Liberty Group Limited and Others v Mall Space Management CCt/a Mall Space Management (644/18) [2019] ZASCA 142; 2020 (1) SA 30 (SCA) (1 October 2019)

Liberty Group Limited and Others v Mall Space Management CCt/a Mall Space Management (644/18) [2019] ZASCA 142; 2020 (1) SA 30 (SCA) (1 October 2019)

The Supreme Court of Appeal held that the contract between Liberty Group and Mall Space Management was a mandate terminable at will by the principal under common law, with no obligation to provide notice unless expressly agreed. The court rejected the high court's reliance on Ubuntu and fairness as self-standing bases for imposing a notice period, confirming that such values inform but do not override established contract law principles. The evidence showed Mall Space failed to account properly for rental income and was in arrears, justifying termination. The claim of unlawful competition against Excellerate failed because Mall Space had no exclusive right and Excellerate was lawfully...

Citation
[2019] ZASCA 142
Parties
Appellant: Liberty Group Limited; Appellant: Liberty Two Degrees; Appellant: Pareto Limited; Appellant: JHI Retail (Pty) Ltd; Appellant: Excellerate Brand Management (Pty) Ltd; Respondent: Mall Space Management CC t/a Mall Space Management
Court
Supreme Court of Appeal
Jurisdiction
South Africa
Judgment Date
1 October 2019
Case Number
644/18
Procedural Posture
Civil Appeal / Appeal From Gauteng Division of the High Court, Johannesburg
Outcome
Appeal upheld; high court order set aside and replaced with dismissal of application with costs.
Judges
Leach, Tshiqi, Swain, Zondi, Mocumie
Legal Topics
Contract of Mandate, Termination of Agency, Ubuntu in Contract Law, Unlawful Competition, Final Interdict, Public Policy
Commercial and Corporate Civil Procedure Contract of Mandate Termination of Agency Ubuntu in Contract Law Unlawful Competition Final Interdict Public Policy

Case Brief

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Parties

Liberty Group Limited

Appellant

Liberty Two Degrees

Appellant

Pareto Limited

Appellant

JHI Retail (Pty) Ltd

Appellant

Excellerate Brand Management (Pty) Ltd

Appellant

Mall Space Management CC t/a Mall Space Management

Respondent

Procedural Posture

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

Legal Issues

  1. 1 Whether the principals were obliged to give six months' notice before terminating the respondent's mandate.
  2. 2 Whether the fifth appellant's assumption of the respondent's mandate constituted unlawful competition.
  3. 3 Whether the requirements for a final interdict were met.

Ratio Decidendi

The Supreme Court of Appeal held that the contract between Liberty Group and Mall Space Management was a mandate terminable at will by the principal under common law, with no obligation to provide notice unless expressly agreed. The court rejected the high court's reliance on Ubuntu and fairness as self-standing bases for imposing a notice period, confirming that such values inform but do not override established contract law principles. The evidence showed Mall Space failed to account properly for rental income and was in arrears, justifying termination. The claim of unlawful competition against Excellerate failed because Mall Space had no exclusive right and Excellerate was lawfully...

Court Disposition

Appeal upheld; high court order set aside and replaced with dismissal of application with costs.

Orders

  • The appeal is upheld with costs, including costs of two counsel where employed.
  • The order of the high court is set aside and replaced by: 'The application is dismissed with costs.'