South Africa Case Law

Southern Sky Hotel and Leisure (Pty) Ltd and Others v Southern Sky Food Enterprises (Pty) Ltd (617/2021)

Southern Sky Hotel and Leisure (Pty) Ltd and Others v Southern Sky Food Enterprises (Pty) Ltd (617/2021) [2022] ZASCA 134; 2023 (4) SA 99 (SCA) (13 October 2022)

Court

Supreme Court of Appeal

Case number

617/2021

Judges

Ponnan, Van der Merwe, Musi, Basson, Masipa

Section 131(6) of the Companies Act suspends the process of liquidation, but does not invalidate agreements concluded by liquidators, provided that such agreements are subject to the outcome of any pending business rescue application. Clause 24 of the sale agreement made the transaction conditional upon the dismissal of the business rescue application, ensuring compliance with the statutory suspension. There is no textual, contextual, or purposive basis in s 131(6) to render such agreements void. The respondent’s application to declare the agreement invalid was therefore unfounded, and the hi…

Source excerpt

• Business Rescue Proceedings
• Liquidation Suspension
• Sale Of Company Assets
• Statutory Interpretation
• Abuse Of Process

Noordman N.O. and Others v Knipe and Another (1906/2014)

Noordman N.O. and Others v Knipe and Another (1906/2014) [2014] ZAFSHC 128 (14 August 2014)

Court

Free State High Court, Bloemfontein

Case number

1906/2014

Judge

G.J.M. Wright

The court found that the Applicants, as provisional liquidators, had incurred substantial administration costs in securing the assets of the companies due to ongoing shareholder disputes and delays in appointing final liquidators. The Respondents' opposition was inconsistent with their prior agreement to the administration costs and safeguarding of the properties. Exceptional circumstances were present, including the prolonged liquidation process, escalating costs, and the necessity to realise assets to pay creditors and administration costs. The court exercised its discretion under sections…

Source excerpt

• Provisional Liquidation
• Extension Of Liquidator Powers
• Administration Costs
• Sale Of Company Assets
• Fiduciary Duties
• Exceptional Circumstances

Leisher and Others v Motala N.O and Others (10769/11)

Leisher and Others v Motala N.O and Others (10769/11) [2012] ZAKZDHC 15 (1 January 2012)

Court

Kwazulu-Natal High Court, Durban

Case number

10769/11

Judge

Lopes

High Court dispute over a liquidation meeting, sale of company properties, and return of a deposit paid under a cancelled sale agreement.

• Liquidation Procedure
• Creditors Meeting
• Authority Of Liquidators
• Sale Of Company Assets
• Conventional Penalties Act
• Misrepresentation

Investec Bank Limited v Quickvest 229 (Pty) Limited; In re: Gore N.O and Others v Gorremans (12689/2009 1604/2010)

Investec Bank Limited v Quickvest 229 (Pty) Limited; In re: Gore N.O and Others v Gorremans (12689/2009 1604/2010) [2010] ZAWCHC 663 (14 April 2010)

Court

Western Cape High Court, Cape Town

Case number

12689/2009 1604/2010

Judge

Riley AJ

The High Court made Quickvest 229 (Pty) Limited’s provisional winding-up final and authorised provisional liquidators to exercise extended powers for administration and asset realisation.

• Final Winding Up Order
• Powers Of Liquidators
• Postponement Of Proceedings
• Sale Of Company Assets
• Creditor Rights
• Winding-up