South Africa Case Law

Kaps and Others v Seripe and Others (Appeal) (A137/2024)

Kaps and Others v Seripe and Others (Appeal) (A137/2024) [2025] ZAWCHC 228 (15 May 2025)

Court

Western Cape High Court, Cape Town

Case number

A137/2024

Judges

Allie, Da Silva Salie, Ralarala

The court held that the allotment of 100% of the shares to the first appellant at incorporation was valid and not contrary to the Companies Act, nor was it a breach of any express or implied agreement, as no such agreement was proven. The respondents failed to provide evidence of a contractual or fiduciary obligation prohibiting the appellant from allotting shares solely to himself. The misrepresentation of the company’s B-BBEE Level 2 status in February 2018, while unlawful and sanctionable, did not affect the validity of the earlier share allocation, as the two events were separate and dist…

Source excerpt

• Share Allotment
• Companies Act Compliance
• B Bbee Misrepresentation
• Fronting Practices
• Tacit Agreement
• Costs Order

Meerensee Resort Limited v Meerensee Share Block Limited and Another (8381/06)

Meerensee Resort Limited v Meerensee Share Block Limited and Another (8381/06) [2009] ZAWCHC 52 (17 February 2009)

Court

Western Cape High Court, Cape Town

Case number

8381/06

Judge

Denzil Potgieter

The court validated an omitted share allocation and ordered issue of B-shares to the applicant, rejecting prescription, estoppel, non-joinder, and section 221 objections.

• Companies Act 1973
• Share Allotment
• Rectification Of Register
• Validation Of Irregular Share Issue
• Prescription Act
• Estoppel