SIDZ Motorcycles Racing (Pty) Ltd v Chemaly N.O and Others (6862/2024) [2025] ZAFSHC 136 (14 May 2025)

Case Note

SIDZ MOTORCYCLES RACING (PTY) LTD v Chemaly NO and Others (6862/2024) [2025]
Heard on 17 April 2025 and handed down on 14 May 2025 by Benade AJ in the High Court of South Africa, Free State Division in Bloemfontein.

This case is significant as it addresses both procedural and substantive issues concerning the late filing of an opposing affidavit, as well as questions regarding the joint authority of trustees. The judgment details the court’s discretion in granting condonation under rule 27 of the Uniform Rules of Court.

The case is notably instructive due to its discussion of principles such as estoppel and the requirements for joint action by trustees under South African trust law.

Reportability

This case is reportable because it clarifies the scope of discretion available to courts when considering condonation applications under rule 27. It is significant in demonstrating how procedural delays are weighed against the prospects of success, the nature of relief sought, and the overall importance of the case for both parties involved.

The judgment further discusses the consequences of a poor explanation for the delay and outlines the circumstances under which a delay may be condoned without causing substantial prejudice to the opposing party.

In addition, the case reinforces important legal principles relating to the conduct and authorization of trustees, thereby contributing to both procedural and substantive areas of South African law.

Cases Cited

Nieuwoudt v Vrystaat Mielies (Edms) Bpk. (2003) ZASCA 128; [2004] 1 All SA 396 (SCA); 2004 (3) SA 486 (SCA) – This case was cited with reference to the principle that trustees must act jointly unless the trust deed provides otherwise.

Honore's South African Law of Trusts 6th ed (2018) by E. Cameron, M. de Waal, and P. Solomon – This text was referenced to support the proposition that co-owners and trustees must act jointly.

A further reference is made to the auction rules and contractual conditions as annexured to the founding affidavit, which play an essential role in interpreting the binding nature of the agreement.

Legislation Cited

Uniform Rules of Court – The judgment refers to rule 27, which empowers the court to condone delays, as well as rules 69 and 59 concerning cost orders related to applications for condonation.

The relevant legislative framework emphasizes the requirement of acting within prescribed time limits and the conditions under which such time lapses may be excused by the court.

No additional statutes or legislative provisions are directly cited in the judgment.

Rules of Court Cited

Rule 27 of the Uniform Rules of Court – This rule provides the court with broad discretion to grant condonation for late filings if good cause is shown.

Rule 69 – This rule contemplates the awarding of costs in cases involving condonation applications, as applied to this case.

Rule 59 – This rule was considered when determining the scale of costs to be imposed in relation to the condonation proceedings.

HEADNOTE

Summary

The matter before the court involved an application for condonation by the respondents for the late filing of their opposing affidavit. The court scrutinized the explanation provided for the delay and evaluated whether the respondents acted with wilful default or gross negligence. In doing so, the judgment considered both procedural matters and the substantive issues surrounding the auction agreement that formed the basis of the dispute.

The judgment further delved into the contractual dynamics arising from an auction held on 14 September 2023. The applicant asserted that a binding agreement to purchase had been concluded when its bid was accepted, while the respondents contended that the sale could not be approved as the reserve price had not been met.

Ultimately, the court’s decision rested on a careful balancing of procedural fairness and the legal doctrines governing trustee actions as well as the principles of estoppel.

Key Issues

The key legal issues addressed include whether the respondents’ condonation application should be granted given the delay in filing their opposing affidavit and whether the trustees of the Michael Family Trust acted jointly in approving the sale agreement.

Further issues involved the examination of the explanation provided for the delay, the degree of non-compliance with court orders, and the evaluation of prejudice to the applicant as a result of the delay.

Additionally, the court considered the contractual interpretation of the auction rules and the conditions of sale to determine if a binding agreement had been established.

Held

The court granted condonation for the late filing of the opposing affidavit, albeit grudgingly, given the respondents’ poor explanation for the delay. The condonation was subject to the condition that the respondents pay the applicant’s costs on a party and party scale on scale B as contemplated in rules 59 and 69.

The application for condonation was carefully scrutinized under rule 27, through which the court acknowledged that while the delay was unsatisfactory, it did not amount to wilful default.

The court also noted that the facts surrounding the auction and the subsequent actions of the trust raised significant questions about trustee authority, although these matters were not directly resolved in the condonation order.

THE FACTS

The facts of the case center around an auction held on 14 September 2023, where the applicant placed a bid on a portion of Erf 27819 in Bloemfontein. The applicant claimed to have been the highest bidder, with its bid supported by the subsequent signature of Mr Sydney da Costa, thereby affirming the conditions for sale.

The respondent trust, acting through its trustees, set a reserve price of R6 million for the property, while the highest bid received was only R2.1 million. It was further alleged that a binding agreement was formed when the trustee, purportedly authorised, signed the conditions of sale on 22 September 2023.

Complicating the matter, the procedural history reveals that the respondents failed to file their opposing affidavit within the required timeframe. The subsequent delay led to an application for condonation, which the court had to address in conjunction with the substantive dispute over trustee authority and the auction agreement.

THE ISSUES

The legal questions before the court involved whether the respondents’ delay in filing their opposing affidavit could be condoned under rule 27 of the Uniform Rules of Court. This required a determination of whether the explanation for the delay was acceptable in light of the principles of reasonableness and prejudice.

Another main issue was whether the trustees of the Michael Family Trust, who executed the sale agreement, had acted jointly, a requirement that is central to trust law. The court had to interpret the auction rules and conditions of sale to ascertain whether the acceptance of the bid constituted a valid contract.

A further issue was the appropriate allocation of costs, given the circumstances of the delay and the subsequent conduct of the parties through the proceeding.

ANALYSIS

The court’s analysis focused on the discretionary parameters established by rule 27, emphasizing the need for a bona fide explanation for the delay without evidence of wilful default or gross negligence. In its reasoning, the court meticulously weighed the unsatisfactory nature of the explanation provided by the respondents against the potential prejudice caused to the applicant.

The court considered the overall timeline of events, noting that the condonation request was made after a relatively short period of delay and that prompt steps were taken by the applicant once the opposing affidavit was eventually filed. The judicial discretion was exercised in a calibrated manner that balanced the prospects of success on the merits and the interests of justice.

Regarding the contractual dispute arising from the auction, the analysis highlighted the significance of the auction rules and the conditions of sale. The court underscored established principles from trust law, particularly that trustees must act jointly, and closely examined whether the execution of the agreement by a single trustee could be deemed valid. This aspect, however, was treated in the context of the overall condonation application rather than as a standalone determination of the merits.

REMEDY

The remedial order granted by the court was twofold. Firstly, the court granted condonation for the late filing of the respondents’ opposing affidavit, thereby permitting the delayed submission to be considered despite the failure to meet the originally set deadline.

Secondly, in light of the poor explanation provided for the delay, the court ordered that the respondents bear the costs of the applicant’s opposition to the condonation application on a party and party basis, on scale B as contemplated in rules 59 and 69. The application for condonation itself was ultimately dismissed with costs imposed against the respondents.

Lastly, by determining the matter on the unopposed and subsequently opposed rolls, the court ensured that procedural issues were rectified without significantly delaying the adjudication of the underlying factual and contractual disputes.

LEGAL PRINCIPLES

The judgment reinforces the principle that applications for condonation must be made in good faith and without intent to delay proceedings. It illustrates that a court’s discretion under rule 27 is extensive and must be exercised by considering the degree of non-compliance, the explanation for any delay, and the potential prejudice to the opposing party.

It is also firmly established that trustees are required to act jointly unless the trust deed explicitly provides otherwise. This principle, as articulated in both case law and authoritative texts such as Honore's South African Law of Trusts, plays a pivotal role in determining the validity of actions taken by a single trustee.

Lastly, the decision underscores that the procedural posture of a case—particularly where delays are concerned—must be balanced with the merits of the contractual or substantive disputes. The ruling thus serves as a reminder that the equitable administration of justice requires careful application of both procedural and substantive legal principles.