The Use of WhatsApp In Legal Documents

Important documents usually need to be in writing and executed in a certain way to have a binding effect.

However, with the growing use of digital communications, how far can this go to replace the historic requirement of a wet signature.

In particular, many people use WhatsApp as a convenient replacement for email communications, and these can certainly be used as supporting evidence in a case but can it in fact form the basis of a legally binding contract or property transfer.

The court was called upon to decide this in some recent cases.

Jaevee Homes Limited v Fincham (trading as Fincham Demotion) (2025)

This was a claim issued in December 2024 by Jaevee Homes Limited (“Jaevee”) for a declaration that Mr Fincham has been engaged to carry out works at the former Mercy nightclub.

A prior adjudication in September 2024 had already decided that Jaevee owed about £146,000 to Mr Fincham. To circumvent this Jaevee argued that the invoices were not valid payment applications and sought determination of the actual terms of the agreement between the parties.

The case was heard in the High Court in March with judgment being handed down in April by Mr Roger Ter Haar KC.

Correspondence between the parties started in April/May 2023 by way of email exchange. There was then follow up WhatsApp messages between April 2023 and 23 May 2023. Works commenced on 20 May 2023. Invoices were issued between June and December 2023.

It was alleged that the contract concluded through the exchange of WhatsApp message particularly on 17 Maty 2023.

The judge concluded:

In my judgment, the exchange of WhatsApp messages, whilst informal, evidenced and constituted a concluded contract

In particular he pinpointed the following messages as evidence of a concluded agreement:

[17/05/2023, 17:43:15] Steve Fincham: Ben Are we saying it’s my job mate so I can start getting organised mate
[17/05/2023, 20:06:42] Ben James: Yes

The terms of the contract was therefore as set out in the informal WhatsApp exchange rather than the formal subcontract which came after.

He went on to make the following declaration in Mr Fincham’s favour:

The Claimant engaged the Defendant to carry out the Demolition Works subject to a basic contract formed by the exchange of written communications by email and WhatsApp text messages between April 2023 and 17 May 2023 which included an entitlement on the part of the Defendant to issue monthly applications for payment in respect of which the Defendant would be paid 28 to 30 days following the date of submission by the Defendant to the Claimant of an invoice.

Consequently 3 of the 4 invoices were valid and payable

Reid-Roberts & Anor v Mei-Lin & Anor (2026)

This was an appeal of a decision made by Deputy Insolvency and Companies Court Judge Frith on 10 April 2024

Ms Hsiao Mei-Lin and Mr Audun Mar Gudmundsson (First and Second Respondent) were previously married (in 2009) having separated in 2016 and owned 9 Southcote Road, London N19 5BJ (the Property) jointly since 2006/2007.

Ms Maxine Reid-Roberts and Mr Brian Burke are the joint trustees in the bankruptcy of Mr Gudmundsson.

The decision made on 10 April 2024 was that

the Trustees and Ms Lin each held 50% of the beneficial interest in the Property and ordered that Ms Lin should deliver up to the Trustees vacant possession of the Property on 1 August 2032, whereafter the property was to be sold with conduct of the sale being given to the Trustees

Both parties appealed. The relevant ground advanced by Ms Lin was that the judge should have found that the whole of the beneficial interest in the Property has been transferred to her as evidence in the course of WhatsApp and email exchange in December 2018.

Divorce proceedings had commenced in 2017 and was heard in 2019.

In November 2019 a statutory demand was issued against Mr Gudmunsson for about £157,000, followed by a bankruptcy petition in December 2020, prior to the handing down of the judgment in the family proceedings.

A bankruptcy order was made in February 2020 and judgment in the family proceedings followed in March 2020 (transferring Mr Gudmunsson’s interest in the Property to Ms Lin).

Ms Lin on discovering the bankruptcy order applied for it to be annulled which was unsuccessful.

The Trustees applied for possession of the Property and sought an order for sale when Ms Lin failed to sell as promised.

In the meantime, Mr Gudmunsson successfully appealed the family judgment as the judge had no power to order transfer of his interest given at that time the bankruptcy order had been made.

Normally for a transfer of property to be valid it must satisfy s53(10(a) and/or (c) of the Law of Property Act 1925 namely

53 Instruments required to be in writing.

(1) Subject to the provision hereinafter contained with respect to the creation of interests in land by parol—

(a) no interest in land can be created or disposed of except by writing signed by the person creating or conveying the same, or by his agent thereunto lawfully authorised in writing, or by will, or by operation of law;

(b) a declaration of trust respecting any land or any interest therein must be manifested and proved by some writing signed by some person who is able to declare such trust or by his will;

(c) a disposition of an equitable interest or trust subsisting at the time of the disposition, must be in writing signed by the person disposing of the same, or by his agent thereunto lawfully authorised in writing or by will.

In the first instance decision in April 2024 the Deputy Judge relied on the Court of Appeal decision in Hudson v Hathway (2023) in concluding that

The WhatsApp messages on their own evince a clear intention on the part of [Mr Gudmundsson] to release his share of the [Property] to his wife.

But he then went on to site the earlier decision of the Court of Appeal in Xydhias v Xydhias (1999) and stated

Xydhias provides binding authority to the effect that whilst the parties to the divorce proceedings can engage in negotiations to resolve issues, any agreement they reach will have to be approved by the judge having the conduct of the matter. It will then be recorded in the appropriate Court order.

Therefore, the interest of Mr Gudmundsson had not been transferred.

Mr Justice Cawson on the appeal came to the conclusion that the communications

do not demonstrate Mr Gudmundsson evincing an intention at any point to unequivocally and immediately relinquish his interest in the Property in favour of Ms Lin.

He went on to explain:

I consider that the context of the divorce proceedings is important, as was the fact that the parties had instructed Solicitors who might ordinarily have been expected to be involved with regard to the finalisation of any settlement agreement, and any dispositions of property, or interest therein, in order to give effect thereto. This is in contrast to Hudson v Hathway, where there were, inevitably, no divorce proceedings on foot, nor any apparent involvement of solicitors, in respect of communications regarding how the shared assets should be dealt with some years after separation.

Whilst it might be technically possible for a WhatsApp message to have the requisite dispositive intent and satisfy the requirements of s.53(1) LPA 1925, the use of such a medium does, as I see it, and considering the matter objectively, point against an intention to affect such a significant transaction as the transfer of a beneficial interest in a relatively high value property such as the Property

He did not consider the language of the communication was indicative of the intention to part with his interest in the Property.

In addition, he considered that

the header within a WhatsApp “chat” identifying the sender is analogous to the email address that is added by the relevant service provider to the top of an email, utilising the sender’s email address which, in most cases, will be chosen by the sender albeit often utilising the email service provider’s domain name (e.g. xxxx@gmail.com). It is not, as I see it, part of the actual message itself, but merely provides a mechanism designed by the relevant service provider to allow the sender of the email or WhatsApp message to be identified. It is, I consider, therefore, properly to be regarded as incidental to the message itself, rather than as forming part thereof.

Mr Gudmundsson did not, as I see it, cause the heading to appear by sending the relevant messages. Rather the heading was already there in the WhatsApp app as it appeared on Ms Lin’s phone before the relevant messages were added to the chat.

In these circumstances, I find it difficult to see that there can have been the necessary authenticating intent in relation to the heading and the WhatsApp messages on the basis that the heading was incidental to the messages rather than being an integral part thereof.

On this basis, I do not consider that the WhatsApp messages would have satisfied the requirements of s.53(1)(a) or (c) LPA 1925 even if I had found that the WhatsApp messages were to be read as effecting a release or disposition of Mr Gudmundsson’s interest in the Property.

He therefore allowed the appeal of the trustees but not Ms Lin and she was ordered to vacate the Property by July 2027.

Final Words

Whilst these cases show that in the right circumstances WhatsApp messages can be evidence that a legally binding transaction has taken place, it is very case specific.

If informal correspondence such as WhatsApp messages are not to form the contract or the contractual terms they should clearly be marked as such (‘Subject to Contract’ or ‘Without Prejudice’).

Ideally clients and staff should be discouraged from using informal platforms such as WhatsApp to avoid ambiguity, with preference for email communications.

If you are unsure whether your WhatsApp or other digital communications could amount to a binding agreement or affect your property rights, our Dispute Resolution legal team can help. For clear legal advice on contracts, property transactions, and managing risk in digital communications, please get in touch by calling 0330 822 3451 or request a callback.