Lesotho Case Law

Sekhametsi Investment Consortium LTD & 6 Others V Thuso Green & 23 Others (CCA/0031/2025)

Sekhametsi Investment Consortium LTD & 6 Others V Thuso Green & 23 Others (CCA/0031/2025) [2025] LSHC 224 (28 August 2025)

Court

High Court

Case number

CCA/0031/2025

The High Court upheld the removal of Sekhametsi’s board, held the agenda covered director removal, rejected contract challenges for want of a derivative action, and awarded punitive costs.

• Removal of directors
• Shareholder meetings
• Derivative actions
• Procedural requirements for company litigation
• Costs (punitive)
• Company-law

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Ts'epong (PTY) LTD V NETCARE Hospitals & 2 Others (C of A (CIV) No. 01/2025)

Ts'epong (PTY) LTD V NETCARE Hospitals & 2 Others (C of A (CIV) No. 01/2025) [2025] LSCA 1 (2 May 2025)

Court

Court of Appeal

Case number

C of A (CIV) No. 01/2025

The Court of Appeal upheld Tšepong’s appeal, set aside the High Court’s rescission ruling, and remitted the matter for hearing on the merits.

• De facto directorship
• Board resolutions
• Procedural standing
• Security for costs
• Appeal procedure
• Corporate governance

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Nyefolo Alotsi & Ano V Lesotho National Development Corporation & Ano. (C of A (CIV) 53/2024)

Nyefolo Alotsi & Ano V Lesotho National Development Corporation & Ano. (C of A (CIV) 53/2024) [2025] LSCA 21 (2 May 2025)

Court

Court of Appeal

Case number

C of A (CIV) 53/2024

Court of Appeal dismissed leave to appeal in a spoliation matter, holding the deregistered company lacked standing and the standing issue was not properly appealed.

• Spoliation
• Locus standi
• Jurisdiction
• Deregistration of companies
• Locus-standi
• Deregistration-of-companies

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The Board of Directors, Lesotho Electricity Company (PTY) LTD V Ministry of Energy & 10 Others (CIV/APN/0216/2024)

The Board of Directors, Lesotho Electricity Company (PTY) LTD V Ministry of Energy & 10 Others (CIV/APN/0216/2024) [2025] LSHC 3 (4 February 2025)

Court

High Court

Case number

CIV/APN/0216/2024

The Minister, as representative of the sole shareholder, had authority to issue show cause letters and remove the Board without convening a special meeting. The process did not violate the Companies Act or Articles of Association. The applicants had no right to interdict or review the removal; their remedy lies in damages. The Minister's removal of the Board during pending proceedings was misconduct warranting censure by way of a punitive costs order.

Source excerpt

• Removal of directors
• Powers of shareholder
• Ministerial authority
• Fiduciary duties
• Sub judice rule
• Costs

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Netcare Hospitals (PTY)Ltd & 2 Others V Tsepong (PTY) Ltd (CCT/0079/2024)

Netcare Hospitals (PTY)Ltd & 2 Others V Tsepong (PTY) Ltd (CCT/0079/2024) [2024] LSHC 243 (5 December 2024)

Court

High Court

Case number

CCT/0079/2024

The High Court held that a round robin resolution authorising litigation was invalid because not all directors were notified, and dismissed rescission with costs.

• Authority to institute proceedings
• Board resolutions
• Default judgment
• Condonation
• Filing of affidavits
• Company-law

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LCCI Investment Hodings (PTY) Ltd & Ano. V Thamae Mohapi & 16 Others (C of A (CIV) No 43/2024)

LCCI Investment Hodings (PTY) Ltd & Ano. V Thamae Mohapi & 16 Others (C of A (CIV) No 43/2024) [2024] LSCA 34 (1 November 2024)

Court

Court of Appeal

Case number

C of A (CIV) No 43/2024

Court of Appeal upheld an order requiring a company to provide shareholders with financial statements and available minutes under section 34 of the Companies Act 2011.

• Shareholder rights
• Access to information
• Corporate governance
• Shareholder-rights
• Access-to-company-information
• Corporate-governance

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Nyefolo Alotsi v Lesotho National Developent Corporation (CCA/0077/2024)

Nyefolo Alotsi v Lesotho National Developent Corporation (CCA/0077/2024) [2024] LSHC 44 (8 May 2024)

Court

High Court

Case number

CCA/0077/2024

The Magistrates’ Court lacked jurisdiction as the value of the subject property exceeded its monetary ceiling. The 2nd applicant, having been struck off the register, had no legal standing, and the 1st applicant, as director/shareholder, could not sue to vindicate company rights.

Source excerpt

• Jurisdiction
• Locus standi
• Mandament van spolie
• Company deregistration

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Netcare Hospital Group Proprietary Limited V Ts'epong Proprietary Limited (CCA/0056/2023)

Netcare Hospital Group Proprietary Limited V Ts'epong Proprietary Limited (CCA/0056/2023) [2023] LSHC 146 (30 November 2023)

Court

High Court

Case number

CCA/0056/2023

The High Court of Lesotho granted a shareholder leave to bring derivative proceedings under section 77 of the Companies Act, 2011 over failed debt recovery efforts.

• Derivative action
• Authority to represent company
• Board deadlock
• Prescription of claims
• Derivative-action
• Authority-to-represent-company

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Nala Capital Advisors Pty (Ltd) and Another v Director of Public Prosecutions and Another (C of A (CIV) No. 91/2022)

Nala Capital Advisors Pty (Ltd) and Another v Director of Public Prosecutions and Another (C of A (CIV) No. 91/2022) [2023] LSCA 1 (17 November 2023)

Court

Court of Appeal

Case number

C of A (CIV) No. 91/2022

Both appellants had locus standi to seek rescission as co-accused. The requirements for rescission under Rule 45(1)(a) and common law were not met on the affidavits. However, justice required expunging the finding of a prima facie case and removal of the publication, as the matter was settled, charges withdrawn, and the respondent did not oppose.

Source excerpt

• Rescission of judgment
• Locus standi
• Corporate criminal liability
• Expungement of records
• Probity checks

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CGM Industrial (PTY) LTD V MADHAV VASANT DALVI (CCA/0045/2023)

CGM Industrial (PTY) LTD V MADHAV VASANT DALVI (CCA/0045/2023) [2023] LSHC 143 (14 September 2023)

Court

High Court

Case number

CCA/0045/2023

The High Court of Lesotho dismissed a derivative-action application because the shareholder cited the companies as applicants, which was held to be a fatal irregularity.

• Derivative actions
• Proper parties to derivative proceedings
• Section 77 companies act 2011
• Standing to sue on behalf of company
• Company-law
• Derivative-actions

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