Supreme Court: Brief Service Breaks Do Not Bar Ad Hoc Employees From Regularisation  ||  SC: Arbitral Awards May Be Challenged By Legal Representatives Only U/S 34, Not Via Article 227  ||  SC Stressed Caution in Uniformed Service Appointments and Restored Dismissal of an Unfit Constable  ||  Supreme Court: Higher Qualifications Cannot Replace the Required Minimum Experience Criteria  ||  Delhi High Court: Bank's Guard Post Involves Handling Arms, Strict Background Disclosure is Essential  ||  Delhi High Court: CARA Must Obtain Foreign Clearances Before Issuing NOC For Inter-Country Adoption  ||  Punjab & Haryana HC: Grounds of Arrest Need Not Be Reissued For a Second Arrest in the Same FIR  ||  Chhattisgarh HC: Valid Caste Certificate Required To Prove SC/ST Act Offences; Oral Claim Not Enough  ||  Supreme Court Directs Preventive Detention to Curb Illegal Mining in Chambal Sanctuary  ||  SC: Courts Must Frame Points For Determination and Give Reasoned Judgments in Ex Parte Cases    

Oakbay Investments (Pty) Ltd vs. Tegeta Exploration and Resources (Pty) Ltd and Others - (21 May 2021)

Court is empowered to remove a BRP from office on the grounds of ‘conflict of interest or lack of independence’

Civil

In facts of present case, Oakbay Investments applied to the High Court for the removal of Messrs Knoop and Klopper as business rescue practitioners (BRPs) in respect of Tegeta Resources a subsidiary of Oakbay. The application was based on an alleged conflict of interest on the part of the BRPs in their treatment of an inter-company loan by Tegeta to its wholly-owned subsidiary Optimum Coal Mines (OCM). It was contended that, in principle, the same BRPs should not be appointed to two or more companies in the same group, at least where there were inter-company transactions that might be the subject of dispute. Alternatively, it was contended that there was a real conflict of interest in this case because the BRPs could not at one and the same time both advance the claim on behalf of Tegeta and dispute it on behalf of OCM.

The application was based squarely and solely on the provisions of Section 139(2)(e) of the Companies Act, 2008 which empowers the court upon the request of an affected person, or on its own motion, to remove a BRP from office on the grounds of ‘conflict of interest or lack of independence’. Oakbay's complaints was not established. Nothing more than the possibility of conflict in some unlikely circumstances in the future emerged from these papers.

The argument in principle had been rejected by the SCA last November in another case involving the same BRPs and two other companies in the Oakbay Group. It was not asked to revisit that decision. As regards the secondary argument the SCA held that the BRPs had treated the claim in the same way in both Tegeta and OCM by describing it as disputed. There were facts at the disposal of the BRPs that provided a basis for this view. However, no immediate conflict had arisen and there was no reason to believe that the issue could not be resolved in due course as the business rescue of the two companies and the entire group of companies proceeded. In the circumstances there was no reasonable prospect of the decision by the high court being overturned on appeal and the application for leave to appeal was dismissed with costs.

Tags : BRPS   CONFLICT   REMOVAL  

Share :        

Disclaimer | Copyright 2026 - All Rights Reserved