SAFLII Note: Certain personal/private details of parties or witnesses have been redacted from this document
in compliance with the law and SAFLII Policy
IN THE HIGH COURT OF SOUTH AFRICA
(GAUTENG DIVISION, PRETORIA)
Case No: 033832/2022
(1) REPORTABLE: no
(2) OF INTEREST TO OTHER JUDGES: NO
(3) REVISED:
DATE 15 OCTOBER 2025
SIGNATURE
In the matter between:
CENTRAL BRIDGE TRADING 435 (PTY) LTD Applicant
and
FARIDA HAFFEJEE N.O First Respondent
ZUNAID SALOOJEE Second Respondent
REGISTRAR OF DEEDS Third Respondent
MOHAMED SADEQ CASSOOJEE N.O Fourth Respondent
MOHAMMED HAFFEJEE N.O Fifth Respondent
This judgment is prepared and authored by the Judge whose name is reflected as
such and is handed down electronically by circulation to the parties / their legal
representatives by email and by uploading it to the electronic file of this matter on
CaseLines. The date for handing down is deemed to be 15 October 2025.
JUDGMENT
RETIEF J
INTRODUCTION
[1] The applicant, Central Bridge Trading 435 (Pty) Ltd [Central Bridge] seeks
to declare a registered notarial deed of lease reference, K[...], it entered into with
IHF Trust [Trust] [the lease] void and ab initio as a result of certain defects. Central
Bridge contends that the defects arise ex facie the lease agreement itself and thus
the resolution of its relief turns on a crisp issue of law [declaratory relief].
[2] The Trust opposes the declaratory relief and has launched a counter-
application. The Trust in its counter-application seeks both preliminary and main
relief. In respect of the preliminary relief the Trust seeks to join the remaining
trustees of the Trust, Mohamed Sadeq Cassoojee N.O and Mohammed Haffejee
N.O. and condonation for the late filing of the answering affidavit (and founding
affidavit) in the counter-application.
[3] The thrust of the Trust ’s main relief is a monetary judgment, rectification of
the terms of the lease to cater for the payment of certain charges and, by way of a
conditional counter-application and, in the event that Central Bridge succeeds with
its declaratory relief, the Trust seeks a claim of restitution, such claim to be
referred to trial [counter-application].
[4] Central Bridge at the date of the hearing stated that it did not wish to
oppose th e preliminary issues of joinder 1 nor condonation , a contrary approach
compared to its filed papers and its written argument . This Court considered the
submissions and the parties desire to seek finality of the dispute which, despite the
cited entities involved, related to family and an arisen feud. Both preliminary issues
1 Rosner v Lydia Swanepoel Trust 1998 (2) SA 123 (W) at 126H-127C.
were granted . F or the sake of convenience, reference to all the trustees now
joined or, reference to the Trust, includes reference to the first, fourth and fifth
respondents accordingly.
[5] Returning to Central Bridge’s application. Central Bridge first attack related
to the first respondent, Farida Haffejee ’s [Farida] procedural justiciability as the
identified trustee to bring the counter-application and in consequence, the
authority of the Trust’s duly appointed attorneys to launch the counter-application.
In this way Central Bridge raised a procedural barrier , in limine, at the date of the
hearing arguing that if successful such finding will be a barrier for the Court to
entertain the merits of the counter-application. This point was raised at the hearing
of the application and although the Trust’s C ounsel c onfirmed being caught
unaware, he argued the point.
[6] The second respondent, Zunaid Saloojee [Mr Saloojee] filed a notice to
abide together with an affidavit. The purpose of the affidavit was to answer certain
serious allegations made by Central Bridge against him in their founding affidavit
regarding the execution and performance of his professional duties as the attorney
acting on the instruction of Mr Salim Haffejee [Salim] of Central Bridge. Reference
to such professional duties concern, inter alia, the registration of the lease, the
subject matter of the declaratory relief.
[7] The papers filed are voluminous and are littered with evidence concerning
two brothers, Salim and his deceased brother Ismail Ebrahim Haffejee [the
deceased]. Both , over decades were embroiled in a number of business
transactions together. Salim at times through Central Bridge and the deceased
through the Trust. At times, a distinction between them and the entities through
which they transacted are unclear on the papers . However, what is clear is that
both brothers assisted each other financially in support of their business
both brothers assisted each other financially in support of their business
transactions. The financial extent of such assistance to each other, the terms of
repayment to each other, the number of business transaction with any particularity
and any agreed set-off is not entirely clear . However, the terms of the lease, ex
facie the document are clear as set out in K[...]. It is nonetheless prudent, at this
stage, to place the parties, their relationship and, the lease into context.
SALIENT BACKGROUND FACTS, DISCUSSION AND EACH PARTIES CASE
[8] Salim contends that Central Bridge is the registered owner of two properties
situated in Rustenburg. Erf 3[...], W[...] E[...], Extension 38 Township, Registration
Division J.Q., North West Province, measuring 45997 hectares held by certificate
of registered title T […] [erf 3 […]] and of Erf 3[...], W[...] E[...] , Extension 38
Township, Registration Division J.Q., North West Province, measuring 7383
hectares held by deed of transfer T[…] [erf 3[…]] [collectively “the property”].
[9] Salim explains that Central Bridge intended to commercially develop the
property and, inter alia, caused a shopping complex to be built on it. At that time,
the deceased assisted Salim financially toward the development of the property
and wished to occupy and develop a portion of the property which he and his
family could operate a business. It is common cause that since 2008 the Trust
operated and still operates a Fastfit Tyre Fitment centre [Fastfit] business on a
portion of the property [the premises]. The difficulty with the arrangement between
the brothers was that no formal structured written agreement, at the material time,
was concluded between them setting out the exact terms, their respective financial
contributions and, for that matter how any set -off relatin g to other business
transactions would operate.
[10] Salim however, refers to a verbal initial agreement between them. In short,
all the foreseeable uncertainties which could arise from such a loose initial verbal
agreement between brothers triggered the necessity and the purpose to formalise
the arrangement. Before the lease was registered to cater for such formalisation,
an attempt to register a usufruct against the property in favour of the Trust was
an attempt to register a usufruct against the property in favour of the Trust was
initiated. The lease was duly concluded on the 20 April 2020, 12 (twelve) years
after the Trust took occupa tion and used the premises to conduct its Fast Fit
business.
[11] The deceased untimely passed away on the 13 October 2022. Salim
through Central Bridge within 8 (eight) months of his brother’s passing launched
the present application seeking to declare this lease void for want, inter alia, of the
description of a thing (the leased premises) and a fixed rental.2
[12] The trustees contend that there was no debate about the premises and
where it was situated and therefore argue that on the objective facts it can hardly
be suggested that there was no “thing” and that both Salim and the deceased at
the time of the conclusion of the lease, knew where the Fastfit was and operated.
In consequence they argue on the objective facts 3 the premises is identifiable and
is described in the lease by its current use.
[13] The trustees argue further that the occupation of the premises by the Trust
pre-existed the conclusion of the lease and was preceded by other agreements
between the brothers. The intention of the lease was to formalise security of
tenure of the Trust. The lease need not be in writing nor registered to be binding
inter partes.
[14] In short, Central Bridge seeks to disturb the Trust’s right of occupation and
use of the premises as regulated by the lease, which it already enjoyed before the
conclusion of the lease . The counter-application flowing from such disturbance
now comes into focus.
[15] Whether in focus or not, Central Bridge’s in limine point is to be adjudicated
first in that its outcome will determine the Court’s necessity to deal with the merits
of the counter-application.
2 Mlungisi Ndodana Sontsele v 140 Main Street Properties CC and Another (328/2019)
ZASSCA85; Southernport Developments (Pty) Ltd v Transnet Ltd [2005] a All SA 16 (SCA) at
par 6.
3 Du Plessis N.O and Another v Goldco Motor & Cycle Suppliers (Pty) Ltd 2009 (6) SA
617 (SCA); Mpumalanga Tourism and Parks Agency and Another v Barberton Mines (Pty) Ltd
2017 (5) SA 62 (SCA)
Is Farida, who approached the Court on behalf of the Trust the proper trustee to
present the counter-application for adjudication, and did she possess the authority
to instruct attorneys to launch the counter-application on behalf of the Trust?
[16] This appears essentially to be a standing and an authority point. Such issue
Central Bridge already raised by way of a formal rule 7 notice. Of procedural
significance, Shaheed Dollie Incorporated Attorneys on the 22 October 2022
caused a notice to oppose the declaratory relief to be served and filed on behalf of
the Trust duly represented by Farida.
[17] According to the filed evidence, the Trust’s answering affidavit dated 31
May 2023 stands as its founding affidavit in the counter-application. The notice of
motion in the counter-application too refers to the answering affidavit of F arida
together with the annexures to be used in support of the counter -relief. Central
Bridge argues that from the founding papers a part y’s standing must be clear .4
This Court agrees with this contention.
[18] Flowing from that, Farida in paragraph 1 of the founding papers states that:
“I am an adult female and co -trustee of IFT Trust. I oppose this application (own
emphasis) in my aforesaid capacity and confirm that I am duly authorised to
instruct (own emphasis) the IHF Trust ’s attorneys , Shaheed Dollie Incorporated
Attorneys.”
[19] On the same day, 31 May 2023, the trustees of the IHF Trust, F arida,
together with the fourth and fifth respondent resolved by way of a written resolution
that the Trust was authorised to oppose the declaratory relief and that ‘Freda
Haffejee’ was authorised on behalf of the Trust to do all such things and to sign all
such documents as may be necessary to oppose the declaratory relief.
Furthermore, that any steps taken by ‘Freda Haffejee’ in contemplation thereof
was to be ratified [resolution]. ‘Freda’, a typographical error as the date of birth of
was to be ratified [resolution]. ‘Freda’, a typographical error as the date of birth of
‘Freda” on the resolution accords with that of Farida on the Trust deed itself and
no issue was taken.
4 Mars Incorporated v Candy World (Pty) Ltd 1991 (1) SA 567 (A) at 575.
[20] Central Bridge accepted the content of the resolution but contends that
such does not support Farida’s standing and authority in respect of the counter-
application as, the terms of the resolution limit her capacity to opposing the
declaratory relief and instruc ting Shaheed Dollie Incorporated Attorneys on the
Trust’s behalf.
[21] Central Bridge by way of a rule 7 notice raise d the ambit of the argument in
limine in detail in paragraph 7.1 of the served rule notice dated 26 June 2023. The
Trust had since then to consider and correctly address the issue as raised.
[22] The resolution was provided to Central Bridge in answer to the filed rule 7
notice and such resolution was provide by Shaheed Dollie Incorporated under
cover letter of the 11 August 2023. Other than the resolution the trustees tendered
no further evidence to cure the point raised. The resolution does not cure the
complaint that Farida was not identified to approach the Court on behalf of the
Trust in respect of the counter-application nor that she was authorised to instruct
Shaheed Dollie Incorporated to launch the counter proceedings.
[23] In consequence the point raised must succeed and the necessity for this
Court to deal with the merits of the counter-application has not been established.
[24] This then leaves the need to consider the declaratory relief and the basis
upon which Central Bridge elected to bring it.
DECLARATORY RELIEF
[25] Central Bridge repeatedly states that the declaratory relief it seeks turns on
a crisp point of law and rejects the notion that this Court should have regard to any
background facts. It contends that this Court should only have regard to the facts
ex facie the lease itself. The weight of any facts, including those emanating from
the lease itself cannot be viewed in a vacuum . One must surely consider certain
facts to the extent that it enables a Court to test the veracity and weight of facts
relied on when applying the law and when considering the basis relied on by
Central Bridge for its declaratory relief.
[26] To commence with the basis upon Central Bridge in its founding papers
brings the declaratory relief . Central Bridge contends that it possesses an interest
in existing rights and obligations which it amplifies as the following:
“68. Central Bridge has an interest in the legal status of an agreement to
which it is a party, which lease agreement constitutes a significant
incursion on immovable property owned by Central Bridge (own
emphasis) and is self-evidently extremely prejudiced to it.
69. Central Bridge also has an interest in the duties owed to it by the
Trust under the lease agreement.”
[27] Without commenting on the accuracy of the basis, this Court accepts that
Central Bridge relies on an interest in existing right it possesses flowing from its
ownership in the property which it alleges together with any duties, is being
incurred by the legal status of the lease.
[28] On the facts in respect of Central Bridge ’s rights to the property, this Court
begins to consider who Central Bridge says it is. Central Bridge is cited as a
company with limited liability. This too appears from the lease which further
provides Central Bridge’s registered number being 2016/186399/07.
[29] Salim deposed to Central Bridge’s founding affidavit and states under oath
that he is a director of the Central Bridge and th at he was the brother of the
deceased, who was a trustee of the Trust at the material time. Flowing from these
salient facts, one considers what Salim stated in the founding papers in respect of
the property. Salim stated that “In or around 2008 (own emphasis), Central Bridge
purchased and developed a commercial property located in Rustenburg, over both
erven 3 […] and 3 […] (own emphasis), W[...] E[...] , Extension 38 Township,
Registration Division J.Q., North West Province (“the property”).” At this juncture it
Registration Division J.Q., North West Province (“the property”).” At this juncture it
is relevant to point out that none of the title deeds being T[...] and T[...] which are
ostensibly associated with Central Bridge’s title to both erf 3[…] and 3 […]
respectively are attached to Central Bridge’s papers in support of any allegation in
respect of its right of title to the erven.
[30] Be that as it may, if one accepts the statement as a fact, Salim’s allegation
in about 2008 is illogical. Central Bridge, as cited in the founding papers could not
have purchased erf 3[...], as described in its papers in 2008. This is because on
the crisp facts, Central Bridge was not incorporated ‘in or around 2008’ but, only in
2016 according to its registered number. This discrepancy could be explained, but
it is not. This disturbs the “in or around 2008” purchase timeline of at least erf 3[...]
as described and relied on by Central Bridge. Furthermore, according to Central
Bridge, erf 3[...] is held under title T[...]. Yet again, in 2015 Central Bridge was not
incorporated. Again, t his discrepancy could be explained, but it is not, nor is the
title deed or an endorsed copy thereof provided.
[31] Therefore applying the facts provided by Central Bridge , at this stage
already, it has failed to demonstrate that it indeed purchased erf 3[...] as described
and at the material time in 2008, and, it furthermore has failed to demonstrate that
it, as described, holds the registered title in erf 3[...] as pleaded. Central Bridge ’s
interest in existing rights premised on the ownership of erf 3[...] as relied not yet
established.
[32] It is common cause that the lease was signed by both Salim and the
deceased on the 20 April 2020 and that the lease was duly registered by the third
respondent, the Registrar of D eeds on the 26 November 2021 under reference
K[...]. Central Bridge attached a copy of K[...] to its papers. Relying on ly on the
terms of the lease, in particular the whole agreement clause at 15. 3, no variation
of the lease is of any force or effect unless reduced to writing and signed by both
of the lease is of any force or effect unless reduced to writing and signed by both
parties. Central Bridge does not allege that a variation took place nor that one was
effected. However, the lease describes the property which Central Bridge
contends it owns as being erf 3[...] held by T[...] and erf 3[...] held by T[...]). Erf
3[...] as relied on by Central Bridge is not described in the lease.
[33] Reference to Erf 3[...] at paragraph 1.1.6 of the lease has not been deleted
suggesting an effected variation in terms of clause 15.3 and no variation is
pleaded. Although erf 3[...] is described as being held under title T[...], the Court
repeats that the title deed T[...] did not form part of the evidence.
[34] From the copy of K[...] a handwritten inscription above reference to “3[...]” at
paragraph 1.1.6 of the lease, is noted. The uninitialed handwritten and
unexplained inscription is “3[...].” No record of compliance of clause 15.3 has been
addressed. On motion, without evidence to the contrary and applying the terms of
lease reference to erf 3[...] held by T[...], and as described stands . T his Court
therefore cannot reconcile with Central Bridge ’s allegation that it purchased erf
3[...] in and around 2008 to bolster its basis and allegation that “ -which lease
agreement constitutes a significant incursion on immovable property owned by
Central Bridge-“.
[35] Farida in her answer with reference to the property at paragraph 10 of the
affidavit relies on the description of the property now known as erf 3[...] and 3[...].
Salim denies the content of paragraph 10 in reply but does not elaborate to give
the denial context with regard to the property description.
[36] Salim furthermore when dealing with the evidence of Mr Saloojee in Central
Bridge’s reply, as raised by F arida in the Trust’s answering affidavit , states at
paragraph 80:
“80. The issue of the instructions given to Zunaid Saloojee and his
recordal of them are irrelevant to the crux of this application. The
issue of the validity of the lease agreement can be determined ex
facie the terms of the agreement and require no evidence (own
emphasis).
[37] This is not correct in the present circumstances as already reasoned and
Central Bridge’s insistence that the background facts are not relevant are
untenable. Regarding Mr Saloojee ’s evidence, he confirms that on the 13
December 2018, Salim as the representative of Central Bridge approached him.
Bearing in mind for the moment, that, in 201 8 Central Bridge had already been
incorporated as a company with limited liability. Salim’s instructions to Mr Saloojee
concerned the premises which was occupied by the Trust.
[38] Salim conveyed to Mr Saloojee that he, through Central Bridge, wished to
ensure that the Trust could occupy and use the premises without the disturbance
of any third party in the event that the property Central Bridge owned might be
sold. In other words, Salim wished to secure his brother’s right of tenure.
[39] To achieve this objective Salim instructed Mr Saloojee to register a
usufruct5 in favour of the Trust . To this end, Salim provided Mr Saloojee with a
copy of a notarial deed of cession of usufruct which had already been prepared by
Central Bridge’s previous attorneys , Mr Nasser A Tayob. A copy of the deed of
cession of usufruct and a sketch plan was attached to Mr Saloojee’s affidavit. The
deed of cession of usufruct was marked annexure “ZS5” to his affidavit [ZS5] and
the sketch plan was marked annexure “ZS7” [ZS7]. Salim admitted t he intended
purpose, at the time, of ZS5 and the location of the premises depicted on and ZS7.
[40] In ZS5 is a copy of a signed document headed “Notarial Deed of Cession of
Usufruct”, Salim was cited as the director with authority for Central Bridge Trading
435 Close Corporation, registration number 2006/13920/23 [CC]. The CC is not
the cited entity in this application. Central Bridge does not explain how the CC
factually fits into the chronology of facts on the papers. No explanation was elicited
by the admitted facts relating to the usufruct.
[41] Furthermore, Salim in reply on behalf of Central Bridge confirmed at
paragraph 32 of the replying affidavit that:
“32. The portion in the usufruct is the premises which I intended to allow
Ishmail to use (the deceased -own emphasis), but I note that this
Ishmail to use (the deceased -own emphasis), but I note that this
5 A usufruct is a limited real right that provides temporary enjoyment of property. In other
words, the holder of the usufruct will enjoy the right to use and the enjoyment of the property while
the holder holds the bare dominium.
diagram (ZS7-own emphasis) was not attached to the lease
agreement, nor was there any description of the identified premises
in the lease agreement. The fact that the premises was identified in a
separate and distinct legal document (own emphasis) does not cure
the invalidity of the lease agreement, which does not contain a
description of the premises to be leased, and is thus void ab initio....”
[42] Flowing from paragraph 32 above, the distinct legal document, referred to
by both Mr Saloojee and Salim is ZS5. “The portion in the usufruct is the premises
which I intended to allow Ishmail to use -.“ In context the premises described in
ZS5 is portion 42, a portion of portion 9 of Erf 3[...], W[...] [Erf 3[...]] and the
description of erf 3[...], erf 3[...], nor erf 3[...] appear as the admitted portion. The lis
between erf 3[...] and the remaining erven relied nor how they may have been
previous described as to enable a semblance of context was not provided in reply
by Central Bridge . Salim ’s admission in reply rings hollow and compounds the
confusion in support of the declaratory relief.
[43] Furthermore, ZS5 refers to a diagram of the premises over which the
usufruct was to be registered. In context, that would be erf 3[...]. Reference to such
diagram is called annexure “A” . Annexure “A” is not attached to ZS5. Salim
however in paragraph 32 above, admits that the portion is the premises and also
refers to the diagram as being annexure “A.”
[44] Mr Saloojee confirm s under oath at paragraph 36.1 that the sketch plan
referred to in ZS5 is annexure “A” attached to his affidavit marked ZS7.
“36.1 The area occupied by the Trust has been occupied by the Trust
from day one of the opening of the shopping centre. No other
tenant has occupied this area except for the Trust, who are still in
occupation and possession of the premises. The area occupied by
the Trust was well -known to the parties. On application for
registration of the usufruct a sketch plan was attached to the
registration of the usufruct a sketch plan was attached to the
application, and I attached the sketch plan marked annexure
“ZS7”. The area occupied by the Trust is not in dispute between
the parties.”
[45] In context, the mystery solved and ZS7 is annexure “A”. Annexure “A” albeit
ZS7 is a sketch plan of erf 3[...] on which a shopping mall complex is depicted.
Specific demarcated occupied areas are depicted . Area 01 is a Midas, 02 is
Fitment Centre, 03 are vehicle show rooms, 04 is a warehouse, 05 is a filling
station and 06 as a large warehouse. Erf 3[...] is not clearly depicted on ZS7 nor
did Central Bridge deal with that aspect in its papers. It is however common cause
that 02 is Fitment Centre on ZS7 and is the premises the Trust occupies. 02
Fitness Centre is depicted on erf 3[...]. Erf 3[...] nor Erf 3[...] are clear from ZS7 nor
explained.
[46] When ZS5 was to be registered, Mr Saloojee explained that the Registrar of
Deeds required the original title deed/s of the property, a transfer duty receipt and
an approved SG diagram. The ZS5 was not registered. Central Bridge was not in
possession of the original title deeds. Mr Saloojee stated that he initiated the
process to obtain endorsed copies thereof. However, no endorsed copies of the
relevant title deeds obtained by him and referred to him to assist were attached to
Mr Saloojees’s affidavit.
[47] Mr Saloojee then confirmed that he went back to the drawing board in an
attempt to fulfil the purpose of Salim’s initial instructions. In so doing it was
proposed and agreed that Central Bridge would conclude a long-term lease over
the premises. The lease was signed by both Salim and the deceased on the 20
April 2020 . According to K[...] it was registered on the 26 November 2021 . Mr
Saloojee does not attach a copy of the notarial lease agreement he drafted and
referred to in his affidavit.
[48] Having regard to the veracity of all the facts relied on by Central Bridge in
support of the basis it relied on in support of the declaratory relief, must fail.
[49] Without satisfying th at it possess ed an interest in an existing right, as
pleaded, the necessity for this Court to exercise a discretion to grant the
declaratory relief is not triggered. In any event , even if it was triggered , too many
inconsistencies in Central Bridge’s own founding papers have arisen on motion to
support the exercise of any discretion which may arise in favour of Central Bridge.
Whether there is a plausible explanation for such highlighted inconsistencies or
not remains unknown. Therefore, Central Bridge’s founding papers have failed to
establish the basis upon which it seeks to sustain its declaratory relief, ex facie the
lease itself. The is therefore no need at this stage to consider the defects as
raised.
COSTS
[50] It is trite that costs are in the discretion of the Court. The phrase which
comes to mind when considering how to exercise the discretion having regard to
all the facts and circumstances is, ‘a sword cuts both ways.’ This is apt because,
the effect of the outcome of this application illustrates that both Central Bridge and
the Trust were successful and both were unsuccessful. Having regard to all the
facts, the acrimonious tug of war between a family , t his Court in exercising its
discretion, holds that each party should bear their own legal costs.
[51] The following order:
1. The Fourth and Fifth Respondent are hereby joined to the application
under case number 033832/2022.
2. The First, Fourth and Fifth Respondent are granted condonation for
the late filing of the answering affidavit and counter-application.
3. The Applicant’s application is dismissed.
4. The First, Fourth and Fifth Respondents’ counter -application is
dismissed.
5. Each party is to bear their own costs.
L.A. RETIEF
Judge of the High Court
Gauteng Division
Appearances:
For the Applicant: A.R. Bhana SC
Cell: 083 377 6315
Email: rafik@bhanasc.com
Advocate S. Mohammed
Cell: 071 174 7675
Email: suhail@counsel.co.za
Instructed by attorneys: Knowles Husain Lindsay Inc
Email: mjh@khl.co.za
For the First, Fourth and Fifth Respondent: A.C. Botha SC
Cell: 083 458 2282
Email: adrianbotha@law.co.za
Instructed by attorneys: Shaheed Dollie Attorneys
Email: reception@sdollieinc.co.za
Date matter argued: 14 August 2025
Date of judgment: 15 October 2025