Waiving reasons in an arbitral award: party agreement and consequences under Section 606(2) ZPO

Section 606(2) ZPO makes reasons for an arbitral award the default, while allowing the parties to agree otherwise. Waiving reasons can therefore be a deliberate procedural choice. The agreement should be clear before the award is issued and easy to locate in the case file.

The agreement primarily changes what the parties can expect from the later document. It does not automatically remove every other formal requirement. Written form, signatures, the date, the seat and delivery remain separate points under Section 606 ZPO and the parties’ procedural arrangements.

This article concerns a prior agreement to dispense with reasons. An award containing formulaic or unintelligible reasoning without such an agreement raises a different question. Setting aside and enforcement also require their own analysis.

What statutory starting point Section 606(2) ZPO creates

Section 606(2) ZPO states the duty to give reasons as the default: an arbitral award must be reasoned unless the parties have agreed otherwise. The provision therefore leaves room for a different party decision. It does not replace that decision with an assumption about the parties’ intention.

The first review has two separate questions. Is there an agreement that supports waiving reasons? What other requirements apply to the award? Answering the first question does not settle the second.

How to review the agreement and its proof

The statement may appear in the arbitration agreement, a later procedural agreement or minutes clearly approved by all parties. Section 606(2) ZPO does not prescribe a particular form for the deviation. Clear documentation confirmed by every party remains important for proving what was agreed.

The wording should show whether the parties intended to dispense with reasons for the final award in full. A provision on short deadlines, an oral hearing or a brief notice does not answer that question on its own. Amendments and applicable institutional rules should be compared as well.

What waiving reasons changes for the award

An effective waiver can explain why the award contains no detailed reasoning. The operative part then becomes especially important for the parties. It should show which relief the tribunal granted, dismissed or declared.

The waiver concerns the duty to give reasons according to its wording. It does not automatically answer questions about written form, signatures, the date, the seat or delivery of the award. Those matters require a separate review under Section 606 ZPO and the applicable agreement.

How a waiver differs from empty reasoning

An agreed waiver and empty reasoning describe different starting points. A waiver concerns the parties’ prior procedural decision. Empty reasoning concerns the quality of a document that is required to give reasons, or whose content must be assessed under different agreed rules.

Where no reliable agreement is shown, short wording should not be treated as a waiver too quickly. Conversely, an express waiver is not automatically a defect merely because the parties cannot follow detailed reasons. The agreements, minutes and award must be read together.

What remains open for a later setting-aside review

Section 611(2) ZPO lists statutory grounds for setting aside and includes violations of the fundamental values of the Austrian legal order. The absence of detailed reasons alone does not automatically show that this threshold has been reached. The agreement on reasons must be checked first, followed by the concrete content of the award.

A setting-aside action is a separate review of the award. It does not replace interpretation of the parties’ agreement and does not create a general rehearing of the dispute. The complete award, proof of delivery and procedural file should therefore be preserved before deciding on further steps.

Which documents matter for the classification

For a first review, collect the arbitration clause, later procedural agreements, minutes, applicable arbitration rules, the complete award and proof of delivery. Mark the passage from which the waiver is said to follow and record who approved it.

The distinction from other questions remains important. The article on a missed challenge of an arbitrator addresses early action on that issue. The article on conflicting terms and arbitration clauses explains how that conflict affects formation of an arbitration agreement. Subscribe to BRANDaktuelle Rechtsnews for new articles and legal updates from the firm.

Common questions on waiving reasons

May an arbitral award be issued without reasons?

Section 606(2) ZPO makes reasons the default but permits a different agreement by the parties. Whether a clear and effective agreement exists must be assessed from the complete file.

Must the waiver appear in the arbitration clause?

Section 606(2) ZPO does not prescribe a particular form. A later procedural agreement that was clearly approved may also be relevant. Wording, consent and scope remain decisive.

Does the waiver also remove the other formal requirements?

No. Written form, required signatures, the date, the seat and delivery of the award remain separate review points under Section 606 ZPO and the applicable agreements.

Next step

Contract, arbitration clause, correspondence and deadlines should be collected. It can then be assessed whether negotiation, preservation or arbitration is central.