Shabala v Iliev and Another (147/85) [1987] ZASCA 19 (26 March 1987)

Shabala v Iliev and Another (147/85) [1987] ZASCA 19 (26 March 1987)

The Supreme Court of Appeal upheld the trial court's findings that the applicant's thirty shares were never validly transferred to the appellant. The evidence established that the applicant did not receive any consideration for the shares, and her signature on the transfer form was obtained by fraudulent means. The appellant's explanations were found to be contradictory and unconvincing, and his conduct throughout was dishonest, including the making of a false affidavit to procure duplicate share certificates. The court found that the applicant was entitled to rectification of the company's share register to restore her as the registered holder of thirty shares. The appeal was dismissed...

Citation
[1987] ZASCA 19
Parties
Appellant: Anthony John Shalala; Respondent: Josephine Iliev; Respondent: Shalala Brothers (Pty) Ltd
Court
Supreme Court of Appeal
Jurisdiction
South Africa
Judgment Date
26 March 1987
Case Number
147/85
Procedural Posture
Civil Appeal / Appeal From the Transvaal Provincial Division on Rectification of Share Register
Outcome
Appeal dismissed with costs; cross-appeal struck off with costs.
Judges
Joubert, Hoexter, Grosskopf, Vivier, Steyn
Legal Topics
Rectification of Share Register, Fraudulent Transfer of Shares, Onus of Proof, Company Shareholder Rights
Commercial and Corporate Civil Procedure Rectification of Share Register Fraudulent Transfer of Shares Onus of Proof Company Shareholder Rights

Case Brief

Summary, issues, holding and outcome

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Parties

Anthony John Shalala

Appellant

Josephine Iliev

Respondent

Shalala Brothers (Pty) Ltd

Respondent

Procedural Posture

Civil Appeal / Appeal From the Transvaal Provincial Division on Rectification of Share Register

Legal Issues

  1. 1 Whether the applicant's name was removed from the company's share register without sufficient cause.
  2. 2 Whether the applicant's signature on the share transfer form was genuine or fraudulently obtained.
  3. 3 Whether the duplicate share register and share certificates were procured fraudulently.

Ratio Decidendi

The Supreme Court of Appeal upheld the trial court's findings that the applicant's thirty shares were never validly transferred to the appellant. The evidence established that the applicant did not receive any consideration for the shares, and her signature on the transfer form was obtained by fraudulent means. The appellant's explanations were found to be contradictory and unconvincing, and his conduct throughout was dishonest, including the making of a false affidavit to procure duplicate share certificates. The court found that the applicant was entitled to rectification of the company's share register to restore her as the registered holder of thirty shares. The appeal was dismissed...

Court Disposition

Appeal dismissed with costs; cross-appeal struck off with costs.

Orders

  • The appeal is dismissed with costs, including the costs of two counsel, but excluding perusal fees for superfluous portions of the record.
  • As between attorney and client, the appellant's attorneys are not entitled to charge any perusal fee for superfluous portions of the record.