Legal Articles and Guides

The case that is expected to set a precedent on whether shareholders can sue directors and auditors of companies under the new Companies Act is headed for the SCA, says a Business Day report. On Friday, Judge Letty Molopa-Sethosa, of the Gauteng High Court (Johannesburg), granted African Bank Investments (Abil) BEE shareholders – Hlumisa Investment Holdings and Eyomhlaba Investment Holdings – leave to appeal her judgment in the SCA.

Pepkor has gone to court to interdict the opening of a rival retailer, Mr Tekkie, started by former senior employees of its own brand, Tekkie Town, Die Burger reports. Pepkor says in its urgent application filed in the Western Cape High Court that it managed to recover deleted e-mails of former exective and Tekkie Town founder Braam van Huyssteen, allegedly proving a plot to influence Pepkor’s share price.

An acknowledgement of debt (“AOD”) is when a debtor admits his debt responsibilities. The debtor admits that he be indebted a sum of money to the creditor and accepts to reimburse the amount on terms agreed upon amongst the parties involved.

Steinhoff’s web of intercompany loans was brought to light for the first time on Friday, raising questions about the value of its hitherto prized SA assets. A Business Day report says the embattled furniture retailer – which admitted to accounting irregularities in December 2017 – must urgently restructure €9.6bn (R145bn) in external debt held primarily by its Austrian finance companies, Steinhoff Europe and Steinhoff Finance Holding.

Absa is being targeted for damages in the Steinhoff scandal due to its involvement in the production of the disgraced company’s 2015 prospectus to shareholders, says a City Press report. VEB, the Dutch non-profit organisation that has launched a class action against Steinhoff in the Netherlands, gave Absa, Barclays and Commerzbank notices yesterday.

Christo Wiese is in the clear over what Business Day describes as ‘egregious self-dealing’ because Steinhoff was registered in Holland where there is no requirement in law for oversight of the provision of loans or financial assistance to directors. On Tuesday, notes the report, Steinhoff stunned investors and corporate governance analysts when it confirmed media reports that the company had prepaid Wiese €325m during October and November 2017 for Shoprite shares, just weeks before Steinhoff collapsed.

The Gauteng High Court (Pretoria) is expected to issue a ground-breaking judgment today on whether the Companies and Intellectual Property Commission (CIPC) can intervene on behalf of business owners who claim their companies have been hijacked.

Company law in South Africa has not been comprehensively arranged in a decree. Accordingly, the two pivotal fundamentals of South African company law are the Companies Act of 2008 (“Act”) and the common law as developed by the courts. South African company law is that body of rules which regulates corporations formed under the Companies Act.

The Protection of Personal Information Act is legislation placed with the goal to safeguard all organizations to handle personal information in an accountable way when gathering, dispensation, stowing and distributing another entity’s personal information by holding them answerable if they misuse or compromise individual’s personal information in any way by ensuring that they comply with POPI. In this POPI regulates the processing of information from its commencement of gathering of information to its obliteration of that information gathered.

The Commission for Intellectual Property and Companies (CIPC) says the first case in which a director was declared delinquent in terms of the 2008 Companies Act has been finalised. A Beeld report notes that the CIPC obtained a court order to this effect after investigating Skyport Corporation (in liquidation).

Directors face many challenges, not least amongst them the constant danger of being held personally liable for any failure to comply with their statutory duties. In addition to facing civil claims for losses sustained, and even possible criminal liability, directors risk being declared “delinquent”.

The Companies and Intellectual Property Commission (CIPC) has succeeded for the first time in getting a court order declaring a director delinquent under the Companies Act. A Business Day report says Western Cape High Court Judge Dennis Davis declared Owen Wienand, a director of Skyport Corporation Ltd – which is in liquidation – a delinquent director for seven years on the grounds of his ‘gross negligence’ and flagrant violation of his duties as a director.

A legal fight has erupted over shares in a KZN stationery firm, amid allegations that an employee had been siphoning off millions to pay towards uMhlanga properties and a luxury vehicle. The Mercury reports the allegations came to light in a recent KZN High Court (Durban) judgment in an application brought by a businesswoman to demand that shareholders of Afro Pulse 46 (Pty) Limited – trading as Power Stationery – purchase her shareholding and loan account in the company.

The Western Cape High Court has dismissed Dave Woollam's case against four directors of Lewis Group, describing it as frivolous, vexatious and without merit. Judge Ashley Binns-Ward also awarded costs against Woollam, a director of Summit Financial Partners, says a BDlive report.

Moneyweb says it is a step closer to accessing the shareholder registers of the three companies that today own and manage the erstwhile Sharemax Investment Properties, in which more than 33 000 people (mostly elderly) invested R4.5bn. It says the Constitutional Court denied the directors of the three companies leave to appeal against an SCA ruling and ordered them to pay Moneyweb’s costs.