Silence Is Not a Violation: What Jiitee Työt Oy v. Finland Tells Us About Waiving the Right to a Reasoned Award in Arbitration

On 9 June 2026, the European Court of Human Rights (the "Court") handed down a judgment that will interest anyone who drafts, negotiates or relies on arbitration clauses. In Jiitee Työt Oy v. Finland, the Court unanimously held that there had been no violation of Article 6 § 1 of the European Convention on Human Rights (the "Convention") where a Finnish company was bound by a commercial arbitral award that contained no reasoning at all. The case is a compact and useful illustration of how far parties can go in contracting out of the ordinary guarantees of a fair trial.

This post first sets out the facts behind Jiitee's unreasoned award and the Court's two-step test for a valid and permissible waiver, before turning to what the judgment tells us about the wider case law on waivable and non-waivable safeguards under Article 6, and the role that domestic and international instruments played in the Court's reasoning.

Six Tunnels, One Expedited Arbitration

Jiitee Työt Oy ("Jiitee"), a Finnish construction company, had signed six contracts for repair work on rail tunnels with another company, referred to in the judgment as "M". Each contract sent disputes to arbitration under the Arbitration Institute of the Finland Chamber of Commerce (the "FAI"). When a dispute arose, M proposed using the FAI's Rules for Expedited Arbitration (see also the current FAI Rules for Expedited Arbitration in force as of 1 January 2024) rather than the standard arbitration rules, and Jiitee agreed. Under those expedited rules, an award does not contain reasons unless a party asks for a reasoned award within a deadline set by the arbitrator. At the first case management conference, both parties, with Jiitee represented by two lawyers, confirmed that the award did not need to be reasoned. The arbitrator even sent a follow-up email inviting either side to change its mind. Neither did.

The result was an award ordering Jiitee to pay roughly EUR 330,000 in unpaid invoices plus costs and fees, with no explanation of the facts, the law, or the arbitrator's reasoning beyond the operative decision itself. Jiitee tried unsuccessfully to have the award annulled through the Finnish courts, and then took the case to Strasbourg.

A Two-Step Test: Valid and Permissible Waiver

The core issue of the judgment is whether Jiitee could have validly waived its right to a reasoned decision under the Convention. The Court conducted its analysis in two parts. Firstly, it considered whether the waiver of a right under Article 6 was established in a free, lawful and unequivocal manner, which is a well-established test for a valid waiver in the context of voluntary arbitration. Secondly, the Court considered whether such a waiver, if valid, was permissible. This analysis addressed, on one hand, the question whether an obligation to state reasons constitutes such a fundamental procedural principle that it cannot be waived, and, on the other hand, whether a party was protected by proper procedural safeguards.

The first part of the analysis sparked no real controversy: on the facts of the case, it was clear that Jiitee had waived its right to a reasoned decision freely and unequivocally. Jiitee did not even allege this was not the case. Jiitee's waiver was also found to be lawful because nothing in the Finnish Constitution or the Arbitration Act barred a party from waiving its right to a reasoned award. Indeed, in a 2001 case concerning the independence of arbitrators, the Finnish Supreme Court had already confirmed that submitting a dispute to voluntary arbitration amounts to a waiver of right to ordinary court proceedings and the associated procedural safeguards.

The crux of Jiitee's arguments before the Court lies in the second part of the analysis. Jiitee argued that the right to a reasoned decision is a non-waivable minimum guarantee under Article 6. According to Jiitee, the absence of reasons defeats effective judicial scrutiny and deprives both the parties and the courts of the means to ensure that the parties have been afforded an opportunity to be heard and that the decision is not arbitrary.      

In its compact reasoning, the Court noted that neither Finnish law nor international treaties require that arbitral awards be reasoned in all circumstances. The Court further found no indication that Jiitee's right to be heard was violated or that its arguments were not considered by the arbitrator. To the contrary, as confirmed by the Finnish courts that reviewed the case, it was undisputed that both parties had explicitly confirmed in the course of the arbitration that they had an adequate opportunity to present their respective cases. The Court also considered that the domestic law and the FAI Rules for Expedited Arbitration contained several procedural safeguards, including the possibility to seek annulment or setting aside of an award.

The Court therefore concluded that the right to a reasoned decision is not such a fundamental procedural principle that it would be impermissible to waive, where such waiver is otherwise valid.  

The Wider Picture

Jiitee Työt Oy v. Finland confirms that the right to a reasoned decision, while central to ordinary litigation and set out in Section 21 of the Finnish Constitution, is not part of the non-waivable core of Article 6 in voluntary commercial arbitration. The Court considered the right to be heard – or a tribunal's duty to examine submissions, arguments and evidence put forward by the parties – to be closely connected with an arbitrator's obligation to provide reasons for the decision eventually issued. This can be seen as the Court giving serious thought to Jiitee's argument that a lack of reasoning effectively prevents meaningful judicial review of an award because the arbitrator's thought process is not visible to anyone. However, the Court ultimately discarded this line of argument, as it was possible to verify that the parties had been given sufficient opportunity to present their cases – and had explicitly confirmed as much – and had various procedural safeguards at their disposal.

The Court referred to, among other case law, Beg S.p.a. v. Italy and an older case involving Finland, Suovaniemi and Others v. Finland, both of which touched upon the questions of whether, and under which conditions, a party can waive their right to an independent and impartial arbitral tribunal. While the factual matrices of both cases were very different from Jiitee Työt Oy v. Finland – and much more complex – both cases confirmed that whether a fundamental procedural right can be waived is highly case-specific and particularly depends on the procedural safeguards available to the parties. Jiitee Työt Oy v. Finland is therefore well-aligned with the Court's earlier case law.

The Finnish Government highlighted in its arguments before the Court that parties who submit a dispute to expedited arbitration have chosen the swiftness of the proceedings and the finality of the decision over full court proceedings and the safeguards attached to them. While this is an attractive argument to arbitration practitioners, the Court did not explicitly discuss it. The line of argument is nonetheless well-rooted in Finnish law. As the Court pointed out, the Finnish Arbitration Act does not explicitly require an arbitral award to be reasoned, which the preparatory works confirm was a conscious choice at the time, aimed at reducing potential grounds for annulment. The preparatory works further note that parties sometimes expect a speedy resolution, in which case an award can be issued without thorough reasoning, although appropriate reasoning is usually part of a good-quality award. As an aside, a pending Government Bill proposes renewing the Finnish Arbitration Act and aligning it with the UNCITRAL Model Law on International Commercial Arbitration. Article 31 of the Model Law requires an award to be reasoned unless the parties have agreed otherwise. If the Finnish Arbitration Act is amended according to the proposal, the legal situation will be clarified through an explicit requirement for arbitral awards to be reasoned unless the parties agree otherwise, albeit it will not significantly change the current practice.

The Finnish Government further argued that international instruments such as the New York Convention (United Nations Convention on the Recognition and Enforcement of Foreign Arbitral Awards) and the Model Law should be used as measuring sticks to determine whether a right to a reasoned award is a fundamental procedural principle within the sphere of public policy. The Court can be understood to have accepted this argument, as it stated that international treaties, such as the New York Convention, do not treat a right to a reasoned decision as an absolute right. That is an important acknowledgement, as it would be highly problematic if the fundamentals of procedural safeguards, enforced as part of public policy, were understood entirely differently under the New York Convention and the European Convention on Human Rights.

The bottom line of Jiitee Työt Oy v. Finland is that parties who knowingly, freely and repeatedly agree to dispense with the right to a reasoned award, particularly where they remain represented by counsel and retain other avenues to challenge procedural unfairness, should not expect Strasbourg to rescue them from that choice merely because the result was expensive. The judgment leaves the door open for a different outcome where the surrounding safeguards are thinner, or where the waiver itself is doubtful, but on these facts, silence in the award was not a violation.