The Pretoria High Court on Thursday ruled that control of the Marico Chrome mine must immediately return to its lawful management, despite ongoing appeal attempts.
The dispute centres on Marico Chrome, a mine in the North West where the Bahurutshe Boo Manyana Traditional Community holds a 15% stake.
Judge Anthony Millar found that the Bahurutshe Boo Manyana Traditional Community had shown there were exceptional reasons for the earlier court order to take effect immediately while appeals continue.
Terminated legal authority
According to the judge, it would be unacceptable for the company to continue operating under people who no longer had legal authority.
This after court-appointed receivers Theodore Wilhelm van den Heever, Kgashane Christopher Monyela and Olckers Chopologe Koikanyang unlawfully remained in control of Marico Chrome Corporation after the company’s provisional liquidation was discharged on September 22, 2023.
The community argued it had been excluded from the company’s management since it was placed under provisional liquidation in 2016, even after that liquidation process ended.
The court agreed that the company should no longer be run by the former receivers, whose authority had already been terminated in an earlier judgement.
“What is at stake in the present matter is the proper and lawful governance of Marico Chrome,” Judge Millar said.
‘Community is a shareholder’
He added that the community, as a shareholder, had the right to appoint directors and participate in decisions affecting the company.
“The community is a shareholder. It is entitled to appoint directors to the board and to be represented in decisions affecting Marico Chrome.”
The judge said allowing the former receivers to remain in charge during a lengthy appeal process would effectively deprive the community of the relief it had already won.
“If the judgement is not put into operation, then it will be nothing more than the vacuous gesture posited in Incubeta.”
The court also criticised the continued operation of the company under individuals who were no longer legally authorised to manage it.
“I need not go into those. The fact that they are not lawfully entitled to deal with the affairs of Marico Chrome is enough.”
Misstatement of financial statements
Judge Millar found that Marico Chrome had continued to be managed by people who were neither directors nor liquidators after the provisional liquidation ended, while financial records continued to describe the company as being in liquidation.
“The continued misstatement of the financial statements of Marico Chrome as being in respect of a company in liquidation is to my mind sufficiently exceptional on its own.”
The judge also rejected claims that removing the receivers would cause serious disruption to the business.
“The receivers are not Marico Chrome. They are not its shareholders, nor its directors or its liquidators.”
He said any financial loss they might suffer could be compensated if they later succeeded on appeal.
Concluding his judgment, Judge Millar found that the community had proved it would suffer ongoing harm if the order was delayed, while the former receivers had failed to show they would face irreparable harm if it was enforced immediately.
“I find that the community has established exceptional circumstances and that they would suffer irreparable harm if the order sought is not granted.”
The ruling means the earlier court order remains in force while any appeals proceed.
The former receivers must hand over the company’s records and assets, stop acting on behalf of Marico Chrome, and allow the shareholders to restore the company’s lawful governance.
READ MORE: Community celebrates Marico Chrome victory amid fresh questions
- The Pretoria High Court ruled that control of Marico Chrome mine must return immediately to its lawful management despite ongoing appeals.
- The Bahurutshe Boo Manyana Traditional Community, holding a 15% stake, had been excluded from the mine’s management since provisional liquidation in 2016, which ended in September 2023.
- The court found the former receivers had no legal authority to operate the company after liquidation discharge and ordered their removal.
- Judge Millar emphasized the community’s right as a shareholder to appoint directors and participate in company decisions and ruled delaying enforcement would cause irreparable harm.
- The former receivers must hand over company records and assets, cease acting on behalf of Marico Chrome, ensuring restoration of lawful governance.
