South Africa Case Law

IPP Mining and Materials Koornfontein (Pty) Ltd v Black Royalty Minerals Koornfontein (Pty) Ltd and Another (063430/2025)

IPP Mining and Materials Koornfontein (Pty) Ltd v Black Royalty Minerals Koornfontein (Pty) Ltd and Another (063430/2025) [2025] ZAGPPHC 657 (12 June 2025)

Court

North Gauteng High Court, Pretoria

Case number

063430/2025

Judge

Strijdom

The High Court refused leave to bring derivative proceedings under section 165(6) of the Companies Act, finding no exceptional circumstances. Costs were awarded against the applicant.

• Derivative Action
• Urgent Spoliation
• Companies Act Section 165
• Board Deadlock
• Director Duties
• Derivative-action

Smith and Others v Georgio and Others (93417/2019)

Smith and Others v Georgio and Others (93417/2019) [2025] ZAGPPHC 373 (25 April 2025)

Court

North Gauteng High Court, Pretoria

Case number

93417/2019

Judge

Janse van Nieuwenhuizen

The High Court stayed proceedings pending final determination of a rescission application about a scheme of arrangement and ordered costs against the applicants on a withdrawn transfer application.

• Stay Of Proceedings
• Scheme Of Arrangement
• Business Rescue
• Costs On Withdrawal
• Derivative Action
• Stay-of-proceedings

Betty Happy Xaba Trust v Rubicon Trust Company Ltd and Others (015371/2025)

Betty Happy Xaba Trust v Rubicon Trust Company Ltd and Others (015371/2025) [2025] ZAGPPHC 226 (6 March 2025)

Court

North Gauteng High Court, Pretoria

Case number

015371/2025

Judge

Labuschagne

The court dismissed a beneficiary’s attempt to liquidate a trust company in a derivative capacity, holding that the Benningfield Exception did not apply.

• Trust Law
• Derivative Action
• Fiduciary Duty
• Benningfield Exception
• Trust-law
• Derivative-action

L. D. v M[...] P[...] I[...] (Pty) Ltd and Another (A132469/2023; A133154/2024)

L. D. v M[...] P[...] I[...] (Pty) Ltd and Another (A132469/2023; A133154/2024) [2025] ZAGPJHC 193 (26 February 2025)

Court

South Gauteng High Court, Johannesburg

Case number

A132469/2023; A133154/2024

Judges

N Davis, Sutherland DJP, Du Plessis J

Appeals over derivative-action leave and company winding-up were decided separately: derivative relief was refused, but the company was finally wound up.

• Derivative Action
• Winding Up Of Company
• Deadlock Between Directors
• Fiduciary Duties
• Just And Equitable Liquidation
• Derivative-action

Dorfling N.O and Another v Engelbrecht N.O and Others (004697/2024)

Dorfling N.O and Another v Engelbrecht N.O and Others (004697/2024) [2024] ZAGPPHC 1135 (7 November 2024)

Court

North Gauteng High Court, Pretoria

Case number

004697/2024

Judge

Moshoana

The High Court dismissed trustees’ bid to obtain leave to sue on behalf of a company in liquidation, holding that the liquidators’ refusal was not mala fide or unreasonable.

• Winding Up
• Liquidator Powers
• Leave To Institute Action
• Derivative Action
• Companies Act 1973
• Administrative Action Review

Selesho N.O and Another v Mangoejane and Others (1372/2024)

Selesho N.O and Another v Mangoejane and Others (1372/2024) [2024] ZAFSHC 302 (3 October 2024)

Court

Free State High Court, Bloemfontein

Case number

1372/2024

Judge

Daffue

The court found that the applicants, as trustees of the Leagang Family Trust and equal shareholders in the holding company, had locus standi to seek interim interdictory relief to protect the assets of the third respondent. The first respondent, as sole director, had made fraudulent and unlawful payments from the third respondent's bank account for her personal benefit, which were uncontested due to the absence of answering affidavits. The court accepted the applicants' allegations as established facts and held that the interim order was appropriate to maintain the status quo pending the inst…

Source excerpt

• Derivative Action
• Fiduciary Duties Of Directors
• Interim Interdict
• Locus Standi
• Protected Disclosures Act
• Reflective Loss

Smith and Others v Georgiou and Others (93417/2019)

Smith and Others v Georgiou and Others (93417/2019) [2024] ZAGPPHC 585 (6 June 2024)

Court

North Gauteng High Court, Pretoria

Case number

93417/2019

Judge

Janse Van Nieuwenhuizen

The court refused to separate issues in a derivative-action application arising from the Highveld Syndication collapse and postponed the claim against Cohen.

• Separation Of Issues
• Derivative Action
• Business Rescue
• Scheme Of Arrangement
• Personal Liability Of Directors
• Separation-of-issues

Chase Willow Financial Services (PTY) Ltd v Debt Rescue (PTY) Ltd and Others (55941/2021)

Chase Willow Financial Services (PTY) Ltd v Debt Rescue (PTY) Ltd and Others (55941/2021) [2022] ZAGPJHC 872 (7 November 2022)

Court

South Gauteng High Court, Johannesburg

Case number

55941/2021

Judge

Fisher

The court held that salary increases and bonuses for a director required shareholder approval under the MOI, and set aside the impugned resolutions.

• Memorandum Of Incorporation Interpretation
• Reserved Matters
• Directors Remuneration
• Bonus Payments
• Shareholder Rights
• Derivative Action

Business Doctor Consortium Limited and Another v Old Mutual Finance (RF) (Pty) Limited and Others (18535/2021)

Business Doctor Consortium Limited and Another v Old Mutual Finance (RF) (Pty) Limited and Others (18535/2021) [2022] ZAWCHC 196; [2022] 4 All SA 719 (WCC) (11 October 2022)

Court

Western Cape High Court, Cape Town

Case number

18535/2021

Judge

Wille, J

Minority shareholders failed to prove oppressive conduct under section 163 and could not use that remedy to force litigation; the application was dismissed with costs.

• Minority Shareholder Oppression
• Companies Act Section 163
• Separate Legal Personality
• Quasi Partnership
• Reserved Matters
• Derivative Action

Regiments Fund Managers (PTY) Ltd and Others v The Commissioner for the South African Revenue Services and Another (33815/2021)

Regiments Fund Managers (PTY) Ltd and Others v The Commissioner for the South African Revenue Services and Another (33815/2021) [2022] ZAGPJHC 636 (5 September 2022)

Court

South Gauteng High Court, Johannesburg

Case number

33815/2021

Judge

Victor

The High Court dismissed leave to appeal against an interim interdict, but allowed a costs de bonis propriis application against liquidators to proceed.

• Interim Interdict
• Leave To Appeal
• Locus Standi
• Derivative Action
• Costs De Bonis Propriis
• Separation Of Powers