Point 2 Point Same Day Express CC and Another v Stewart and Another (23380/07) [2007] ZAGPHC 351 (7 December 2007)

Point 2 Point Same Day Express CC and Another v Stewart and Another (23380/07) [2007] ZAGPHC 351 (7 December 2007)

The court found that Mr Calisse did not have the authority to release Ms Stewart from her restraint of trade obligation. The release letter was written without the knowledge or consent of Ms Jacobson, the sole remaining member, and it would be extraordinary for a member to unilaterally abandon the corporation's rights. Furthermore, Ms Stewart, given her experience and relationship with Mr Calisse, either knew or ought reasonably to have known that he lacked authority to release her. The respondents were found to be competing with the applicants in breach of the restraint clause. The respondent's version regarding the validity of the release was rejected as untenable under the Plascon...

Citation
[2007] ZAGPHC 351
Parties
Applicant: Point 2 Point Same Day Express CC; Applicant: Jacobson Colette; Respondent: Stewart, Daphne Elizabeth; Respondent: Network Courier Logistics CC
Court
High Courts - Gauteng
Jurisdiction
South Africa
Judgment Date
7 December 2007
Case Number
23380/07
Procedural Posture
Urgent Application / Application for Interdict
Outcome
Application granted. Interdict issued against respondents.
Judges
JCW Van Rooyen
Legal Topics
Restraint of Trade, Close Corporations Act, Ostensible Authority, Interdict, Release of Obligation
Commercial and Corporate Restraint of Trade Close Corporations Act Ostensible Authority Interdict Release of Obligation

Case Brief

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Parties

Point 2 Point Same Day Express CC

Applicant

Jacobson Colette

Applicant

Stewart, Daphne Elizabeth

Respondent

Network Courier Logistics CC

Respondent

Procedural Posture

Urgent Application / Application for Interdict

Legal Issues

  1. 1 Whether the release letter signed by Mr Calisse validly released Ms Stewart from her restraint of trade obligation.
  2. 2 Whether Mr Calisse had authority to bind the close corporation in releasing Ms Stewart.
  3. 3 Whether Ms Stewart reasonably believed Mr Calisse had such authority.

Ratio Decidendi

The court found that Mr Calisse did not have the authority to release Ms Stewart from her restraint of trade obligation. The release letter was written without the knowledge or consent of Ms Jacobson, the sole remaining member, and it would be extraordinary for a member to unilaterally abandon the corporation's rights. Furthermore, Ms Stewart, given her experience and relationship with Mr Calisse, either knew or ought reasonably to have known that he lacked authority to release her. The respondents were found to be competing with the applicants in breach of the restraint clause. The respondent's version regarding the validity of the release was rejected as untenable under the Plascon...

Court Disposition

Application granted. Interdict issued against respondents.

Orders

  • The First and Second Respondents are interdicted from competing with the First Applicant in the same day courier business within the Republic of South Africa up to 10 January 2008. The wording of the contract under the heading 'Daphne Stewart not to compete' applies from the second sentence.
  • The First and Second Respondents must pay the costs of this application, provided that if one respondent pays the costs or part thereof, the other is absolved or pro rata absolved.