South Africa Case Law

Capability BPO Global (Pty) Ltd and Others v Fore Consulting and Management BV and Others (AR384/2023; D3962/2022)

Capability BPO Global (Pty) Ltd and Others v Fore Consulting and Management BV and Others (AR384/2023; D3962/2022) [2025] ZAKZPHC 67 (20 June 2025)

Court

Kwazulu-Natal High Court, Pietermaritzburg

Case number

AR384/2023; D3962/2022

Judges

Balton, Harrison, Oliff

High Court appeal allowed after finding material disputes of fact in a corporate oppression and delinquency dispute, with the matter referred to trial.

• Delinquent Director
• Minority Oppression
• Shareholder Rights
• Consultancy Agreement
• Referral To Trial
• Delinquent-director

Bayer v Polkadraai Nursery Proprietary Limited (18728/2024)

Bayer v Polkadraai Nursery Proprietary Limited (18728/2024) [2025] ZAWCHC 232 (2 June 2025)

Court

Western Cape High Court, Cape Town

Case number

18728/2024

Judge

Nuku

The High Court dismissed an urgent interdict application against a proposed business sale, finding that the sale did not threaten the applicant’s shareholding.

• Interdict
• Shareholder Rights
• Sale Of Business
• Irreparable Harm
• Shareholder-rights
• Business-sale

Gelderblom and Others v Sandown Bay Fishing Company (Pty) Ltd and Others (Reasons) (19605/2024)

Gelderblom and Others v Sandown Bay Fishing Company (Pty) Ltd and Others (Reasons) (19605/2024) [2025] ZAWCHC 210 (19 May 2025)

Court

Western Cape High Court, Cape Town

Case number

19605/2024

Judge

P. S. Van Zyl

The High Court granted an urgent interdict stopping a shareholders’ meeting to remove the applicants as directors pending a section 163 Companies Act application.

• Section 163 Companies Act
• Oppressive Conduct
• Shareholder Rights
• Interim Interdict
• Urgent Application
• Directors Removal

Highlande Energy (Pty) Ltd and Another v Standard Bank of South Africa Limited and Others (2025/058512)

Highlande Energy (Pty) Ltd and Another v Standard Bank of South Africa Limited and Others (2025/058512) [2025] ZAGPJHC 452 (8 May 2025)

Court

South Gauteng High Court, Johannesburg

Case number

2025/058512

Judge

Epstein

The court upheld a jurisdictional point in limine and dismissed an urgent application about a company bank account and disputed directorships.

• Jurisdiction
• Interdict
• Directorship Dispute
• Shareholder Rights
• Bank Account Access
• Urgent-application

Harding v Sweet Sensations 210 Pty Ltd t/a Moorgas & Sons and Another (1849/2024)

Harding v Sweet Sensations 210 Pty Ltd t/a Moorgas & Sons and Another (1849/2024) [2025] ZAWCHC 163 (11 April 2025)

Court

Western Cape High Court, Cape Town

Case number

1849/2024

Judge

Parker AJ

The court held that the applicant, as a 50% shareholder and director, is entitled to the documents referenced in the first respondent's particulars of claim under Rule 35(12). Annexures to pleadings are considered part of the pleadings and thus subject to discovery. The respondent's objections based on confidentiality and relevance were dismissed, as the statutory right to access company information under section 31(1)(b) of the Companies Act is unqualified and not dependent on the shareholder's involvement in daily operations. The court found that Rule 35(12) was the correct mechanism for th…

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• Discovery Of Documents
• Shareholder Rights
• Rule 35 12
• Companies Act Section 31
• Confidentiality In Discovery

Weir v Wiehahn Formwork Solutions (Pty) Ltd and Others (19494/2024)

Weir v Wiehahn Formwork Solutions (Pty) Ltd and Others (19494/2024) [2025] ZAWCHC 74; [2025] 2 All SA 938 (WCC); 2025 (4) SA 637 (WCC) (4 March 2025)

Court

Western Cape High Court, Cape Town

Case number

19494/2024

Judge

Holderness

The court held that section 71(1) and (2) of the Companies Act does not require shareholders to provide reasons for the intended removal of a director in advance of the shareholders' meeting. The statutory text distinguishes between removal by shareholders and removal by fellow directors, with only the latter requiring advance reasons. The court found the Timcke decision to be clearly wrong in reading such a requirement into section 71(2), and aligned itself with Miller and Besso, which held that shareholders may remove directors at will, subject only to notice and a reasonable opportunity to…

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• Removal Of Director
• Companies Act 71 Of 2008
• Shareholder Rights
• Audi Alteram Partem
• Declaratory Relief

Wessels N.O and Another v Selosesha Development (Pty) Ltd and Others (3492/2024)

Wessels N.O and Another v Selosesha Development (Pty) Ltd and Others (3492/2024) [2025] ZAFSHC 53 (27 February 2025)

Court

Free State High Court, Bloemfontein

Case number

3492/2024

Judge

Hefer AJ

The High Court dismissed a Rule 23 exception, holding the particulars of claim were sufficiently pleaded and not prejudicially vague.

• Exception Procedure
• Joint Venture Agreement
• Directors Liability
• Pre Incoporation Contracts
• Shareholder Rights
• Civil-procedure

WIA Investments SA (Pty) Limited v Robile and Others (2025/012813)

WIA Investments SA (Pty) Limited v Robile and Others (2025/012813) [2025] ZAGPJHC 119 (17 February 2025)

Court

South Gauteng High Court, Johannesburg

Case number

2025/012813

Judge

L R Adams

Urgent interdict application struck off for lack of urgency after a factual dispute over share ownership could not be resolved on affidavit.

• Urgent Interdict
• Removal Of Directors
• Shareholder Rights
• Self Created Urgency
• Urgent-interdict
• Self-created-urgency

African Woman Co-Ordinated Investments (Pty) Ltd and Others v Gauteng African Women Alliance (Pty) Ltd (2018/41434)

African Woman Co-Ordinated Investments (Pty) Ltd and Others v Gauteng African Women Alliance (Pty) Ltd (2018/41434) [2025] ZAGPJHC 28 (17 January 2025)

Court

South Gauteng High Court, Johannesburg

Case number

2018/41434

Judge

L.T. Modiba

The court found that the applicants failed to establish that the respondent's action was vexatious, reckless, or an abuse of process. The core dispute regarding the respondent's shareholding and the validity of the AWCI resolution is highly contested and must be determined at trial. The applicants did not justify the amount sought for security, nor did they explain the delay in bringing the application when the matter was nearly trial ready. The respondent's precarious financial position alone does not warrant an order for security for costs, as the right to litigate under section 34 of the C…

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• Security For Costs
• Abuse Of Process
• Shareholder Rights
• Companies Act
• Judicial Discretion

Business Partners Limited v Companies and Intellectual Properties Commission of South Africa and Others (14388/2024)

Business Partners Limited v Companies and Intellectual Properties Commission of South Africa and Others (14388/2024) [2024] ZAWCHC 402 (29 November 2024)

Court

Western Cape High Court, Cape Town

Case number

14388/2024

Judge

Andrews

The court found that Don Mo Property (Pty) Ltd was unable to pay its debts as envisaged in section 344 of the Companies Act, read with section 345(1)(c), due to breaches of loan agreements, failure to file annual returns, and non-payment of municipal rates and taxes. The directors lacked authority to oppose the liquidation application on behalf of Don Mo, as no shareholder resolution was passed as required by the Memorandum of Incorporation. The Badenhorst rule was applied, and the court determined that the debts were not bona fide disputed on reasonable grounds. The directors' mismanagement…

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• Provisional Liquidation
• Company Deregistration
• Fiduciary Duties
• Shareholder Rights
• Commercial Insolvency
• Just And Equitable Winding Up