A developer buyer dispute rarely begins with a single broken promise. It builds slowly: a handover date that slips, a floor that was never approved, a parking space sold twice, a landowner who stops cooperating, a developer that runs out of money halfway. I see these files from every angle. Before running my own chamber, I served as Head of Legal at a Dhaka real estate company, and I have also worked as arbitral secretary in real estate arbitration.
Today I act for landowners, flat buyers and, at times, developers themselves. I am Matin Sarkaer Mishuk, Advocate, Supreme Court of Bangladesh. This page explains how disputes arise under joint venture agreements (JVA) and after handover, what the law says, and how I resolve them.
My core advice: read the JVA and the allotment letter before the dispute, not after. Most outcomes are decided by what those documents say.
How the JVA model works in Dhaka
Most apartment buildings in Dhaka are built on a joint venture model. The landowner contributes land. The developer contributes approvals, money and construction. The finished flats are divided in an agreed ratio, often around 40 to 50 percent to the landowner, depending on location. The landowner signs a registered development agreement and a registered irrevocable power of attorney so that the developer can obtain approvals and sell its share.
Three parties end up tied together: the landowner, the developer and the buyers of the developer’s flats. When one link breaks, the others suffer.
What the law requires
The Real Estate Development and Management Act, 2010 sets the base rules. The provisions I rely on most in a developer buyer dispute are:
- Section 5: developers must be registered.
- Section 8: a developer cannot sell an allotted unit to someone else without the buyer’s consent.
- Section 9: after full payment, possession, deed execution and registration must be completed within 3 months. Where the landowner has not authorised the developer to sign deeds for the developer’s share, the landowner must sign within 15 days of written request after completion.
- Section 10: the landowner-developer agreement must be in writing and cover the share ratio, powers, timelines and the method of transferring the developer’s share.
- Section 13: the developer must take effective steps for utility connections before handover.
- Section 15: if the developer fails to deliver on time, the buyer is entitled to a refund with compensation, at the contract rate or the statutory fallback rate.
- Section 16: no sale of mortgaged real estate without the buyer’s consent.
- Section 18: the developer must hand over approved plans, structural design and possession documents.
- Section 36: disputes go to negotiation first, then arbitration under the Arbitration Act, 2001.
The Power of Attorney Act, 2012 adds an important point for landowners: a power given for land development in exchange for consideration is irrevocable during its term. You cannot simply cancel it because you are unhappy. The route is through the dispute resolution process.
Clauses every JVA should have
When I review a JVA for a landowner, I look for these clauses. Missing ones are where most disputes later grow:
- Sharing ratio with a unit list: not only percentages, but the exact flats, floors and parking for the landowner.
- Signing money and monthly rent: amounts, dates and what happens if payment stops.
- Approval deadline: a date by which the developer must obtain plan approval.
- Construction timeline: start date, completion date and a grace period, with penalty after it.
- Specification schedule: materials and fittings, attached as an annexure.
- Sales restriction: the developer may sell only its own units, and only after a set stage.
- No mortgage of landowner units: and consent rules for project finance.
- Termination and step-in: what happens if the developer abandons the project, including the right to appoint a new developer.
- Dispute resolution: negotiation, then arbitration with a named seat and procedure.
- Power of attorney scope: limited to approvals and the developer’s own units, ending on completion.
A JVA that covers these points does not stop every dispute, but it makes the answer clear when one arises.
Common disputes and the remedies I use
| Dispute | Who is affected | Usual remedy |
|---|---|---|
| Construction not started or abandoned | Landowner and buyers | Notice, arbitration, termination of JVA and power of attorney through the tribunal |
| Handover years late | Landowner and buyers | Refund with compensation under section 15, or compensation and handover |
| Unpaid signing money or monthly rent to landowner | Landowner | Notice and claim under the JVA, arbitration |
| Extra floors beyond approved plan | Landowner and buyers | Notice, complaint to RAJUK, injunction, claim |
| Same flat sold to two buyers | Buyers | Section 8 claim, criminal complaint, injunction, refund |
| Landowner refuses to sign deeds | Developer and buyers | Section 9 procedure, specific performance |
| Developer sells landowner’s units | Landowner | Injunction, cancellation of deeds, criminal complaint |
| Project mortgaged without consent | Buyers | Section 16 claim, notice to bank, injunction |
| Flat size smaller than agreed | Buyers | Price adjustment under section 9(2) |
| Common areas, roof or parking withheld | Buyers and owners’ association | Notice, arbitration, declaration |
Disputes on the JVA: the landowner’s side
Landowners usually come to me when the developer has the land, the power of attorney and the approvals, but the building is not moving. Typical problems:
- Construction stopped after the foundation or a few floors
- Monthly rent for the landowner’s family stopped
- Developer selling flats from the landowner’s share
- Specifications lower than promised in the JVA schedule
- Developer insolvent or partners in conflict
My approach is to audit the JVA, the power of attorney, the approval file and the sales made so far. Then I send a structured notice under the JVA and section 36. If the developer does not respond or fails to form the arbitral tribunal within 30 days, the route to court opens. In serious cases, I seek injunctions to stop further sales while the dispute is decided. Where a new developer is needed, I negotiate a tripartite arrangement that protects the landowner and existing buyers.
Disputes with the developer: the buyer’s side
Flat buyers usually face delay, deviation or double sale. Your strongest tools are the allotment letter, payment proof through bank and the Act itself. I start by calculating your claim, which includes the amount paid and compensation, and by checking whether your flat exists on the approved plan. If it does not, refund and compensation become the priority. If it does, the focus shifts to handover with compensation for the delay. My page on real estate arbitration and delayed handover explains the arbitration route in detail.
Disputes after handover
Handover does not end the relationship. After moving in, owners often face:
- Deed not registered: the developer delays registration beyond the 3 month limit in section 9.
- Missing documents: approved plans and structural drawings not handed over under section 18.
- Utilities: gas, electricity or water connections not completed.
- Common areas: the developer keeps the roof, sells parking or rents out the community space.
- Defects: leakage, cracks or lift and generator failures soon after handover.
- Land share: the deed omits the proportionate land share, or mutation is never done.
- Association handover: the developer does not hand over management and service charge accounts.
Most of these can be resolved by a combined notice from the owners’ association, followed by arbitration or a suit if needed. Owners acting together carry more weight and share the cost.
One point many owners miss: the owners’ association, once formed, can act on behalf of all flat owners for common area issues. A single notice signed by the association often achieves more than ten individual complaints, and it spreads the legal cost fairly.
Documents to bring for a dispute review
- Registered JVA or development agreement and any supplementary agreements
- Registered power of attorney from landowner to developer
- Approved building plan and approval letter
- Allotment letter, booking form and payment receipts
- Bank statements showing payments
- All letters, emails and notices exchanged with the developer
- Photographs of the site and progress
- Deed of sale, if registered
- Owners’ association documents, if any
Strategy: notice, negotiation, arbitration, court
I follow a clear sequence, adjusted to urgency:
- Review: read every document and calculate the claim.
- Notice: a formal notice under the contract and section 36, setting out the breach and the demand. See my page on legal vetting, notice and opinion for specific remedies.
- Negotiation: a structured meeting with written minutes. Many developers settle at this stage when the claim is clear.
- Arbitration: where negotiation fails, arbitration under the Arbitration Act, 2001.
- Court: injunctions for urgent protection, and suits where arbitration cannot be formed or does not apply.
- Criminal complaint: for double sale, fraud or forgery, alongside the civil claim.
A typical scenario from practice
A common file: a landowner family in Mohammadpur signs a JVA for a 9 storey building with a 45 to 55 sharing ratio. Three years later, the structure stands at 5 floors, the monthly rent has stopped and the developer has sold most of its own flats, plus two units that were meant for the landowners.
In such a case, I first secure the landowners’ units by notice and, where needed, an injunction against further sales. I then claim unpaid rent and compensation under the JVA through arbitration, and negotiate either completion on a fixed schedule with security, or termination with a replacement developer that honours existing buyers. The landowners keep their land, the buyers keep their flats and the defaulting developer pays for the delay.
Prevention for landowners and buyers
- Landowners: have the JVA reviewed before signing, with clear timelines, rent, penalties, specification schedule and a list of landowner units.
- Buyers: run an apartment purchase legal check before booking.
- Both: make every payment through the bank and keep every letter.
- Both: verify the land title through property verification and legal vetting.
For leasehold plots in Gulshan, Banani, Uttara or Purbachal, also check RAJUK permissions; see RAJUK sale permission and mutation.
Why clients bring developer disputes to me
- Inside knowledge of how developers draft JVAs, allotment letters and sales files, from my years as Head of Legal at a real estate company
- Experience as arbitral secretary in real estate arbitration
- 8+ years in land and real estate law, as Advocate of the Supreme Court of Bangladesh
- Practical, settlement-first approach, with the ability to litigate when needed
Frequently asked questions
Can a landowner cancel the power of attorney given to a developer?
A power of attorney given for land development in exchange for consideration is irrevocable during its term under the Power of Attorney Act, 2012. It can be ended through the dispute resolution process, such as arbitration or court, not by a simple notice.
What compensation do buyers get for delayed handover?
Under section 15 of the Real Estate Development and Management Act, 2010, the buyer is entitled to a refund with compensation at the contract rate or, if the contract is silent, at the statutory fallback rate.
Is arbitration compulsory in developer disputes?
Section 36 of the Act requires negotiation first and then arbitration under the Arbitration Act, 2001. If the tribunal is not formed within 30 days of notice, the party may go to court.
What if the developer sold my flat to someone else?
Section 8 of the Act prohibits selling an allotted unit to another buyer without your consent. You can seek an injunction, claim refund and compensation, and file a criminal complaint.
Who owns the roof and parking in an apartment building?
Common areas belong to all flat owners in proportion, unless the deed lawfully says otherwise. Parking should be allotted in writing in the agreement and deed.
Do you act for developers too?
Yes, in suitable matters, including landowner non-cooperation and buyer default. I do not act against an existing client.
In a dispute with your developer or landowner?
Send me the JVA or allotment letter, your payment records and the latest correspondence. I will assess your position, calculate your claim and set out the fastest route to resolution.