South Africa Case Law

Mine Guniting CC v Reka Trade 1075 CC (3651/2022)

Mine Guniting CC v Reka Trade 1075 CC (3651/2022) [2024] ZAMPMHC 33 (30 May 2024)

Court

Middelburg High Court, Mpumalanga

Case number

3651/2022

Judge

MBG Langa

The court found that the Applicant had complied with the statutory requirements for winding up under Section 69(1)(a) of the Close Corporation Act. The Respondent did not dispute its indebtedness, only the calculation of the amount, and failed to tender payment or security for the undisputed portion. The Respondent's challenge to the authority of the Applicant's attorneys was dismissed for procedural non-compliance. The National Credit Act was held not to apply, as the agreement was between juristic persons and the Respondent's turnover exceeded the threshold. The Respondent's allegations of…

Source excerpt

• Close Corporation Winding Up
• Statutory Demand
• Reciprocal Obligations
• Applicability Of National Credit Act

Jafte v Ilifu Trading 330 CC (EL 1259/11, ECD 2092/11)

Jafte v Ilifu Trading 330 CC (EL 1259/11, ECD 2092/11) [2012] ZAECELLC 6 (5 April 2012)

Court

Eastern Cape High Court, East London Local Court

Case number

EL 1259/11, ECD 2092/11

Judge

B C Hartle

The applicant failed to establish that it is just and equitable to wind up the respondent. The breakdown in relationships was largely caused by her insistence on being represented by her husband, contrary to the Act and the nature of close corporation membership. She did not pursue available remedies, such as calling meetings, seeking relief under section 49, or negotiating a reasonable buy-out. Her approach was self-serving and lacked clean hands. The respondent continues to operate successfully, and winding up would be unduly harsh on the other members and employees. The applicant's offer t…

Source excerpt

• Close Corporation Winding Up
• Just And Equitable Ground
• Member Disputes
• Fiduciary Duties
• Alternative Remedies
• Clean Hands Doctrine

Smyth and Another v Mew (270/09)

Smyth and Another v Mew (270/09) [2010] ZASCA 56; 2010 (6) SA 537 (SCA) (1 April 2010)

Court

Supreme Court of Appeal

Case number

270/09

Judges

Navsa, Cloete, Van Heerden, Bosielo, Seriti

The Supreme Court of Appeal upheld liquidation of a close corporation after finding the members’ relationship had irretrievably broken down and a buy-out lacked sufficient valuation evidence.

• Close Corporation Winding Up
• Just And Equitable Ground
• Compulsory Buy Out
• Association Agreement
• Valuation Of Members Interest
• Close-corporation-winding-up

Kirsten v QCR Computer and Printer Services CC and Others (01/13046)

Kirsten v QCR Computer and Printer Services CC and Others (01/13046) [2001] ZAGPHC 16 (19 July 2001)

Court

High Courts - Gauteng

Case number

01/13046

Judge

Willis

The court granted a provisional winding-up order against a close corporation after finding a prima facie just-and-equitable case and no workable section 36 alternative.

• Close Corporation Winding Up
• Just And Equitable Ground
• Deadlock Principle
• Section 36 Close Corporations Act
• Close-corporation-winding-up
• Just-and-equitable-winding-up