(a) Discuss the concept and classification of 'Quasi contracts' under Indian Contract Act, 1872. 20 (b) "Limited Liability…

The three issues move from implied obligations, to hybrid business forms, to the quality of consent.

Quasi-contracts Quasi-contracts are not contracts in fact; they are constructive contracts or obligations imposed by law where, absent such an obligation, one party would be unjustly enriched at another’s expense. In the Indian Contract Act, 1872, they are mainly in Sections 68-72 and are classified by the type of benefit or payment. Section 68 gives a person who supplies necessaries to a minor or person of unsound mind, or to one chargeable for his maintenance, a right of recourse against that person’s property. Section 69 allows a person interested in the payment of money which another is bound to pay to recover from that other if he pays it. Section 70 requires a person who lawfully does something for another, or pays money in his interest, to be compensated or reimbursed. Section 71 extends this to one who enjoys the benefit of a non-gratuitous act. Section 72 requires restitution of money paid under a mistake of fact or under coercion. The finder-of-goods provisions (Sections 156-160), often discussed with quasi-contracts, impose duties to take care, find the owner and, if unknown, sell after notice, while giving the finder compensation and a lien. Unlike implied-in-fact contracts, which rest on conduct showing mutual assent, quasi-contracts rest on no meeting of minds; their theoretical basis is unjust enrichment and quantum meruit, though the Indian Act supplies specific statutory rules rather than a general doctrine.

LLP The Limited Liability Partnership Act, 2008 creates a hybrid form. It gives partners the limited liability of a company under Section 26, subject to agreed contribution, while retaining partnership flexibility. The LLP is a separate legal entity with capacity to contract, sue and hold property (Sections 3-5), and has perpetual succession (Section 4). Under Section 24, each partner is an agent of the LLP, not of the co-partners; there is no mutual agency, unlike the Indian Partnership Act, 1932, where partners are mutual agents and generally bear unlimited joint and several liability. Compared with a company under the Companies Act, 2013, an LLP has lighter compliance and can shape internal governance through its LLP agreement, including profit-sharing, management and capital. It therefore combines corporate protection with partnership adaptability, though it remains subject to statutory duties, filing requirements and exceptions for wrongful acts.

Vitiating consent Section 10 makes free consent an essential of a valid contract. Consent is free only if it is not caused by coercion, undue influence, fraud, misrepresentation or mistake (Sections 14-22). Coercion, undue influence, fraud and misrepresentation make the agreement voidable at the option of the party whose consent was not free (Section 19); the injured party may affirm it or rescind it. Mistake as to a matter of fact essential to the agreement makes the agreement void ab initio (Section 20). The law distinguishes the factors by their mental element: coercion involves threat; undue influence involves abuse of a position of dominance or confidence; fraud involves dishonest or deliberate deception; misrepresentation may be innocent but still induces consent; mistake negates true agreement. Burden of proof differs: the party alleging coercion, fraud or misrepresentation must prove it, while in undue influence the burden shifts to the person benefited to show that the transaction was fair and not influenced (Section 111). Where a voidable contract is rescinded, Section 64 requires the party who received a benefit to restore it; where a contract is discovered to be void, Section 65 imposes a similar restitutionary duty. Together, these provisions show the law balancing party autonomy, commercial flexibility and restitution, so that consent defects are remedied without allowing unjust enrichment.