The Supreme Court of Appeal has ordered Ubuntu Family Health Centre Grayston (Pty) Ltd to immediately deliver a 2020 Porsche 911 Carrera S Coupe to Capitec Bank Limited after finding that the company no longer had a lawful right to possess the vehicle once its instalment sale agreement was cancelled.
The judgment was delivered on 23 September 2026 by Judge of Appeal Fayeeza Kathree-Setiloane, with Judges of Appeal Norman, Petse and Dlodlo and Acting Judge of Appeal Mooki concurring. The appeal was heard on 28 August 2026. The case is recorded as Capitec v Ubuntu Family Health Centre Grayston (Pty) Ltd (328/2025) [2026] ZASCA 123.
The SCA upheld Capitec’s appeal with costs. It set aside paragraph 1 of the earlier High Court order and replaced it with an order that the respondent forthwith deliver to Capitec the 2020 Porsche 911 Carrera S Coupe, identified in the court order by chassis and engine numbers.
The dispute began with an instalment sale agreement concluded in September 2022. Capitec agreed to advance R2 115 000 to Ubuntu to finance the purchase of the 2020 Porsche 911 Carrera S. The purchase price was R2 350 000. Ubuntu was required to repay the financed amount over 60 months: 59 monthly instalments of R31 638.68, followed by a balloon payment of R634 500. Ownership of the vehicle remained with Capitec until all amounts owing under the agreement had been paid.
Ubuntu fell behind on the instalments. By October 2023 the company was substantially in arrears. On 26 October 2023 Capitec sent a letter of demand giving Ubuntu seven days to settle the arrears. The clinic did not do so.
On 17 November 2023 Capitec cancelled the agreement. The same day, Capitec’s attorney and bank representatives went to Ubuntu’s premises in Sandton to take possession of the Porsche. Ubuntu director Ridwaan Adams, who had made a R100 000 payment towards the arrears, refused to allow them to take the vehicle and declined to disclose where it was.
Capitec later gave Ubuntu a further opportunity to raise funds. At a meeting four days after cancellation, Adams proposed paying R500 000 by 28 November 2023 and discussed settling the remaining debt over six months. Ubuntu also agreed to arrange for the Porsche to be viewed. Those undertakings were not fulfilled.
On 1 December 2023 Capitec sent auctioneers to collect the vehicle. Adams refused them access and said a court order was required. Capitec launched court proceedings shortly afterwards.
Shortly before those proceedings, Ubuntu adopted a resolution placing itself into business rescue. Court records reflect that Ubuntu filed for business rescue on 29 November 2023. The company later relied on the general moratorium in section 133 of the Companies Act 71 of 2008, which restricts legal proceedings against a company in business rescue except with the consent of the business rescue practitioner or leave of the court.
The Gauteng Division of the High Court, Johannesburg, heard Capitec’s application under case number 2023/127918. Acting Judge Van der Walt delivered judgment on 10 February 2025. The High Court accepted that the instalment sale agreement had been validly cancelled on 17 November 2023 for non-payment after demand. It also found the business rescue proceedings valid. It dismissed Capitec’s application to take possession of the Porsche on the basis that the section 133 moratorium applied and that Capitec had proceeded without practitioner consent or court leave.
On 19 March 2025 the same acting judge granted Capitec leave to appeal to the SCA, holding that the decision involved a question of law of importance on which a decision of the SCA was required. By that stage Ubuntu was in liquidation. Court papers in the leave-to-appeal judgment recorded that Ubuntu Family Health Centre Grayston (Pty) Ltd was then in liquidation and abided the court’s decision. Separate reporting of the SCA judgment records that Ubuntu was liquidated in May 2024.
The SCA identified the legal question as whether the moratorium in section 133 of the Companies Act extends to vindicatory proceedings — that is, proceedings by an owner to recover property from a company that is in unlawful possession of it while in business rescue.
Kathree-Setiloane held that it was common cause that, owing to Ubuntu’s breach, the agreement was validly cancelled on 17 November 2023, before business rescue commenced. Ubuntu was therefore in unlawful possession of the Porsche, and Capitec was entitled to institute vindicatory proceedings for its return.
The SCA held that the law does not allow business rescue to protect a company from proceedings to recover property that it neither owns nor lawfully possesses. Kathree-Setiloane said no purpose connected to the process of business rescue warrants such protection. Continued possession of property belonging to another person or entity becomes unlawful for purposes of the Act once the right to possession has been validly cancelled. The moratorium in section 133 does not extend to vindicatory proceedings.
The SCA found that the High Court had been bound by existing precedent and had erred in dismissing Capitec’s application. The appeal was upheld with costs. Ubuntu was ordered to deliver the 2020 Porsche 911 Carrera S Coupe to Capitec forthwith.
Ubuntu Family Health Centre Grayston operated from Grayston Shopping Centre in Sandton as a private family health centre offering serviced medical suites. The court proceedings concerned the company’s possession of the financed vehicle after cancellation of the instalment sale agreement, not the clinical services provided at the practice.
