South Africa Case Law

Smith NO and Another v Van Jaarsveld and Another (4990/2021)

Smith NO and Another v Van Jaarsveld and Another (4990/2021) [2025] ZAFSHC 189 (26 June 2025)

Court

Free State High Court, Bloemfontein

Case number

4990/2021

Judge

Ntanga AJ

The court found that the payments made by Trackstar Trading 140 (Pty) Ltd to the first respondent after the liquidation application was launched but before the liquidation order was granted constituted dispositions within the meaning of section 341(2) of the Companies Act. The first respondent was aware of the liquidation proceedings and the payments amounted to undue preference over other creditors. The default position under section 341(2) is that such payments are void unless the court exercises its discretion to validate them. After considering the facts, the chronology of events, and the…

Source excerpt

• Company Liquidation
• Void Disposition
• Business Rescue Practitioner Fees
• Undue Preference
• Court Validation Of Payments

Roux v Fortein NO and Others (A170/2023)

Roux v Fortein NO and Others (A170/2023) [2025] ZAFSHC 167 (6 June 2025)

Court

Free State High Court, Bloemfontein

Case number

A170/2023

Judges

JP Daffue, C Reinders, I Van Rhyn

The court held that the payment made by Van Niekerk Boerdery to Roux after the commencement of liquidation proceedings constituted a disposition of property or rights of action by CRE Stropers within the meaning of section 341(2) of the Companies Act. This was ratified by Corbett, the sole member, when he deducted the amount from the invoice, thereby abandoning the corporation's right to claim the full amount from its debtor. Such conduct unfairly preferred Roux over other creditors and violated the principle of concursus creditorum. The disposition was void, and Roux was required to repay th…

Source excerpt

• Winding Up Of Close Corporation
• Concursus Creditorum
• Void Disposition
• Preferential Creditor Treatment
• Companies Act Section 341 2

Carrim N.O and Others v BP Southern Africa Proprietary Limited and Another (2023-098436)

Carrim N.O and Others v BP Southern Africa Proprietary Limited and Another (2023-098436) [2025] ZAGPPHC 42 (20 January 2025)

Court

North Gauteng High Court, Pretoria

Case number

2023-098436

Judge

E van der Schyff

The High Court dismissed an application to set aside an alleged business disposal under section 341(2) of the Companies Act, finding no disposal by the company itself.

• Companies Act 1973 Section 341 2
• Liquidation
• Void Disposition
• Lease Cancellation
• Franchise Agreement
• Creditor Preference

DCL Interiors CC (In Liquidation) v Weavind & Weavind INC and Others (3024/2018)

DCL Interiors CC (In Liquidation) v Weavind & Weavind INC and Others (3024/2018) [2024] ZAGPPHC 949 (23 September 2024)

Court

North Gauteng High Court, Pretoria

Case number

3024/2018

Judge

Holland-Muter

The High Court dismissed a liquidators’ application over payments from an attorney trust account after winding-up, finding the corporation’s deregistration left the liquidators without mandate.

• Winding Up
• Void Disposition
• Liquidator Authority
• Deregistration
• Trust Account Liability
• Winding-up

De Wet & Others v Opis Advisory (Pty) Limited & Others (2020-14081)

De Wet & Others v Opis Advisory (Pty) Limited & Others (2020-14081) [2024] ZAGPJHC 174 (27 February 2024)

Court

South Gauteng High Court, Johannesburg

Case number

2020-14081

Judge

Adams

The court found that the payment of R3 million by Bapo Freight after the commencement of liquidation proceedings was a disposition falling squarely within the ambit of section 341(2) of the Companies Act 61 of 1973. The respondents' version that the funds were ring-fenced and not intended to become Bapo Freight's property was rejected as far-fetched and unsupported by evidence. The payment was not made to a creditor but to the business rescue practitioner and his company, and no valid agreement or ring-fencing was established. Even if the payment was considered post-commencement finance, it w…

Source excerpt

• Business Rescue
• Void Disposition
• Companies Act Section 341
• Post Commencement Finance
• Liquidation Proceedings

Bekker N.O and Another v L and J Gemmel Plant Services (Pty) Ltd (29564/2022)

Bekker N.O and Another v L and J Gemmel Plant Services (Pty) Ltd (29564/2022) [2023] ZAGPPHC 1922 (15 November 2023)

Court

North Gauteng High Court, Pretoria

Case number

29564/2022

Judge

Noko

The High Court held that post-liquidation payments made by Diesel Power to the respondent were void dispositions and set them aside under section 341(2).

• Void Disposition
• Liquidation Payments
• Stipulatio Alteri
• Adiectus Solutionis Causa
• Companies Act Section 341
• Plant Hire Agreement

Fortein N.O. and Another v Roux and Another (1059/2023)

Fortein N.O. and Another v Roux and Another (1059/2023) [2023] ZAFSHC 311 (7 August 2023)

Court

Free State High Court, Bloemfontein

Case number

1059/2023

Judge

Loubser

The court ordered a respondent to repay money paid after liquidation of a close corporation, finding the payment prejudiced other creditors in insolvency.

• Void Disposition
• Liquidation
• Concursus Creditorum
• Preferential Payment
• Companies Act
• Close Corporations Act

Macneil Plastics (Pty) Ltd v Wilhem N.O and Others (A228/2019)

Macneil Plastics (Pty) Ltd v Wilhem N.O and Others (A228/2019) [2023] ZAGPPHC 357; 2024 (1) SA 468 (GP) (18 May 2023)

Court

North Gauteng High Court, Pretoria

Case number

A228/2019

Judges

KJ Mogale, L M Molopa-Sethosa, N C Sethusha-Shongwe

The court held that the effect of a section 131(6) Companies Act order is to suspend, not terminate, liquidation proceedings already underway. The winding-up order remains in place, and the concursus creditorum established by the liquidation is not undone by subsequent business rescue proceedings. Payments made after the final liquidation order but before the commencement of business rescue are void ab initio under section 341(2) of the Companies Act, 1973, and cannot be validated by the subsequent business rescue. The orders of Tuchten J and Potterill J suspended and then reinstated the liqu…

Source excerpt

• Business Rescue
• Void Disposition
• Concursus Creditorum
• Companies Act 1973
• Companies Act 2008

Botha N.O and Others v Stoltz (29461/2020)

Botha N.O and Others v Stoltz (29461/2020) [2021] ZAGPJHC 696 (17 November 2021)

Court

South Gauteng High Court, Johannesburg

Case number

29461/2020

Judge

Nichols

The High Court dismissed an interim interdict by liquidators seeking to stop use of a tractor pending ownership litigation, finding no irreparable harm or favourable balance of convenience.

• Interim Interdict
• Liquidation Proceedings
• Void Disposition
• Ownership Dispute
• Balance Of Convenience
• Interim-interdict

Fortein NO v Sumeil (Pty) Ltd and Others (576/2020)

Fortein NO v Sumeil (Pty) Ltd and Others (576/2020) [2020] ZAFSHC 59 (12 March 2020)

Court

Free State High Court, Bloemfontein

Case number

576/2020

Judge

P.J. Loubser

The court allowed the liquidator to execute an earlier order pending appeal, finding exceptional circumstances, irreparable harm risk, and no entitlement by respondents to retain the trucks.

• Leave To Execute Pending Appeal
• Liquidation Assets
• Exceptional Circumstances
• Irreparable Harm
• Void Disposition
• Costs Order