Auld LJ pointed out that in Rawlings there was no convincing evidence that the price paid was below the fair value and observed that " the court , as a whole , did not regard the conduct as criminal , no doubt because , as Scrutton LJ indicated , at pp 643 , 647 , and Atkin LJ at pp 647 , 648 , there was no allegation or evidence of misrepresentation or fraud on the vendor ? " ( para 53 ) .