Heathfield v Maqelepo (430/02) [2003] ZASCA 126; 2004 (2) SA 636 (SCA) (27 November 2003)

Heathfield v Maqelepo (430/02) [2003] ZASCA 126; 2004 (2) SA 636 (SCA) (27 November 2003)

The Supreme Court of Appeal held that the respondent was intended to be the purchaser if the company did not ratify the agreement. The wording of clause 21, though inelegant, indicated that the parties contemplated the possibility of the company not being bound and agreed that the respondent would then perform all obligations and take transfer in his own name. The use of 'surety and co-principal debtor' was inappropriate and inconsistent with the true intention, as the respondent's liability was not accessory but primary in the event of the company's non-existence. The respondent's actions and the parties' conduct further confirmed that he was regarded as the purchaser. Accordingly, the...

Citation
[2003] ZASCA 126
Parties
Appellant: Robyn Lynne Heathfield; Respondent: Lijane Maqelepo
Court
Supreme Court of Appeal
Jurisdiction
South Africa
Judgment Date
27 November 2003
Case Number
430/02
Procedural Posture
Civil Appeal / Appeal From the Witwatersrand Local Division
Outcome
Appeal dismissed with costs.
Judges
Scott, Mthiyane, Southwood
Legal Topics
Sale of Immovable Property, Suretyship, Contract Construction
Land and Property Commercial and Corporate Sale of Immovable Property Suretyship Contract Construction

Case Brief

Summary, issues, holding and outcome

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Parties

Robyn Lynne Heathfield

Appellant

Lijane Maqelepo

Respondent

Procedural Posture

Civil Appeal / Appeal From the Witwatersrand Local Division

Legal Issues

  1. 1 Whether the respondent signed the agreement as principal purchaser or as surety for a non-existent company.
  2. 2 Whether the agreement is void due to the non-existence of the company named as purchaser.
  3. 3 Whether the respondent is entitled to enforce the agreement and claim transfer of the property.

Ratio Decidendi

The Supreme Court of Appeal held that the respondent was intended to be the purchaser if the company did not ratify the agreement. The wording of clause 21, though inelegant, indicated that the parties contemplated the possibility of the company not being bound and agreed that the respondent would then perform all obligations and take transfer in his own name. The use of 'surety and co-principal debtor' was inappropriate and inconsistent with the true intention, as the respondent's liability was not accessory but primary in the event of the company's non-existence. The respondent's actions and the parties' conduct further confirmed that he was regarded as the purchaser. Accordingly, the...

Court Disposition

Appeal dismissed with costs.

Orders

  • The appeal is dismissed with costs.