on a coherent legal and factual foundation, shifting the defence from responding to scattered details to a strategy demonstrating the validity of the contract and the weakness of the rescission claim.
Outcome or value delivered
**Outcome:**
The claim was **dismissed in full**, and the defendant was released from the claim after the claimant failed to prove grounds warranting rescission of the sale contract or an award of the requested compensation. The **Court of Appeal upheld the judgment**, which became final.
**Value delivered:**
CounselO provided significant value by converting a complex dispute filled with allegations into a focused case centred on a decisive question: was the claimant genuinely unaware of the subject matter of the sale despite taking possession, operating it, and benefiting from it? CounselO consequently rebuilt the defence around post-contract conduct, documents, the burden of proof, the claimant’s inconsistent position, and the principle that contracts are binding. This contributed to protecting the defendant from substantial financial claims, including repayment of **SAR 3,000,000** and compensation of **SAR 12,000,000**.
This sample demonstrates professional experience only. Details may be modified or withheld to protect confidentiality, and past work or outcomes do not guarantee the result of another matter.