PRESENT: Carrico, C.J., Compton,1 Lacy, Hassell, Keenan, and 

Koontz, JJ., and Stephenson, Senior Justice 

TRUSTEES OF ZION BAPTIST CHURCH 

 OPINION BY 

v. Record No. 990405 SENIOR JUSTICE ROSCOE B. STEPHENSON, JR. 

 March 3, 2000 

CONSERVATORS OF THE ESTATE 

 OF WILLIE PEAY, ET AL. 

FROM THE CIRCUIT COURT OF THE CITY OF PETERSBURG 

Oliver A. Pollard, Jr., Judge 

 The principal issue in this appeal is whether the trial 

court erred in refusing to set aside a judicial sale when the 

building on the subject property was destroyed by fire shortly 

after the entry of the decree confirming the sale. 

I 

 On June 20, 1995, the trial court entered an order, 

pursuant to Code § 26-68, appointing Phyllis Jackson, Greta 

Mosley, and Lesse Wright co-conservators of the estate of Willie 

Peay. The co-conservators are children of Willie Peay, who had 

not been seen or heard from since August 18, 1994. 

 On October 17, 1996, the trial court entered a decree 

appointing a special commissioner to sell various properties 

owned by Willie Peay in the City of Petersburg, including that 

located at 220 Halifax Street. In accordance with the decree of 

 

1

 Justice Compton participated in the hearing and decision of 

this case prior to the effective date of his retirement on 

February 2, 2000. 
appointment, the special commissioner duly advertised the sale 

of the properties and solicited sealed bids. 

 Thereafter, Robert L. Bullock, Jr., submitted a bid in the 

amount of $92,600 for the property located at 220 Halifax 

Street. By the trial court's decree entered December 30, 1996, 

the special commissioner's report was confirmed, and Bullock's 

bid was approved and accepted. Bullock, however, failed to pay 

the purchase price, and, by decree entered July 10, 1997, the 

court ordered a resale of the property. The decree also 

provided that Bullock shall be personally liable for (a) all 

expenses otherwise chargeable to the estate of Willie Peay in 

connection with the resale of the property and (b) the 

difference between (i) the bid submitted by Bullock and (ii) the 

amount actually paid for the property as a result of the resale. 

The decree further provided that, if the amount paid as a result 

of the resale exceeded Bullock's bid and the costs of resale, 

Bullock shall be entitled to receive the excess amount paid. 

 Pursuant to the July 10, 1997 decree, the special 

commissioner again advertised the sale of the property, 

requesting sealed bids. Zion Baptist Church (the Church) 

submitted a bid of $110,100 for the property, and, by a decree 

entered September 9, 1997, the trial court confirmed the special 

commissioner's report and approved and accepted the Church's 

bid. 

2
 On September 10, 1997, before sunrise, a fire destroyed the 

building at 220 Halifax Street, and the Church submitted a new 

bid of $23,000 "for the land once it has been cleared."2 The 

special commissioner submitted a report recommending that the 

court accept the bid because the bid "appears to be in the best 

interest of the Estate of Willie Peay." The trial court, 

however, declined to approve the report. Subsequently, the coconservators petitioned the court to conduct a hearing to 

resolve the legal issues arising from the unfortunate 

circumstances surrounding the sale of the property. 

 Following a hearing, the court held that, "[w]hen the 

[Church's] bid was accepted by the Court on September 9, 1997, 

the Church became vested with full equitable title;" therefore, 

the Church must bear the loss occasioned by the fire and the 

cost of clearing the land.3

II 

 The Church contends that the trial court erred when it 

failed to give notice to the Church of its intention to accept 

the Church's bid. The Church asserts that failure to give such 

 

2

 A City Housing Code Official determined that the damaged 

structure was unsafe and requested its removal or repair. The 

structure was demolished and the debris was removed at a cost of 

$9,600. 

3

 The trial court also held that the Church was entitled to a 

$44,500 credit against the purchase price for insurance proceeds 

that were to be paid into the court. 

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notice violated its procedural due process rights. We do not 

agree. 

 As directed by the trial court, the special commissioner 

published a notice of sale which, in pertinent part, provided 

the following: 

 Persons interested in purchasing [the property] 

should submit written, sealed bids to [the special 

commissioner] . . . . [The property] is being sold in 

"as is" condition. . . . Bids shall be subject to the 

approval of the Court, and the Court shall have the 

authority to accept or reject any or all bids. The 

successful bidder shall be required to pay the entire 

purchase price bid . . . at time of settlement, which 

shall be made within thirty days following 

notification given by the Special Commissioner that 

such person is the successful bidder. 

 The notice of sale makes clear that the Church's bid was 

subject to the trial court's approval and that the court was 

authorized to accept or reject the bid. The notice of sale also 

makes clear that the Church, if successful, would be notified by 

the special commissioner of the court's acceptance of its bid 

and would be required to proceed to settlement. Nothing in the 

notice of sale suggests that the successful bidder would be 

given notice prior to the entry of a decree of confirmation. 

Thus, we hold that the Church had received all the notice due 

process required.4

 

4

 We reject the Church's argument that the court had no power to 

enter the decree "in vacation" without notice. Code § 8.01-445 

provides, in part, that "[t]he distinction of what a court may 

do in term as opposed to vacation is hereby abolished." 

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III 

 The Church further contends that the trial court erred in 

refusing to set aside the September 9, 1997 decree of 

confirmation after learning that the building on the subject 

property had been destroyed by fire. The Church asserts that, 

in refusing to set aside the decree, the Court abused its 

discretion. 

 In the course of a judicial sale, "[u]pon the entry of a 

decree of confirmation[,] the transaction becomes a completed 

contract of sale." Staples v. Somers, 196 Va. 581, 588, 84 

S.E.2d 523, 527 (1954). 

Until the sale has been confirmed . . . the bidder is 

not considered as a purchaser, and he is therefore not 

liable for loss to the property, by fire or otherwise, 

. . . nor is he compellable before confirmation to 

complete his purchase. But as soon as the sale is 

absolutely confirmed, then the contract becomes 

complete; the bidder, by the acceptance of his bid, 

becomes a purchaser . . . and he may be compelled by 

the process of the court to comply with his contract. 

Va. Fire & Marine Ins. Co. v. Cottrell, 85 Va. 857, 861, 9 S.E. 

132, 133 (1889); accord Hurt v. Jones, 75 Va. 341, 347 (1881). 

 As a general rule, after a judicial sale has been confirmed 

by a court, the court will not set aside the decree of 

confirmation "except for fraud, mistake, surprise, or other 

cause for which equity would give relief, if the sale had been 

made by the parties in interest, instead of by the court." 

Berlin v. Melhorn, 75 Va. 639, 641 (1881). Additionally, from 

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the time of the execution of a valid contract of sale to the 

time a deed is executed and delivered, "[w]hatever loss may fall 

on the [property] is the loss of the purchaser [and] [w]hatever 

advantage may accrue to it is his gain." This doctrine is 

firmly established and a law of property upon which "[t]here can 

be no grounds of controversy." Reynolds v. Necessary, 88 Va. 

125, 129, 13 S.E. 348, 350 (1891). 

 In the present case, the trial court gave careful 

consideration to the law and the evidence and, in the exercise 

of its discretion in the light of well-established law, 

concluded that it should not set aside its decree of 

confirmation. Although the trial court noted that "arguably the 

result is distasteful," its decision is supported by the law, 

and we cannot say that the court abused its discretion in 

refusing to set aside its decree of confirmation. 

 Accordingly, the trial court's judgment will be affirmed. 

Affirmed. 

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