South Africa Case Law

Briers and Another v Dr J Bruwer and Associates No 78 Inc and Others (19726/2023)

Briers and Another v Dr J Bruwer and Associates No 78 Inc and Others (19726/2023) [2025] ZAWCHC 223 (27 May 2025)

Court

Western Cape High Court, Cape Town

Case number

19726/2023

Judge

Nuku

The High Court dismissed a section 163 oppression claim, holding that the consultancy agreements allowed termination on 30 days’ notice and no unfair prejudice was proved.

• Oppressive Conduct
• Minority Shareholder Rights
• Section 163 Companies Act
• Termination Of Consultancy Agreement
• Remuneration Disputes
• Share Transfer Mechanisms

Pretorius and Others v Khutso Naketsi Communal Property Association and Another (2024-147172)

Pretorius and Others v Khutso Naketsi Communal Property Association and Another (2024-147172) [2025] ZAGPPHC 451 (8 May 2025)

Court

North Gauteng High Court, Pretoria

Case number

2024-147172

Judge

HF Oosthuizen

The High Court granted a postponement in winding-up proceedings and ordered the intervening applicants, except the employees, to pay the postponed hearing costs.

• Winding Up Of Company
• Intervention Application
• Costs Order
• Just And Equitable Ground
• Minority Shareholder Rights
• Winding-up

Daxmollie Bae (Pty) Ltd v Mimarkits Company (Pty) Ltd (1730/24P)

Daxmollie Bae (Pty) Ltd v Mimarkits Company (Pty) Ltd (1730/24P) [2024] ZAKZPHC 120 (8 November 2024)

Court

Kwazulu-Natal High Court, Pietermaritzburg

Case number

1730/24P

Judge

Van Rooyen AJ

Minority shareholder relief under section 163 was refused where the applicant failed to show oppressive or unfairly prejudicial conduct and had approved the financial statements.

• Minority Shareholder Rights
• Section 163 Companies Act
• Access To Company Records
• Oppression And Unfair Prejudice
• Minority-shareholder-rights
• Section-163-companies-act

Siyakhula Sonke Empowerment Corporation (Pty) Ltd and Others v Redpath Mining (South Africa) (Pty) Ltd and Another (9234/2022)

Siyakhula Sonke Empowerment Corporation (Pty) Ltd and Others v Redpath Mining (South Africa) (Pty) Ltd and Another (9234/2022) [2024] ZAGPJHC 680 (22 July 2024)

Court

South Gauteng High Court, Johannesburg

Case number

9234/2022

Judge

ML Senyatsi

The court held that the review of Mr Arendse's removal as a director of RMSA is governed by section 71(5) of the Companies Act, which provides for a narrow statutory review limited to procedural and jurisdictional compliance. The Promotion of Administrative Justice Act and the principle of legality do not apply, as RMSA is a private company and the removal is not administrative action. The board complied with the requirements of section 71 by providing sufficient notice and opportunity for Mr Arendse to respond. The allegations of bias and bad faith were not substantiated, and the evidence pr…

Source excerpt

• Removal Of Director
• Companies Act Section 71
• Procedural Fairness
• Fiduciary Duties
• Minority Shareholder Rights

Dreyer v Afristat Investment Holdings (030942/22)

Dreyer v Afristat Investment Holdings (030942/22) [2024] ZAGPPHC 142 (20 February 2024)

Court

North Gauteng High Court, Pretoria

Case number

030942/22

Judge

G Ally

The High Court dismissed a minority shareholder’s bid to wind up a company under section 81 of the Companies Act, finding no proof of fraud or asset wastage.

• Winding Up Of Solvent Company
• Just And Equitable Basis
• Misapplication Of Assets
• Minority Shareholder Rights
• Winding-up-of-solvent-company
• Companies-act-section-81

Armitage NO v Valencia Holdings 13 (Pty) Ltd and Others (638/2022)

Armitage NO v Valencia Holdings 13 (Pty) Ltd and Others (638/2022) [2023] ZASCA 157 (23 November 2023)

Court

Supreme Court of Appeal

Case number

638/2022

Judges

Dambuza, Meyer, Goosen, Kathree-Setiloane, Siwendu

The Supreme Court of Appeal dismissed an executrix’s section 163 claim, finding no oppressive or unfairly prejudicial conduct in a shareholder loan and buy-sell dispute.

• Oppressive Conduct
• Shareholder Loans
• Buy And Sell Agreements
• Section 163 Companies Act
• Minority Shareholder Rights
• Oppressive-conduct

Oppressed A C S A Minority 1 (Pty) Ltd and Another v Government of the Republic of South Africa and Others (898/2020)

Oppressed A C S A Minority 1 (Pty) Ltd and Another v Government of the Republic of South Africa and Others (898/2020) [2022] ZASCA 50 (11 April 2022)

Court

Supreme Court of Appeal

Case number

898/2020

Judges

Dambuza, Makgoka, Schippers, Plasket, Gorven

The Supreme Court of Appeal held that rescission of a consent order is approached like any other judgment and upheld rescission because the settlement lacked authority.

• Rescission Of Judgment
• Consent Order
• Minority Shareholder Rights
• Oppressive Conduct
• Companies Act Section 163
• Rescission-of-judgment

Bester and Others v Lebra Developments (Pty) Ltd and Others (88160/19)

Bester and Others v Lebra Developments (Pty) Ltd and Others (88160/19) [2022] ZAGPPHC 211 (24 March 2022)

Court

North Gauteng High Court, Pretoria

Case number

88160/19

Judge

Kooverjie

The High Court found unfair prejudice under section 163, ordered a forensic audit of Lebra’s finances, and postponed buyout relief pending valuation.

• Oppressive Conduct
• Minority Shareholder Rights
• Forensic Audit
• Fair Value Buyout
• Section 163 Companies Act
• Director Removal

De Freitas and Another vs Chamdor Meat Packers (Pty) Ltd and Others (13551/2018)

De Freitas and Another vs Chamdor Meat Packers (Pty) Ltd and Others (13551/2018) [2021] ZAGPJHC 506 (26 January 2021)

Court

South Gauteng High Court, Johannesburg

Case number

13551/2018

Judge

G Rome

The High Court allowed an amendment to particulars of claim, holding that later-occurring facts could be added where they related to the existing oppression dispute.

• Amendment Of Pleadings
• Oppression Remedies
• Minority Shareholder Rights
• Amendment-of-pleadings
• Minority-shareholder-rights
• Oppression-remedies

MWRK Accountants & Consultants (Pty) Ltd v HLB International (72514/2018)

MWRK Accountants & Consultants (Pty) Ltd v HLB International (72514/2018) [2019] ZAGPPHC 630 (15 November 2019)

Court

North Gauteng High Court, Pretoria

Case number

72514/2018

Judge

S W Davies

High Court granted section 163 relief in a company dispute, refusing winding-up and ordering sale of the property held by the company, with proceeds shared pro rata.

• Companies Act Section 163
• Shareholder Oppression
• Just And Equitable Winding Up
• Minority Shareholder Rights
• Valuation Of Shares
• Companies-act-section-163