In September 2025, the Supreme Court of Appeal found that extinctive prescription only begins to run on a contractual claim once a suspensive condition is fulfilled and not from the date of signature of the agreement.
The respondent trust purchased a property from the appellant subject to a suspensive condition requiring the consent of the Minister of Agriculture.
A contractual term imposing a condition in an agreement regulates an uncertain future event upon which the commencement of a duty to perform or the validity of the agreement is dependent. A suspensive condition suspends the right to performance or duty to perform pending the occurrence or non-occurrence of the future events specified. Pending the fulfilment of the condition, the parties to the agreement are woven into a contractual relationship. One consequence is that neither party can withdraw from the agreement and they owe each other the duty to perform and are entitled to claim performance from the other party, including in relation to fulfilment of the suspensive condition. Once the suspensive condition is fulfilled, the parties are obliged to perform all their obligations under the agreement. If the condition is not fulfilled, the agreement may be terminated or may terminate automatically and neither party has to perform. There may be a damages claim or a claim for restitution.
Section 11(d) of the Prescription Act provides for a general prescription period of three years from the date that the debt is due. The debt must be one in which the debtor is under an obligation to perform immediately and the creditor has the right to institute an action for performance. Until the agreement is enforceable as a result of fulfilment of the suspension condition, prescription does not begin to run.
Summons was issued on 6 March 2012 and the matter went through three courts. It seems rather ironic that a dispute over prescription should take over 13 years to get to a conclusion. The finding seems rather obvious in law and logic.