REPUBLIC OF SOUTH AFRICA
IN THE HIGH COURT OF SOUTH AFRICA
NORTH WEST DIVISION, MAHIKENG
Case No:2025-230965
In the matter between:
PAWS HAVEN NPC 1st Applicant
ANNELIZE VAN DER WESTHUIZEN 2nd Applicant
and
ABEL ERASMUS 1st Respondent
VEE ERASMUS 2nd Respondent
This judgment was handed down electronically by circulation to the parties’
representatives and by uploading the judgment on Caselines. The date of the
handing down of the judgment is deemed to be 10 March 2026.
ORDER
Reportable: YES / NO
Circulate to Judges: YES / NO
Circulate to Magistrates: YES / NO
Circulate to Regional Magistrates: YES / NO
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a. The first and second respondents are forthwith restrained and interdicted
from passing themselves off as directors and/or committee members of
the applicant and presenting themselves as such to any member of the
public, or stakeholders of the first applicant.
b. The first and second respondents are forthwith restrained and interdicted
from taking any decisions and/or actions on behalf of the first applicant.
c. The first and second respondents are forthwith restrained and interdicted
from making contact with any staff member, stakeholder, financial
institution and / or sponsor of the first applicant for any purpose related
to the first applicant’s business.
d. The first and second respondents are restrained and interdicted from
entering the premises of the first applicant.
e. The first and second respondents are forthwith restrained and interdicted
from convening any meeting on behalf of the first applicant.
f. The first and second respondents are forthwith restrained and interdicted
from threatening, intimidating, harassing and/or interfering with the first
and second applicants and any member of staff of the first applicant,
either by conventional means or posting on social media.
g. Any decisions and / or actions taken by the first and second respondents
purporting to represent the first applicant are invalid.
h. The orders in paragraphs a. to g. shall remain in place and operate as
an interim interdict with immediate effect, pending the final adjudication
of Part B.
i. The applicants are granted leave to supplement their papers if
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necessary, in respect of the relief sought in Part B.
j. The first and second respondents are ordered to pay the costs of Part A
of this application on the scale as between attorney and client, jointly
and severally, the one paying the other to be absolved.
JUDGMENT
Mfenyana J:
Introduction
[1] The applicants seek an order interdicting the respondents from presenting
themselves to anyone as authorised representatives of the first applicant.
The application is styled as Part A and B. In Part A, the applicants seek
interim relief interdicting and restraining the respondents from holding
themselves out as authorised representatives of the first applicant. Part B
relates to the declaration of invalidity of the constitution of the NPC.
[2] The respondents oppose the application.
[3] When the matter was heard, t here were no heads of argument filed on
behalf of the respondents. Mr Jungbluth explained that when he received
the directive of this court, it was already too late for him to prepare the
heads of argument and sought this court’s indulgence. I ruled that, in view
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of the fact that heads of argument are primarily for the benefit of the court,
the matter should proceed in the absence thereof.
[4] The respondents have opposed the application.
Factual matrix
[5] The first applicant, Paws Haven NPC, is an non- profit company registered
in terms of the Companies Act 1 on 4 July 2025. It operates under the
directorship of the second applicant and two other directors. It houses 400
dogs and 300 cats, and has been providing care and shelter for these
animals. It also promotes and oversees the adoption of these animals by
members of the public. It employs various individuals, who receive
salaries for the provision of their services to Paws Haven NPC. Paws
Haven NPC does not generate income and relies on funding to carry out
its responsibilities for the care of the animals.
[6] Prior to its registration, it operated as an NPO. It appears that in June
2025, on the request of the first respondent , the first and second
respondents joined the NPO. The first respondent was to provide advisory
services in the creation and running of companies , while the second
respondent volunteered to assist with free-roaming cats under the care of
the NPO.
1 Act 71 of 2008.
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[7] According to the applicants , the decision to register as a company was
taken in May 2025 after the resignation of its then chairperson. It was this
transition that the first applicant offered to assist with as he professed his
knowledge of the processes involved in the formation of companies . The
respondents then became members of the management committee of the
NPO.
[8] The NPO was subsequently deregistered, and in July 2025, Paws Haven
NPC was registered. The applicants state that, on the advice of the first
respondent, the management committee was retained , as the second
applicant was unaware that the NPC did not require it and that the
governance of an NPC falls to the directors under a Memorandum of
Incorporation.
[9] In August 2025, the first respondent presented a constitution, which the
directors of the NPC signed.
[10] Over time, the relationship between the applicants and the respondents
soured. According to the applicants, this was due to the first respondent’s
bullying and controlling behaviour and his insistence on being involved in
staff meetings.
[11] This culminated in the first respondent convening a meeting on 29 October
2025, in which he sought to have the second applicant removed as the
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chairperson and thereafter appointed the second respondent in her stead.
The applicants contend that the meeting had no force or effect as no
sufficient notice was issued and the meeting was not quorate. Thus, the
applicants contend, the entire process is of no force and effect.
[12] The directors of the applicant resolved to dissolve the management
committee with effect from 29 October 2025, having learnt that it was not
required for the NPC.
[13] On 4 December 2025, the first respondent issued notice of a meeting to
be held on 19 December 2025. The purpose of the meeting , as set out in
the agenda, was to remove the second applicant and another director of
Paws Haven NPC as directors and appoint Ms Zippor Vavane (Ms
Vavane) as a member and chairperson of the management committee.
[14] In messages posted by the respondents on the social platform, the second
respondent demanded company information relating to the NPC, stating
that the first respondent was the beneficial owner of the NPC. The
applicants aver that it is this behaviour which led the applicants to instruct
their attorneys, who urged the first respondent to desist from his conduct.
They further contend that instead, the respondents escalated their
unlawful behaviour and attempted to take control of the first applicant’s
bank ac count, and entered into employment contracts with prospective
employees. The applicants aver that the respondents intend to effectively
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take over Paws Haven NPC in the meeting of 1 9 December 2025, which
the respondents deny.
[15] The exchange of correspondence between the applicants’ attorneys and
the respondents’ attorneys yielded no positive results. When all efforts to
resolve the matter amicably failed, the applicants instituted the present
proceedings.
[16] On 5 December 2025, the first respondent, ostensibly as an employer on
behalf of Paws Haven NPC, purported to enter into contracts of
employment with Messrs Lloyd Mkandawire (Mr Mkandawire) and Ian
Smit (Mr Smit). The said contracts were witnessed by the second
respondent. According to the second applicant, when the se purported
contracts came to their attention, they had not yet been signed by the two
prospective employees. It is alleged that on t he same day , the first
respondent attempted to gain access to the bank account of the NPC held
at Nedbank.
[17] In response to the first respondent’s actions, the applicants, on the same
day, addressed a letter to the respondents informing them that they had
no authority to act on behalf of Paws Haven NPC. In the same letter, the
applicants requested the respondents to provide an undertaking that they
would desist from their conduct, which the respondents failed to provide.
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Urgency
[18] The applicants allege urgency on the basis that the two respondents lack
the authority to act for the first applicant. They contend that this conduct
prejudices them, as an innocent third party may rely on it, unaware of the
lack of authority, and any resulting decisions would still bind the applicants
[19] The applicants further aver that they will not be afforded substantial
redress at a hearing in due course, as it would, in all probability, only take
place in no less than eight months, at which point the respondents would
have carried on with their unlawful conduct . They contend that i f the
meeting scheduled to take place on 19 December 2025 were to continue,
the only option available to the applicants would be to review the decisions
taken at th at meeting. If the review application were to be opposed, it
would only be heard in 2027. By then, it would be too late and the
applicants would have suffered immense prejudice.
[20] The applicants assert that there can be no suggestion that the respondents
were not given sufficient time to respond. In this regard , they aver that,
judging by the fact that the respondents managed to file a 62 -page
answering affidavit, they cannot complain of prejudice. The applicants
further point out that the respondents refused to engage with them since 4
December 2025.
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[21] According to the applicants, the trigger event occurred during the day on
5 December 2025. They argue that there was, therefore, no undue delay,
and even if there were, each case would depend on its own circumstances.
In this regard, Ms Smit, counsel for the applicants, referred to the Nelson
Mandela decision, in which the court held that attempts by a party to
resolve a matter do not constitute dilatory conduct. She further stated that
when the respondents convened a meeting on 29 October 2025, there was
no urgency at that point.
[22] On 10 November 2025, the applicants’ attorneys sent a letter to the first
respondent, requesting that the respondents, inter alia, stop making
unfounded allegations against the second applicant , tender an apology
and desist from such conduct. The letter further recorded that one
committee member had resigned because of the respondents’ bullying
conduct.
[23] Ms Smit added that it is not in dispute that the first applicant was registered
as a non- profit company in July 2025. That being the case, the company
is run by its directors in accordance with its Memorandum of Incorporation.
She recounted the activities of the respondents on 29 October 2025, that
they attempted to remove the second applicant from the committee and
that the committee was later disbanded.
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[24] The applicants aver that the respondents seek to disregard the directors’
decision and act as though the committee still exists. Accordingly, the
applicants contend that the respondents have no authority to engage the
first applicant’s stakeholders or to make decisions without the directors’
permission or formal resolution.
[25] The respondents, on the other hand, contend that the application should
be struck off the roll, as it is not urgent and amounts to an abuse of the
process of court. They further allege non -compliance with Rule 6(12)(b)
and state that the dispute underpinning the urgent interim relief began in
October 2025, when the directors of Paws Haven NPC unanimously
resolved to disband the NPO’s management committee, which comprised
the respondents, the three directors of the NPC, and Mr Gawie Janse van
Rensburg (Mr Janse van Rensburg).
[26] They point out that on 30 October 2025, the day after its dissolution, the
former management committee, despite having been disbanded, issued a
demand and notice of misconduct against the first respondent, alleging he
had attempted to remove a director of the NPC, restricted that director’s
access to official communication platforms and groups, and informed staff
that the director had acted fraudulently.
[27] The respondents further outline the subsequent events, in particular a
letter from the respondents’ attorneys to the applicants’ attorneys. In this
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letter, the respondents challenge, inter alia, the appointment and authority
of Paws Haven’s directors, which they contend, in terms of its constitution,
is the exclusive function of the management committee. The letter records
that it was agreed that the first respondent and all other members of the
management committee would be registered as directors, but that this was
“never completed”. It also states that Ms Marais, one of the directors,
resigned from the management committee on 29 July 2025, which the
applicants deny. Importantly, the respondents deny that their actions of 29
October 2025, in convening the meeting, are unlawful as clause 7.2 of the
Constitution permits the chairperson or two members of the committee to
convene a special meeting.
[28] The respondents further contend that the dissolution of the management
committee is unlawful and unconstitutional, as it is the only body
empowered to manage the organisation.
[29] In subsequent correspondence between the parties, the respondents
requested that the management committee provide resolutions authorising
the appointment of the applicants’ legal representatives, the institution of
any legal proceedings, and the use of Paws Haven’s funds for legal costs.
They further requested confirmation of who would be liable for the legal
fees. The respondents also provided a copy of Paws Haven’s Constitution.
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[30] The respondents thus contend that the trigger events, as alleged by the
applicants, which occurred on 5 December 2025, do not justify the
institution of the application on an urgent basis, particularly as the
applicants did not afford the respondents an opportunity to respond to their
demand for an undertaking.
[31] Rule 6(12) governs urgent applications and allows the court to dispense
with the normal timeframes, forms and service requirements and hear a
matter ahead of the usual timeframes. The Rule allows an applicant to
‘jump the queue’ provided that the applicant has set out explicitly the
grounds which render the matter urgent, and why they cannot attain
substantial redress in the ordinary course.
[32] I do not propose to repeat the applicant’s submissions, save to note their
allegation that the respondents, without authority, present themselves as
representatives of Paws Haven. If they continue to do so and conclude
agreements with innocent third parties, the NPC will be bound by such
agreements.
[33] On the other hand, the respondent’s argument that the application could
have been avoided had the applicants afforded them an opportunity to
consider the undertaking has no merit. The application could have equally
been avoided had the respondents responded to the applicant’s request
at any stage, including in this application. All they have to say is that they
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were not put on terms. Consequently, they elected not to respond to it or
abide by it, if so considered.
[34] If the matter were heard in the ordinary course and the applicants’ fears
were realised, they would not obtain substantial redress at a later hearing.
The respondents also do not indicate what redress, if any, the applicants
could then obtain. Although the respondents admit to the conduct
complained of and seek to justify it, if the applicants’ case has merit, no
substantial recourse would be available in the ordinary course.
Applicants’ submissions
[35] On the merits, t he applicants aver that the respondent’s reliance on the
constitution of the NPC is unsustainable as that constitution is of no force
or effect as it does not comply with section 16 of the Companies Act, which
stipulates the process of amending the memorandum of incorporation,
which is its primary constitutional document. They aver that t he only
managing authority of the NPC is its board of directors.
[36] The applicants aver that they are prejudiced by the respondents’ falsely
presenting themselves as representatives of Paws Haven NPC. They say
the first respondent’s controlling behaviour has jeopardised their
relationship with the local municipality by tak ing over the first applicant’s
municipal contact role and excluding the directors. The first respondent
has also created social media chat groups in which he insults the second
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applicant and questions the NPC’s management. This conduct, they add,
led to the resignation of Ms Marais as a committee member, the veterinary
assistant, and to volunteers withdrawing from some events, to the NPC’s
prejudice.
[37] They contend that the respondents have never been members of the NPO
and are not beneficial owners of the NPC. This is not surprising. The
respondents’ involvement with the NPO, before it was deregistered, was
limited as they only joined at the tail end of its existence. The second
respondent, however, volunteered to assist with free-roaming cats, which
fall under the care of the first applicant, through her Facebook page. The
applicants state that the second respondent has, however, failed to
account in accordance with their understanding, and is using the name of
the NPC for her own ends and benefit.
[38] The applicants thus aver that they have complied with the requirements
for an interim interdict as the respondents continue to threaten, intimidate
and harass the second applicant and staff members of the NPC , in so
doing, are stifling the directors of the NPC from discharging their
responsibilities to its stakeholders and running an accountable business.
They assert that they have a clear right not to be harassed or intimidated
by the respondents.
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[39] They further assert that the balance of convenience favour s them as the
respondents would suffer no prejudice if they were prevented from
harassing the applicants and the staff members of the NPC and prohibited
from entering the premises of the first applicant.
[40] The applicants seek a punitive cost order on an attorney and client scale,
in respect of part A, on the basis that they have forewarned the
respondents on various occasions to abstain from their conduct, but they
have persisted. They add that the respondents’ conduct is malicious.
Respondent’s submissions
[41] The respondents contend that there has been financial mismanagement
and governance failures at the NPC, and that the first respondent was
denied access to the NPC’s Nedbank account. He cites instances of such
mismanagement, among which is an occasion wher e funds earmarked for
a golf event were diverted by the second applicant to pay salaries.
[41] The first respondent concedes that he approached a representative of
Nedbank and sought to access the bank account of the NPC to establish its
financial position. He also requested that the account be frozen until he
could establish what payments were made.
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[42] Concerning the allegation that he concluded employment contracts with
prospective employees, the first respondent states that the contracts had
not yet been signed by the employees.
[43] The respondents contend that the meeting of 19 December 2025 was
convened in accordance with the NPC’s constitution. However, in terms of
the Companies Act, the “constitution” of a non -profit company is its
Memorandum of Incorporation, which governs how the company is run, its
fundamental structure, and its relationship with stakeholders.
[44] They further deny that they want to take over the first applicant, stating
further that Ms Vavane from the local municipality had always been part
and parcel of the management committee, and no decisions had been
implemented
Discussion
[45] The central issue in the present application is the control of Paws Haven
NPC. It is common cause that the first applicant was registered as an NPC,
that the parties’ relationship is not disputed, and that the NPO was
deregistered, the NPC was registered, and the management committee
was dissolved. Consequently, the respondents’ connection to the
company, which appears to have been solely through the management
committee and, in the case of the second respondent, her volunteer work
with the free-roaming cats, has come to an end.
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[46] The first respondent concedes that he tried to access the NPC’s bank
account and instructed a Nedbank official to place it on hold, despite
having no legal right to do so. Whatever their belief in the correctness of
their cause, this conduct can only be de scribed as an attempt to ‘hijack’
the first applicant’s bank account and consequently its business.
[47] The respondents concede that they purported to conclude employment
contracts with at least two prospective employees, relying only on the fact
that the contracts had not yet been signed. They do not allege that they
desisted from this conduct. Not only is this explanation inadequate, but it
is also a little too late. It is only a matter of time before an innocent third
party is lured into the confusion created by the respondents.
[48] The applicants are entitled to run their business free from intimidation and
any form of harassment from the respondents and anyone, for that matter.
While the respondents deny any wrongdoing, they persist in justifying their
actions, ostensibly in the belief that they are entitled to police the first
applicant’s activities. This cannot be. There is no dispute that none of the
respondents is a director of the first applicant. What they say is that they
are members of the management committee.
[49] The management committee was disbanded. Even if it were not, the
governing body of a non - profit company is the board of directors. 2 They
2 Section 66 of the Companies Act provides:
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are responsible for directing, controlling and managing the affairs of the
entity. The Companies Act does not provide for a committee to run the
company or exercise power over the directors who are the lawfully
authorised accounting structure in terms of the Act.
[50] While the first respondent appears to be ‘running the show’, the second
respondent has enabled his actions and acted in concert with the first
respondent. The evidence presented to this court is that while she
continued to use the name of the first applica nt, and potentially received
donations in its name, she has failed to account to the first applicant. She
has also actively demanded to be provided with the first respondent’s
corporate information.
[51] There can be no prizes for guessing that the acrimony between the
respondents and the second applicant, in particular, has resulted in a total
breakdown of their professional relationship. That notwithstanding, the
business of the NPC does not revolve around the applicants and the first
66. (1) The business and affairs of a company must be managed by or under the
direction of its board, which has the authority to exercise all of the powers
and perform 5 any of the functions of the company, except to the extent
that this Act or the company’s Memorandum of Incorporation provides
otherwise.
(2) The board of a company must comprise –
(a) in the case of private company, or a personal liability company, at least
one director; or
(b) in the case of a public company, or a non- profit company, at least three
directors.
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respondent. Putting on hold the entity’s accounts would not only prejudice
the directors of the company, but also its emp loyees and the animals the
entity seeks to protect. That the first respondent was not bothered that the
affairs of the NPC would come to a standstill, as long as he got what he
wanted, is telling.
[52] None of the other members of the management committee in whose
interests the respo ndents are supposedly acting ha s deposed to
confirmatory affidavits or played any role in these proceedings. It is clear
that the opposition of the matter is driven by the first respondent, ably
assisted by the second respondent. In pressing ahead with their activities,
they seem to suggest that their actions are precipitated by financial
mismanagement of the NPO, which was only discovered after its
deregistration. This is not sustainable. The CIPC provides remedies for
anyone who is not satisfied with the governance of a non- profit company.
[53] The meeting of 19 December 202 5 or any meeting convened by the
respondents on behalf of the first applicant would not have been properly
constituted absent the authority of the Board. It follows that any decisions
or resolutions taken in an improperly convened meeting are invalid and are
of no force and effect.
[54] It boggles the mind why the respondents persisted in their opposition in
these circumstances. Despite their justifications, t he fact of the matter is
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that no explanation, no matter how well articulated, can justify the ir
unlawful interference in the first applicant and their intimidation of the
second applicant and the staff members, some of whom deposed to
affidavits to that effect. That, in my view, brings the discussion to a close.
Costs
[55] I can find no reason to depart from the general rule that costs follow the
cause. The applicants are entitled to their costs, more so in circumstances
where they gave the respondents ample opportunity not to continue with
their conduct. I have already noted that there was no reason for the
respondents to persist in their opposition. They are the authors of their own
fate. In those circumstances, a punitive cost order is warranted, as there
cannot be any conceivable reason why the applicants should be out of
pocket.
Order
[56] Accordingly, I make the following order:
a. The first and second respondents are forthwith restrained and interdicted
from passing themselves off as directors and/or committee members of
the applicant and presenting themselves as such to any member of the
public, or stakeholders of the first applicant.
b. The first and second respondents are forthwith restrained and interdicted
from taking any decisions and/or actions on behalf of the first applicant.
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c. The first and second respondents are forthwith restrained and interdicted
from making contact with any staff member, stakeholder, financial
institution and / or sponsor of the first applicant for any purpose related
to the first applicant’s business.
d. The first and second respondents are restrained and interdicted from
entering the premises of the first applicant.
e. The first and second respondents are forthwith restrained and interdicted
from convening any meeting on behalf of the first applicant.
f. The first and second respondents are forthwith restrained and interdicted
from threatening, intimidating, harassing and/or interfering with the first
and second applicants and any member of staff of the first applicant ,
either by conventional means or posting on social media.
g. Any decisions and / or actions taken by the first and second respondents
purporting to represent the first applicant are invalid.
h. The orders in paragraphs a. to g. shall remain in place and operate as
an interim interdict with immediate effect, pending the final adjudication
of Part B.
i. The applicants are granted leave to supplement their papers if
necessary, in respect of the relief sought in Part B.
j. The first and second respondents are ordered to pay the costs of Part A
of this application on the scale as between attorney and client , jointly
and severally, the one paying the other to be absolved.
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S Mfenyana
Judge of the High Court
Northwest Division, Mahikeng
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Appearances:
For the applicants:
Counsel: D Smit
Instructed by: Jan Ellis Attorneys
For the respondents:
Counsel: W Jungbluth
Instructed by: Willie Jordaan Attorneys
Date of hearing: 12 December 2025
Date of judgment: 10 March 2026