Right of First Refusal for Tenants on Sale of Property in Kerala

Source: Model Tenancy Act, 2021, s. 23; some state Rent Control Acts (e.g., Delhi Rent Control Act 1958, s. 54A)

Reviewed by the Commoner Law Editorial Team. Sourced from Indian central (Union) law — Constitution of India, central Acts of Parliament, and Supreme Court decisions. State-level information reflects each state's own Acts and High Court rulings. Written in plain language for general understanding — this is educational content, not legal advice. Our editorial standards

Indian Central Law

What is this right?

Under several Indian tenancy laws, a tenant has a statutory right of first refusal if the landlord decides to sell the rented property.

Model Tenancy Act (MTA), s. 23: If a landlord intends to sell the rented premises, they must first offer it to the tenant at the price they intend to sell to a third party. The tenant has 30 days to accept or decline the offer.
If the tenant declines (or does not respond in 30 days), the landlord is free to sell to any third party at not less than the offered price.
If the landlord sells to a third party at a lower price without offering it to the tenant at that price, the tenant can challenge the sale in the Rent Court.
State laws: Delhi's Rent Control Act provides a similar pre-emption right; some state laws go further, requiring registration of the offer with the Rent Authority.

When does it apply?

You are a tenant in a property covered by the MTA or a state Rent Control Act.
Your landlord has informed you they intend to sell the property.
You discover the property was sold to a third party without your being offered it first.

What to Do If Your Landlord in India Sells Without Offering You First Refusal

When the landlord makes the offer, respond in writing within 30 days either accepting or requesting more time to arrange financing.
If you wish to purchase, negotiate and execute a registered sale agreement as you would for any property transaction.
If the property was sold to a third party in violation of your right of first refusal, file a complaint before the Rent Court — the court can set aside the sale or award compensation.

What should you NOT do?

Do not delay responding to the landlord's offer — missing the 30-day window extinguishes your right of first refusal for that sale.
Do not assume this right applies automatically without checking whether your state has adopted the MTA or has its own provision.
Do not conflate the right of first refusal with a right to purchase at any price you choose — you must match the offered price.

Kerala Law

How Kerala differs from central law

Under the Kerala Buildings (Lease and Rent Control) Act, 1965, tenants in rent-controlled premises have certain protections when the landlord wishes to sell the property. While the Act does not explicitly create a statutory right of first refusal for tenants as in some other states, the Kerala High Court has held that a new purchaser takes the property subject to the existing tenancy, meaning the tenant cannot be evicted merely because the property has been sold.

The Kerala Land Reforms Act, 1963 is more significant in this context. Under this Act, which imposed a ceiling on individual land ownership, tenants (known as kudikidappukars — small holders and hut dwellers) were granted the right to purchase the land they occupied. This was one of India's most far-reaching land reform legislations. While the major redistribution phase is complete, the principles continue to protect existing tenure rights. Any transfer of land by a landlord is subject to the existing tenancy and kudikidappukar rights.

Additional Steps in Kerala

If you are a tenant and your landlord sells the property, the new owner must respect your existing tenancy. If the new owner tries to evict you, consult a lawyer and approach the Rent Control Court. For land reform-related tenure issues, contact the Taluk Land Board or the District Collector. For legal aid, contact KELSA at 0471-2304076.

Relevant Law: Kerala Buildings (Lease and Rent Control) Act, 1965; Kerala Land Reforms Act, 1963, Sections 72-84

Common Questions

When does right of first refusal for tenants on sale of property apply?

You are a tenant in a property covered by the MTA or a state Rent Control Act.Your landlord has informed you they intend to sell the property.You discover the property was sold to a third party without your being offered it first.

What should I do if my landlord in India sold the property without offering it to me first?

When the landlord makes the offer, respond in writing within 30 days either accepting or requesting more time to arrange financing.If you wish to purchase, negotiate and execute a registered sale agreement as you would for any property transaction.If the property was sold to a third party in violation of your right of first refusal, file a complaint before the Rent Court — the court can set aside the sale or award compensation.

What mistakes should I avoid with right of first refusal for tenants on sale of property?

Do not delay responding to the landlord's offer — missing the 30-day window extinguishes your right of first refusal for that sale.Do not assume this right applies automatically without checking whether your state has adopted the MTA or has its own provision.Do not conflate the right of first refusal with a right to purchase at any price you choose — you must match the offered price.

Right of First Refusal for Tenants on Sale of Property in other states

Same topic, different jurisdiction. Pick the one that applies to you.