- Ms Rees says she did not tell Mr Doolan about the Licensing Commission orders in circumstances where she had been upset by the orders, was said to be appalled at the extent of what was required to be done, and the receipt of the orders prompted her telephone call,
- Ms Rees said she sought advice about how to avoid the lease altogether. In the context that neither she nor her co-directors had had any contact with Mr Doolan in the period June 1989 to May 1991, the question must be asked, how could Mr Doolan have been expected to give comprehensive advice about such an issue without knowing about what had been happening in that period,
- Mr Manser's letter of 9 September 1992 makes no mention of the asserted advice sought and given in May 1991. It deals with the entering into of the deal back in 1991 and issues of rent. I infer from the tenor of that letter that Ms Rees made no such assertion to Mr Manser,
- Mr Doolan suggested in his letter of 24 September that, if there was any concern about legal or financial advice given, then perhaps other advice should be sought. That provoked no response from any of the plaintiffs in the form of raising the spectre of complaint about advice given in 1991,
- Ms Rees did not raise the issue of the asserted advice sought and given at the company meeting on 29 September 1992,
- Ms Rees did not tell Mr Ellis about what she said was the advice sought from, and given by, Mr Doolan in May 1991,
- Clarke & Gee continued to act for the plaintiffs until 1996. There is no suggestion that, at any time before then, Ms Rees or any other of the plaintiffs raised an issue about advice sought from, and given by, Mr Doolan in 1991,
- The plaintiffs were aware from the memorandum of advice given by Mr Doolan prior to settlement that he thought the deal they were entering into was commercially unwise and that, in particular, the terms of the lease were unusual and onerous. They were also aware of the covenant on the title and that it had the potential to close their business down at any time while it still existed. Notwithstanding that advice, they were keen to proceed. They accepted the assurances from Mr Ambrose that the covenant would be sorted out and clearly believed the business was such a good one that the onerous nature of the lease would not be a problem,
- The impact of the covenant on the ability of the plaintiffs to conduct the business they were buying could have been significant. Although she appears to have told Mr Manser she had forgotten about it, it is hard to accept that she gave it no thought at all as at May 1991.