Friedland v Mosotho (CCA 63 of 20) [2020] LSHC 25 (15 October 2020)

Friedland v Mosotho (CCA 63 of 20) [2020] LSHC 25 (15 October 2020)

The Final Order was rescinded because it was granted in the absence of parties with direct and substantial interest, specifically applicants whose contractual rights under Shareholders and Management Agreements were prejudiced, and Dr Smith was found to be a de facto director entitled to participate.

Citation
[2020] LSHC 25
Parties
1st Applicant: Richard Friedland; 2nd Applicant: Christoffel Smith; 3rd Applicant: Netcare Hospitals Group (PTY) Ltd; 4th Applicant: Netcare Hospitals (PTY) Ltd; 5th Applicant: May Moteane; 6th Applicant: Women Investment Company (PTY) Ltd; 1st Respondent: Lehlohonolo Mosotho; 2nd Respondent: Afri'nnai Health (PTY) Ltd; 3rd Respondent: Norman Moji; 4th Respondent: Excel Health N Services (PTY) Ltd; 5th Respondent: Thuso Green; 6th Respondent: D10 Investment (PTY) Ltd; 7th Respondent: Tsepong (PTY) Ltd; 8th Respondent: Registrar of Companies; 9th Respondent: Attorney General; 10th Respondent: Central Bank of Lesotho; 11th Respondent: Nedbank Lesotho Ltd; 12th Respondent: Development Bank of Southern Africa
Court
High Court
Jurisdiction
Lesotho
Judgment Date
15 October 2020
Case Number
CCA 63 of 20
Procedural Posture
Rescission Application / Judgment
Outcome
Final Order rescinded; costs awarded to certain applicants; applicants to be joined in main application.
Legal Topics
Rescission of Judgment, Locus Standi, Directorship, Misjoinder, Shareholders Agreement, Management Agreement
Source Language
English
Company Law Civil Procedure Rescission of Judgment Locus Standi Directorship Misjoinder Shareholders Agreement Management Agreement

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Parties

Richard Friedland

1st Applicant

Christoffel Smith

2nd Applicant

Netcare Hospitals Group (PTY) Ltd

3rd Applicant

Netcare Hospitals (PTY) Ltd

4th Applicant

May Moteane

5th Applicant

Women Investment Company (PTY) Ltd

6th Applicant

Lehlohonolo Mosotho

1st Respondent

Afri'nnai Health (PTY) Ltd

2nd Respondent

Norman Moji

3rd Respondent

Excel Health N Services (PTY) Ltd

4th Respondent

Thuso Green

5th Respondent

D10 Investment (PTY) Ltd

6th Respondent

Tsepong (PTY) Ltd

7th Respondent

Registrar of Companies

8th Respondent

Attorney General

9th Respondent

Central Bank of Lesotho

10th Respondent

Nedbank Lesotho Ltd

11th Respondent

Development Bank of Southern Africa

12th Respondent

Procedural Posture

Rescission Application / Judgment

Legal Issues

  1. 1 Whether Dr Smith is a director of Tšepong (Pty) Ltd
  2. 2 Whether applicants have locus standi to bring the application
  3. 3 Whether misjoinder of certain respondents occurred

Ratio Decidendi

The Final Order was rescinded because it was granted in the absence of parties with direct and substantial interest, specifically applicants whose contractual rights under Shareholders and Management Agreements were prejudiced, and Dr Smith was found to be a de facto director entitled to participate.

Court Disposition

Final Order rescinded; costs awarded to certain applicants; applicants to be joined in main application.

Orders

  • The Final Order granted on 8th July 2020 is rescinded.
  • Costs awarded to 3rd, 4th, and 6th applicants against 1st respondent.