Symington and Others v Pretoria-Oos Privaat Hospital Bedryfs (Pty) Ltd (77/2004) [2005] ZASCA 47; [2005] 4 All SA 403 (SCA); 2005 (5) SA 550 (SCA) (27 May 2005)

Symington and Others v Pretoria-Oos Privaat Hospital Bedryfs (Pty) Ltd (77/2004) [2005] ZASCA 47; [2005] 4 All SA 403 (SCA); 2005 (5) SA 550 (SCA) (27 May 2005)

The Supreme Court of Appeal held that the respondent's claim was for damages arising from an alleged breach of fiduciary duty by the appellants as former directors. The debt became due when the breach occurred, specifically when the sublease was concluded on 8 November 1996. The prescription period of three years thus commenced from that date and was completed before the summons was served in November 2000. The court rejected the respondent's argument that the prescription period was extended under section 13(1)(e) of the Prescription Act, finding that the directors' resignation was effective by agreement on 25 June 1996, not when notice was received by the Registrar. The respondent's...

Citation
[2005] ZASCA 47
Parties
Appellant: Samuel Henry Symington; Appellant: Jacques Durandt; Appellant: Francois Rademan; Respondent: Pretoria-Oos Privaat Hospitaal Bedryfs (Pty) Ltd
Court
Supreme Court of Appeal
Jurisdiction
South Africa
Judgment Date
27 May 2005
Case Number
77/2004
Procedural Posture
Civil Appeal / Appeal From Pretoria High Court; Special Pleas of Prescription Adjudicated Prior to Merits
Outcome
Appeal upheld; cross-appeal dismissed; special pleas of prescription allowed; respondent's claims dismissed with costs.
Judges
Brand, Scott, Streicher, Cameron, Ponnan
Legal Topics
Fiduciary Duty of Directors, Extinctive Prescription, Companies Act, Special Plea of Prescription
Commercial and Corporate Civil Procedure Fiduciary Duty of Directors Extinctive Prescription Companies Act Special Plea of Prescription

Case Brief

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Parties

Samuel Henry Symington

Appellant

Jacques Durandt

Appellant

Francois Rademan

Appellant

Pretoria-Oos Privaat Hospitaal Bedryfs (Pty) Ltd

Respondent

Procedural Posture

Civil Appeal / Appeal From Pretoria High Court; Special Pleas of Prescription Adjudicated Prior to Merits

Legal Issues

  1. 1 When did the 'debt' become 'due' for purposes of section 12(1) of the Prescription Act 68 of 1969.
  2. 2 Is the claim for damages or for disgorgement of profits arising from breach of fiduciary duty.
  3. 3 Was the prescription period extended under section 13(1)(e) of the Prescription Act due to the timing of directors' resignation.

Ratio Decidendi

The Supreme Court of Appeal held that the respondent's claim was for damages arising from an alleged breach of fiduciary duty by the appellants as former directors. The debt became due when the breach occurred, specifically when the sublease was concluded on 8 November 1996. The prescription period of three years thus commenced from that date and was completed before the summons was served in November 2000. The court rejected the respondent's argument that the prescription period was extended under section 13(1)(e) of the Prescription Act, finding that the directors' resignation was effective by agreement on 25 June 1996, not when notice was received by the Registrar. The respondent's...

Court Disposition

Appeal upheld; cross-appeal dismissed; special pleas of prescription allowed; respondent's claims dismissed with costs.

Orders

  • Both the appeal by first appellant and the appeal by second and third appellants are upheld with costs, including the costs of two counsel.
  • The cross-appeal by the respondent is dismissed with costs, including the costs of two counsel for both first appellant and second and third appellants.