South Africa Case Law

Off-Beat Holiday Club and Another v Sanbonani Holiday Spa Shareblock Limited and Others (CCT106/16)

Off-Beat Holiday Club and Another v Sanbonani Holiday Spa Shareblock Limited and Others (CCT106/16) [2017] ZACC 15; 2017 (7) BCLR 916 (CC); 2017 (5) SA 9 (CC) (23 May 2017)

Court

Constitutional Court

Case number

CCT 106/16

Judges

Nkabinde ACJ, Cameron J, Froneman J, Jafta J, Khampepe J, Madlanga J, Mbha AJ, Mhlantla J, Musi AJ, Zondo J

The Constitutional Court held that claims brought under section 252 of the Companies Act 61 of 1973 for equitable relief do not constitute 'debts' as defined by the Prescription Act 68 of 1969. The Court reasoned that the relief sought is not for payment of money, delivery of goods, or rendering of services, but rather for a judicial determination of fairness in company governance. The wide discretion conferred by section 252 allows the court to consider delay and other factors when granting relief, but does not render the claim susceptible to extinctive prescription. The Court found that the…

Source excerpt

• Companies Act Section 252
• Prescription Act Interpretation
• Minority Shareholder Remedies
• Declaratory Relief
• Access To Courts
• Equitable Remedies

Off-Beat Holiday Club and Another v Sanbonani Holiday Spa Share Block Limited and Others (20231/2014)

Off-Beat Holiday Club and Another v Sanbonani Holiday Spa Share Block Limited and Others (20231/2014) [2016] ZASCA 62; [2016] 2 All SA 704 (SCA); 2016 (6) SA 181 (SCA) (25 April 2016)

Court

Supreme Court of Appeal

Case number

20231/2014

Judges

M Maya, C Cachalia, L Leach, T Tshiqi, N Zondi

The Supreme Court of Appeal held that the minority shareholders’ section 252 and 266 claims were not prescribed on these facts and upheld the appeal.

• Minority Shareholder Remedies
• Extinctive Prescription
• Derivative Action
• Oppressive Conduct
• Rectification Of Company Records
• Vat Refund Claims

Price v Van Zyl and Others (ECJ 060/2005)

Price v Van Zyl and Others (ECJ 060/2005) [2004] ZAECHC 48 (2 December 2004)

Court

High Courts - Eastern Cape

Case number

ECJ 060/2005

Judge

Plasket

The court dismissed an exception, holding a shareholders’ agreement could, on its terms, support an alleged fiduciary relationship and related accounting relief.

• Shareholders Agreement
• Fiduciary Duties
• Minority Shareholder Remedies
• Contractual Terms
• Dividend Rights
• Shareholders-agreement