The respondent, Noble Crest CC, franchised an automotive paint and dent repair business under the name 'Dents ‘N All'. The appellant, Kadoma Trading 15 (Pty) Ltd, concluded a sale agreement (October 2010) and a franchise agreement (January 2011) with the respondent to acquire and operate the franchise, paying R1.5 million of the agreed purchase price. Unknown to the appellant at the time, the respondent had been deregistered as a close corporation on 16 July 2010 for failure to file annual returns. After disputes arose regarding performance under the agreements, the appellant purported to cancel them and later alleged fraud, asserting that the agreements were void ab initio because the respondent lacked legal personality when contracting. The respondent was re-registered on 12 April 2011 and contended that re-registration retrospectively validated the agreements. Litigation followed concerning enforcement of termination clauses and repayment of the purchase price.