Catchwords:

ESTOPPEL – estoppel by deed – Deed of Loan and Guarantee acknowledged receipt from lender of $2,000,000 and borrower’s indebtedness – where no amount paid – whether mere fact of non-payment precluded lender from relying on estoppel – where evidence established sale of business by lender’s companies to borrower had formerly involved vendor finance and was replaced by separate loan agreement from lender – where no case for rectification or rescission was made out – lender entitled to rely on estoppel by deed