Kaps and Others v Seripe and Others (Appeal) (A137/2024)
Kaps and Others v Seripe and Others (Appeal) (A137/2024) [2025] ZAWCHC 228 (15 May 2025)
The court held that the allotment of 100% of the shares to the first appellant at incorporation was valid and not contrary to the Companies Act, nor was it a breach of any express or implied agreement, as no such agreement was proven. The respondents failed to provide evidence of a contractual or fiduciary obligation prohibiting the appellant from allotting shares solely to himself. The misrepresentation of the company’s B-BBEE Level 2 status in February 2018, while unlawful and sanctionable, did not affect the validity of the earlier share allocation, as the two events were separate and dist…
Source excerpt
- Share Allotment
- Companies Act Compliance
- B Bbee Misrepresentation
- Fronting Practices
- Tacit Agreement
- Costs Order