HUNTERS INCORPORATING VERNOR-MILES & NOBLE

Our Reference GTM.36886-1 Your Reference

9 NEW SQUARE LINCOLN’S INN LONDON WC2A 3QN

TELEPHONE: 020 7412 0050

Sadia Wahid 53 Friars Place Lane Acton London W3 7AQ

DIRECT FAX 020 7404 1226 FAX : 020 7412 0049 DX 61 London/Chancery Lane E-MAIL : gtm@hunters-solicitors.co.uk WEBSITE www.hunters-solicitors.co ,uk

26th September 2011

Dear Madam,

The Goldsmiths’ Company’s Estate, Acton Proposed development - 53 & 55 Friars Place Lane, W3 7A0 Charalambous and others v Wahid & Hameed

As at 20th September you are still registered as freehold proprietor of 53 Friars Place Lane, Acton. You will be aware of planning application reference P/2011/1656 by DiversityinCare Limited (Angela Edmondson) to the London Borough of Ealing for proposed amalgamation of 53 and 55 Friars Place Lane and change of use of the two single dwellings to become a residential institution. We are also writing to Majid Hameed (registered as freehold proprietor of 55 Friars Place Lane) and to Angela Edmondson of DiversityinCare Limited (who may or may not have some option or other interest in these two properties).

The planning application was to be considered by the Council’s Planning Committee on 7th September but the item was deferred as local residents had drawn attention to errors regarding the application. The planning officers had recommended approval, despite considerable opposition from local residents. The permission was to be for a trial period of three years so as to assess certain potential adverse impacts. The specific proposal for the institution was described as "residential support of women and children" but a number of features have caused concern. Some women would be referred from the criminal justice department or mental health agencies. There would be full time staffing and treatment provided for various problems.

Local residents wrote to you on 28th August to draw attention to the standard restrictive covenants applying to houses on the Estate and which would be infringed by the proposed development.

As the local residents have had no reassurance in response to the letter, they have consulted us with a view to obtaining a ruling from the Court on the apprehended contravention of these restrictive covenants, possibly involving an intended purchaser. Perhaps at some stage there may be an application to discharge or modify the restrictions, but that would also entail questions as to which local residents would be entitled to be objectors against such an application.

Partners Associates Consultants PAUL ALMY ANDREW MELVIN PETER ROBINSON JO CARR-WESTO MARTYN DALDORPHW LARA BARTON GERALD MORAN PATRICIA SYKES IVAN HO NICOLAS ROBERTSON JACQUELINE CLEMENTS STEPHEN MORRALL LUCINDA TITE DAVID LINGHAM HEftY GLEAVE*O GRAHAM OGILVIE JAMES VERNOR-MILES RACHEL MAINWARING-TAYLOR B Collaborative JONATHAN GODWIN-AUSTEN RICHARD OHALLORAN JOHN VERNOR-MILES KATIE MARTIN lawyer HENRY HOOD*B JOHN OWEN WILERID VERNOR-MILES ANDREW PARRY Also mediator RICHARD KERSHAWO JOE RICHARDSON LOUISE WALKER ANNA ROISER EDWARD MARTINEAU MATTHEW YATES

Hunters are regulated by the Solicitors Regulation Authority under reference 344100

HUNTERS do not accept service by e-mail

HUNTERS

2

The proceedings for declarations and, if necessary, for injunctions, would have to be brought against the present owners of the properties, evidently including you. You should pass this letter to your solicitors without delay and ask them to let us know if they are instructed to accept service of proceedings and also whether or not you will be actively defending the proceedings.

We gather that you may be in Pakistan and so it would be appropriate to make arrangements as to an address in England for service of proceedings, if service at your Acton property involves a delay before the papers are forwarded to you. If necessary, we can apply to Court so as to serve you in Pakistan or for some alternative manner or place. Likewise as regards Majid Hameed.

In accordance with the Court’s Practice Direction on pre-action conduct and protocols, we set out details as below:

1 Claimants

We understand that there are numerous objectors to the apprehended breach of restrictive covenants but at the present time we already have instructions from the following local residents having the benefit of the restrictions affecting your property and also in some cases having the benefit of the restrictions affecting No. 55 as well:

(1) Mr CHARLES CHARALAMBOUS of 43 Friars Place Lane, Acton, London W3 7AQ, as registered freehold proprietor of 45 Friars Place Lane;

(2) Mrs JOAN GLADYS SHEPPARD, as registered freehold proprietor and occupier of 47 Friars Place Lane, Acton, London W3 7AQ;

(3) Mrs AFAF HARB ABOU-EL-HAWA, as registered freehold proprietor and occupier of 49 Friars Place Lane, Acton, London W3 7AQ;

(4) Dr HANI UKRA, as registered freehold proprietor and occupier of 51 Friars Place Lane, Acton, London W3 7AQ;

(5) Mr ABDOU AHMED EL-TOURGMAN, and (6) Mrs AZZA EL-TOURGMAN both of 1 Ashfield Road, Acton, London W3 7JE, as registered

freehold proprietors of 57 Friars Place Lane, Acton, London W3 7AQ;

(7) Mr SALEH MUSTAFA ABU OUN of 61 Friars Place Lane, Acton, London W3 7AQ,

(a) as registered freehold proprietor and occupier of 61 Friars Place Lane, as above. (b) as registered freehold proprietor of 18 Friars Place Lane, Acton, London W3 7AP, and (c) as registered freehold proprietor of 20 Friars Place Lane, Acton, London W3 7AP;

HUNTERS

FK

(8) Mr GEOFFREY STUART BERG, and (9) Mrs GUAT NGOR BERG,

as registered freehold proprietors and occupiers of 12 Friars Place Lane, Acton, London W3 7AW;

(10) Mr PAUL ANTHONY LYNCH, as registered freehold proprietor and occupier of 11 Gibbon Road, Acton, London W3 7AE;

(11) Mr NAWAF SALEM SALIBA, and (12) Mrs ZLATKA SALIBA,

as registered freehold proprietors and occupiers of 15 Gibbon Road, Acton, London W3 7AE;

(13) Mr JOHN LYNCH, as registered freehold proprietor and occupier of 2lGibbon Road, Acton, London W3 7AF;

(14) Ms JULANN MICHELE SMYTH, as registered freehold proprietor and occupier of 33 Gibbon Road, Acton, London W3 7AF;

(15) Mr BRIAN DAVID DRAYCOTT, as registered freehold proprietor and occupier of 37 Gibbon Road, Acton, London W3 7AF;

(16) Mrs DEBORAH ANNA PATELLARO, as registered freehold proprietor and occupier of 12 Gibbon Road, Acton, London W3 7AE;

(17) Mr CHARLES LLEWELYN MADDOX, as registered freehold proprietor and occupier of 8 Bowes Road, Acton, London W3 7AA;

(18) Mrs KATHLEEN AGNES MAHER, as registered freehold proprietor and occupier of 56 Bowes Road, Acton, London W3 7AB;

(19) Mr M BAREK EL HAS SANI, as registered freehold proprietor and occupier of 7 Bowes Road, Acton, London W3 7AH;

(20) Mr MAHMOUD ABDULLAH QASSEM ABDUL-KHALEQ, as registered freehold proprietor and occupier of 25 Bowes Road, Acton, London W3 7AD;

(21) Mr ANDREJ MICHAEL KLYMCHUK, and (22) Mrs KSENIA MALWINIA KLYMCHUK,

as registered freehold proprietors and occupiers of 36 Perryn Road, Acton, London W3 7NA;

(23) Mr ROBERT JOHN CHAPPLE, and (24) Mrs KATHLEEN MARY CHAPPLE,

as registered freehold proprietors and occupiers of 123 Perryn Road, Acton, London W3 7LT;

HUNTERS

(25) Mrs LOUISA ANASTASIA FRANCESCA ASKER, as registered freehold proprietor and occupier of 38 Vyner Road, Acton, London W3 7LZ.

2 The basis on which the claims are made

The Claimants seek declarations from the Court in pursuance of Section 84(2) of the Law of Property Act 1925:

(a) as to what, on the true construction of the Conveyance dated 28th September 1973 made between (1) The Wardens and Commonalty of the Mystery of Goldsmiths of the City of London ("the Goldsmiths’ Company") and (2) Adolphe Gordon ("the No. 53 Conveyance") affecting freehold property at 53 Friars Place Lane, Acton, London W3 7AQ (Title No. NGL236387) ("No.53") vested in you, are the true nature and extent of the restrictions imposed by it and set out in paragraphs 1 and 2 of the Fourth Schedule to it, and whether one or both of those restrictions are or would, in the event of that property becoming part of a residential institution within use Class C3 of the Schedule to the Town and Country Planning (Use Classes) Order 1987 or some similar sui generis use, be enforceable and, if so, by whom;

(b) as to what, upon the true construction of the Conveyance dated 10th October 1990 made between (1) the Goldsmiths’ Company and (2) Reginald George Buckland and Barbara Joan Buckland ("the No.55 Conveyance") affecting freehold property at 55 Friars Place Lane, Acton, London W3 7AW (Title No. AGL21559)("No.55") vested in Majid Hameed, are the true nature and extent of the restrictions imposed by Clause 2 of it and set out in paragraphs 1 and 2 of the Fourth Schedule to it, and whether one or both of those restrictions are or would, in the event of that property becoming part of a residential institution within use Class C3 as above or some similar sui generis use, be enforceable and, if so, by whom.

In the absence of any valid deed from the owners of the Goldsmiths’ Company’s Acton Estate giving an effective waiver, variation or release of those restrictions and in the absence of any application under Section 84(1) of the Law of Property Act 1925 to discharge or modify those restrictions and if there are no satisfactory undertakings not to infringe the respective restrictions as above, the Claimants may also seek injunctions as follows:

(a) against you (or any successor) not to contravene, or permit to be contravened, the restrictions set out in the Fourth Schedule to the No. 53 Conveyance; and

(b) against Majid Hameed (or any successor) not to contravene, or permit to be contravened, the restrictions set out in the Fourth Schedule to the No. 55 Conveyance.

Each of the Claimants claims to be entitled to enforce the restrictions imposed by the No.5 3 Conveyance by virtue of these having been expressly annexed to their respective properties (amongst others) or by virtue of Section 78 of the Law of Property Act 1925.

HUNTERS

Certain of the Claimants, in particular those numbered (20), (2 1) and (22) above, claim also to be entitled to enforce the restrictions imposed by No. 55 Conveyance by virtue of these having

been expressly annexed to their respective properties (amongst others) or by virtue of Section 78 of the Law of Property Act 1925.

Summary of the facts on which the claims are based

(a) The No. 53 Conveyance contains a covenant as follows:

"The Purchaser HEREBY COVENANTS with the Vendors to the intent that the burden of this covenant may run with and bind the property hereby conveyed and to the intent that the benefit of the same may be annexed to and run with the adjoining or neighbouring property of the Vendors known as the Goldsmiths’ Company’s Acton Estate and each and every part thereof to observe and perform the stipulations set out in the Fourth Schedule hereto PROVIDED THAT the Vendors and their successors in title owners for the time being of the said Estate shall have power from time to time to waive or vary or release any of the said stipulations by any deed or deeds."

(b) The Fourth Schedule to the No.53 Conveyance included the following restriction:

"2. Not to use any buildings for the time being on the property hereby conveyed otherwise than as a private dwellinghouse or outbuildings ancillary thereto."

(c) That Schedule also included the following restriction:

"1. Not to ............be party to or suffer any act or thing which may be or grow to the annoyance or inconvenience of the occupiers of the neighbouring premises on the said Estate."

(d) Clause 2 of the No.55 Conveyances as follows:

"2. The Purchasers HEREBY COVENANT with the Vendors to the intent that the burden of this covenant may run with and bind the property hereby conveyed and to the intent that the benefit of the same may be annexed to and run with the adjoining or neighbouring property of the Vendors known as the Goldsmiths’ Company’s Acton Estate and each and every part thereof to observe and perform the stipulations set out in the Fourth Schedule hereto PROVIDED THAT the Vendors and their successors in title owners for the time being of the said Estate shall have power from time to time to waive or vary or release any of the said stipulations by any deed or deeds."

(e) The Fourth Schedule to the No.5 5 Conveyance includes the following restriction:

"2. Not to use any buildings for the time being on the property hereby conveyed otherwise than as a private dwellinghouse or outbuildings ancillary thereto."

(f) That Schedule also included the following restriction:

HUNTERS

"1. Not to ............be party to or suffer any act or thing which may be or grow to the annoyance or inconvenience of the occupiers of the neighbouring premises on the said Estate."

(g) The restrictions imposed by the No.53 Conveyance are binding upon you and your successors by virtue of being noted since 11th January 1974 on the Charges Register of Title No. NGL236387 and by virtue of Sections 79 and 80 of the Law of Property Act 1925 and Sections 11, 28, 29 and 32 of the Land Registration Act 2002 (or the corresponding former provisions of the Land Registration Act 1925). You appear to have become registered as freehold proprietor of No. 53 on 8th October 2010.

(h) The restrictions imposed by the No. 5 5 Conveyance are binding upon Majid Hameed and his successors by virtue of being noted since 8th November 1990 on the Charges Register of Title No. AGL2 1559 and by virtue of the statutory provisions referred to in (g) above. Majid Hameed appears to have become registered freehold proprietor of No.5 5 on 16th November 2010.

(i) The registered Titles to No.53 and No.55 make no reference to any deed so as to waive, vary or release any of the respective restrictions imposed by the No.53 Conveyance or the No.55 Conveyance. The Clerk to the Goldsmiths’ Company wrote on 6th September 2011 to Ealing Council Planning Services to say that the standard restrictive covenant affecting No.53 and No.55 would not voluntarily be lifted by the Goldsmiths’ Company.

(j) The Goldsmiths’ Company conveyed or transferred numerous freehold properties on the Goldsmiths’ Company’s Acton Estate and neighbouring No.53 and No.55 including properties respectively owned by the following Claimants:

Claimant (1) - Mr Charalambous - 45 Friars Place Lane - Title No. NGL428946 - conveyed by the Goldsmiths’ Company on 10th May 1982;

Claimant (2) - Mrs Sheppard �47 Friars Place Lane - Title No. NGL236373 - conveyed on 2nd January 1974;

Claimant (3) - Mrs Abou�El-Hawa - 49 Friars Place Lane - Title No.NGL283038 - conveyed on 12th May 1976;

Claimant (4) - Dr Ukra �51 Friars Place Lane - Title No. NGL23 5127�conveyed on 28th September 1973;

Claimants (5) & (6) - Mr & Mrs El-Tourgman - 57 Friars Place Lane - Title No. NGL481371 - conveyed on 1st February 1984;

Claimant (7) - Mr Abu Oun -

(a) 61 Friars Place Lane - Title No.NGL491212 - conveyed on 24th May 1984; (b) 18 Friars Place Lane - Title No.NGL254560 - conveyed on 1st November 1974; (c) 20 Friars Place Lane - Title No.NGL299853 - conveyed on 28th February 1977;

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Claimants (8) and (9)� Mr and Mrs Berg - 12 Friars Place Lane - Title No.NGL260032 - conveyed on 17th April 1975;

Claimant (10) - Mr P A Lynch - 11 Gibbon Road - Title No .NGL3 69165� conveyed on 26th February 1980;

Claimants (11) and (12) - Mr and Mrs Saliba - 15 Gibbon Road - Title No.NGL43 8297 - conveyed on 1st September 1982;

Claimant (13)� Mr J Lynch� 21 Gibbon Road - Title No.NGL335304 - conveyed on 17th July 1978;

Claimant (14) - Ms Smyth - 33 Gibbon Road - Title No.NGL302793 - conveyed on 1St April 1977;

Claimant (15) - Mr Draycott - 37 Gibbon Road - Title No.NGL255070 - conveyed on 20th January 1975;

Claimant (16)� Mrs Patellaro - 12 Gibbon Road - Title No.NGL301967� conveyed on 1st April 1977;

Claimant (17)� Mr Maddox - 8 Bowes Road - Title No.NGL257525 - conveyed on 4th March 1975;

Claimant (18) - Mrs Maher - 56 Bowes Road - Title No.NGL285733 - conveyed on 9th June 1976;

Claimant (19) - Mr El Hassani - 7 Bowes Road - Title No.NGL253343 - conveyed on 13th December 1974;

Claimant (20)� Mr Abdul-Khaleq �25 Bowes Road - Title No.AGL3 8227� conveyed on 27th July 1993;

Claimants (21) and (22) - Mr and Mrs Klymchuk �36 Perryn Road - Title No. AGL4759 1 - transferred on 14th June 1995;

Claimants (23) and (24) - Mrs and Mrs Chapple - 123 Perryn Road - Title No. NGL462609 - conveyed on 20th April 1983;

Claimant (25) - Mrs Asker - 38 Vyner Road - Title No.NGL3 60073 - conveyed on 25th July 1979.

(k) Amalgamation and use of the buildings on No.53 and No.55 as a residential institution operating as a business with full time staff and treatment as referred to above would mean that each such building would not be used as a private dwellinghouse or an outbuilding ancillary to a private dwellinghouse.

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(1) Further or alternatively, the proposed use of No.53 and No.55 as above may reasonably be apprehended as and would be such as to be or grow to the annoyance or inconvenience of the occupiers of the neighbouring premises on the Goldsmiths’ Company’s Acton Estate referred to in the No.53 Conveyance and in the No.55 Conveyance.

The proposed use is not considered by the Claimants as being compatible with enjoyment of their respective properties in the context of the Estate comprising mainly private houses.

The nearby Church was not part of that Estate nor do the Claimants regard the Church as being comparable in use to what is proposed as above for No.53 and No.55.

The flats at Prideaux Place are not subject to restrictive covenants imposed by the Goldsmiths’ Company nor do the Claimants regard such flats as being comparable in use to what is proposed as above for No.53 and No.55.

(m) The Courts have long held that "annoyance" may be established by showing that the use in question reasonably troubles the mind and pleasure of the ordinary sensible inhabitant of a house in England (as distinct, for example, from a fanciful person) even though it may not appear to amount to physical detriment to comfort. This test was applied by the High Court in Lowery & others v Ealing Family Housing Association Ltd on 1st May 1991 so as to stop a proposed use of a house as a residence for persons under the supervision of the Probation Service. That case involved restrictive covenants imposed in 1915 on the Elms Estate, Acton and Ealing, largely comprising private houses and flats.

4 What the Claimants want from you and Majid Hameed

If you undertake not to carry out or permit use of your property in breach of the standard restrictions above, then it will not be necessary to seek an injunction to restrain an apprehended breach at present in respect of No.53. Likewise with Majid Hameed in respect of No.55.

You are invited to agree (1) that the proposed use under the planning application as above, or any similar use of No.53, would be in breach of the standard restrictions in the No.53 Conveyance, and (2) that the Claimants are entitled to enforce those restrictions. Majid Hameed is being invited to agree similarly as regards No.55.

If you do not actively defend or oppose the declarations from the Court to be sought regarding these points, then the Claimants would not press their claim for costs against you in the proceedings (if taken forward), but they would do so if you contest the proceedings or if action has to be taken against you for an injunction to restrain any apprehended breach of the standard restrictions.

5 Financial loss

If the Court awards damages in lieu of an injunction to restrain breach of restrictive covenant by you then there would be an inquiry for example as to the anticipated level of profit from the infringing use or as to actual loss.

HUNTERS

The proposed use would impact adversely on the amenities of properties of all or some of the Claimants and would also undermine the benefit of the standard restrictions applying to almost all houses on the Estate, which is one reason for the concern extending beyond the immediately adjoining properties. The concerns are shared by various local residents that are personally unable to enforce the restrictions because their freeholds were sold off earlier than No.53. You are aware of the considerable opposition to the planning application.

The granting of any planning permission would not remove the private rights of local residents to uphold the standard restrictions as providing practical benefit of substantial value or advantage. Our clients do not share the view that character etc of an Estate only is of importance if there are to be significant alterations to the external appearance of buildings or if the development is within a conservation area.

6 Funding arrangements

No funding arrangement (within the meaning of rule 43.2 of the Civil Procedure Rules) has been entered into by the Claimants.

7 Essential documents

The Claimants intend to rely on the following:

(a) Register entries and Filed Plans of Title Nos. NGL236387 and AGL2 1559 with filed copy of No.55 Conveyance;

(b) Register entries and Filed Plans and filed copy Conveyances for Titles of Claimants as above;

(c) Planning application to Ealing Borough Council, reference P/2011/1656 and associated papers;

(d) Letter dated 28th August 2011 from local residents, referred to above.

8 Alternative Dispute Resolution

In view of there being an issue for which declarations by the Court would be appropriate and also the potential need for an injunction, there seems to be no scope for ADR in these circumstances, but no doubt this can be considered further during the course of the litigation.

9 Period for substantive response from you and from Majid Hameed

We will allow 30 days from the date of this letter for you or your solicitors to make a substantive response, in particular on the invitation in paragraph 4 above. Likewise as regards Majid Hameed.

HUNTERS

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10 Copies sought from you or from Mai id Hameed

We rely upon the Register entries for your Title as to the No.5 3 Conveyance but if you have the No.5 3 Conveyance or a copy of it within your control then it would be helpful for a copy to be made available to the Court.

We invite you and Majid Hameed to supply a copy of any deed of waiver, variation or release in respect of the standard restrictions as regards No.53 or No.55.

11 Conclusion

We await hearing from you or your solicitors as mentioned on the second page of this letter. We refer you and Maj id Hameed to the Practice Direction on pre-action conduct in relation to the Civil Procedure Rules (set out at www.iustice.gov.uk ). We draw attention in particular to paragraph 4 of it concerning the Court’s powers to impose sanctions for failure to comply with the Practice Direction.

Note that ignoring this letter before claim may lead to the Claimants starting proceedings without further warning and may increase your liability for costs. You and Majid Hameed should each seek urgent legal advice.

Yours faithfully,

cc. Majid Hameed Angela Edmondson, DiversityinCare Ltd.