Pre-contractual Disclosure

The legal systems are not the same as regard to the duty of pre-contractual disclosure. The general principle in civil law is that the negotiating party must proffer the information in his possession which is material as to the other party’s decision. But in common law does not accept any general duty to disclosure in pre-contractual negotiations. According to this system, during negotiations a party may play his cards close to his chest and hold back information even if he is aware that knowledge of the facts would deter the other side from entering into the contract. The pre-contractual duty to disclosure is favorable in Islamic law but not generally known as a duty In Iranian legal system except in some particular cases.