Concargo (Pty) Ltd v Johnson and Others (A 187/2024) [2025] ZAWCHC 107 (17 March 2025)

Concargo (Pty) Ltd v Johnson and Others (A 187/2024) [2025] ZAWCHC 107 (17 March 2025)

The court found that the first respondent established the existence of an oral subscription agreement with the appellant, represented by the second respondent, for a 5% shareholding in exchange for R1 million. The appellant did not dispute the existence of an agreement but contested its nature and terms. The trial court’s acceptance of the first respondent’s version was justified given the trust relationship and the robust approach required for informal business agreements. The appellant’s argument that it was not the correct party for restitution was rejected, as the pleadings and evidence showed the agreement was with the appellant. The appeal court found no material misdirection in the...

Citation
[2025] ZAWCHC 107
Parties
Appellant: Concargo (Pty) Ltd; Respondent: David Johnson; Respondent: David Alexandra Kruyer; Respondent: Beverly Kruyer; Respondent: Nkosinathi Chonco; Respondent: Janine Berandette Conradie; Respondent: Gregory Bathurst Tighe
Court
Western Cape High Court, Cape Town
Jurisdiction
South Africa
Judgment Date
17 March 2025
Case Number
A 187/2024
Procedural Posture
Civil Appeal / Full Bench Appeal From Court a Quo
Outcome
Appeal dismissed with costs on scale B.
Judges
Dolamo, Mantame, Slingers
Legal Topics
Oral Share Subscription, Restitution, Onus of Proof, Contractual Repudiation, Credibility Findings
Commercial and Corporate Oral Share Subscription Restitution Onus of Proof Contractual Repudiation Credibility Findings

Case Brief

Summary, issues, holding and outcome

More case intelligence is available

Unlock the full research layer for this judgment.

Full judgment text Downloadable case file Legal principles 3 Authorities cited 7 Party arguments 2 Amounts and remedies 1
Sign in to unlock

Parties

Concargo (Pty) Ltd

Appellant

David Johnson

Respondent

David Alexandra Kruyer

Respondent

Beverly Kruyer

Respondent

Nkosinathi Chonco

Respondent

Janine Berandette Conradie

Respondent

Gregory Bathurst Tighe

Respondent

Procedural Posture

Civil Appeal / Full Bench Appeal From Court a Quo

Legal Issues

  1. 1 Whether the first respondent established which of the two alternative agreements was the true agreement.
  2. 2 Whether the first respondent discharged the onus of proving the agreement relied upon.
  3. 3 Whether judgment was correctly granted against the appellant on the facts found by the court a quo.

Ratio Decidendi

The court found that the first respondent established the existence of an oral subscription agreement with the appellant, represented by the second respondent, for a 5% shareholding in exchange for R1 million. The appellant did not dispute the existence of an agreement but contested its nature and terms. The trial court’s acceptance of the first respondent’s version was justified given the trust relationship and the robust approach required for informal business agreements. The appellant’s argument that it was not the correct party for restitution was rejected, as the pleadings and evidence showed the agreement was with the appellant. The appeal court found no material misdirection in the...

Court Disposition

Appeal dismissed with costs on scale B.

Orders

  • The appeal is dismissed with costs, which costs shall be on scale B.