[2007] EWCA Civ 153, 28 February 2007. The appellants appealed against a decision that an equity had arisen in favour of the respondent in respect of the profit to be made from a residential building development. The appellants had obtained options to purchase the sites of two former petrol stations through their company. The respondent agreed to make an equal investment into the venture, in return for 50 per cent of the profits. Before a written agreement was made the appellants required the agreement to be modified so that one of the option agreements was transferred to the respondent's company. The relationship broke down and the respondent sued the appellants for breach of contract and relief pursuant to the doctrine of proprietary estoppel. The judge concluded that there had been an understanding that respondent would share in the profits. "Held": The judge had been right to find that the arrangement between the respondent and the appellants had not been "dealt with" in the shareholders agreement so that the entire understanding clause had not been engaged. Although the project in respect of the site had been mentioned in the agreement, it did not dispose of the arrangements in relation to that development.