The court clarified that in assessing damages for breach of contract, the effective date should reflect when the contract was lost, ensuring fairness in compensation.

[1] This appeal was against the decision of the learned High Court Judge given on 19 October 2015 in affirming the award of damages made by the Senior Assistant Registrar (SAR) in the sum of RM9,770,139.50 to the respondent as damages in lieu of specific performance of a Sale and Purchase Agreement (SPA), pursuant to the Court of Appeal order dated 11 December 2013.

[2] After pursuing the Records of Appeal and having heard and considered the submissions made by the learned counsel for the parties, oral as well as written, we allowed the appeal and set aside the order of the High Court affirming the order of the SAR on the assessment of damages. We now set out our reasons for so doing.

Background

[3] The subject matter of the SPA was an undivided piece of freehold land in Seremban, held under Grant No. 67284 Lot No 1006, Mukim Seremban, Negeri Sembilan (the land); jointly owned in 2007 by the appellants. On 24 May 2007, the appellants granted an option to purchase the land to the respondent at an agreed purchase price of RM2.75 million. Later, on 17 July 2007, the appellants informed the respondent that they did not intend to proceed with the SPA of the land as a result of which, the respondent filed a suit against the appellants to seek for specific performance of the SPA. On 29 November 2011, the High Court dismissed the respondent's claim. The respondent appealed against the said decision to the Court of Appeal. Unknown to the respondent, the appellants sold the land to one Regent Restaurant Sdn Bhd (Regent) on 27 April 2012. On 11 December 2013, the Court of Appeal allowed the respondent's appeal and ordered damages in lieu of specific performance for the respondent, to be assessed before the SAR. On 20 January 2015, the SAR allowed the responden's application for assessment of damages and ordered the following:

(i) The appellants to pay the respondent a sum of RM9,750,000.00 being the loss of value of the land;

(ii) The appellants to pay the respondent a sum of RM9,663.00 being the valuation charges of Raine & Horne International Zaki & Partners Sdn Bhd;

(iii) The appellants to pay the respondent a sum of RM10,476.50 being the legal fees of Messrs Sheah, Tan & Rahman.

Dissatisfied with the decision of the SAR, the appellants filed an appeal to the Judge in Chambers. Upon hearing the appeal, the learned High Court Judge dismissed the appellants' appeal with costs of RM3,000.00. Hence, this appeal by the appellants before us.

Issue

[4] The principle issue argued before us in this appeal was: what was the relevant date for the computation of damages.

The High Cour's Decision

[5] We only had before us the order of the learned High Court Judge affirming the order of the SAR. No grounds were given. However, we did find in the Record of Appeal the reasons given by the SAR for the order of assessment made by him, the relevant part of which is reproduced as follows:

"2. Mahkamah bersetuju dengan hujahan peguam plaintif tarikh bermulanya taksiran gantirugi ialah tarikh keputusan dari Mahkamah Rayuan kerana plaintif telah tidak berpeluang untuk mendapat tanah tersebut. Malah jika tarikh taksiran dibelakangkan lagi, defendan akan lebih diprejudiskan kerana kerugian yang berlaku ke atas plaintif adalah lebih lama."