E-commerce has boomed in Bangladesh, and digital transactions are now the mainstay of all trading activity. But lurking beneath every online sale, service contract, or click-wrap agreement is a legal query that courts, businesses and consumers have yet to face squarely: do digital Bangladesh contracts have the same legal standing as paper ones? The answer, as a detailed exploration of the existing legal framework suggests, seems to be both hopeful and fraught with uncertainty.
Legal Foundations
The two basic laws that underpin digital contracts in Bangladesh are The Contract Act, 1872 – Laws of Bangladesh and the Bangladesh: Information and Communication Technology Act, 2006.
The Contract Act, drafted in the colonial era, defines a contract under section 2(h) as ‘an agreement enforceable by law’ — and makes no distinction between paper and electronic agreements. So long as an offer, acceptance, lawful consideration, free consent, and a lawful object exist, a contract made electronically is legally the same as one signed.
The ICT Act, 2006, complements this premise by explicitly recognising electronic records and digital signatures as valid. It establishes the Controller of Certifying Authorities (CCA) to regulate digital certificates and states that any law requiring writing or signature shall have that requirement satisfied electronically. Further, the law mandates that a digital signature must uniquely identify the signatory.
Formation of Digital Contracts
In practical terms, digital contracts are often formed via several methods: Contracts are formed through conduct, for example, when consumers click ‘I Agree’ to an e-commerce website’s terms and conditions or on platforms like Chaldal or Sajgoj and complete their payment. In such cases, the acceptance of an offer electronically resulted in an implied contract based on that transaction behavior, satisfying the acceptance requirements under the Contract Act, 1872.
Enforcement Lapses
The ICT Act, 2006, calls for the usage of certified digital signatures, issued through a licensed Certifying Authority, monitored by the CCA (sections 17–35). “In practice, most businesses rely on informal email exchanges or checkbox assent — forms of agreement that become legally murky when challenged in court.
This is compounded by the Bangladesh Evidence Act, 1872, which, even with its amendment to recognise digital signatures as evidence (section 67A), requires that showing a signature in court be placed squarely on the burden of the party claiming such evidence. Absent any data trail, time stamps, or validated digital certificate, it is difficult to prove that the signature is authentic.
A UK Parallel
A glance at how the United Kingdom approaches digital contract validations illuminates where Bangladesh needs to go. UK law, first the Law of the Electronic Communications Act 2000 and further cemented by the eIDAS Regulation adopted from the EU, clarified the legal position of electronic signatures. What was significant about this regulation was the development of a hierarchy of electronic signatures: Simple, Advanced and Qualified, respectively, providing judges and businesses a benchmark against which to assess the strength of an electronic signature-based contract. Under it, a Qualified Electronic Signature will have the same legal validity as a handwritten one, paving the way for unambiguous contractual enforcement.
In comparison with this, Bangladesh’s ICT law draws no distinction within its mode of valid signing and has not attempted to create the context for its understanding in the courts. Where the UK’s Law Commission confirmed in 2019 that electronic signatures were valid for all contracts, the Bangladesh judicial system has not developed any significant foundation for its ensuing adjudication in e-commerce disputes on digital contracts.
Protection of Consumers and International E-Contracts
Another persisting challenge is consumer protection. The Digital Commerce Policy 2020, released by the Ministry of Post, Telecommunications and Information Technology, offers some perspective on business practices, but is not statutory in its scope. Customers on domestic or cross-border digital platforms face the steep hill of no law on e-commerce consumer rights, as no dedicated legislation exists that might impose pre-contractual disclosure obligations on digital vendors or to provide customers the know-how of the usual right of withdrawal.
Cross-border transactions expose a further gap: the ICT Act is entirely silent on governing law and jurisdiction, leaving consumers and traders without legal recourse in international disputes. The ICT law is silent on international relations, burdening the consumers and traders in similar transactions with uncertainty.
Looking ahead
While Bangladesh’s digital contract landscape has been praiseworthy in including the ICT law’s recognition of digital records, the legal architecture has fallen behind the pace of its e-commerce growth. Necessary reforms should focus on three key areas: Firstly, learning from eIDAS to establish a tiered electronic signature system. Secondly, implementing a dedicated e-commerce code that regulates cross-border transactions, consumer protection and jurisdiction. And finally, enhancing the judiciary’s capacity in examining digital evidence. Until then, the legal enforceability of digital agreements in the country remains a seeming paradox: technologically valid but practically vulnerable.
Conclusion
Bangladesh’s legal framework for digital contracts has recognised electronic agreements, but significant gaps remain. The absence of clear regulations on electronic signatures, e-commerce, and cross-border disputes creates legal uncertainty. To support a growing digital economy, Bangladesh should introduce stronger legal reforms, improve judicial capacity, and ensure better consumer protection in the digital marketplace.
About the Author:
Muhammad Tafhimul Islam is a law student at Southern University Bangladesh, Department of Law. Alongside his academic journey, he has actively engaged in research and leadership activities. He served as a Research Fellow at BSHRLS, and Joint Team Lead at the SUBMCS Research Branch. He also worked as a Campus Ambassador for The Aura and BD Opinion Juris. With a keen interest in digital law, e – commerce regulation, and emerging legal frameworks, actively engages in legal research and academic writing.