Article 93 of the Saudi Civil Transactions Law

المادة 93 من نظام المعاملات المدنية · الفرع الثالث: النيابة في التعاقد

The article prevents a representative from contracting with himself by virtue of his representation without permission, whether for his own account or for the account of another, and allows the principal to ratify such a contract.

Official text (Arabic)

This article has not been amended since the law was issued.

لا يجوز للنائب أن يتعاقد مع نفسه بمقتضى نيابته دون أن يكون مأذونًا له بذلك سواء أكان تعاقده مع نفسه لحسابه أم لحساب الغير، وللأصيل أن يجيز التعاقد.

This is the official Arabic wording, the only legally binding version. We do not translate the law itself; the explanation below is ours. Official source: Bureau of Experts at the Council of Ministers

Article 93 explained in plain English

This article deals with a situation in which the representative stands on both sides of the contract, so that he contracts with himself by virtue of his representation. The rule is that this is not permitted unless the representative is authorized to do so.

The prohibition covers two forms mentioned in the text:

Contracting for his own account: such as an agent selling his principal's property to himself, or buying for his principal something that he himself owns.
Contracting for the account of another: such as being the representative of two different parties and concluding the contract between them while representing both.

The reason for the prohibition is evident: in this situation the representative's interest may conflict with the principal's interest, or it may be hard for him to look after the interests of two opposing parties at the same time.

Even so, the text opens two ways of validating the contract:

Prior permission: if the representative is authorized to contract with himself, it is permitted.
Later ratification: the principal may ratify the contract after it takes place.

An agent who wishes to buy what he was appointed to sell is best advised to obtain express permission from his principal. Where there is a dispute over the existence of permission or ratification, it is advisable to consult a lawyer who specializes in civil cases.

Practical example

Noura appointed her brother Majed to sell her apartment in Dammam, and Majed wanted to buy it for himself. He may not sell it to himself under the power of attorney unless Noura authorizes him to, and if he sold it to himself without permission, Noura may ratify the sale if she is content with it.

Translated from our Arabic explanation with machine assistance. For guidance only; it does not replace advice from a lawyer on your situation.

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