Lerato Ntsooa t/a Thaba Catering V Tlali Mohale t/a ETM Catering & 3 Others (CCA/007/2024ND) [2025] LSHC 251 (11 February 2025)

# Lerato Ntsooa t/a Thaba Catering V Tlali Mohale t/a ETM Catering & 3 Others (CCA/007/2024ND) [2025] LSHC 251 (11 February 2025) [ __](https://api.whatsapp.com/send?text=https://lesotholii.org/akn/ls/judgment/lshc/2025/251/eng@2025-02-11) [ __](https://twitter.com/intent/tweet?text=https://lesotholii.org/akn/ls/judgment/lshc/2025/251/eng@2025-02-11) [ __](https://www.facebook.com/sharer/sharer.php?u=https://lesotholii.org/akn/ls/judgment/lshc/2025/251/eng@2025-02-11) [ __](https://www.linkedin.com/sharing/share-offsite/?url=https://lesotholii.org/akn/ls/judgment/lshc/2025/251/eng@2025-02-11) [ __](mailto:?subject=Take a look at this document from LesLII: Lerato Ntsooa t/a Thaba Catering V Tlali …&body=https://lesotholii.org/akn/ls/judgment/lshc/2025/251/eng@2025-02-11) [ Download PDF (376.5 KB) ](/akn/ls/judgment/lshc/2025/251/eng@2025-02-11/source) Report a problem __ * Share * [ Download PDF (376.5 KB) ](/akn/ls/judgment/lshc/2025/251/eng@2025-02-11/source) * * * * * Report a problem __ ##### Lerato Ntsooa t/a Thaba Catering V Tlali Mohale t/a ETM Catering & 3 Others (CCA/007/2024ND) [2025] LSHC 251 (11 February 2025) Copy citation * __Document detail * __Related documents * __Citations 5 / - Citation Lerato Ntsooa t/a Thaba Catering V Tlali Mohale t/a ETM Catering & 3 Others (CCA/007/2024ND) [2025] LSHC 251 (11 February 2025) Copy Media Neutral Citation [2025] LSHC 251 Copy Hearing date 10 December 2024 Court [High Court](/judgments/LSHC/) Court registry [Commercial Division](/judgments/LSHC/LSHC-commercial-division/) Case number CCA/007/2024ND Judges [Dr. Shale J](/judgments/all/?judges=Dr.%20Shale%20J) Judgment date 11 February 2025 Language English ##### __Collections * [Case indexes](/taxonomy/case-indexes) * [Commercial](/taxonomy/case-indexes/case-indexes-commercial) * [Civil Procedure](/taxonomy/case-indexes/case-indexes-commercial-civil-procedure) Summary Read full summary * * * Skip to document content **IN THE HIGH COURT OF LESOTHO** **(NORTHERN DIVISION)** **HELD AT LERIBE CCA/007/2024ND** **In the matter between:** **LERATO NTSOOA t/a APPLICANT** **THABA CATERING** **AND** **TLALI EDWARD MOHALE t/a 1 ST RESPONDENT** **ETM CATERING** **MAMOLEFI SEMELANE t/a 2 ND RESPONDENT** **LYVO’S CATERING** **LET CATERING JOINT VENTURE 3 RD RESPONDENT** **LESOTHO POST BANK (MOKHOTLONG** **BRANCH) 4 TH RESPONDENT** Neutral citation: Lerato Ntsooa t/a Thaba Catering v Tlali Edward Mohale t/a ETM Catering & others[[2024] LSHC 12](/akn/ls/judgment/lshc/2024/12) CCA/007/24ND (11 February 2025) **CORAM: DR I. SHALE J** **HEARD : 10 th December 2024** **DELIVERED: 11 th February 2025** **_SUMMARY_** **_Civil Practice:_**_Application for an interdict and freezing of bank accounts of a Joint Venture - Material non-disclosure of facts raised as a point in limine – point in limine considered and dismissed - Whether or not Applicant withdrew or was dismissed from the Joint Venture - satisfaction of the requirements for a final interdict –application dismissed for failure to meet the requirement of a clear right as Applicant had withdrawn from the Joint Venture._ **ANNOTATIONS:** **_Cited Cases_** _Plascon-Evans Paints (TVL) Ltd v Van Riebeck Paints (Pty) Ltd (53/84)[1984] ZASCA_ _Ts’epo Qefate Nkuebe and another v Hlabathe Nkuebe and others CIV/APN/42/2002_ _Room Hire Co. (Pty) Ltd v Jeppe Street Mansions (Pty) Ltd 1949 (3) SA 1155 (T)_ _Lefoka v Barali Estate (CCA/0144/2019)[[2022] LSHC 65](/akn/ls/judgment/lshc/2022/65) (25 August 2022)_ _Setlogelo v Setlogelo 1914 AD 221_ _National Director of Public Prosecutions v Zuma [2009] 2 All SA 243 (SCA)_ _Manyokole v. The Prime Minister[[2021] LSCA 9](/akn/ls/judgment/lsca/2021/9) (14 May 2021) _ _Koro-koro Constituency Committee v. Executive Working Committee – All Basotho Convention[[2019] LSCA 22](/akn/ls/judgment/lsca/2019/22) (28 January 2019)_ **_Legislation_** _High Court (Amendment) Act 1984_ _High Court Act, 1978_ **_JUDGEMENT_** **_INTRODUCTION AND BACKGROUND_** [1] The Applicant, First and Second Respondents are in the business of providing catering services. On 23rd January 2024, they entered into and registered a Joint Venture Agreement under the name LET Catering Joint Venture. The objective of the Joint Venture was to provide catering services and to let out some of the catering equipment and other catering related services. The Joint Venture tendered for, and obtained a tender to provide catering services at Polihali, Senqu Bridge contracted by WRES Senqu Bridge Joint Venture. On 25th June 2024, the Joint Venture Agreement was amended to reflect withdrawal of the Second Respondent from the Joint Venture Agreement. [2] On 15th July 2024, a second amendment to the Joint Venture Agreement was filed in terms of which the Applicant also withdrew from the partnership. It is this second amendment which is in dispute and the basis for this application. The application was filed on 2nd August 2024 on an urgent basis seeking an order in the following terms:- 1. Dispensing with the modes and periods of service of process prescribed by the rules on account of urgency. 2. That a _Rule Nisi_ be issued returnable on a date and time to be determined by this Honourable Court, calling upon the Respondents to show cause, (if any), why the following orders cannot be made final. 1. An order interdicting the 4th Respondent from processing any outward payment from the 3rd Respondent’s account held with the 4th Respondent pending the outcome of this application. 2. An order interdicting the 1st and 2nd Respondent and their agents or proxy from transacting in any manner whatsoever on the 3rd Respondent’s bank account held with the 4th Respondent pending the determination hereof. 3. An order restraining and interdicting the 4th Respondent from effecting any outward payment of monies from the 3rd Respondent’s bank account pending the outcome of this application. 3. An order declaring the purported dismissal of the Applicant from the 3rd Respondent as irregular for failing to comply with the provisions of the Joint Venture Agreement. 4. An order directing and compelling the 1st and 2nd Respondents to act in accordance with an appliance (_sic_) with the terms and conditions of the Joint Venture Agreement. 5. Costs of suit against the 1st and 2nd Respondents. 6. Further and or alternative relief. 7. That prayer 1 and **2(a),** **(b)** and **(c)** operate with immediate effect as an interim order of this Honourable court. [3] On 7th August 2024 a Notice of Intention to Oppose was filed on behalf of the First to Third Respondents and the parties appeared before my sister Mokhoro J on the same day. A _rule nisi_ in terms of prayers **1,2(a)** and **(b)** was granted by consent returnable on 20th August 2024 for hearing. [4] On 20th August 2024 the parties appeared before Mokhoro J and having confirmed that the pleadings were closed, heads of arguments filed, and a date of hearing obtained, which was 12th November 2024, the _Rule Nisi_ was accordingly extended to 12th November 2024. [5] Prior to the hearing of this matter and on 23rd September 2024, an interlocutory application was filed and moved _ex parte._ However, the said application was removed from the roll as Mokhoro J commented that parties who were not cited in the main initial application were cited as Respondents in the interlocutory application and further that they were not served. On 30th September 2024 the interlocutory application was amended but still it could not be heard and it was stood down. According to the record, when it was ready, Advocate Challa for the Applicant could no longer move it as she explained that she had fallen ill and left the court room without even requesting a colleague to stand in for her. [6] On 2nd October 2024, Advocate Challa formally withdrew the interlocutory application and tendered costs. This matter was allocated to me on 12th November 2024 and set down for 10th December 2024 for hearing. Therefore, on 10th December when oral submissions were made, this court was ceased with the main application only as the interlocutory had been withdrawn. **_APPLICANT’S CASE_** [7] In her affidavits, the Applicant contends that she did not withdraw from the Joint Venture and therefore entitled to seek the interdicts, a declarator that the second amendment to the Joint Venture Agreement is tantamount to her unlawful dismissal from the Joint Venture and an order compelling the Respondents to administer the affairs of the Joint Venture in accordance with the Joint Venture Agreement. [8] It is also her case that as opposed to the alleged withdrawal from the Joint Venture, she raised concerns against mismanagement of the affairs of the Joint Venture by the First Respondent including co-opting of his family members (son, wife and others) within the structures of the Joint Venture without consulting her as the only remaining partner when the Second Respondent withdrew from the Joint Venture. [9] She avers that due to failure of the First Respondent to address the issues raised, she decided not to take an active role in the operations of the Joint Venture and to recall the head chef and remove some of her equipment from the operations of the Joint Venture, which she argues, does not amount to withdrawal but was done as a way of pulling First Respondent to the discussion table. [10] Applicant’s case is further that she has been excluded from major financial decisions of the Joint Venture including opening of bank accounts and removal of the Joint Venture’s bank account from Standard Lesotho Bank to Lesotho Post Bank, all contrary to the provisions of the Joint Venture Agreement. [11] Applicant further contends that as a result of the above, she is entitled to the proceeds obtained from catering services provided under the Joint Venture and that debts accrued by her for purposes of carrying out work of the Joint Venture ought to be paid from the proceeds of the activities carried out by the Joint Venture and that she stands to suffer irreparable harm if this court does not intervene. [12] Applicant’s case in response to a _point in limine_ of material non-disclosure of the fact that she withdrew from the Joint Venture is that it cannot stand because the current application was not moved _ex parte_ thus giving Respondents ample opportunity to raise any other facts which if disclosed would inform the Court’s decision to grant or not to grant the interdicts sought. **_RESPONDENT’S CASE_** [13] Before responding to the merits of the Applicant’s case, Advocate Sekonyela on behalf of the Respondents raised a _point in limine_. He prayed that the case be dismissed on account of Applicant’s non-disclosure of facts material to the application. He argued that the Applicant failed to disclose in her papers, the fact that she had withdrawn from the Joint Venture and also instructed a lawyer to draft the second amendment to the Joint Venture Agreement. To support the averment that the Applicant had withdrawn from the Joint Venture, First Respondent attached a copy of what is termed “2nd amendment to the JV” dated 15th July 2024 and filed with the Registrar of Deeds on 16th July 2024. [14] In response to the merits, it is the First Respondent’s case that the application ought to fail because the Applicant is no longer a party to the Joint Venture Agreement as she voluntarily withdrew from the Joint Venture and also caused distractions to the operations of the business by withdrawing her equipment and utensils which were used to carry out catering services under the Joint Venture. [15] The First Respondent contends further that as a result, Applicant is not entitled to any share of the proceeds as she did not contribute financially, through equipment and or services to the catering services provided by the Joint Venture at Polihali under the WRES Senqu Bridge Joint Venture. He argued further that in any event, if she claims she contributed in any manner, she still has an alternative remedy to sue for damages. [16] To the First Respondent’s affidavit there are also attached annexures which show the extent to which the Joint Venture is indebted to different suppliers, whom if the application is granted would suffer or have recourse against the First and Second Respondents’ bonded properties thus resulting in irreparable harm to the Respondents. **_ISSUES FOR DETERMINATION_** [17] From the pleadings filed of record and oral submissions made by the parties’ representatives, I am of the opinion that the following issues fall for determination by this Court: 1. 1. Whether there is non-disclosure of material facts by the Applicant; and if so whether such a non-disclosure is so serious that the application can be dismissed on that basis alone; 1. 2. Whether Applicant withdrew from or was dismissed from the Joint Venture; and lastly; 1. 3. Whether the Applicant has made out a good case for the final interdicts and declaratory orders sought. **_ANALYSIS_** **Material Non-Disclosure** [18] On the one hand, the Respondents’ point of law is that the Applicant has failed to disclose to the court that she voluntarily withdrew from the Joint Venture. They contend that this fact is so crucial that it goes to the core of Applicant’s claims hence she ought to have disclosed it in her Founding Affidavit. On the other hand, the Applicant contends firstly that this is not a point of law properly conceived considering that the application was not moved _ex parte_ and secondly, that it is wrong that she withdrew from the Joint Venture and therefore this is not a fact which she could have disclosed to the Court as it was not within her knowledge. It is therefore, important to assess whether in fact there was a material non-disclosure or not in this case. [19] A material non-disclosure has been defined by this Court and the Court of Appeal in a plethora of cases as withholding of facts which if were brought to its attention, the Court could not have granted the order which is sought by the Applicant _ex parte_. **See:** _Moletsane v Moletsane_ (CIV/APN/475/196) [[1997] LSHC 17](/akn/ls/judgment/lshc/1997/17) (11 February 1997) _Manthabiseng Lepule v Teboho Lepule_ (C of A (CIV) 5 of 13) [[2013] LSCA 4](/akn/ls/judgment/lsca/2013/4) (19 April 2013) [20] What is common in cases where the point of material non-disclosure was upheld, including those referred to by the Respondents is that the applications were moved _ex parte_. Now the question is whether the point of law of material non-disclosure is only applicable in _ex parte_ applications as argued by the Applicant. An answer to the above question is that while the duty of full disclosure is most stringent in _ex parte_ applications, it is also relevant in opposed applications. The consequences of non-disclosure are typically more severe in _ex parte_ proceedings due to the absence of the opposing party during the initial hearing. Therefore, the Applicant’s contention that the court ought not uphold the point merely on the basis that the application was not pursued _ex parte_ cannot stand on its own. This then brings me into an inquiry whether in fact there was firstly a non-disclosure of a relevant fact and secondly whether such was material to the dispute at hand. [21] Regarding a question as to whether there was non-disclosure of relevant facts, in her founding affidavit, Applicant provides a factual matrix as to how the Joint Venture was formed as well as the clashes between her and the First Respondent. She avers that this led to her exclusion from some of the financial decisions including moving the Joint Venture’s bank accounts from Standard Lesotho Bank to Post Bank. She does not allude to any withdrawal from the Joint Venture. Rather, in paragraph 14 of the founding affidavit she says “I attempted to retrieve my equipment as a sign that I was serious about the issue.” This is only as far as she goes. The only amendment to the Joint Venture Agreement which she annexes to her papers, is the one evidencing withdrawal by the Second Respondent. [22] The second amendment, which relates to her “withdrawal”, is annexed by the First Respondent in his opposing affidavit, about which he says “the Applicant has failed to disclose that, pursuant to her said instructions to the lawyers, 2nd Amendment revoking her from the said partnership Agreement, was filed on 16th July 2024…” First Respondent goes further to annex text messages exchanged by the parties in which Applicant clearly says that she wanted a meeting between the parties so that she could tell him that she wants to withdraw from the Joint Venture and that she is going to instruct a lawyer to draft an amendment to that effect. In response to this, Applicant claims in paragraph 2 of her replying affidavit that she just warned the First Respondent that she would withdraw but at no point did she authorize drawing of the second amendment to the Joint Venture Agreement. She goes further to say that this fact was unknown to her and therefore she was not in a position to disclose it. [23] I have noted with concern that while Applicant denies authorizing a lawyer to draft the second amendment, she however, does not deny the text messages in which she made it clear that she was going to instruct a lawyer; neither does she allude to this conversation in her founding papers. She also concedes that she took her equipment away from where the Joint Venture was operating. I find in improbable that she would take such a drastic measure as removing her equipment, without such being a manifestation of her intention to sever ties with the Joint Venture. If one was to believe her argument that she never authorized authorship of the amendment, then at the very least, she could have disclosed these undenied text messages between her and the First Respondent. On the conspectus of the pleaded facts, I find that there was indeed non-disclosure of relevant facts. [24] The question which then remains is whether these undisclosed facts are so material that had they been disclosed at the outset, neither would Mokhoro J have granted the interim order nor would I grant the final order. It is clear that in order for Applicant to have a right to seek the interdicts in question, she ought to establish her standing within the Joint Venture. Therefore, a question as to whether or not she has withdrawn is material to such standing. Therefore, I am persuaded by the Respondents’ point that there was a material non-disclosure. [25] It is no doubt that the principle in the well celebrated _Plascon-Evans Paints (TVL) Ltd v Van Riebeck Paints (Pty) Ltd (53/84)[1984] ZASCA_ demands full disclosure of all material facts. However, as discussed above, this requirement is more stringent in _ex parte_ applications. Even in such cases, as per Hlajoane J in _Ts’epo Qefate Nkuebe and another v Hlabathe Nkuebe and others CIV/APN/42/2002,_ “in the event of the court being appraised of the true facts which had been withheld from it by the Applicant, the court has a discretion to dismiss the application on the point of non-disclosure.” I have carefully considered the facts of this case and I have decided to exercise my discretion and not to dismiss the application on this point alone but to evaluate the facts of the case on the merits to assess whether on the undisputed facts Applicant has made out a case for the orders sought. I will therefore consider and decide the matter on the merits, that is, whether the Applicant has made out a case for the declarator and the interdicts sought. **Declaring the purported dismissal from the Joint Venture as irregular** [26] In prayer 3 as contained in the notice of motion, Applicant seeks “[a]n order declaring the purported dismissal of the Applicant from the 3rd Respondent as irregular for failing to comply with the provisions of the Joint Venture Agreement.” That is, in order to determine whether this prayer is tenable, it is important to analyse the facts of this case in light of the provisions of the Joint Venture Agreement. The Joint Venture Agreement does not have a provision specifically titled withdrawal or dismissal. Rather, Clause 16 of the Joint Venture Agreement is titled “Default by a party and dissolution and termination of Joint Venture”. It is imperative to quote this clause in its entirety. It states as follows: _In the event of default by either party in the fulfilment by it of its obligations either in whole or in part under this Agreement or in the event of an unacceptable delay in performance, the other parties shall be entitled to:_ _16.1…_ _16.2 To give notice to the other Party requiring rectification of such default within a period of fourteen (14) days or such longer period as may be appropriate in the circumstances_ _16.3 In the event of continuing default of the defaulting party:-_ _a) The remaining Parties shall be entitled to cancel this Agreement save that the defaulting party shall remain responsible for providing guarantees and bonds until completion of their contractual obligations_ _b)Wind up the affairs of the work and carry on and complete the performance of any contract without the participation of the defaulting Party, its successors, receivers, trustees or liquidators or other legal representatives_ _c)Operate the bank accounts and the Management Committee without reference to the defaulting Party_ _d)Retain for the performance of any Contract entered into all assets owned by the Joint Venture at the time of default until the completion and handing over if the works._ [27] It is common cause that the relations between Applicant and First Respondent soured to an extent that through WhatsApp texts, Applicant indicated that she is desirous of exiting from the Joint Venture Agreement. It is also common cause that soon thereafter, she removed all her equipment from the operations of the Joint Venture. What is contested, is whether by so removing her equipment, Applicant was manifesting her intention to withdraw from the Joint Venture. What is also contested is whether or not the Applicant instructed a lawyer to draft the second amendment to the Joint Venture. By withdrawing equipment which was core to the operations of the Joint Venture, Applicant undoubtedly defaulted in one of her responsibilities as agreed by the parties. However, as illustrated below, this default could not be dealt with in terms of the Joint Venture Agreement as it was surrounded by other factors including the admitted watsapp texts and the contested withdrawal. [28] Applicant claims that the rift between the parties was caused by First Respondent’s failure to act in accordance with this Agreement, thus this failure could be interpreted as defaulting. Clause 16.1 above guides that when such a default takes place, a fourteen-day rectification period should be given to the defaulting party. However, Applicant just invited First Respondent to a meeting and when such could not materialize, resorted to withdrawal of her equipment without calling the First Respondent to rectify the default in terms of clause 16.1 of the Joint Venture Agreement. [29] According to paragraph 5 of the opposing affidavit, Applicant texted on 13th July 2024 that she wanted to withdraw from the Joint Venture, on 14th July the second amendment was drawn and on 15th July she withdrew her equipment and head chef from the operations of the Joint Venture. In reaction to this telling chronology of events Applicant sought to explain it by indicating that the second amendment was drawn by Advocate Mokhobo at the request of the First Respondent. I must mention that Applicant’s version is not supported by Advocate Mokhobo’s affidavit or any other evidence for that matter. [30] This clearly presents a dispute of fact as the two sides are worlds apart. These are inconsistencies which Applicant ought to have foreseen prior to lodging this application as evidenced by the squabbles which had ensued, which, in her own founding affidavit she cites as the reasons for attempting to call a meeting with First Respondent. Therefore, the cases of _Plascon-Evans_ , the landmark decision of _Room Hire Co. (Pty) Ltd v Jeppe Street Mansions (Pty) Ltd 1949 (3) SA 1155 (T)_ as well as Mokhesi J’s decision in _Lefoka v Barali Estate (CCA/0144/2019)[[2022] LSHC 65](/akn/ls/judgment/lshc/2022/65) (25 August 2022) _become instructive in this regard. The chronology of events given by the Respondent seem more probable as opposed to the unsupported allegations by Applicant that Advocate Mokhobo acted without her authorization. [31] In any event, this being motion proceedings, the Applicant can only succeed if the facts she avers, which have been admitted by the First Respondent, together with the facts averred by the latter justify the orders sought. It will, however, be different if the First Respondent’s version consists of bald or uncreditworthy denials, raises fictitious disputes of fact, is palpably implausible, far-fetched or so clearly untenable that the Court will be justified rejecting it merely on the papers. See: _National Director of Public Prosecutions v Zuma [2009] 2 All SA 243 (SCA); 2009 (4) BCLR 393 (SCA); 2009 (2) SA 277 (SCA)_ at paragraph [26]. As already shown above, the First Respondent’s version is more probable than that of the Applicant on the disputed issue. Applicant’s version remains unsupported on the crucial aspects. [32] Applicant’s Counsel, Advocate Challa argued that by authorizing the second amendment, First Respondent repudiated the contract without Applicant’s consent. She stated that lack of consent is illustrated by the fact that she did not sign the amendment. This point cannot stand, in the light of how the parties had been running the affairs of the Joint Venture. For instance, when the Second Respondent withdrew from the Joint Venture, the two remaining parties being, Applicant and First Respondent signed the amendment alone without the Second Respondent. The same thing has happened with regard to the second amendment; First Respondent signed alone without the Applicant. This was clearly their _modus operandi_ , which she does not and cannot deny. In conclusion this Court finds that all facts point to Applicant’s withdrawal from the Joint Venture. Therefore, she cannot later summersault and claim that she was dismissed. Her argument in this regard is untenable and it is rejected. [33] I wish to close analysis of prayer 3 by referring to the applicable law on granting of declaratory orders in this Court. The applicable law is section 2 of the _High Court Amendment Act, 1984_ which provides as follows: _“The High Court of Lesotho shall continue to exist and shall, as heretofore be a superior court of record, and shall have,_ 1. _…;_ 2. _…;_ 3. _in its discretion and at the instance of any interested person, power to inquire into and determine any existing future or contingent right or obligation notwithstanding that such person cannot claim any relief consequential upon the determination.”_ [34] The above quoted section lays down two important considerations in an application for a declarator. The first issue which comes out clearly from the section is that a declarator is a discretionary remedy. Secondly, the section lays down the requirements to be satisfied by an applicant in such an application. The Courts of the land, up to the apex Court, have repeatedly held over the decades that indeed a declarator is a discretionary remedy, so that even where a case has been made out for the remedy the court still has a discretion whether to grant same or not. That discretion has to be exercised judiciously on the consideration of relevant factors and circumstances. See: _Manyokole v. The Prime Minister[[2021] LSCA 9](/akn/ls/judgment/lsca/2021/9) (14 May 2021) paragraphs 86 to 91; Koro-koro Constituency Committee v. Executive Working Committee – All Basotho Convention [[2019] LSCA 22](/akn/ls/judgment/lsca/2019/22) (28 January 2019) paragraph 62_. [35] As shown in the preceding paragraphs this Court has not been persuaded to exercise its discretion endowed by section 2 of the High Court Amendment Act in favour of the Applicant. **Interdicts** [36] It is Applicant’s case that the First Respondent has failed to act in accordance with the Joint Venture Agreement hence she has requested this Court to interdict the First Respondent from making any transactions from the Joint Venture’s business accounts. The trite principle which governs granting of interdicts was set down in the case of _Setlogelo v Setlogelo 1914 AD 221_ __ and has been cited with approval in a plethora of cases both in this Court and the Court of Appeal of Lesotho. It has been authoritatively held that in order for the Court to grant a final interdict, the Applicant must satisfy four requirements being: a clear right, reasonable apprehension of harm, that the balance of convenience favors the granting of the interdict and lastly that there is no adequate alternative remedy available. [37] Applying this principle _in casu_ , I have made a finding above that instead of addressing the default in terms of clause 16 of the Joint Venture Agreement, Applicant decided to withdraw her participation, equipment and staff from the operations of the Joint Venture. This has thus stripped her off the right to enforce the provisions of the Joint Venture Agreement against the Respondents as she is no longer party to it. The absence of a clear right thus makes it mandatory for me to end the enquiry here as all the requirements have to be met cumulatively. However, in terms of clause 16, the Joint Venture remains liable for the debts which Applicant has incurred for the benefit of the Joint Venture. **CONCLUSION** [38] In the light of considerations and reasons advanced in this judgment, I have come to a conclusion that Applicant has not made a good case for the interdicts sought as well as an order declaring that her purported dismissal from the Joint Venture is irregular. As discussed, in her own affidavit, Applicant admits to having withdrawn her participation, equipment and staff from the operations of the Joint Venture. I am not convinced that her reasons for such were anything but a manifestation of her clearly stated intention to withdraw from the Joint Venture. I have not been persuaded that Advocate Mokhobo drew the second amendment to the Joint Venture Agreement without authorization by the Applicant. This is because despite being aware that this issue was highly contested in the opposing affidavit, when she replied, Applicant failed to support her contention through a supporting affidavit by Advocate Mokhobo. As a result, at the time of bringing this application, Applicant had voluntarily withdrawn from the Joint Venture. She, thus has no iota of right to enforce the Joint Venture Agreement. This however, does not exonerate the Joint Venture from paying debts which Applicant may sue for and prove such to have been taken by Applicant for the benefit of the Joint Venture and whatever fraction of the proceeds of the Joint Venture, to the extent of her services for the time that she remained in the Joint Venture. For these, there are remedies available to the Applicant which she is free to exercise. **ORDER** [39] In the result, the following order is made: The _rule nisi_ is discharged and the application is dismissed with costs, including costs of the withdrawn interlocutory application. **_________________** **Dr. I. Shale J** **Judge of the High Court** #### __Related documents ▲ To the top >