Public Investment Corporation Ltd v Bodigelo (128/2013) [2013] ZASCA 156 (22 November 2013)

Public Investment Corporation Ltd v Bodigelo (128/2013) [2013] ZASCA 156 (22 November 2013)

The respondent failed to discharge the onus of proving that the appellant received the directors’ fees and bonuses as agent for him or that he was entitled to such payments under any contract or employment arrangement. The evidence established that the payments were made to the appellant as principal, not as agent for the respondent, and that serving as a non-executive director was a normal incident of the respondent’s employment with the appellant. The full court erred in shifting the onus to the appellant and in concluding that the respondent was entitled to the payments. The appeal was upheld and the order of the trial court dismissing the respondent’s claim was reinstated.

Citation
[2013] ZASCA 156
Parties
Appellant: Public Investment Corporation Ltd; Respondent: Kagiso Gerald Bodigelo
Court
Supreme Court of Appeal
Jurisdiction
South Africa
Judgment Date
22 November 2013
Case Number
128/2013
Procedural Posture
Civil Appeal / Appeal From Full Court Decision
Outcome
Appeal upheld; respondent’s claim dismissed.
Judges
Lewis, Tshiqi, Majiedt, Pillay, Swain
Legal Topics
Directors Fees, Employment Contracts, Onus of Proof, Agency Relationship, Remuneration Disputes
Commercial and Corporate Civil Procedure Directors Fees Employment Contracts Onus of Proof Agency Relationship Remuneration Disputes

Case Brief

Summary, issues, holding and outcome

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Parties

Public Investment Corporation Ltd

Appellant

Kagiso Gerald Bodigelo

Respondent

Procedural Posture

Civil Appeal / Appeal From Full Court Decision

Legal Issues

  1. 1 Whether the respondent was entitled to payment of directors’ fees and bonuses paid by the companies to the appellant.
  2. 2 Whether the onus of proof rested on the respondent to establish entitlement to the payments claimed.
  3. 3 Whether the appellant was obliged to pay the respondent the amounts received from the companies.

Ratio Decidendi

The respondent failed to discharge the onus of proving that the appellant received the directors’ fees and bonuses as agent for him or that he was entitled to such payments under any contract or employment arrangement. The evidence established that the payments were made to the appellant as principal, not as agent for the respondent, and that serving as a non-executive director was a normal incident of the respondent’s employment with the appellant. The full court erred in shifting the onus to the appellant and in concluding that the respondent was entitled to the payments. The appeal was upheld and the order of the trial court dismissing the respondent’s claim was reinstated.

Court Disposition

Appeal upheld; respondent’s claim dismissed.

Orders

  • The appeal is upheld with costs, including those occasioned by the employment of two counsel and reserved costs.
  • The order of the court of first instance dismissing the respondent’s claim with costs is reinstated.