Goldex 16 (Pty) Ltd v Capper NO and Others (543/2018) [2019] ZASCA 105 (4 September 2019)

Goldex 16 (Pty) Ltd v Capper NO and Others (543/2018) [2019] ZASCA 105 (4 September 2019)

The court held that the sale agreement was void ab initio due to non-compliance with statutory requirements and lack of trustee authority. The warranty clause relied upon by the appellant did not create personal liability for the respondent, as it applied only to companies or close corporations to be formed, not existing trusts. No tacit or implied term could be imported to render the respondent personally liable. Although, in theory, a breach of warranty of authority may give rise to damages, no such claim was properly pleaded or proved, and no evidence of quantum was led. The appellant's claim was, in substance, for specific performance of a void contract, which is not permissible. The...

Citation
[2019] ZASCA 105
Parties
Appellant: Goldex 16 (Pty) Ltd; Respondent: Dene Capper NO; Respondent: Dene Capper; Respondent: iProtect Trustees (Pty) Ltd
Court
Supreme Court of Appeal
Jurisdiction
South Africa
Judgment Date
4 September 2019
Case Number
543/2018
Procedural Posture
Civil Appeal / Appeal From Gauteng Local Division of the High Court, Johannesburg
Outcome
Appeal dismissed with costs.
Judges
Leach, Saldulker, Tsoka
Legal Topics
Alienation of Land Act, Sectional Titles Act, Authority of Trustees, Specific Performance, Breach of Warranty
Land and Property Civil Procedure Alienation of Land Act Sectional Titles Act Authority of Trustees Specific Performance Breach of Warranty

Case Brief

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Parties

Goldex 16 (Pty) Ltd

Appellant

Dene Capper NO

Respondent

Dene Capper

Respondent

iProtect Trustees (Pty) Ltd

Respondent

Procedural Posture

Civil Appeal / Appeal From Gauteng Local Division of the High Court, Johannesburg

Legal Issues

  1. 1 Whether the respondent, who signed a void agreement on behalf of a trust without authority, can be held personally liable for the purchase price.
  2. 2 Whether a warranty clause in the agreement creates personal liability for the respondent despite the contract being void.
  3. 3 Whether damages are claimable in the absence of evidence of quantum.

Ratio Decidendi

The court held that the sale agreement was void ab initio due to non-compliance with statutory requirements and lack of trustee authority. The warranty clause relied upon by the appellant did not create personal liability for the respondent, as it applied only to companies or close corporations to be formed, not existing trusts. No tacit or implied term could be imported to render the respondent personally liable. Although, in theory, a breach of warranty of authority may give rise to damages, no such claim was properly pleaded or proved, and no evidence of quantum was led. The appellant's claim was, in substance, for specific performance of a void contract, which is not permissible. The...

Court Disposition

Appeal dismissed with costs.

Orders

  • The appeal is dismissed with costs.