Requisitioned shareholder meetings in terms of section 61(3) of the Companies Act

by | Feb 13, 2026 | SALJ, SALJ V143 I1 2026

ARTICLE

Requisitioned shareholder meetings in terms of section 61(3) of the Companies Act

Author: Vela Madlela

ISSN: 1996-2177
Affiliations: Senior Lecturer, Department of Mercantile Law, University of South Africa
Source: South African Law Journal, Volume 143 Issue 1, p. 119-154
https://doi.org/10.47348/SALJ/v143/i1a7

Abstract

This article examines some pertinent interpretational issues concerning the statutory framework relating to requisitioned shareholder meetings in terms of s 61(3) of the Companies Act 71 of 2008. The purpose is to assess the efficacy of this statutory framework, including its interpretation by the courts, in promoting shareholder governance while balancing the rights and obligations of company shareholders and directors. The article also assesses whether s 61(3) and its related provisions on requisitioned shareholder meetings are aligned with the trends in other modern corporate-law jurisdictions, particularly the United Kingdom, Australia and Canada. The article finds that while s 61(3) provides for an uncomplicated procedure that seeks to facilitate, rather than deter, requisitioned shareholder meetings, a fundamental weakness of the Companies Act in this regard is that it does not directly regulate the time frames within which a requisitioned shareholder meeting must be convened. Furthermore, the Act does not grant requisitionists the right to call and hold a requisitioned shareholder meeting if the directors have failed to do so. Moreover, the Act tends to be lenient on directors who ignore, unduly refuse or delay the calling of a requisitioned shareholder meeting. The article makes recommendations for legislative reform in South Africa to strengthen shareholders’ rights and directors’ accountability in the context of requisitioned shareholder meetings. It also provides recommendations on how the courts should interpret certain provisions of the Companies Act to advance the underlying objectives of requisitioned shareholder meetings, thereby enhancing corporate governance standards in South Africa.

Public interest standing under section 157(1)(d) of the Companies Act: A sharp arrow in the quiver of public interest guardians

by | Feb 13, 2026 | SALJ, SALJ V143 I1 2026

ARTICLE

Public interest standing under section 157(1)(d) of the Companies Act: A sharp arrow in the quiver of public interest guardians

Author: Tebello Thabane

ISSN: 1996-2177
Affiliations: Senior Lecturer, Department of Commercial Law, University of Cape Town
Source: South African Law Journal, Volume 143 Issue 1, p. 155-183
https://doi.org/10.47348/SALJ/v143/i1a8

Abstract

This article examines the evolution of the notion of public interest in South African law, from the historical requirement for litigants to demonstrate a direct interest in the relief to its current endorsement by the Constitution of the Republic of South Africa, 1996. Traditionally, South African courts rejected the doctrine of the actio popularis, concerned that allowing open-access standing would open the floodgates of litigation and overwhelm the judicial system. However, the Constitution marked a paradigm shift, permitting any individual ‘acting in the public interest’ — an ‘ideological plaintiff’ — to protect constitutional rights through public interest actions. This constitutional pivot was further reflected in s 157(1)(d) of the Companies Act 71 of 2008, which introduced public interest standing into South African company law. Despite this significant shift, the application of public interest standing in company law remains largely unexplored until recent judicial developments. Notable cases, such as Recycling and Economic Development Initiative of South Africa v Minister of Environmental Affairs, Organisation Undoing Tax Abuse NPC v Myeni (Special Plea Judgment) and Vantage Mezzanine Fund II Partnership v Hopeson have shed light on the potential and limitations of this mechanism in company law. This article critically examines these developments, clarifying the contours of public interest standing, evaluating its effectiveness, and speculating on its future trajectory, informed by insights from pioneering cases.

Protection down the road: Car shapes and intellectual property law

by | Feb 13, 2026 | SALJ, SALJ V143 I1 2026

ARTICLE

Protection down the road: Car shapes and intellectual property law

Authors: Gretchen Jansen & Dennis Wurm

ISSN: 1996-2177
Affiliations: Lecturer, Department of Mercantile Law, Stellenbosch University; Research assistant and PhD student in Public Law and International Economic Law, Universität Siegen, Germany
Source: South African Law Journal, Volume 143 Issue 1, p. 184-214
https://doi.org/10.47348/SALJ/v143/i1a9

Abstract

The automotive industry is of growing importance in South Africa. To maintain the country’s appeal as an international business hub for foreign automakers, the law should provide sufficient protection for automakers with regard to the shape of their vehicles. This article considers the extent to which South African intellectual property law provides protection for the shape of a motor vehicle. The law is examined comparatively, with the approaches in the European Union and the United Kingdom investigated to determine whether South African intellectual property law meets international standards in this context. It is argued that the law of registered designs remains the primary method of protection for car shapes, but that trade mark law and copyright law can be developed to offer supplementary avenues to enhance protection in this area.

Reflections on Wallage v Williams-Ashman & others: Gender discrimination, the optimism bias, freedom of testation, property rights and vesting

by | Dec 2, 2025 | SALJ, SALJ V142 I4 2025

NOTE

Reflections on Wallage v Williams-Ashman & others: Gender discrimination, the optimism bias, freedom of testation, property rights and vesting

Author: Mohamed Paleker

ISSN: 1996-2177
Affiliations: Professor, Faculty of Law, University of Cape Town
Source: South African Law Journal, Volume 142 Issue 4, p. 659-675
https://doi.org/10.47348/SALJ/v142/i4a1

Abstract

This note highlights issues arising from the court’s reasoning in Wallage v Williams-Ashman NO & others 2023 (4) SA 113 (SCA) and, particularly, the wording of s 2B of the Wills Act 7 of 1953. The note takes the view that s 2B may need closer examination due to its potential reinforcement of the ‘optimism bias’. It also addresses several miscellaneous issues arising from the case.

Perumal v Janse van Rensburg: Condonation of an electronic document under section 2(3) of the Wills Act — One step forward, two steps back

by | Dec 2, 2025 | SALJ, SALJ V142 I4 2025

NOTE

Perumal v Janse van Rensburg: Condonation of an electronic document under section 2(3) of the Wills Act — One step forward, two steps back

Author: James Faber

ISSN: 1996-2177
Affiliations: Senior Lecturer, University of the Free State
Source: South African Law Journal, Volume 142 Issue 4, p. 676-692
https://doi.org/10.47348/SALJ/v142/i4a2

Abstract

This note critically examines the Gauteng High Court’s decision in Perumal v Janse van Rensburg NO & others, highlighting the judiciary’s ongoing failure to provide legal clarity about the condonation of electronic wills under s 2(3) of the Wills Act 7 of 1953. The judgment condoned a printed copy of an electronic document without adequately addressing its digital status or the statutory requirements for condonation. The case reveals deeper uncertainty about the application of s 2(3), particularly where a document is unexecuted and drafted by a third party. Moreover, the deceased’s conduct and communications suggest that, although his dispositive intentions were clear, he did not regard the document as his final will and therefore lacked the requisite animus testandi. This missed opportunity illustrates the disconnect between legal formalism and evolving testamentary practices, reinforcing the need for judicial engagement and legislative reform to accommodate digital wills in the South African law of succession.