For a long time, the starting point in arbitration was simple, if a contract was not executed by you, you were not bound by the clause that sent the arising dispute to arbitration. The Supreme Court in EMTS Limited v. Afdin Ventures Limited & Ors [2026] LPELR-83327 (SC), recently departed from this established principle. The Court held that an arbitration agreement can bind a person who never signed it, as long as that person derived a benefit from the contract, assumed obligations under it, or was otherwise closely tied to the transaction. This piece traces the dispute, sets out the reasoning, and considers what it means in practice for anyone who drafts commercial agreements, sets up special purpose vehicles, or thinks about liability in group structures.
The opinions in the articles are for general information purposes only and do not form a legal relationship or be taken as legal advice. To explore legal advice, please consult your solicitor or feel free to get in touch with us directly.
