A battle over the transfer of control of a sushi restaurant’s Facebook page raged in the Western Cape High Court after a partner in the restaurant – who was the administrator of the online page – sold his shares to the other partner, but the latter never got control of the online page.
Banny Levi and Medhi Pakdoust were co-owners of a business called Nuri Sushi (Pty) Ltd. As the name suggests, it is a sushi restaurant. And, like sushi that had been in the sun too long, their relationship went sour, Acting Judge MJ Bishop commented.
The application concerns Nuri Sushi’s Facebook page, and it has led to a Meta dispute spanning continents.
The restaurant used this Facebook page to advertise its business. It was said to be an extremely valuable asset for the business, particularly because it had 11 000 hungry followers.
A Facebook page – unlike a personal Facebook account – is run by an “administrator”. The administrator must be a Facebook user. Pakdoust was a Facebook user and while he and Levi were still working together, he was an administrator of the Nuri Sushi page.
Levi was not a personal Facebook user. But he also acted as an administrator of the Nuri Sushi page through another of his businesses that did have a Facebook account – Eastern Food Bazaar.
An administrator of a Facebook page has many powers, including the ability to remove existing administrators.
It is said that this is what Pakdoust did to Levi. In April 2021, he removed Levi’s agent – Eastern Food Bazaar – as an administrator of the Nuri Sushi page.
A month later, the parties were able to settle their disputes. Levi agreed to buy out Pakdoust’s share in Nuri Sushi. One of the clauses of that settlement agreement related to Nuri Sushi’s social media.
In terms of the agreement, Pakdoust agreed and undertook to disengage from any social media platform relating to Nuri or St George’s Mall, where the restaurant is located – including all and any Facebook pages, Instagram and any other social media activity.
In this regard, Pakdoust agreed to do all things necessary to remove himself as the administrator, and agreed to hand over to Levi all and any passwords and access information that may be required from time to time.
Judge Bishop said this seemed like a relatively simple clause – Pakdoust was required to transfer control of the Nuri Sushi Facebook page to Levi. But it does not translate accurately into Facebook lingo. What Facebook required to transfer control was for Pakdoust to make Levi (or his agent) an administrator, and then remove himself as an administrator.
It could not be achieved through the handing over of “passwords and access information”. It took two experts and American lawyers to figure out how to actually achieve something that ought to have been easy, the judge said.
Pakdoust claimed that shortly after the settlement agreement was concluded, he invited Eastern Food Bazaar to be an administrator and then removed himself as administrator. From his perspective, his job was done.
But Eastern Food Bazaar never received a notification from Facebook that it had been invited to be an administrator.
Judge Bishop noted that a Facebook page could not exist without an administrator.
“But it did – the page was still available to view for its 11 000 followers and anybody else trawling through Facebook for sushi in Cape Town.”
Eventually, Levi instituted arbitration proceedings against Pakdoust. He claimed R500 000 he said he suffered due to the Facebook debacle.
Pakdoust said that he had done all he could to reinstate Eastern Food Bazaar as an administrator. While the arbitrator found that the most likely inference to be drawn was that Pakdoust “removed himself as administrator and appointed an unknown account as administrator so as to frustrate Levi in acquiring access as administrator”, he dismissed Levi’s claim.
That led Levi and Nuri Sushi to launch the present application in which Levi sought an order compelling Pakdoust to make him the administrator of the Facebook page, as per the terms of their sale agreement.
Judge Bishop said despite owning Nuri Sushi, Levi was not the administrator of its Facebook page. He cannot use it. The position is exactly the same as if Pakdoust held the keys to Nuri Sushi’s office and refused to return them after selling the business, the judge said.
Pakdoust was ordered to take all necessary steps to place Levi in the position of being the sole and exclusive administrator of the Nuri Sushi Facebook page.
Pretoria News
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