Off-Beat Holiday Club v Sanbonani Holiday Spa Share Block Ltd (20231/2014) [2016] ZASCA 62 (25 April 2016) per Maya ADP [Cachalia, Tshiqi and Zondi JJA concurring] with Leach JA dissenting.
SCA summary:
Prescription – extinctive prescription – whether claims brought by minority shareholders under ss 252 and 266 of the Companies Act 61 of 1973 constitute ‘debts’ as envisaged in s 10 of the Prescription Act 68 of 1969 and are susceptible to prescription – whether s 13(1)(e) of the Prescription Act insulates a claim brought under s 266 of the Companies Act from prescription.
Order
On appeal from: North Gauteng High Court, Pretoria (Bertelsmann J sitting as court of first instance):
1 The applicants’ condonation application is granted. They are ordered to pay the wasted costs including the costs of two counsel.
2 The application for leave to appeal is granted and the appeal is upheld, with costs including those consequent upon the employment of two counsel, to the extent that the order of the court a quo is amended by the addition to paragraphs 3 and 4 of sub-paragraph (iii) which, for purposes of paragraph 3, reads:
‘the fact that the third respondent has wrongfully allowed or caused the first respondent to unjustifiably pay VAT refunds in the sums of R2 169 897.04 and R120 309.13 to the second respondent.’