South Africa Case Law

Agardo Investments (Pty) Ltd v National Stokvel Association of South Africa (2023/034657)

Agardo Investments (Pty) Ltd v National Stokvel Association of South Africa (2023/034657) [2025] ZAGPJHC 552 (9 June 2025)

Court

South Gauteng High Court, Johannesburg

Case number

2023/034657

Judge

S Yacoob

The applicant failed to prove the existence of a binding contract with NASASA. There was no evidence that NASASA accepted the engagement letter or agreed to its terms. The applicant's director, Mr Motlogeloa, was confirmed to be an employee of Old Mutual, and there was no proof that he acted on behalf of Agardo in dealings with NASASA. The WhatsApp communications did not support Agardo's claim of representation. Furthermore, the absence of Old Mutual as a party to the proceedings undermined the application. The court found the application to be speculative and lacking factual foundation, and…

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• Contract Formation
• Specific Performance
• Discovery Of Documents

Johannes Frederick Gouws N O and Others v Johannes Petrus Erasmus Swarts N O (1250/23)

Johannes Frederick Gouws N O and Others v Johannes Petrus Erasmus Swarts N O (1250/23) [2025] ZASCA 48 (25 April 2025)

Court

Supreme Court of Appeal

Case number

1250/23

Judges

Nicholls, Mbatha, Hughes, Kathree-Setiloane, Modiba

The Supreme Court of Appeal held that no binding sale agreement was concluded at the AGM because the parties lacked consensus on price and tax terms.

• Contract Formation
• Shareholder Disputes
• Section 163 Companies Act
• Counterclaim Dismissal
• Purchase And Sale Agreement
• Contract-formation

Modise Modise Legal Practitioners t/a Modise Modise Attorneys v Mangaung Metropolitan Municipality (4208/2024)

Modise Modise Legal Practitioners t/a Modise Modise Attorneys v Mangaung Metropolitan Municipality (4208/2024) [2025] ZAFSHC 105 (24 March 2025)

Court

Free State High Court, Bloemfontein

Case number

4208/2024

Judge

Ntanga AJ

The plaintiff's particulars of claim failed to plead acceptance of the defendant's offer of appointment in the mode stipulated in the letters of appointment, which was a suspensive condition for contract formation. The absence of such an averment means the pleadings do not disclose a cause of action for breach of contract. The requirement to confirm acceptance in writing was not merely administrative but a prescribed mode of acceptance necessary for a binding contract. The court accepted the defendant's exception and found that the plaintiff's pleadings were excipiable. The court did not make…

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• Exception To Particulars Of Claim
• Contract Formation
• Mode Of Acceptance
• Legal Practitioners Admission
• Pleading Requirements

Haralambos Prokas N O and Others v Zoviflo (Pty) Ltd (61/2024)

Haralambos Prokas N O and Others v Zoviflo (Pty) Ltd (61/2024) [2025] ZASCA 18 (13 March 2025)

Court

Supreme Court of Appeal

Case number

61/2024

Judges

Meyer, Matojane, Koen, Bloem, Modiba

The SCA held that a nominee shareholders agreement could not stand alone where it was inextricably linked to an uncompleted joint venture agreement.

• Joint Venture Agreement
• Contract Formation
• Nominee Shareholders Agreement
• Offer And Acceptance
• Enforceability Of Contracts
• Revocation Of Offer

Petersen N.O and Others v Kgopelang Medical Services Inc (2023/125881)

Petersen N.O and Others v Kgopelang Medical Services Inc (2023/125881) [2025] ZAGPJHC 232 (6 March 2025)

Court

South Gauteng High Court, Johannesburg

Case number

2023/125881

Judge

H A van der Merwe

The High Court granted summary judgment for unpaid rent, finding the defendant’s representative’s name, designation and initials formed a valid signature on the lease offer.

• Summary Judgment
• Lease Agreement
• Signature Requirements
• Contract Formation
• Summary-judgment
• Lease-agreements

Soul Africa Group (Pty) Ltd and Another v Venter Food (Pty) Ltd (CIV APP MG04.23)

Soul Africa Group (Pty) Ltd and Another v Venter Food (Pty) Ltd (CIV APP MG04.23) [2024] ZANWHC 264 (24 October 2024)

Court

North West High Court, Mafikeng

Case number

CIV APP MG04/23

Judges

Mfenyana, Makoti

The High Court held that a binding compromise agreement had been concluded despite no signed settlement document, and dismissed the appeal with costs.

• Contract Formation
• Compromise Agreement
• Offer And Acceptance
• Consensus Ad Idem
• Quasi Mutual Assent
• Contract-formation

Mtech SA (Pty) Ltd v Afoodable (Pty) Ltd and Others (22702/2023)

Mtech SA (Pty) Ltd v Afoodable (Pty) Ltd and Others (22702/2023) [2024] ZAWCHC 237 (4 September 2024)

Court

Western Cape High Court, Cape Town

Case number

22702/2023

Judge

Wille

The High Court refused summary judgment in a dispute over a settlement agreement for returned packaging materials, finding the respondents raised genuine triable defences.

• Summary Judgment
• Contract Formation
• Rectification
• Settlement Agreement
• Bona Fide Defence
• Summary-judgment

Pritchard v Mvubu and Others (6004/2023)

Pritchard v Mvubu and Others (6004/2023) [2024] ZAFSHC 50 (16 February 2024)

Court

Free State High Court, Bloemfontein

Case number

6004/2023

Judge

Buys, AJ

The court found that the applicant's acceptance of the first respondent's counter-offer was conditional, specifically requiring the purchase price to be held in trust pending transfer of the liquor license. This constituted a counter-offer and not an unconditional acceptance, meaning no binding agreement was concluded. The respondent's denial of consensus on essential terms, including payment of transfer costs, was supported by the evidence. Applying the Plascon-Evans rule, the court held that the respondent's version was not so far-fetched or untenable as to be rejected on the papers. A mate…

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• Contract Formation
• Sale Of Business Assets
• Motion Proceedings
• Material Dispute Of Fact

J Space (Pty) Ltd v O-Yes Auctions CC (38603/2021)

J Space (Pty) Ltd v O-Yes Auctions CC (38603/2021) [2024] ZAGPJHC 32 (15 January 2024)

Court

South Gauteng High Court, Johannesburg

Case number

38603/2021

Judge

M T Jordaan

The Court found that neither the first nor the second offer to purchase was accepted by the Sellers within the stipulated confirmation period or in an unqualified manner. The Seller’s indication of willingness to accept a higher price constituted a counter-offer and rejection of the original offer. The purported acceptance of the second offer included material alterations and deletions, amounting to a counter-offer rather than acceptance. As a result, no valid sale agreement came into existence between the Applicant and the Sellers. The Respondent was not entitled to retain the Buyer’s Premiu…

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• Contract Formation
• Sale Of Immovable Property
• Auction Law
• Deposit Refund
• Buyer S Premium

Wafai and Others v SA Casual Dining Concepts (Pty) Ltd and Another (7609/2023)

Wafai and Others v SA Casual Dining Concepts (Pty) Ltd and Another (7609/2023) [2023] ZAWCHC 333 (6 December 2023)

Court

Western Cape High Court, Cape Town

Case number

7609/2023

Judge

M J Bishop

The High Court dismissed summary judgment in a franchise dispute, finding the respondent had a bona fide defence that no contract existed because of a fundamental misrepresentation.

• Contract Formation
• Repudiation
• Restitution
• Unjust Enrichment
• Summary Judgment
• Misrepresentation