Lord Diplock (delivering the judgment of the Board) :

The facts of this case found by the trial Judge are recounted in his judgement. His findings were accepted by the Federal Court. These are thus concurrent findings of fact, with which their Lordships, in accordance with their wellestablished practice, do not interfere. For the purpose of the questions of law which arise the relevant facts may be stated very shortly.

The appellant ("Mahesan") was a director and employee of the respondent ("the Housing Society"). Its object was to provide housing for government employees. In connection with a transaction involving the purchase of land in Penang, from one Manickam, the appellant received from him a bribe amounting to $122,000.

Shortly before this sale Mahesan and Manickam had inspected the land together. Mahesan had found it to be suitable for the Housing Society's purposes and Manickam had purchased it from its former owners at a price of $456,000. He re-sold it to the Housing Society for $944,000, thus realising a gross profit of $488,000, one quarter of which he passed on to Mahesan. Between the purchase and the re-sale expenses amounting to $45,000 had been incurred by Manickam in removing squatters from the land; so the net profit that was made out of the Housing Society was $443,000. This represents the loss sustained by the Housing Society as a consequence of Mahesan's fraudulent breach of duty in failing to inform his employers when he inspected it that the land was available at the price of $456,000, and in conniving with Manickam in the purchase of it by the latter and his re-sale of it to the Housing Society at more than double what he had paid for it.

The facts relating to the transaction were eventually discovered. Manickam escaped to India but Mahesan was apprehended and brought to trial in the High Court, Kuala Lumpur. He was convicted of two offences of corruption under s. 4(a) of the Prevention of Corruption Act, 1961. He was sentenced to seven years' imprisonment and ordered under s. 13 of that Act to pay to the Housing Society a penalty of $122,000 being the amount of the bribe.

Within a few days of Mahesan's conviction the Housing Society brought the present action against him in the High Court of Kuala Lumpur. Relief was claimed under two separate heads: (1) recovery of the amount of the bribe Mahesan had received, ie $122,000, and (2) damages for the loss sustained by the Housing Society in connection with the purchase of the land, which they quantified at $488,000.

The trial Judge, Abdul Hamid J, granted the relief claimed under head (1); he gave judgment in favour of the Housing Society for $122,000 together with interest. He refused any relief under head (2) upon the ground that the Housing Society had failed to prove that they had sustained any loss on the transaction. He apparently took the view that prices of land in Malaysia were rising and that the Housing Society had failed to adduce satisfactory evidence that they had paid for the land more than its fair price in the open market at the time of the purchase.

Both parties appealed to the Federal Court; Mahesan appealed against so much of the judgment as awarded $122,000 and interest against him under head (1); the Housing Society cross-appealed against the rejection of their claim under head (2). That Court dismissed Mahesan's appeal. It was an appeal on fact alone. The Federal Court examined the transcript of the evidence in detail. It upheld the learned Judge's findings. So the judgment under head (1) for the recovery of the amount of the bribe received by Mahesan stands and as already indicated is one which their Lordships will not permit to be re-opened.

The Court allowed the cross-appeal of the Housing Society. It held that, on the evidence, if Mahesan had been regardful of his duty as director and employee of the Housing Society, the Society could have purchased the land themselves at the time when Mahesan inspected it and at