---

COMPANIES TRIBUNAL

REPUBLIC OF SOUTH AFRICA

                                                                                                               Case: CT018Jun2015

In the  matter between;                                                                        

GROWTHPOINT  PROPERTIES  LIMITED                                                                 Applicant

(Registration number  1987/004988/06)

 and

GROWTHPOINT ENERGY INVESTMENT CO-OPERATIVE   LTD                        Respondent

 (Registration  C2912/003002/24 date  01/02/2012)

Presiding Member of the  Tribunal:    Lucia Glass

DECISION (Reasons and Order)

1.  This is an  application in terms of Section 11 and 160 of the Companies Act 71 of 2008 (the Act) read together with Regulation 13 of the Act.

2.  The Companies  Tribunal can only  entertain the merits of this application in terms of section 160  of the Act, once it is satisfied that it has the necessary  jurisdiction to do so.

3.  The Applicant is a company registered in terms of the Act (emphasis added) and  Respondent is a Co-operative which is NOT registered in terms of the Act (emphasis added) and is governed and  registered in term of  the Co-operative Act, 2005 (Act No 14 of 2005).

THE LAW

4.  In terms of Section 11(2) (a) of the Act,  names of  companies, must not be the same as  the name of another company, domesticated company, registered external company, close corporation or co- operative (emphasis added).

5.  In terms of Section 160 of the Act,  

(1) A person to whom a notice is delivered  in terms of   section 12(3) or section14(3)  or any other person with an interest in the name of a company, may apply to the Companies Tribunal in the prescribed manner (emphasis added) and form for a determination whether the  name satisfies the requirements of section 11. 

(3) After considering an application made in terms of subsection (1), and any submissions by the applicant and any other person with an interest in the name or proposed name that is the subject of the application, the Companies Tribunal—

(a) must make a determination whether that name satisfies the requirements of

section 11; and (emphasis added)

(b) may make an administrative order directing

(i) the Commission  to

(aa) reserve a contested name for the applicant in terms of section 12;

(bb) register the contested name, or

amended name as the name of a company; or

(cc) cancel a reservation granted in terms of section 12, if the reserved

name has not been used by the person entitled to it; or

(ii) a company to choose a new name.

INTERPRETATION OF THE LAW

6.  It is my interpretation of Section 11(2)(a) that names of  companies,  must not be the same as  the name of another company, domesticated company, registered external company, close corporation or Co-operative (emphasis added).  Thus a Co-operative which  finds that its name is the same as a company name in terms of the Act,  may  apply to the Companies Tribunal for an order in terms of Section 160 (2) of the Act  that the Company change its name  or any other relief in terms of Section 160 (3).

7.  It is my view that  in terms of Section 11(2)(a) the  opposite does not apply, thus in the case before me, the applicant,  a Company who finds that its name is being  used by a Co-operative,  (emphasis added)  may not apply to the Companies Tribunal for an order that the Co-operative  change its name, or any other relief in terms of Section 160 (3).

8.  It is my understanding that there is no provision in the Act that empowers a Company (registered in terms of the Act) to apply to the Companies Tribunal  for an order that a Co-operative, (registered in terms of the Co-operative Act 2005),   to change its name.

FINDING

9. Consequently it is my view that the merits of this application cannot  be contemplated by the Companies tribunal in terms of Section 11 and 160 of the Act, as the Companies Tribunal does not  have jurisdiction over the matter.

ORDER

The case is dismissed.

________________________________

LUCIA GLASS 

(MEMBER OF COMPANIES TRIBUNAL OF SOUTH AFRICA)

 Dated this  27th September  2015

---