"Hill and another v Mullis & Peake and another" CA 6 May 1998. Plaintiffs sold shares in a hotel business and adjacent property. The first defendant was engaged to deal with the legal aspects of the sale. A share sale agreement was entered into and both the shares and the house purchased by HLM Developments Ltd. The share sale included a clause undertaking to procure the acquisition of the property with an equity value of £400,000 and to charge those properties in favour of the plaintiff. The purchase was financed by two loans. The purchasers failed to make interest payments to the bank and failed to acquire the property. HLM went into receivership and the assets were insufficient to cover the bank`s first charge. The plaintiffs issued proceedings against the solicitors alleging negligence and breach of contract in failing to advise the plaintiffs that the agreement was unlawful under Companies Act 1985 s151. Held, appeal dismissed.