Barloworld Logistics Africa (Pty) Ltd and Another v Ford and Others (15511/2018) [2019] ZAGPJHC 155; 2019 (5) SA 133 (GJ) (20 May 2019)

Barloworld Logistics Africa (Pty) Ltd and Another v Ford and Others (15511/2018) [2019] ZAGPJHC 155; 2019 (5) SA 133 (GJ) (20 May 2019)

The court held that the plaintiffs' particulars of claim were vague and embarrassing because they failed to identify the specific accounting principle or standard comprising 'generally accepted accounting practice' that was allegedly breached. The lack of particularity regarding the meaning of 'operating profit' and the calculation of incentive bonuses further contributed to the vagueness. This deficiency prejudiced the defendants, as they could not meaningfully plead to the allegations of fraud and misrepresentation. The court found that the pleading failed both the requirements of particularity and the avoidance of prejudice, and therefore upheld the exception.

Citation
[2019] ZAGPJHC 155
Parties
Plaintiff: Barloworld Logistics Africa (Pty) Ltd; Plaintiff: Barloworld Transport (Pty) Ltd; Defendant: Steven Michael Ford; Defendant: Robert Arthur Lumn; Defendant: Amanda Cynthia Fairley; Defendant: lain Robertson Douglas; Defendant: Dylan Arthur Barrie McNamara; Defendant: Enigma Transport Logistics (Pty) Ltd; Defendant: Giratime (Pty) Ltd; Defendant: Nyladox (Pty) Ltd
Court
South Gauteng High Court, Johannesburg
Jurisdiction
South Africa
Judgment Date
20 May 2019
Case Number
15511/2018
Procedural Posture
Exception Application / Exception to Particulars of Claim; Interlocutory
Outcome
Exception upheld; particulars of claim set aside; plaintiffs granted leave to amend; costs awarded against plaintiffs including costs of two counsel.
Judges
WHG van der Linde
Legal Topics
Vague and Embarrassing Pleading, Fraudulent Misrepresentation, Fiduciary Duties, Generally Accepted Accounting Practice, Companies Act Section 76
Civil Procedure Commercial and Corporate Vague and Embarrassing Pleading Fraudulent Misrepresentation Fiduciary Duties Generally Accepted Accounting Practice Companies Act Section 76

Case Brief

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Parties

Barloworld Logistics Africa (Pty) Ltd

Plaintiff

Barloworld Transport (Pty) Ltd

Plaintiff

Steven Michael Ford

Defendant

Robert Arthur Lumn

Defendant

Amanda Cynthia Fairley

Defendant

lain Robertson Douglas

Defendant

Dylan Arthur Barrie McNamara

Defendant

Enigma Transport Logistics (Pty) Ltd

Defendant

Giratime (Pty) Ltd

Defendant

Nyladox (Pty) Ltd

Defendant

Procedural Posture

Exception Application / Exception to Particulars of Claim; Interlocutory

Legal Issues

  1. 1 Whether the plaintiffs' particulars of claim are vague and embarrassing due to lack of particularity regarding 'generally accepted accounting practice'.
  2. 2 Whether the failure to specify the accounting standard or principle allegedly breached renders the claim defective.
  3. 3 Whether the defendants are prejudiced in pleading to the cause of action for fraud without sufficient detail.

Ratio Decidendi

The court held that the plaintiffs' particulars of claim were vague and embarrassing because they failed to identify the specific accounting principle or standard comprising 'generally accepted accounting practice' that was allegedly breached. The lack of particularity regarding the meaning of 'operating profit' and the calculation of incentive bonuses further contributed to the vagueness. This deficiency prejudiced the defendants, as they could not meaningfully plead to the allegations of fraud and misrepresentation. The court found that the pleading failed both the requirements of particularity and the avoidance of prejudice, and therefore upheld the exception.

Court Disposition

Exception upheld; particulars of claim set aside; plaintiffs granted leave to amend; costs awarded against plaintiffs including costs of two counsel.

Orders

  • The first, second, and third defendants' exception against the plaintiffs' particulars of claim is upheld.
  • The plaintiffs' particulars of claim are set aside.