OASIS GROUP HOLDINGS (PTY) LTD & OASIS ASSET MANAGEMENT LIMITED v MOHAMED JUNAID BRAY
Oasis (the Applicants) is a group of companies who mainly conduct business as investment managers with expertise in Shari’ah compliant and conventional fund management of collective investment schemes, global mutual funds, retirement funds and large segregated institutional funds.
Mohamed Junaid Bray (the Respondent) was previously employed by Oasis in the capacity of trainee research analyst, and at the time of the Application employed by Tri-Linear Wealth Managers. Tri-Linear offered at the very least the same products and services as those of Oasis and therefore both conducted very similar business interests.
Oasis brought an application in the High Court, Cape of Good Hope Provincial Division to enforce a restraint of trade agreement by way of an interim interdict pending the determination of an action instituted by the Applicants against Bray for a final interdict. Oasis contended that Bray’s employment with a company called Tri-Linear was in breach of the restraint and they had instituted action to enforce the terms thereof. Pending the resolution of that action Oasis was seeking an interim interdict to enforce the restraint.
Bray did not dispute that it was a term of his employment contract with Oasis that he agreed not to be employed by any business which carries on a business which is similar to or competes with Oasis for a period of twelve months from the date of termination of his employment. A further stipulation in the contract provided that Oasis would remunerate Bray at 75% of his total package as at the date of termination to the end of the restraint period.
The contract stipulated that the restraint of trade would apply in the Republic of South Africa, each of the member states of the European Union (and expressly including the United Kingdom and Ireland), the United Arab Emirates and Saudi Arabia. It further stipulated that should any court of law find that any aspect of the restraints of trade were unreasonable in relation to the duration or geographical extent, then the parties agreed to such a court of law enforcing the restraints of trade for such a period and to such a geographical extent as such court of law may deem reasonable.
The issues that the court had to determine were the following:
- Was the restraint unenforceable for reasons of public policy?
- Did Oasis enjoy any protectable interests?
The Court made the following findings:
- It is well established and accepted in our law that a covenant in restraint of trade is valid and enforceable unless it is contrary to public policy;
- That an unreasonable restraint of trade is in principle contrary to public policy if it is enforced;
- That the party seeking to avoid being bound by the restrictive conditions bears the onus of proving that it is contrary to public policy;
- Bray agreed to a restraint effective from twelve months from his date of termination of employment with Oasis;
- Bray’s employment with Tri-Linear is in breach of the restraint;
- Oasis’s strategies, including its target levels, its methodology, its fee structure, its clients and their portfolios, are all information which is confidential in the hands of Oasis and are worthy of protection;
- The breach of the restraint entitles Oasis to the relief sought.
Lizel Jardim