This is followed by critical insights on the implications of this case and some concluding remarks. To this end, again, both the main judgment of Jafta J and the concurring judgment of Wallis J are examined. It explores the circumstances in which prescription can be successfully invoked to deflect a contractual claim brought against a company, the impact of the Constitution in this area of the law and whether the claim lodged by Mr Makate amounted to a “debt” for purposes of the Prescription Act (68 of 1969). It also planned to buy two Embraer aircraft for US6 million using Treasury Bills. The note further looks at the issue of prescription, which Vodacom in its defence raised against the claim for compensation brought by Mr Makate. The Independent understands that Zacc instituted a probe into the ZimAirways transaction to establish how the murky airline controversially purchased two Boeing 777 planes for US18,5 million and US16,5 million, totalling US35 million. It examines the main judgment of Jafta J and the concurring judgment of Wallis J in relation to the legal nature of ostensible authority in the absence of actual authority. This note discusses Makate v Vodacom and the approach of the court regarding when a company will be bound by contracts concluded by its director or another person purporting to represent the company in a transaction with a third party. In the recent case of Makate v Vodacom (Pty) Ltd ( ZACC 13 (hereinafter “Makate v Vodacom”)), which involved a claim for reasonable compensation by the inventor of the concept of “Please Call Me” against Vodacom (Pty) Limited (hereinafter “Vodacom”), the Constitutional Court dealt specifically with the authority of a director to conclude a contract with a third party on behalf of the company. The crisp issue in this note relates to the circumstances in which an individual company director or officer who, when contracting with another person, purports to be acting on behalf of the company will bind the company. In South Africa, the issue of authority to enter into a transaction or agreement on behalf of a company is dealt with using the principles of the law of agency. Before an individual director or officer of the company can conclude a binding transaction on behalf of their company, they must have the authority to do so. The board of directors may, however, delegate its powers to an individual director (or individual directors), a committee of the board, a managing director or other officers of the company. Under South African company law the directors’ powers of management are statutorily entrenched (S 66(1) of the Companies Act 71 of 2008). The board of directors is responsible for the management and direction of the business affairs of the company. It is, therefore, compelled to act through human agents. Get ZACC is proud of the efforts that we have completed and that are in-progress to ensure that our website is accessible to everyone. A company is an artificial person and has no mind, will or hands of its own.
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