Winterboer v CX Developers CC and Others (28/7/2015) [2015] ZAGPPHC 545 (28 July 2015)

Winterboer v CX Developers CC and Others (28/7/2015) [2015] ZAGPPHC 545 (28 July 2015)

The court found that the applicant had demonstrated beyond doubt that the members of the first respondent close corporation were in deadlock, unable to agree or meet, with serious and unresolvable allegations between them. The situation prejudiced creditors and amounted to a partnership in collapse. The court held that the applicant was not the cause of the impasse and that the deadlock justified winding up the close corporation on the just and equitable ground.

Citation
[2015] ZAGPPHC 545
Parties
Applicant: Stefan Winterboer; Respondent: CX3 Developers CC; Respondent: Astrid Laura Neeb; Respondent: Carel Albert Eduard Neeb; Respondent: Standard Bank of South Africa Limited
Court
North Gauteng High Court, Pretoria
Jurisdiction
South Africa
Judgment Date
28 July 2015
Case Number
2015/11797
Procedural Posture
Winding Up Application / Judgment
Outcome
The first respondent close corporation is ordered to be wound up.
Judges
Wright
Legal Topics
Close Corporation Deadlock, Winding Up on Just and Equitable Ground, Creditor Prejudice
Commercial and Corporate Close Corporation Deadlock Winding Up on Just and Equitable Ground Creditor Prejudice

Case Brief

Summary, issues, holding and outcome

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Parties

Stefan Winterboer

Applicant

CX3 Developers CC

Respondent

Astrid Laura Neeb

Respondent

Carel Albert Eduard Neeb

Respondent

Standard Bank of South Africa Limited

Respondent

Procedural Posture

Winding Up Application / Judgment

Legal Issues

  1. 1 Whether the first respondent close corporation should be wound up due to deadlock among its members.
  2. 2 Whether the applicant is responsible for the impasse within the close corporation.
  3. 3 Whether the state of affairs prejudices creditors of the close corporation.

Ratio Decidendi

The court found that the applicant had demonstrated beyond doubt that the members of the first respondent close corporation were in deadlock, unable to agree or meet, with serious and unresolvable allegations between them. The situation prejudiced creditors and amounted to a partnership in collapse. The court held that the applicant was not the cause of the impasse and that the deadlock justified winding up the close corporation on the just and equitable ground.

Court Disposition

The first respondent close corporation is ordered to be wound up.

Orders

  • The first respondent close corporation is wound up.