Immigration detention overhaul signed; minority veto rights enforced by interdict

The Immigration Amendment Act, 2025 (Act 11 of 2025), assented to on 11 May 2026 and published in Government Gazette 54680 on 14 May 2026, fundamentally restructures section 34 of the Immigration Act, 2002. Detained illegal foreigners must now be brought before a court in person within 48 hours of arrest. Before detaining, immigration officers must apply an interests-of-justice test considering prescribed factors and whether release on reasonable conditions is appropriate. Courts may authorise further detention for up to 30 calendar days initially, and up to a further 90 calendar days thereafter. Detained foreigners gain the right to be informed of their rights upon arrest, to make oral or written representations to the court, and to State-funded legal representation where substantial injustice would otherwise result. The Act comes into operation on a date to be proclaimed by the President.

Lightmap, a 33.5% minority shareholder in Cybersmart, sought urgent interim relief to block two transactions — the disposal of Cybersmart's hosting division to Host Africa and the unwinding of a joint venture with Hexion Data Storage. Both the MOI and shareholders' agreement required a 75% special resolution for reserved matters including the sale of the company's business. No such resolution was obtained.

The court held: The court granted the interim interdict, finding that Lightmap demonstrated a prima facie right that the transactions were reserved matters requiring a 75% special resolution that was never passed. The court adopted a purposive interpretation of 'sale of the Company's business', rejecting the respondents' narrow reading that would have limited the clause to disposal of the entire business — holding that such a reading would produce an absurd and unbusinesslike result. The balance of convenience favoured the applicant because proceeding without shareholder approval would render the minority veto academic and create irreversible third-party consequences. The court confirmed that the remedy for a void act is prevention, not compensation.

Legal impact: Confirms that courts will enforce entrenched minority veto rights in MOIs and shareholders' agreements by interim interdict where the majority attempts to proceed without the requisite shareholder vote. The purposive interpretation of reserved-matter clauses — rejecting narrow readings that would allow piecemeal disposal of a business without triggering approval thresholds — is directly instructive for drafting and interpreting such provisions. Applies the Grancy Property Ltd v Manala principles to confirm direct standing for minority shareholders under section 163 of the Companies Act where entrenched approval rights are breached.