The Commercial Case Law Index is a collection of judgments from African countries on topics relating to commercial legal practice. The collection aims to provide a snapshot of commercial legal practice in a country, rather than present solely traditionally "reportable" cases. The index currently covers 400 judgments from Uganda, Tanzania, Nigeria, Ghana and South Africa.
Get started on finding judgments that are relevant to you by browsing the topic list on the left of the screen. Click the arrows next to the topic names to reveal a detailed list of sub-topics. Most judgments are accompanied by a short summary written by subject-matter expert postgraduate students from the University of Cape Town.
Competition – Shareholders agreement – Non-compete clause – Whether a violation of horizontal restraints under the Competition Act
The issue was whether it would be just and equitable to wind up the respondents in terms of s 81(1)(c)(ii) and s 81(d)(iii) read with s 157(1)(d) of the act on the grounds that executive directors of the first respondent unconsciously abused the corporate personality of the second respondent by acting unlawfully. The other issue was whether the minister had locus standi (the right or capacity to bring an action) to bring the application.
The court held that it was just and equitable to wind up a company if the company is conducting unlawful activities and where there is a deadlock between the parties. Further, that s 157 extends locus standi to a broad range of people.
The court found that there were just and equitable grounds to wind up the first respondent because there was a deadlock between the parties, unlawful misappropriation of public funds and non-disclosure. In that light, also wind up the second respondent because its existence depended on that of the first respondent. The court, also, found that the minister, as a member of the executive, had established the necessary locus standi to bring the application in the public interest in terms of s 157(1)(d).
Accordingly, the court granted the final liquidation and ordered that the costs of winding up include costs of the application.
The issue was whether a donation of an interest in a close corporation to the third respondent by the deceased could be declared unlawful and void for lack of consent in terms of s 15(2) and (3) of the Matrimonial Property Act (MPA). Further, if failure to set aside the donation timeously amounted to ratification in terms of s 15(4) of the MPA.
The court held in terms of s 15(4) that consent may be given by way of ratification within a reasonable time. If there was a lack of consent when entering into the transaction, the question is whether objectively, the benefiting party could have reasonably known that consent was required.
The court found that failure of the applicant to institute proceedings timeously does not support the conclusion that it was ratification in terms of s 15(4). The court also found that the conclusion of the transaction lacked the required consent. In that light, objectively, it was not incumbent for the third respondent to investigate the legal character of the deceased's first marriage before she accepted the donation. Therefore, deemed that there was consent in terms of s 15(3).
The court accordingly dismissed the application