La Lucia Sands Share Block Ltd and Others v Barkhan and Others (37/2010) [2010] ZASCA 132; 2010 (6) SA 421 (SCA) ; [2011] 2 All SA 26 (SCA) (1 October 2010)

La Lucia Sands Share Block Ltd and Others v Barkhan and Others (37/2010) [2010] ZASCA 132; 2010 (6) SA 421 (SCA) ; [2011] 2 All SA 26 (SCA) (1 October 2010)

The Supreme Court of Appeal held that section 113 of the Companies Act provides a clear statutory right for any person, including non-members, to inspect and obtain copies of a company's register of members. The company cannot require the requester to provide reasons, and the right is not limited unless the request is for an unlawful purpose, which was not established in this case. The argument that share block schemes deserve greater privacy protection was rejected, as the statutory provisions apply equally. The constitutional challenge to section 113 was abandoned, and the court reaffirmed that company information is not private in the sense protected by the right to privacy. The court...

Citation
[2010] ZASCA 132
Parties
Appellant: La Lucia Sands Share Block Limited; Appellant: Lentz, Johan Paul Gerard; Appellant: Wolfe, George; Appellant: Parker, Jeanne; Appellant: Collins, Patrick Michael; Respondent: Barkhan, Howard Leslie; Respondent: Glasser, Errol Maxwell; Respondent: Minister of Trade and Industry
Court
Supreme Court of Appeal
Jurisdiction
South Africa
Judgment Date
1 October 2010
Case Number
37/2010
Procedural Posture
Civil Appeal / Appeal From Kwa Zulu Natal High Court (durban)
Outcome
Appeal dismissed with costs; the first appellant is ordered to pay the respondents' costs.
Judges
NAVSA, MAYA, BOSIELO, SHONGWE, K PILLAY
Legal Topics
Register of Members Inspection, Companies Act Section 113, Share Block Schemes, Right of Access to Information, Constitutional Right to Privacy, Costs in Constitutional Litigation
Commercial and Corporate Register of Members Inspection Companies Act Section 113 Share Block Schemes Right of Access to Information Constitutional Right to Privacy Costs in Constitutional Litigation

Case Brief

Summary, issues, holding and outcome

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Parties

La Lucia Sands Share Block Limited

Appellant

Lentz, Johan Paul Gerard

Appellant

Wolfe, George

Appellant

Parker, Jeanne

Appellant

Collins, Patrick Michael

Appellant

Barkhan, Howard Leslie

Respondent

Glasser, Errol Maxwell

Respondent

Minister of Trade and Industry

Respondent

Procedural Posture

Civil Appeal / Appeal From Kwa Zulu Natal High Court (durban)

Legal Issues

  1. 1 Whether the court below correctly ordered the company to provide access to its register of members under section 113 of the Companies Act.
  2. 2 Whether the request for access to the register was in contravention of statutory rules regulating takeovers.
  3. 3 Whether the constitutional right to privacy of company members precludes disclosure of the register of members.

Ratio Decidendi

The Supreme Court of Appeal held that section 113 of the Companies Act provides a clear statutory right for any person, including non-members, to inspect and obtain copies of a company's register of members. The company cannot require the requester to provide reasons, and the right is not limited unless the request is for an unlawful purpose, which was not established in this case. The argument that share block schemes deserve greater privacy protection was rejected, as the statutory provisions apply equally. The constitutional challenge to section 113 was abandoned, and the court reaffirmed that company information is not private in the sense protected by the right to privacy. The court...

Court Disposition

Appeal dismissed with costs; the first appellant is ordered to pay the respondents' costs.

Orders

  • The appeal is dismissed with costs.
  • The first appellant is ordered to pay the respondents' costs.