You are instructed to advise the company secretary of Sleep EZ Hotels on what basis, if any, they might make a claim against IIA.

Following: Introduction, Certainty, Formality, Constitution, Exemption Clauses, Purpose Trusts(based on Denley)Secret Trust, and element of succession.

Sleep EZ Hotels Ltd is seeking to expand its international chain of hotels and is looking to purchase a hotel in South Africa for 15m from Johannesburg Hotels SA. Given the complexity of buying property abroad, Sleep EZ was assisted in the purchase by International Investment Advice Ltd (IIA). IIA acted as both an intermediary and consultant. However, unknown to Sleep EZ, IIA had a secret arrangement with Johannesburg Hotels to the effect that the latter would pay IIA 1.5m as a result of selling the hotel. Sleep EZ has subsequently discovered the payment of the secret commission and seeks to recover the 1.5m. However, on receipt of the money, IIA paid it into their bank account, which already contained 2m of their own money. IIA then invested the money from the account into two separate ventures. The first, Safari Centre SA, failed and the whole 1.5m investment was lost. The second was considerably more successful, and the 2m initial investment into Zimbabwe Industries SA is now worth 2.8m.