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Understanding Dual Jurisdiction: The Case of Malvern Trading CC vs. ABSA Bank Ltd

Dual Jurisdiction

Malvern Trading Cc V Absa Bank Ltd 2024 (1) SA 478 (GJ)

In the case between Malvern Trading CC and ABSA Bank Ltd, the central issue revolved around the concept of jurisdiction, particularly regarding the principal place of business versus the registered address, and how the principle of dual jurisdiction applies.


What Happened?

Malvern Trading CC was involved in a legal dispute with ABSA Bank Ltd, which led to the bank obtaining a default order for the delivery of a motor vehicle. However, Malvern Trading contested this default order, claiming that the court in Gauteng did not have jurisdiction since their main business activities and the cause of the dispute were situated in Polokwane.


Exploring Dual Jurisdiction

The court examined whether the dual jurisdiction principle, which applies to companies, is also relevant for close corporations like Malvern Trading CC. It was established that close corporations are indeed considered to be resident at both their registered office and their principal place of business. This means that they are subject to dual jurisdiction, allowing legal actions to be initiated in courts where either the registered office or the principal place of business is located.


Constitutional Considerations

The Constitution of South Africa ensures access to courts for all. In line with Section 34 of the Constitution, recognizing dual jurisdiction for close corporations is crucial. It prevents them from being denied access to courts simply because their principal place of business might be uncertain or difficult to establish.


The Effect of the 2008 Companies Act

The 2008 Companies Act’s promulgation did not alter the legal position of close corporations concerning jurisdiction. The dual jurisdiction principle that applied to companies before this Act continues to apply to close corporations.


The Outcome

The court found that Malvern Trading CC did not have a valid defense against ABSA Bank Ltd’s claim for the motor vehicle’s delivery. Malvern Trading CC’s application for rescission was viewed as a delaying tactic and was not only dismissed but also resulted in a special costs order against them for such conduct.



Q1: What is dual jurisdiction?A1: Dual jurisdiction refers to the legal principle that a corporation, including a close corporation, can be sued in a court that has jurisdiction over its registered office or its principal place of business.

Q2: Why is dual jurisdiction important for close corporations?A2: Dual jurisdiction is important to ensure that close corporations can access justice and are not unfairly prevented from defending or bringing legal action due to the location of their principal place of business.

Q3: How did the Constitution influence this case?A3: Section 34 of the Constitution, which guarantees access to courts, was a key factor. The court recognized that denying dual jurisdiction to close corporations could impede their constitutional right to access the courts.

Q4: Did the 2008 Companies Act change the jurisdiction for close corporations?A4: No, the legal position regarding jurisdiction for close corporations remained unchanged by the 2008 Companies Act. The dual jurisdiction principle still applies.

Q5: What was the court’s view on Malvern Trading CC’s rescission application?A5: The court viewed Malvern Trading CC’s application for rescission as an unacceptable delaying tactic and dismissed the application with a special order for costs against them.

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