The Court held that a finance broker who arranged a loan and directed settlement payments acted as agent and fiduciary for the borrower, but did not breach fiduciary duties where the borrower's sole director was fully informed of and consented to the impugned payment direction prior to settlement, as evidenced by the borrower's solicitor's file note and the director's failure to complain. The claim for money had and received against the payee was also dismissed because, on the evidence, the payment was not made by mistake — the director knew the identity of the payee and the amount being directed, negating the vitiating factor required under [name withheld]. The result turned heavily on the particular evidence, especially the contemporaneous solicitor's file note and the plaintiff's failure to complain about or explain the diversion of substantial loan funds to other purposes.
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