Undue influence examined in court case

The case of Quick Property Sale Limited v Oladotun Olakunle Solaja & Anor has emerged as a critical judgement following a ruling by Master Clark in the Chancery Division of the High Court of Justice on 28 May 2025. The case delves into the intricate issues of undue influence concerning a property sale agreement and the intricacies of misrepresentation, potentially setting a new direction for similar cases in the future.

In January 2023, Quick Property Sale Limited (QPS), a property investment firm, filed a claim for specific performance concerning the sale of 8 Weston Lodge, Thames Ditton. This property had been repossessed by Santander UK PLC, and the defendants, Oladotun and Olayemi Solaja, entered into an agreement with QPS to sell the property for £436,000. This transaction happened shortly before the Solajas faced eviction due to financial difficulties, marking the outset of a complex legal dispute.

The Solajas asserted that they were under undue influence when they signed the sale agreement, primarily due to inconsistent representations made by Paul Essien, an agent associated with QPS. They claimed that Essien pressured them into agreeing to the sale without a clear understanding of the transaction’s consequences. The couple, caught in a deeply distressing financial situation, approached Essien with hopes that he could alleviate their difficulties. As they testified, their situation was critical, and they believed that “Essien could help rescue their financial predicament.”

As the case unfolded, the defence emphasised that the contract was unenforceable due to misrepresentation and undue influence claims. The Solajas contended that they had been coerced into the contract due to Essien’s tactics, which made it impossible for them to provide free and informed consent. A pivotal issue considered by the court was whether QPS had constructive notice of the undue influence allegedly exerted by Essien, who appeared to the Solajas as someone they could trust during a vulnerable period.

Master Clark’s ruling pointed out that although QPS claimed they did not exert undue pressure, the circumstances surrounding the contract reflected the Solajas’ vulnerability. It was noted that Essien's approach included cold-calling Mrs Solaja and making unannounced visits to persuade Mr Solaja to act swiftly under the pretext that the bank was not acting in their interests.

The court also highlighted that Essien’s failure to disclose his financial incentives, working as a commission-based agent, raised serious questions regarding the fairness of the deal. The Solajas believed they had an assurance of redeeming their mortgage through this contract. However, Master Clark clarified that the contract’s legal structure did not support this notion, largely because the deposit was to be held by their solicitor as a stakeholder, not enabling the redemption of their mortgage.

In concluding the case, Master Clark underscored the need for contracts to encompass mutual consent devoid of undue influence, ensuring that involved parties grasp their obligations. The judgement serves as a reminder of the court's role in protecting susceptible individuals from exploitation in contractual agreements, particularly during financially coercive situations.

The repercussions of this judgement resonate beyond the immediate parties, establishing a legal precedent regarding the evaluation of contractual integrity and the conduct of agents. This case reaffirmed the judicial commitment to equity and justice in financial dealings, emphasising the necessity of independent legal advice and transparent communication in property transactions to mitigate similar conflicts in the future