Concorde travel (Pty) Ltd and Another v Travel Today (Pty) Ltd (A647/16, 11780/ 2011) [2019] ZAGPPHC 155 (23 May 2019)

Concorde travel (Pty) Ltd and Another v Travel Today (Pty) Ltd (A647/16, 11780/ 2011) [2019] ZAGPPHC 155 (23 May 2019)

The court held that the order of the court a quo was appealable as it finally determined the legal relationship and obligations between the parties. The franchise agreement, by its nature, established a relationship akin to principal and agent, which is inherently fiduciary. The defendants, as franchisor and associate, owed a fiduciary duty to account to the plaintiff, notwithstanding the absence of explicit pleading of such a relationship. The agreements and conduct of the parties demonstrated that the plaintiff was entitled to participate in overrides and receive an account. The trial court's findings on the existence of a fiduciary duty and the plaintiff's entitlement to an account...

Citation
[2019] ZAGPPHC 155
Parties
Appellant: Concorde Travel (Pty) Ltd; Appellant: Bidtravel (Pty) Ltd; Respondent: Travel Today (Pty) Ltd
Court
North Gauteng High Court, Pretoria
Jurisdiction
South Africa
Judgment Date
23 May 2019
Case Number
A647/16, 11780/ 2011
Procedural Posture
Civil Appeal / Appeal Against Judgment and Order of Court a Quo
Outcome
Appeal dismissed; costs awarded against the defendants.
Judges
N.M. Mavundla, C.P. Rabie, M.J. Mosopa
Legal Topics
Franchise Agreement, Fiduciary Duty, Statement of Account, Debate of Account, Appealability of Orders
Commercial and Corporate Civil Procedure Franchise Agreement Fiduciary Duty Statement of Account Debate of Account Appealability of Orders

Case Brief

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Parties

Concorde Travel (Pty) Ltd

Appellant

Bidtravel (Pty) Ltd

Appellant

Travel Today (Pty) Ltd

Respondent

Procedural Posture

Civil Appeal / Appeal Against Judgment and Order of Court a Quo

Legal Issues

  1. 1 Is the order of the court a quo appealable.
  2. 2 Does the franchise agreement create a contractual or fiduciary obligation for the second defendant to render a statement of account to the plaintiff.
  3. 3 Was the plaintiff entitled to an account and debatement from the defendants under the agreements in question.

Ratio Decidendi

The court held that the order of the court a quo was appealable as it finally determined the legal relationship and obligations between the parties. The franchise agreement, by its nature, established a relationship akin to principal and agent, which is inherently fiduciary. The defendants, as franchisor and associate, owed a fiduciary duty to account to the plaintiff, notwithstanding the absence of explicit pleading of such a relationship. The agreements and conduct of the parties demonstrated that the plaintiff was entitled to participate in overrides and receive an account. The trial court's findings on the existence of a fiduciary duty and the plaintiff's entitlement to an account...

Court Disposition

Appeal dismissed; costs awarded against the defendants.

Orders

  • The appeal is dismissed.
  • The defendants are jointly and severally ordered to pay the costs of the appeal, including the costs of two counsel and/or senior counsel where applicable.